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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)
Terrence J. Cullen, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: November 30
Date of reporting period: December 1, 2010 through November 30, 2011
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, 2011
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Ticker Symbol: PHD
visit us: us.pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 10
Prices and Distributions 12
Performance Update 13
Schedule of Investments 14
Financial Statements 40
Financial Highlights 43
Notes to Financial Statements 45
Report of Independent Registered Public Accounting Firm 56
Approval of Investment Advisory Agreement 58
Trustees, Officers and Service Providers 62
Pioneer Floating Rate Trust | Annual Report | 11/30/11 1
President's Letter
Dear Shareowner,
During the first three quarters of 2011, the U.S. economy struggled to gain
solid footing. The economy went through a soft patch in the first half, and the
second half, so far, has been highlighted by the U.S. government's battle over
the debt ceiling and Standard & Poor's downgrade of the U.S. Treasury's credit
rating from the top rating of "AAA" for the first time in history. After
rallying nicely in the first half, U.S. equity markets reacted sharply this
summer to the political stalemate and the downgrade. There has been continued
pressure on equities due to concerns about the growing European sovereign-debt
crisis and its potential impact on the global economy.
Despite legitimate reasons for concern, we believe there are also reasons for
optimism that the U.S. economy will continue to exhibit modest growth and is
not headed into a severe recession. Corporations continue to post solid
earnings and, for the most part, are maintaining their positive earnings
outlooks. They also have strong balance sheets with improved net leverage and
high cash levels. Auto production has rebounded following the Japanese
supply-chain interruptions caused by the earthquake and tsunami last spring.
Retail sales growth year-over-year has remained steady despite low consumer
confidence. And despite high unemployment in the U.S., private sector
employment has grown consistently, albeit modestly, since February 2010. There
are certainly risks to our outlook, including possible contagion from the
European sovereign-debt and banking crisis, the fiscal drag from federal and
state budget cuts in the U.S., as well as potential "negative feedback loops"
from capital-market volatility. But broadly speaking, we think the subpar
economic recovery is consistent with recoveries from other "balance
sheet"-caused recessions.
The difficult recovery process has been accompanied by wide market swings.
While this is a challenging environment, our investment professionals continue
to focus on finding good investment opportunities in both equity and bond
markets, using the same disciplined approach Pioneer has used since 1928. Our
approach is to identify undervalued individual securities with the greatest
potential for success, carefully weighing risk against reward. Our teams of
investment professionals continually monitor and analyze the relative
valuations of different sectors and securities globally to help build
portfolios that we believe can help you achieve your investment goals.
2 Pioneer Floating Rate Trust | Annual Report | 11/30/11
At Pioneer, we have long advocated the benefits of staying diversified and
investing for the long term. The strategy has generally performed well for many
investors. 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.
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
us.pioneerinvestments.com. We greatly appreciate your trust in us and we thank
you for investing with Pioneer.
Sincerely,
/s/ Daniel K. Kingsbury
Daniel K. Kingsbury
President and CEO
Pioneer Investment Management USA, Inc.
Any information in this shareowner report regarding market or economic trends
or the factors influencing the Trust's historical or future performance are
statements of opinion as of the date of this report. These statements should
not be relied upon for any other purposes. Past performance is no guarantee of
future results, and there is no guarantee that market forecasts discussed will
be realized.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 3
Portfolio Management Discussion | 11/30/11
Against a backdrop of rapid and frequent changes in investor sentiment,
floating-rate bank loans produced generally modest, but positive performance
during the 12 months ended November 30, 2011. In the following interview,
Jonathan Sharkey discusses the factors that affected the performance of Pioneer
Floating Rate Trust during the 12-month period ended November 30, 2011. Mr.
Sharkey, vice president and portfolio manager at Pioneer, is responsible for
the daily management of the Trust.
Q How did the Trust perform during the 12 months ended November 30, 2011?
A Pioneer Floating Rate Trust returned 6.99% at net asset value and 2.60% at
market price during the 12 months ended November 30, 2011, with shares of the
Trust selling at a 0.80% premium to net asset value at the end of the period.
During the same 12-month period, the Trust's benchmark, Barclays Capital U.S.
High Yield Loans Index, returned 2.06%, while the Trust's former benchmark,
the Credit Suisse Leverage Loan Index, returned 2.65%. Unlike the Trust, the
benchmarks do not use leverage. While the use of leverage can increase
investment opportunity, it also can increase investment risk. During the same
12-month period, the average return (at market price) of the 28 closed end
funds in Lipper's Closed-End Loan Participation Funds (Leveraged) category was
2.50%.
On November 30, 2011, the Trust's standard 30-day SEC yield was 10.17%.
Q What were the principal factors that affected the Trust's performance during
the 12 months ended November 30, 2011?
A During the 12-month period, the Trust's increased emphasis on loans to
companies likely to benefit from improving economic conditions helped
performance relative to the benchmark, especially during those times when
investors were more optimistic about both the economy and prospects for
growing corporate earnings. To be sure, the 12-month period featured many
phases during which investor sentiment about the overall health of the economy
and the potential for a sustained recovery fluctuated between optimism and
pessimism. However, as investor attitudes changed, we retained our belief that
while growth trends might slacken, the economy would continue to grow and the
risks of a double-dip recession were minimal. Over the 12-month period, we
increased the Trust's exposure to loans to companies in the economically
sensitive basic materials and capital goods industries, while reducing
investments in the more defensive health care, utilities and telecom groups.
The Trust's results were supported by the positioning
4 Pioneer Floating Rate Trust | Annual Report | 11/30/11
decisions, combined with good performance from a number of Trust investments
in loans to companies based in cyclically sensitive areas that were trading at
discounts. The Trust's performance during the period also was helped when a
number of older loans in the portfolio were refinanced. We often were able to
use the proceeds from the retired loans to take on new Trust investments in
higher-yielding loans.
Q What was the investment environment like for investments in floating-rate
loans during the 12 months ended November 30, 2011?
A During the first half of the annual reporting period, floating-rate bank loans
performed very well, as did other credit-sensitive investments, amid general
investor confidence about the growth of the economy and the financial health
of corporations. Also helping the markets were the effects of the Federal
Reserve System's (the Fed's) purchases of securities in the open market, which
led to a greater investor appetite for risk in late 2010, and for most of the
first half of 2011. It had become widely anticipated by investors that the Fed
might raise interest rates by the end of 2011. The anticipation helped lead to
record inflows to loan funds in December 2010, and again in January and
February 2011. The activity fueled spread tightening, refinancing of recent
new issues and the emergence of "covenant-lite" loans, which are loans with
relatively looser safeguards for investors.
The supportive investment environment changed abruptly, however, late in the
summer of 2011. Credit-exposed securities fell into disfavor in August 2011
amid investor concerns about sovereign-debt problems in Europe and worry about
reports that indicated growth in the U.S. was slowing. High-yield bond
portfolios, which had been influential buyers of bank loan investments,
started reducing their investments in loans as they experienced outflows of
money (redemptions). Bank loans generally declined in value during that time
frame, but lower-rated loans were most affected by the slump, as August was
the second-worst month on record for loans. In addition, bank loans were
adversely affected when the Fed signaled its intention to keep short-term
interest rates low, at least until mid-2013. The news discouraged those who
had invested in floating-rate loans in expectation that interest rates soon
would start rising and the yields on the loans would increase. As some
investors sold their bank loan positions, the average prices of bank loans
declined, although not nearly as much as they did during the credit decline in
2008 when there was a forced unwinding of portfolios that had used leverage
and the average bid prices of loans fell to as low as $61 in the Barclays
Capital U.S. High Yield Loans Index. Bid prices on loans dropped to only $90
in August 2011, which provided evidence that much of the leverage had already
left the system.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 5
Investor sentiment changed again and bank loans started recovering in value in
September and October 2011 as investors again recognized the value in the
asset class, especially in light of generally healthy corporate earnings
reports and a very low default rate for bank loans. However, the apparent
rally in bank loans stalled again in November 2011 -- the final month of the
Trust's annual reporting period -- primarily on concerns about the potential
effects of European debt problems on the global economy. Nevertheless, we
believed bank loan prices were very appealing at the end of the period. As of
November 30, 2011, the actual default rate for bank loans was less than 1.5%
(well below the historical 3.6% average), but the prices of bank loans were
carrying an implied default rate of 16%, based on historical trends. We
believe that data continue to make bank loans a very attractive investment.
Despite all the volatility during 2011 in the credit markets, at the end of
November loans still were on track to have a positive return for the full 2011
calendar year. The loan market, in fact, has produced total returns in 13 of
the past 14 years, with 2008 being the only exception.
Q What types of investments most influenced the Trust's performance during the
12 months ended November 30, 2011?
A The Trust's investments in lower-priced loans, relative to the general bank-
loan universe, tended to help results during the 12-month period. Individual
Trust positions that supported results included an investment in a bank loan
to SMG H5, an Australian broadcasting company also known as Seven Media. The
company made prepayments on some of its debt after it issued new equity and
eventually the debt was paid out at the end of the period with a complete
refinancing. Another notable contributor to Trust performance was a bank loan
to Fenwal, a health care supply company that improved its operating results at
the same time that it prevailed in a patent-protection dispute. A Trust
investment in a loan to Spirit Finance, a real estate investment trust
investing in strip mall properties, also performed well after the company
announced plans for an initial stock offering. Other investments that helped
the Trust's results included loans to Alpha Topco (also known as Formula One
Racing), an operator of an automobile racing circuit that negotiated a
long-term contract with sponsors; and NCO Group, a financials company that
buys credit-card receivables and which benefited from an announced potential
refinancing.
Some Trust investments disappointed, however, during the period. One of the
more notable detractors from performance was a loan to Broadstripe, a small
cable communications service provider that has been going through a
bankruptcy. Other positions that held back the Trust's results included loans
to Celtic Pharma, a special-purpose drug developer that traded off due to the
timing of drug trials; and Sun Healthcare Group, a long-term health care
provider that was hurt by changes in government reimbursement formulas.
6 Pioneer Floating Rate Trust | Annual Report | 11/30/11
Q Could you describe how leverage is used in managing the Floating Rate Trust?
A Leverage is used in an effort to increase the yield of the Trust. Leverage was
provided through the issuance of auction-rate preferred shares. The proceeds
from the issuance of auction-rate preferred shares were used to increase the
amount of assets available to be invested in additional portfolio securities.
To the extent that dividend rates payable on auction-rate preferred shares are
generally lower than the returns produced by investing in additional portfolio
securities, the Trust's yield will be greater than what it would have been had
the Trust's portfolio not been leveraged.
Q How did the level of leverage employed by the Trust change over the 12 months
ended November 30, 2011?
A At the end of the 12-month period, 37.3% of the Trust's total managed assets
were financed by leverage, compared with 37.3% of the Trust's total managed
assets financed by leverage at the start of the fiscal year on December 1,
2010.
Q Did the Trust invest in any derivative securities over the 12 months ended
November 30, 2011, and if so, did the investments have a material effect on
the Trust's performance?
A The Trust did invest in a foreign-exchange derivative Australian Dollar to
U.S. Dollar Swap to mitigate foreign-exchange risk associated with the Trust's
investment in the loan to SMG H5, the Australian broadcasting firm mentioned
earlier. The exposure to this derivative did not, however, have a material
effect on performance. The Trust had no investments in derivative securities
after we liquidated this swap position when the investment in SMG H5 was
refinanced late in the fiscal year.
Q What is your investment outlook?
A We believe we have been seeing increased evidence that the economic recovery
is gaining more solid footing, with recent data suggesting improvements in
both the housing market and the employment picture -- two areas that had been
slow to show progress. We expect the recovery to continue, although the pace
of economic growth is likely to be moderate. At a time when loan default rates
remain low and corporations generally have shown good profit growth, we think
the environment for bank loans should be solid, especially given their low
recent prices. Loan spreads have been more than compensating for the
anticipated default rate, and we expect that bank loan investments should
continue to produce their promised income. In addition, the supply of bank
loans and the demand for them appear to be in balance.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 7
We think that the overall outlook for bank loans is positive and that
investors are receiving solid, risk-adjusted coupons while waiting for
interest rates to go up as the result of either increased inflation or a
change in Fed policy.
Note to Shareowners: Effective March 1, 2011, the Trust's benchmark was
changed from the Credit Suisse (CS) Leveraged Loan Index to the Barclays
Capital U.S. High Yield Loans Index.
The Trust's adviser believes that the Barclays Capital U.S. High Yield Loans
Index (the Barclays Index) is a more appropriate floating-rate bank loan index
for the Trust, for two main reasons: 1) because the Barclays Index is updated
more frequently than the CS Leveraged Loan Index, the Trust's management team
is able to perform better analytical reviews of the Trust's portfolio
holdings; and 2) the Barclays Index tracks a universe of loan securities that
are more in line with the types of securities that fall under the Trust's
investment mandate. Conversely, the CS Leveraged Loan Index tracks some
securities that do not fall within the Trust's investment universe.
For comparison purposes, Pioneer will report performance for the Trust's
former benchmark, the CS Leveraged Loan Index, in this November 30, 2011,
annual report. This will be the last Trust report featuring returns for the
former benchmark.
Please refer to the Schedule of Investments on pages 14-39 for a full listing
of Trust securities.
8 Pioneer Floating Rate Trust | Annual Report | 11/30/11
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 sell at a fair price at 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 may be
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. Since February of 2008, regularly scheduled
auctions for the Trust's preferred shares have failed and preferred shareowners
have not been able to sell their shares at auction. The Board of Trustees of
the Trust has considered, and continues to consider, this issue.
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.
These risks may increase share price volatility.
Past performance is no guarantee of future results, and there is no guarantee
that market forecasts discussed will be realized.
Any information in this shareowner report regarding market or economic trends
or the factors influencing the Trust's historical or future performance are
statements of opinion as of the date of this report. These statements should
not be relied upon for any other purposes.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 9
Portfolio Summary | 11/30/11
Portfolio Diversification
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE DATA BELOW WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.]
Senior Floating Rate Loan Interests 86.7%
Corporate Bonds & Notes 6.7%
Common Stocks 4.3%
Collateralized Loan Obligations 1.3%
Rights/Warrants 0.6%
Convertible Preferred Stocks 0.4%
Claims* 0.0%
Liquidating Trusts * 0.0%
* Amount is less than 0.1%
Quality Distribution
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio; based on Standard & Poor's
ratings (S&P).)
[THE DATA BELOW WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL.]
BBB 3.2%
BB 33.6%
B 37.7%
CCC 2.8%
CC* 0.0%
Not Rated** 22.7%
Ratings are ordered highest to lowest in portfolio. Based on S&P's measures,
AAA (highest possible rating) through BBB are considered investment grade; BB
or lower ratings are considered non-investment grade. Some bonds and loans may
not be rated.
* Amount rounds to less than 0.1%
** These securities are judged to be similar but slightly lower in quality than
the average of the total investment portfolio.
The Trust is actively managed and current holdings may be different.
10 Pioneer Floating Rate Trust | Annual Report | 11/30/11
10 Largest Holdings
--------------------------------------------------------------------------------
(As a percentage of long-term holdings)*
1. Delphi Automotive Plc 3.24%
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2. Univision Communications, Inc., Extended First Lien Term Loan, 4.51%, 3/31/17 1.86
---------------------------------------------------------------------------------------------------
3. Broadstripe LLC, First Lien Term Loan, 0.0%, 6/30/11 1.81
---------------------------------------------------------------------------------------------------
4. Azithromycin Royalty Sub LLC, 16.0%, 5/15/19 (144A) 1.80
---------------------------------------------------------------------------------------------------
5. Cequel Communications LLC, Term Loan, 2.248%, 11/5/13 1.61
---------------------------------------------------------------------------------------------------
6. Level 3 Financing, Inc., Tranche A Term Loan, 2.648%, 3/13/14 1.31
---------------------------------------------------------------------------------------------------
7. Celtic Pharma Phinco B.V., 17.0%, 6/15/12 (144A) 1.22
---------------------------------------------------------------------------------------------------
8. MetroPCS Wireless, Inc., Tranche B-2 Term Loan, 4.092%, 11/3/16 1.17
---------------------------------------------------------------------------------------------------
9. Pinnacle Foods Finance LLC, Term Loan, 2.777%, 4/2/14 1.00
---------------------------------------------------------------------------------------------------
10. WideOpenWest Finance LLC, First Lien Term Loan, 5.5%, 6/30/14 0.96
---------------------------------------------------------------------------------------------------
* This list excludes derivative instruments. The portfolio is actively managed,
and current holdings may be different. The holdings listed should not be
considered recommendations to buy or sell any security listed.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 11
Prices and Distributions | 11/30/11
Market Value per Common Share
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--------------------------------------------------------------------------------
11/30/11 11/30/10
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$12.55 $13.16
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Premium 0.80% 5.11%
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Net Asset Value per Common Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
11/30/11 11/30/10
--------------------------------------------------------------------------------
$12.45 $12.52
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Distributions per Common Share: 12/1/10-11/30/11
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Net
Investment Short-Term Long-Term
Income Capital Gains Capital Gains
--------------------------------------------------------------------------------
$0.9400 $ -- $ --
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Yields
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
11/30/11 11/30/10
--------------------------------------------------------------------------------
Distribution Yield at Market Price 7.49% 6.71%
--------------------------------------------------------------------------------
Distribution Yield at Net Asset Value 7.55% 7.05%
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30-day SEC Yield 10.17% 9.22%
--------------------------------------------------------------------------------
Past performance data quoted represents past performance, which is no guarantee
of future results.
12 Pioneer Floating Rate Trust | Annual Report | 11/30/11
Performance Update | 11/30/11
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, and the Barclays Capital U.S. High Yield Loans Index, which
measures the performance of high-yield loans.
Average Annual Total Returns
(As of November 30, 2011)
--------------------------------------------------------------------------------
Net Asset Market
Value (NAV) Value
--------------------------------------------------------------------------------
Life-of-Trust
(12/28/04) 3.64% 3.05%
--------------------------------------------------------------------------------
5 Years 1.52 2.44
--------------------------------------------------------------------------------
1 Year 6.99 2.60
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[THE DATA BELOW WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL.]
Pioneer Floating CS Leveraged Barclays Capital U.S. High
Rate Trust Loan Index Yield Loans Index
12/04 $10,000 $10,000 $10,000
11/05 $ 9,023 $10,462 $10,500
$10,913 $11,199 $10,913
11/07 $10,693 $11,463 $11,190
$ 5,122 $ 8,514 $ 8,159
11/09 $ 9,783 $11,557 $11,814
$11,997 $12,879 $13,169
11/11 $12,310 $13,221 $13,440
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
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 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, 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.
The CS Leveraged Loan Index is a representative index of tradeable, senior,
secured U.S. dollar-denominated loans. The index began in January 1992.
Comparisons for this index begin in 2004. The Barclays Capital U.S. High Yield
Loans Index measures the performance of high-yield loans. Since comparisons for
the Barclays Index begin in 2006; the chart assumes an initial investment of
$10,913, which is equal to the Trust's value at 11/30/2006. Index returns are
calculated monthly, assume reinvestment of dividends and, unlike Trust returns,
do not reflect any fees, expenses or sales charges. The indices do not employ
leverage. You cannot invest directly in an index.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 13
Schedule of Investments | 11/30/11
-------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
-------------------------------------------------------------------------------------------------
COLLATERALIZED LOAN
OBLIGATIONS -- 2.0% of Net Assets
BANKS -- 2.0%
Diversified Banks -- 0.7%
1,000,000(a)(b)(c) BB+/Ba2 Primus, Ltd., 2007-2A D, 2.803%,
7/15/21 (144A) $ 602,480
1,000,000(a)(b) B+/Ba2 Rampart, Ltd., 2006-1A, 3.955%,
4/18/21 (144A) 658,270
951,289(a)(b) CCC-/Ba3 Stanfield McLaren, Ltd., 2007-1A B2L,
5.012%, 2/27/21 (144A) 688,552
------------
$ 1,949,302
-------------------------------------------------------------------------------------------------
Thrifts & Mortgage Finance -- 1.3%
1,000,000(a)(b) B+/Ba2 ACA, Ltd., 2007-1A D, 2.753%,
6/15/22 (144A) $ 682,690
1,000,000(a)(b) BBB-/Ba1 Goldman Sachs Asset Management Plc,
2007-1A D, 3.179%, 8/1/22 (144A) 715,970
1,000,000(a)(b) BBB/Baa3 Gulf Stream Sextant, Ltd., 2007-1A D,
2.75%, 6/17/21 (144A) 709,890
1,000,000(a)(b) B/Ba3 Landmark CDO, Ltd., 2007-9A E,
3.903%, 4/15/21 (144A) 752,720
2,000,000(a)(b) BB+/Baa3 Stone Tower, Ltd., 2007-6A C, 1.753%,
4/17/21 (144A) 1,220,740
------------
$ 4,082,010
------------
Total Banks $ 6,031,312
-------------------------------------------------------------------------------------------------
TOTAL COLLATERALIZED LOAN OBLIGATIONS
(Cost $6,561,153) $ 6,031,312
-------------------------------------------------------------------------------------------------
SENIOR FLOATING RATE LOAN
INTERESTS -- 132.8% of Net Assets*
BANKS -- 0.5%
Thrifts & Mortgage Finance -- 0.5%
1,462,500 B/NR Ocwen Financial Corp., Initial Term Loan,
7.0%, 9/1/16 $ 1,458,844
------------
Total Banks $ 1,458,844
-------------------------------------------------------------------------------------------------
ENERGY -- 3.5%
Coal & Consumable Fuels -- 0.3%
1,000,000 NR/NR PT Bumi Resources Tbk, Term Loan,
11.248%, 7/8/13 $ 1,000,001
-------------------------------------------------------------------------------------------------
Integrated Oil & Gas -- 0.5%
1,387,947 BBB/Baa2 Glenn Pool Oil & Gas Trust 1, Term Loan,
4.5%, 6/1/16 $ 1,384,477
-------------------------------------------------------------------------------------------------
Oil & Gas Drilling -- 0.3%
588,636 B+/B2 Big West Oil LLC, Term Loan, 7.75%, 3/31/16 $ 591,579
The accompanying notes are an integral part of these financial statements.
14 Pioneer Floating Rate Trust | Annual Report | 11/30/11
---------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
---------------------------------------------------------------------------------------------------
Oil & Gas Drilling -- (continued)
29,214(a)(b)(d)(e) NR/NR TARH E&P Holdings, L.P., First Lien Second Out
Term Loan, 5.83%, 6/29/12 $ 29,214
472,963(a)(b)(d)(e) NR/NR TARH E&P Holdings, L.P., Second Lien Term
Loan, 3.6%, 6/29/12 435,126
------------
$ 1,055,919
---------------------------------------------------------------------------------------------------
Oil & Gas Equipment & Services -- 1.8%
2,323,763 CCC/Caa3 Aquilex Holdings LLC, Term Loan, 7.0%,
4/1/16 $ 2,051,883
3,356,193 B+/B2 Frac Tech Services, Term Loan, 6.25%,
5/6/16 3,312,841
------------
$ 5,364,724
---------------------------------------------------------------------------------------------------
Oil & Gas Refining & Marketing -- 0.1%
399,000 BB+/Ba1 SunCoke Energy, Inc., Tranche B Term Loan,
4.005%, 7/26/18 $ 399,000
---------------------------------------------------------------------------------------------------
Oil & Gas Storage & Transportation -- 0.5%
1,448,027 B/B1 Semgroup Corp., Term Loan B,
5.75%, 6/18/18 $ 1,440,787
------------
Total Energy $ 10,644,908
---------------------------------------------------------------------------------------------------
MATERIALS -- 7.7%
Aluminum -- 0.8%
238,399 BB/Ba2 Noranda Aluminum Acquisition Corp., Term
Loan B, 2.01%, 5/18/14 $ 232,439
2,233,125 BB-/Ba2 Novelis, Inc., Term Loan, 3.75%, 3/10/17 2,206,142
------------
$ 2,438,581
---------------------------------------------------------------------------------------------------
Diversified Chemicals -- 1.4%
520,047 BBB-/Ba1 Celanese US Holdings LLC, Dollar Term Loan
C, 3.122%, 10/31/16 $ 522,452
1,247,956 B/B1 General Chemical Corp., New Tranche B Term
Loan, 5.002%, 10/6/15 1,244,836
156,281 BB/NR Huntsman International LLC, Extended Term
Loan B, 2.883%, 4/19/17 150,343
1,175,735 BB+/Ba1 Solutia, Inc., Term Loan 1,
3.5%, 8/1/17 1,178,919
1,458,975 B+/B2 Univar, Inc., Term Loan B, 5.0%, 6/30/17 1,418,853
------------
$ 4,515,403
---------------------------------------------------------------------------------------------------
Diversified Metals & Mining -- 0.5%
1,047,375 B+/NR U.S. Silica Co., Term Loan, 4.75%, 6/8/17 $ 1,041,483
604,923 BB-/B1 Walter Energy, Inc., Term Loan B, 4.0%,
4/1/18 595,188
------------
$ 1,636,671
---------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 15
Schedule of Investments | 11/30/11 (continued)
----------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------
Metal & Glass Containers -- 0.1%
210,492 B/Ba3 BWAY Holding Co., Replacement Term Loan B,
4.5%, 2/23/18 $ 206,282
19,404 B/Ba3 BWAY Holding Co., Replacement Term Loan C,
4.5%, 2/23/18 19,016
------------
$ 225,298
----------------------------------------------------------------------------------------------------
Paper Packaging -- 0.9%
1,537,213 BBB-/Ba2 Graphic Packaging International, Inc.,
Incremental Term Loan, 3.136%, 5/16/14 $ 1,535,451
1,165,250 BB+/Ba1 Sealed Air Corp., Advance Term Loan B,
4.75%, 10/3/18 1,176,417
------------
$ 2,711,868
----------------------------------------------------------------------------------------------------
Paper Products -- 0.8%
2,239,388 B/B1 Exopack LLC/Cello Foil Products, Inc., Term
Loan B, 6.5%, 5/31/17 $ 2,155,411
239,577 BB-/Ba3 Ranpak Corp., First Lien USD Term Loan,
4.75%, 4/20/17 229,994
------------
$ 2,385,405
----------------------------------------------------------------------------------------------------
Precious Metals & Minerals -- 0.7%
2,081,250 BB-/B1 Fairmount Minerals, Ltd., Tranche B Term Loan,
5.25%, 3/15/17 $ 2,081,250
----------------------------------------------------------------------------------------------------
Specialty Chemicals -- 2.5%
4,000,000 BB+/Ba1 Chemtura Corp., Facility Term Loan,
5.5%, 8/27/16 $ 4,017,500
1,850,000 BB-/Ba2 Harko C.V. (OM Group, Inc.), Dollar Term
Loan B, 5.75%, 8/2/17 1,840,750
696,482 BB+/Ba1 Nalco Co., Tranche B-1 Term Loan,
7.25%, 10/5/17 697,933
1,025,000 BB-/Ba1 PolyOne Corp., Term Loan B, 0.0%, 12/20/17 1,028,844
------------
$ 7,585,027
------------
Total Materials $ 23,579,503
----------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 10.4%
Aerospace & Defense -- 5.1%
2,884,221 BB-/B2 API Technologies Corp., Term Loan,
7.75%, 6/1/16 $ 2,783,273
757,268 B/B2 DAE Aviation Holdings, Inc., Tranche B-1 Term
Loan, 5.43%, 7/31/14 739,283
2,085,000 BB+/Ba3 Digitalglobe, Inc., Term Loan, 5.75%, 10/12/18 2,077,181
992,087 BB-/Ba2 DynCorp International, Inc., Term Loan,
6.25%, 7/7/16 978,032
1,611,429 BB/B1 Hunter Defense Technologies, Inc., Term Loan,
3.62%, 8/22/14 1,466,400
1,742,317 B/NR IAP Worldwide Services, Inc., First Lien Term
Loan, 9.25%, 12/30/12 1,676,980
The accompanying notes are an integral part of these financial statements.
16 Pioneer Floating Rate Trust | Annual Report | 11/30/11
--------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
--------------------------------------------------------------------------------------------------
Aerospace & Defense -- (continued)
1,500,000 B-/B1 Sequa Corp., Term Loan, 3.64%, 12/3/14 $ 1,454,250
1,787,996 B+/Ba3 SI Organization, Inc., New Tranche B Term
Loan, 4.5%, 11/22/16 1,725,416
997,500 B/B3 Sotera Defense Solutions, Inc., Term Loan B,
7.0%, 4/21/17 995,006
725,723 NR/NR Standard Aero, Ltd., Tranche B-2 Term Loan,
5.34%, 7/31/14 708,487
995,733(e) BB/Ba2 TASC, Inc., New Tranche B Term Loan,
4.5%, 12/18/15 979,553
------------
$ 15,583,861
--------------------------------------------------------------------------------------------------
Building Products -- 2.1%
1,915,874 BB-/B1 Armstrong World Industries, Inc., Term Loan
B-1, 4.0%, 3/10/18 $ 1,895,119
2,733,116 B/B2 CPG International I, Inc., Term Loan,
6.0%, 2/18/17 2,562,296
864,407 B+/B1 Custom Building Products, Inc., Term Loan,
5.75%, 3/19/15 842,796
1,075,113 B+/B1 Goodman Global, Inc., First Lien Initial Term
Loan, 5.75%, 10/28/16 1,075,561
------------
$ 6,375,772
--------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy Trucks -- 0.8%
1,610,963 BB/Ba2 Manitowoc Co., Inc., Term Loan B,
4.25%, 11/13/17 $ 1,591,833
955,000 BB/NR Terex Corp., U.S. Term Loan, 5.5%, 4/28/17 958,581
------------
$ 2,550,414
--------------------------------------------------------------------------------------------------
Electrical Components & Equipment -- 1.5%
1,311,750 NR/NR Excelitas Technologies Corp., New Term Loan
B, 4.75%, 11/29/16 $ 1,278,956
2,039,588 B+/B1 Pelican Products, Inc., Term Loan, 5.0%,
3/7/17 2,024,291
1,201,860 B+/B1 Scotsman Industries, Inc., Term Loan,
5.754%, 4/30/16 1,189,841
------------
$ 4,493,088
--------------------------------------------------------------------------------------------------
Industrial Conglomerates -- 0.4%
1,266,825 B+/B2 Pro Mach, Inc., Term Loan, 6.25%, 7/6/17 $ 1,247,823
--------------------------------------------------------------------------------------------------
Industrial Machinery -- 0.5%
1,203,158 B+/B1 Alliance Laundry Systems LLC, Term Loan,
6.25%, 9/30/16 $ 1,202,406
498,750 BB/Ba2 TriMas Co., Tranche B Term Loan,
4.25%, 6/21/17 497,503
------------
$ 1,699,909
------------
Total Capital Goods $ 31,950,867
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 17
Schedule of Investments | 11/30/11 (continued)
--------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
--------------------------------------------------------------------------------------------------
COMMERCIAL & PROFESSIONAL SERVICES -- 5.9%
Commercial Printing -- 0.5%
1,489,249 BB-/Caa1 Cenveo Corp., Facility Term Loan B, 6.25%,
12/21/16 $ 1,468,151
--------------------------------------------------------------------------------------------------
Diversified Commercial & Professional Services -- 1.3%
952,500 BB/Ba3 Aramark Canada, Ltd., Canadian Term Loan,
2.244%, 1/26/14 $ 933,450
3,036,576 B/B2 Cydcor, Inc., First Lien Tranche B Term Loan,
9.0%, 2/5/13 3,021,393
------------
$ 3,954,843
--------------------------------------------------------------------------------------------------
Diversified Support Services -- 1.4%
1,039,775 B+/Ba3 Allied Security Holdings LLC, First Lien Term
Loan, 5.0%, 2/4/17 $ 1,039,775
1,502,949 B+/B1 InfoGroup, Inc., Term Loan B, 5.75%, 5/26/18 1,382,713
1,912,905 B+/Ba3 Language Line LLC, Tranche B Term Loan,
6.25%, 6/20/16 1,888,993
------------
$ 4,311,481
--------------------------------------------------------------------------------------------------
Environmental & Facilities Services -- 0.9%
1,591,980 B+/B1 Brickman Group Holdings, Inc., Tranche B Term
Loan, 7.25%, 10/14/16 $ 1,586,010
1,318,375 B+/B1 Waste Industries USA, Inc., Term Loan B,
4.75%, 3/17/17 1,292,008
------------
$ 2,878,018
--------------------------------------------------------------------------------------------------
Human Resource & Employment Services -- 0.6%
1,890,500 B/B1 Nexeo Solutions LLC, Initial Term Loan,
5.0%, 9/8/17 $ 1,824,332
--------------------------------------------------------------------------------------------------
Research & Consulting Services -- 0.9%
2,780,091 BB/B1 Wyle Services Corp., First Lien Term Loan,
5.75%, 3/26/17 $ 2,726,227
--------------------------------------------------------------------------------------------------
Security & Alarm Services -- 0.3%
866,923 BB/B1 Protection One, Inc., Term Loan, 6.0%,
6/4/16 $ 860,421
------------
Total Commercial & Professional Services $ 18,023,473
--------------------------------------------------------------------------------------------------
TRANSPORTATION -- 3.6%
Airlines -- 1.9%
845,750 BB-/Ba3 Allegiant Travel Co., Term Loan, 5.75%,
3/10/17 $ 837,292
547,250 BB-/Ba2 Delta Air Lines, Inc., 2009 Term Loan,
4.25%, 3/7/16 525,702
1,346,625 BB-/Ba2 Delta Airlines, Inc., 2011 Term Loan, 5.5%,
4/20/17 1,291,077
250,000 BB-/Ba3 United Air Lines, Inc., Tranche B Term Loan,
2.313%, 2/1/14 239,063
The accompanying notes are an integral part of these financial statements.
18 Pioneer Floating Rate Trust | Annual Report | 11/30/11
----------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------
Airlines -- (continued)
3,550,000 B+/B3 US Airways Group, Inc., Term Loan,
2.76%, 3/21/14 $ 3,063,650
------------
$ 5,956,784
----------------------------------------------------------------------------------------------------
Trucking -- 1.7%
815,000 BB/Ba1 Avis Budget Car Rental LLC, Tranche B Term
Loan, 6.25%, 9/22/18 $ 819,584
2,714,539 BB/Ba3 SIRVA Worldwide, Inc., Second Lien Term
Loan, 10.0%, 5/12/15 2,171,631
2,266,999 BB-/B1 Swift Transportation Co., LLC, Term Loan,
6.0%, 12/21/16 2,260,624
------------
$ 5,251,839
------------
Total Transportation $ 11,208,623
----------------------------------------------------------------------------------------------------
AUTOMOBILES & COMPONENTS -- 5.3%
Auto Parts & Equipment -- 4.2%
2,771,410 B+/B1 Allison Transmission, Inc., Term Loan,
2.75%, 8/7/14 $ 2,680,183
844,209 B+/Ba3 Federal-Mogul Corp., Tranche B Term Loan,
2.188%, 12/29/14 783,532
430,719 B+/Ba3 Federal-Mogul Corp., Tranche C Term Loan,
2.188%, 12/28/15 399,761
2,335,791 B+/B2 HHI Holdings LLC, Term Loan, 7.002%,
3/21/17 2,306,594
3,817,678 B+/B1 Key Safety Systems, Inc., First Lien Term Loan,
2.509%, 3/8/14 3,550,441
1,210,989 B+/NR Metaldyne LLC, Term Loan, 5.25%, 5/18/17 1,195,094
740,625 BBB-/Ba1 Tenneco, Inc., Tranche B Term Loan,
4.76%, 6/3/16 742,477
315,446 NR/NR Tomkins LLC, Term Loan B-1, 4.25%, 9/29/16 313,080
1,116,563 B+/Ba2 UCI International, Inc., Term Loan,
5.5%, 7/26/17 1,122,145
------------
$ 13,093,307
----------------------------------------------------------------------------------------------------
Automobile Manufacturers -- 1.1%
3,616,438 BB/Ba2 Chrysler Group LLC, Tranche B Term Loan,
6.0%, 5/24/17 $ 3,332,547
------------
Total Automobiles & Components $ 16,425,854
----------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 1.5%
Homebuilding -- 0.1%
1,000,000(a)(b)(c)(f) BB-/B1 WAICCS Las Vegas 3 LLC, First Lien Term Loan,
6.0%, 7/30/09 $ 340,000
4,500,000(a)(b)(c)(f) BB-/Caa2 WAICCS Las Vegas 3 LLC, Second Lien Term
Loan, 6.0%, 7/30/09 33,750
------------
$ 373,750
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 19
Schedule of Investments | 11/30/11 (continued)
----------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------
Housewares & Specialties -- 1.1%
1,592,249 BB+/Ba2 Reynolds Group Holdings, Inc., Tranche B
Term Loan, 6.5%, 2/9/18 $ 1,560,404
1,000,000 BB/Ba3 Reynolds Group Holdings, Inc., Tranche C
Term Loan, 6.5%, 8/9/18 986,250
861,164 BB-/Ba2 Yankee Candle Co., Inc., Term Loan,
2.26%, 2/6/14 845,786
------------
$ 3,392,440
----------------------------------------------------------------------------------------------------
Leisure Products -- 0.3%
976,860 B+/Ba3 SRAM LLC, First Lien Term Loan, 4.764%,
6/7/18 $ 971,975
------------
Total Consumer Durables & Apparel $ 4,738,165
----------------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 8.5%
Casinos & Gaming -- 1.6%
150,000 BB+/Ba3 Ameristar Casinos, Inc., Term Loan B,
4.0%, 4/16/18 $ 149,925
1,700,000 BB-/Ba3 Boyd Gaming Corp., Increased Term Loan,
6.0%, 12/17/15 1,681,937
2,000,000 NR/NR Caesars Entertainment Operating Co., Inc.,
Term Loan B-1, 3.418%, 1/28/15 1,702,812
1,179,000 NR/NR Caesars Entertainment Operating Co., Inc.,
Term Loan B-4, 9.5%, 10/31/16 1,165,736
33,386 BB/NR Las Vegas Sands LLC, Delayed Draw I Term
Loan, 2.84%, 11/23/16 31,967
166,109 BB/NR Las Vegas Sands LLC, Tranche B Term Loan,
2.84%, 11/23/16 159,673
------------
$ 4,892,050
----------------------------------------------------------------------------------------------------
Education Services -- 2.2%
2,084,252 B/B1 Ascend Learning LLC, First Lien Term Loan,
7.008%, 12/6/16 $ 2,035,620
3,832,815 BB-/Ba2 Bright Horizons Family Solutions, Inc., Tranche
B Term Loan, 4.26%, 5/28/15 3,794,487
984,615 B+/B2 Cengage Learning Acquisitions, Inc., Term
Loan, 2.51%, 7/3/14 833,384
------------
$ 6,663,491
----------------------------------------------------------------------------------------------------
Hotels, Resorts & Cruise Lines -- 0.3%
1,123,482 B/B3 Yellowstone Mountain Club LLC, Senior First
Lien Term Loan, 6.0%, 7/16/14 $ 1,095,395
----------------------------------------------------------------------------------------------------
Leisure Facilities -- 0.6%
1,714,555 BB-/Ba2 Cedar Fair LP, U.S. Term Loan-1,
4.0%, 12/15/17 $ 1,715,617
----------------------------------------------------------------------------------------------------
Restaurants -- 2.2%
1,887,625 BB-/Ba3 Burger King Corp., Tranche B Term Loan,
4.5%, 10/19/16 $ 1,875,828
The accompanying notes are an integral part of these financial statements.
20 Pioneer Floating Rate Trust | Annual Report | 11/30/11
--------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
--------------------------------------------------------------------------------------------------------
Restaurants -- (continued)
303,024 BB-/Ba2 DineEquity, Inc., Term Loan B-1,
4.25%, 10/19/17 $ 301,509
4,034,563 NR/NR Dunkin Brands, Inc., Term Loan B-2,
4.0%, 11/23/17 3,973,036
469,064 BB/Ba2 Wendy's/Arby's Restaurants LLC, Term Loan,
5.0%, 5/24/17 468,868
------------
$ 6,619,241
--------------------------------------------------------------------------------------------------------
Specialized Consumer Services -- 1.6%
1,171,828 BB-/Ba3 Kar Auction Services, Inc., Term Loan, 5.0%,
5/19/17 $ 1,157,180
3,840,730 NR/NR Wash MultiFamily Laundry Systems LLC,
Term Loan, 7.0%, 8/28/14 3,821,526
------------
$ 4,978,706
------------
Total Consumer Services $ 25,964,500
--------------------------------------------------------------------------------------------------------
MEDIA -- 19.5%
Advertising -- 1.9%
1,488,750 B+/NR Advantage Sales & Marketing, Inc., First Lien
Term Loan, 5.25%, 12/17/17 $ 1,471,381
3,447,544 BB-/Ba3 Affinion Group, Inc., Tranche B Term Loan,
5.0%, 7/16/15 3,128,646
1,227,746 BB/Baa3 Lamar Media Corp., Term Loan B,
4.0%, 12/30/16 1,229,281
------------
$ 5,829,308
--------------------------------------------------------------------------------------------------------
Broadcasting -- 4.2%
1,228,319 B+/Ca2 FoxCo Aquisition Sub LLC, Replacement Term
Loan, 4.75%, 7/14/15 $ 1,202,985
249,375 B+/Ba3 Hubbard Radio LLC, First Lien Term Loan,
5.25%, 4/29/15 246,258
836,206 NR/NR New Young Broadcasting Holding Co., Inc.,
Term Loan, 8.0%, 6/30/15 829,934
1,797,222 BB-/Ba3 TWCC Holding Corp., 2011 Term Loan,
4.25%, 2/11/17 1,793,478
9,716,995 B+/B2 Univision Communications, Inc., Extended First
Lien Term Loan, 4.51%, 3/31/17 8,733,150
------------
$ 12,805,805
--------------------------------------------------------------------------------------------------------
Cable & Satellite -- 9.0%
19,591,675(a)(b)(c)(d)(g) NR/NR Broadstripe LLC, First Lien Term Loan,
0.0%, 6/30/11 $ 8,522,379
1,428,203(a)(b)(c)(d)(g) NR/NR Broadstripe LLC, Revolver Term Loan,
0.0%, 6/30/11 621,268
7,651,687 NR/NR Cequel Communications LLC, Term Loan,
2.248%, 11/5/13 7,558,772
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 21
Schedule of Investments | 11/30/11 (continued)
-----------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
-----------------------------------------------------------------------------------------------------
Cable & Satellite -- (continued)
1,591 BB+/Ba1 Charter Communications Operating LLC, Term
Loan B-1, 2.26%, 3/6/14 $ 1,584
4,318,599 BB+/Ba1 Charter Communications Operating LLC, Term
Loan C, 3.62%, 9/6/16 4,263,321
1,975,000 BB-/Ba3 MCC Iowa LLC, Tranche F Term Loan,
4.5%, 10/23/17 1,932,208
4,759,412 B-/B1 WideOpenWest Finance LLC, First Lien Term
Loan, 5.5%, 6/30/14 4,518,466
------------
$ 27,417,998
-----------------------------------------------------------------------------------------------------
Movies & Entertainment -- 3.6%
2,201,758 B+/NR Alpha Topco, Ltd. (Formula One), Facility
Term Loan B-1, 2.526%, 12/31/13 $ 2,101,578
1,513,488 B+/NR Alpha Topco, Ltd. (Formula One), Facility
Term Loan B-2, 2.526%, 12/31/13 1,444,625
1,193,012 B-/B1 Carmike Cinemas, Inc., Initial Term Loan,
5.5%, 1/27/16 1,191,023
1,501,727 NR/Ba1 Cinedigm Digital Funding I LLC, Term Loan,
5.25%, 4/29/16 1,449,167
3,970,000 B-/B3 Knology, Inc., Term Loan B, 4.0%, 8/18/17 3,873,231
1,219,613 B/B3 LodgeNet Interactive Corp., Closing Date
Term Loan, 6.5%, 4/4/14 1,063,096
------------
$ 11,122,720
-----------------------------------------------------------------------------------------------------
Publishing -- 0.8%
1,700,922 B+/Ba3 Interactive Data Corp., Term Loan B,
4.5%, 2/11/18 $ 1,679,660
EURO 891,129 B/Ba3 Mediannuaire Holding, Term Loan B-2,
3.69%, 10/13/14 347,026
EURO 890,461 B/Ba3 Mediannuaire Holding, Term Loan C-1,
4.19%, 10/12/15 346,765
419,993 CCC/B2 R.H. Donnelley Inc., Term Loan, 9.0%,
10/24/14 163,797
------------
$ 2,537,248
------------
Total Media $ 59,713,079
-----------------------------------------------------------------------------------------------------
RETAILING -- 6.3%
Apparel Retail -- 0.9%
2,481,250 B/B1 Gymboree Corp., Term Loan, 5.0%, 2/23/18 $ 2,236,847
609,563(e) NR/NR Johnny Appleseed's, Inc., First Lien Second
Out Term Loan, 6.5%, 4/25/16 472,411
134,343(e) NR/NR Johnny Appleseed's, Inc., Junior Term Loan,
6.5%, 4/25/17 $ 62,470
------------
$ 2,771,728
-----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
22 Pioneer Floating Rate Trust | Annual Report | 11/30/11
-----------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
-----------------------------------------------------------------------------------------------
Automotive Retail -- 0.5%
398,000 BB+/Ba3 Autotrader.com, Inc., Tranche B-1 Term Loan,
4.0%, 12/15/16 $ 392,030
1,150,000 NR/B1 Stackpole Powertrain International ULC, Term
Loan, 7.5%, 8/2/17 $ 1,127,000
------------
$ 1,519,030
-----------------------------------------------------------------------------------------------
General Merchandise Stores -- 2.3%
2,841,135 BBB-/Ba1 Dollar General Corp., Tranche B-1 Term Loan,
3.04%, 7/7/14 (144A) $ 2,840,425
4,268,478 BB+/Ba3 Dollar General Corp., Tranche B-2 Term Loan,
3.001%, 7/7/14 (144A) 4,259,809
------------
$ 7,100,234
-----------------------------------------------------------------------------------------------
Home Improvement Retail -- 0.6%
1,899,495 B+/Ba3 Hillman Group, Inc., Term Loan,
5.0%, 5/28/16 $ 1,873,377
-----------------------------------------------------------------------------------------------
Oil & Gas -- 0.5%
1,567,815 BB+/Ba2 Pilot Travel Centers LLC, Initial Tranche B Term
Loan, 4.25%, 3/30/18 $ 1,568,305
-----------------------------------------------------------------------------------------------
Specialty Stores -- 1.5%
780,394 BBB/Ba2 Sally Holdings LLC, Term Loan B,
2.51%, 11/16/13 $ 776,492
1,980,050 B+/Ba3 Savers, Inc., New Term Loan, 4.25%, 3/4/17 1,968,912
1,910,212 B/B2 Targus Group International, Inc., Term Loan,
11.0%, 5/24/16 1,848,131
------------
$ 4,593,535
------------
Total Retailing $ 19,426,209
-----------------------------------------------------------------------------------------------
FOOD & STAPLES RETAILING -- 2.1%
Drug Retail -- 0.5%
1,589,840 B+/B3 Rite Aid Corp., Tranche 5 Term Loan,
4.5%, 3/3/18 $ 1,510,348
-----------------------------------------------------------------------------------------------
Food Retail -- 1.6%
397,000 BB-/Ba3 NBTY, Inc., Term Loan B-1, 4.25%, 10/1/17 $ 392,410
4,784,590 B+/Ba3 Pinnacle Foods Finance LLC, Term Loan,
2.777%, 4/2/14 4,714,319
------------
$ 5,106,729
------------
Total Food & Staples Retailing $ 6,617,077
-----------------------------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 4.3%
Agricultural Products -- 0.4%
1,350,040 B/B1 Wm. Bolthouse Farms, Inc., First Lien Term
Loan, 5.5%, 2/11/16 $ 1,341,602
-----------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 23
Schedule of Investments | 11/30/11 (continued)
---------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
---------------------------------------------------------------------------------------------
Distillers & Vintners -- 0.2%
244,610 BB+/Ba2 Constellation Brands, Inc., Extending Tranche
B Term Loan, 3.0%, 6/5/15 $ 244,559
495,835 BB+/Ba2 Constellation Brands, Inc., Non-Extending
Tranche B Term Loan, 1.85%, 6/5/13 $ 497,488
------------
$ 742,047
---------------------------------------------------------------------------------------------
Packaged Foods & Meats -- 3.7%
974,490 BB-/Ba3 Dean Foods Co., 2014 Tranche B Term Loan,
1.87%, 4/2/14 $ 935,510
1,840,388 B/Ba3 Del Monte Foods Co., Initial Term Loan,
4.5%, 3/8/18 1,752,969
1,584,040 B+/B1 Michael Foods Group, Inc., Facility Term Loan
B, 4.25%, 2/25/18 1,568,200
3,564,000 B+/B1 Pierre Foods, Inc., First Lien Term Loan,
7.0%, 9/30/16 3,552,863
2,500,000 BB-/B2 Pierre Foods, Inc., Second Lien Term Loan,
11.25%, 9/29/17 2,490,625
964,500 BB-/B1 Windsor Quality Food Co., Ltd., Tranche B Term
Loan, 5.0%, 2/16/17 916,275
------------
$ 11,216,442
------------
Total Food, Beverage & Tobacco $ 13,300,091
---------------------------------------------------------------------------------------------
HOUSEHOLD & PERSONAL PRODUCTS -- 1.5%
Household Products -- 0.7%
2,158,689 B/B1 Spectrum Brands, Inc., New Term Loan,
5.001%, 6/17/16 $ 2,162,089
---------------------------------------------------------------------------------------------
Personal Products -- 0.8%
2,468,813 BB-/Ba3 Revlon Consumer Products Corp., Term Loan
B, 4.75%, 11/19/17 $ 2,451,839
------------
Total Household & Personal Products $ 4,613,928
---------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 17.8%
Health Care Equipment -- 2.3%
696,632 B/NR Fenwal, Inc., First Lien Delayed Draw Term
Loan, 2.772%, 2/28/14 $ 660,059
4,062,796 B/NR Fenwal, Inc., Initial First Lien Term Loan,
2.772%, 2/28/14 3,849,500
234,315 BBB-/Baa2 Fresenius SE, Tranche D-1 Dollar Term Loan,
3.5%, 9/10/14 234,022
133,846 BBB-/Baa2 Fresenius SE, Tranche D-2 Term Loan,
3.5%, 9/10/14 133,344
490,000 BB-/Ba2 Kinetic Concepts, Inc., Dollar Term Loan B-1,
7.0%, 5/4/18 493,062
1,716,292 BB-/B1 Onex Carestream Finance LP, Term Loan,
5.0%, 2/25/17 1,526,070
------------
$ 6,896,057
---------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
24 Pioneer Floating Rate Trust | Annual Report | 11/30/11
-----------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
-----------------------------------------------------------------------------------------------
Health Care Facilities -- 5.2%
2,364,000 B/B1 Ardent Medical Services, Inc., Term Loan,
6.5%, 9/15/15 $ 2,316,720
56,109 BB/Ba3 CHS/Community Health Systems, Inc.,
Non-Extended Delayed Draw Term Loan,
2.51%, 7/25/14 54,328
1,092,001 BB/Ba3 CHS/Community Health Systems, Inc.,
Non-Extended Term Loan, 2.77%, 7/25/14 1,057,330
3,471,473 BB/Ba3 HCA, Inc., Tranche B-2 Term Loan,
3.619%, 3/31/17 3,309,470
2,698,472 BB/Ba3 HCA, Inc., Tranche B-3 Term Loan,
3.619%, 5/1/18 2,564,673
1,641,750 B/Ba3 Iasis Healthcare LLC, Term Loan B, 5.0%, 5/3/18 1,591,813
2,059,838 BB-/Ba3 Select Medical Corp., Tranche B Term Loan,
5.5%, 6/1/18 1,920,156
2,675,556 NR/NR Sun Healthcare Group, Inc., Term Loan,
7.5%, 10/18/16 2,050,144
1,156,684 BB+/Ba2 Universal Health Services, Inc., 2011
Tranche B Term Loan, 3.75%, 11/15/16 1,150,901
------------
$ 16,015,535
-----------------------------------------------------------------------------------------------
Health Care Services -- 8.0%
750,458 NR/NR AccentCare, Inc., Term Loan, 6.5%, 12/22/16 $ 682,917
696,114 B+/Ba3 Alliance HealthCare Services, Inc., Initial Term
Loan, 7.25%, 6/1/16 624,762
926,984 NR/NR Aveta, Inc., NAMM Term Loan, 8.5%, 4/14/15 910,762
598,500 BB-/B1 Butler Animal Health Supply LLC, Tranche B
Term Loan, 4.5%, 12/31/15 589,523
2,226,995(e) B-/B3 CCS Medical, Inc., First Lien Term Loan,
8.25%, 3/31/15 1,748,191
848,045 NR/NR CCS Medical, Inc., Second Lien Term Loan,
10.25%, 3/31/16 496,106
2,891,881 B/B1 Gentiva Health Services, Inc., Term Loan B-1,
4.75%, 8/17/16 2,591,848
1,440,424 BB-/Ba3 Inventiv Health, Inc., Consolidated Term Loan,
6.5%, 8/4/16 1,418,818
2,068,566 CCC-/B2 LifeCare Holdings, Term Loan, 8.148%, 2/1/16 1,778,967
2,532,275 B+/B1 National Mentor Holdings, Inc., Tranche B Term
Loan, 7.0%, 2/9/17 2,363,456
1,122,584 NR/NR National Specialty Hospitals, Inc., Initial Term
Loan, 8.25%, 2/2/17 1,077,680
99,490 B/NR Physician Oncology Services LP, Delayed Draw
Term Loan, 6.25%, 1/31/17 95,510
818,923 B/B2 Physician Oncology Services LP, Effective Date
Term Loan, 6.25%, 1/31/17 786,166
2,955,000 NR/B1 Prime Healthcare Services, Inc., Term Loan B,
7.25%, 4/28/15 2,836,800
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 25
Schedule of Investments | 11/30/11 (continued)
----------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------
Health Care Services -- (continued)
521,436 B/Ba3 Renal Advantage Holdings, Inc., Tranche B
Term Loan, 5.75%, 12/17/16 $ 521,110
2,144,625 B/Ba3 Rural/Metro Operating Co., LLC, First Lien Term
Loan, 5.75%, 6/30/18 2,104,413
1,358,175 B+/Ba3 Surgery Center Holdings, Inc., Term Loan,
6.5%, 5/4/17 1,201,985
748,125 B/Ba3 Valitas Health Services, Inc., Term Loan B,
5.75%, 6/2/17 722,876
2,233,125 B+/B1 Virtual Radiologic Corp., Term Loan A,
7.75%, 12/22/16 2,127,052
------------
$ 24,678,942
----------------------------------------------------------------------------------------------
Health Care Supplies -- 1.2%
1,455,000 BB-/Ba3 Alere, Inc., Term Loan B, 4.5%, 6/30/17 $ 1,424,081
460,635 BB-/B1 Bausch & Lomb, Inc., Delayed Draw Term
Loan, 3.51%, 4/24/15 452,574
1,889,994 BB-/B1 Bausch & Lomb, Inc., Parent Term Loan,
3.595%, 4/24/15 1,858,100
------------
$ 3,734,755
----------------------------------------------------------------------------------------------
Health Care Technology -- 0.8%
1,370,640 BB-/Ba3 MedAssets, Inc., Term Loan, 5.25%,
11/16/16 $ 1,364,643
1,155,000 B/B2 Medical Card System, Inc., Term Loan,
12.0%, 9/17/15 964,425
------------
$ 2,329,068
----------------------------------------------------------------------------------------------
Managed Health Care -- 0.3%
926,984 NR/NR Aveta, Inc., MMM Term Loan, 8.5%, 4/14/15 $ 910,762
------------
Total Health Care Equipment & Services $ 54,565,119
----------------------------------------------------------------------------------------------
PHARMACEUTICALS & BIOTECHNOLOGY &
LIFE SCIENCES -- 3.8%
Biotechnology -- 3.4%
2,160,000 BB/B1 Alkermes, Inc., First Lien Term Loan, 6.75%,
9/16/17 $ 2,160,000
3,061,863 NR/NR Aptalis Pharma, Inc., Term Loan, 5.5%,
2/10/17 2,959,801
1,219,780 B+/B1 Generic Drug Holdings, Inc., Closing Date Term
Loan, 6.5%, 4/8/16 1,186,236
167,720 B+/B1 Generic Drug Holdings, Inc., Delayed Draw
Term Loan, 6.5%, 4/8/16 163,108
548,625 BB-/Ba3 Grifols, Inc., U.S. Tranche B Term Loan,
6.0%, 6/1/17 549,082
1,712,982 B+/B1 HGI Holdings, Inc., Initial Term Loan,
6.75%, 10/1/16 1,700,849
426,429 BBB-/Ba3 Warner Chilcott Co., LLC, Term Loan B-2,
4.25%, 3/15/18 421,898
The accompanying notes are an integral part of these financial statements.
26 Pioneer Floating Rate Trust | Annual Report | 11/30/11
---------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
---------------------------------------------------------------------------------------------
Biotechnology -- (continued)
852,857 BBB-/Ba3 Warner Chilcott Corp., Term Loan B-1,
4.25%, 3/15/18 $ 843,796
586,339 NR/NR WC Luxco S.a.r.l., Term Loan B-3, 1.25%,
3/15/18 580,109
------------
$ 10,564,879
---------------------------------------------------------------------------------------------
Pharmaceuticals -- 0.4%
2,327,664(e) CCC+/NR Graceway Pharmaceuticals LLC, Mezzanine
Loan, 14.0%, 11/10/13 $ 16,003
1,147,125 B+/B2 Medpace Intermediateco, Inc., Term Loan B,
6.501%, 6/17/17 1,101,240
------------
$ 1,117,243
------------
Total Pharmaceuticals & Biotechnology &
Life Sciences $ 11,682,122
---------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 2.8%
Consumer Finance -- 0.7%
2,500,000 NR/NR Springleaf Finance Funding Co., Initial Term
Loan, 5.5%, 5/10/17 $ 2,189,582
---------------------------------------------------------------------------------------------
Investment Banking & Brokerage -- 0.2%
249,348 BB-/Ba3 LPL Holdings, Inc., 2013 Term Loan, 2.12%,
6/28/13 $ 247,400
310,820 B+/Ba2 LPL Holdings, Inc., 2017 Term Loan, 5.25%,
6/28/17 313,152
------------
$ 560,552
---------------------------------------------------------------------------------------------
Other Diversified Financial Services -- 0.7%
369,473 B-/B2 BNY ConvergEX Group LLC, Second Lien (EZE)
Term Loan, 8.75%, 12/17/17 $ 373,168
880,527 B-/B2 BNY ConvergEX Group LLC, Second Lien (TOP)
Term Loan, 8.75%, 12/17/17 889,332
1,000,000 NR/Ba2 Ship Luxco 3 S.a.r.l. (RBS Worldpay), Facility
Term Loan B2A, 5.25%, 11/30/17 989,167
------------
$ 2,251,667
---------------------------------------------------------------------------------------------
Specialized Finance -- 1.2%
1,921,303 BB+/Ba1 MSCI, Inc., Term Loan B-1, 3.75%, 3/14/17 $ 1,934,512
1,602,701 CCC+/B2 NCO Group, Inc., Advance Term Loan B,
8.0%, 5/15/13 1,597,359
------------
$ 3,531,871
------------
Total Diversified Financials $ 8,533,672
---------------------------------------------------------------------------------------------
INSURANCE -- 1.7%
Insurance Brokers -- 1.6%
833,000 B/B2 HUB International, Ltd., Additional Term Loan,
6.75%, 6/13/14 $ 828,835
846,546 B/B2 HUB International, Ltd., Delayed Draw Term
Loan, 2.869%, 6/13/14 810,568
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 27
Schedule of Investments | 11/30/11 (continued)
---------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
---------------------------------------------------------------------------------------------
Insurance Brokers -- (continued)
3,069,827 B/B2 HUB International, Ltd., Initial Term Loan,
2.877%, 6/13/14 $ 2,939,359
490,000 B-/B3 U.S.I. Holdings Corp., New Term Loan Series C,
7.0%, 5/5/14 492,450
------------
$ 5,071,212
---------------------------------------------------------------------------------------------
Multi-line Insurance -- 0.1%
230,528 B/B2 AmWINS Group, Inc., Initial Term Loan,
4.592%, 6/8/13 $ 224,765
------------
Total Insurance $ 5,295,977
---------------------------------------------------------------------------------------------
REAL ESTATE -- 1.6%
Diversified Real Estate Investment Trust -- 0.8%
2,500,000 CCC+/Ca Spirit Finance Corp., Term Loan B, 3.429%,
8/1/13 $ 2,312,500
---------------------------------------------------------------------------------------------
Real Estate Development -- 0.2%
591,000 B-/B2 Ozburn-Hessey Holding Co., LLC, First Lien
Term Loan, 8.5%, 4/8/16 $ 522,050
---------------------------------------------------------------------------------------------
Real Estate Services -- 0.6%
997,500 BB/Ba1 CB Richard Ellis Services, Inc., Incremental
Tranche C Term Loan, 3.51%, 3/4/18 $ 974,225
997,500 BB/Ba1 CB Richard Ellis Services, Inc., Incremental
Tranche D Term Loan, 3.748%, 9/4/19 974,225
------------
$ 1,948,450
------------
Total Real Estate $ 4,783,000
---------------------------------------------------------------------------------------------
SOFTWARE & SERVICES -- 10.1%
Application Software -- 4.1%
974,069 BB-/Ba2 Allen Systems Group, Inc., Term Loan B,
6.5%, 11/20/15 $ 964,328
1,378,075 BB-/Ba2 NDS Finance, Ltd., Tranche B Loan,
4.0%, 3/12/18 1,353,959
1,573,345 BB+/Baa3 Nuance Communications, Inc., Term Loan C,
3.26%, 3/31/16 1,567,445
3,509,527 NR/B1 Serena Software, Inc., 2016 Term Loan,
4.54%, 3/10/16 3,334,051
1,990,000 B+/B1 Verint Systems, Inc., 2011 Term Loan, 4.5%,
10/29/17 1,970,100
1,936,865 B+/B1 Vertafore, Inc., First Lien Term Loan,
5.25%, 7/29/16 1,901,357
1,000,000 CCC+/Caa1 Vertafore, Inc., Second Lien Term Loan,
9.75%, 10/27/17 970,000
498,750 B/Ba3 Wall Street Systems Holdings, Inc., First Lien
Term Loan, 5.5%, 6/20/17 488,775
------------
$ 12,550,015
---------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
28 Pioneer Floating Rate Trust | Annual Report | 11/30/11
----------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------
Data Processing & Outsourced Services -- 1.4%
493,750 BBB-/Ba1 Fidelity National Information Services, Inc.,
Term Loan B, 5.25%, 7/18/16 $ 491,281
802,493 B-/B1 First Data Corp., 2018 Dollar Term Loan,
4.257%, 3/24/18 672,489
85,401 B+/B1 First Data Corp., Non-Extending Term Loan
B-2, 3.007%, 9/24/14 75,847
1,600,000 BB+/Ba2 Neustar, Inc., Advance Term Loan, 5.0%,
11/8/18 1,601,987
1,467,625 BB-/Ba3 Vantiv LLC, First Lien Term Loan B-1,
4.5%, 11/3/16 1,460,287
------------
$ 4,301,891
----------------------------------------------------------------------------------------------
IT Consulting & Other Services -- 1.3%
2,500,000 BB/Ba3 SunGard Data Systems, Inc., Incremental Term
Loan B, 3.748%, 2/28/14 $ 2,479,168
1,623,362 BB/Ba3 SunGard Data Systems, Inc., Tranche A U.S.
Term Loan, 1.999%, 2/28/14 1,601,041
------------
$ 4,080,209
----------------------------------------------------------------------------------------------
Systems Software -- 3.3%
1,488,750 NR/B1 Applied Systems, Inc., First Lien Term Loan,
5.5%, 12/8/16 $ 1,457,114
1,300,000 NR/NR Applied Systems, Inc., Second Lien Term Loan,
9.25%, 6/8/17 1,254,500
1,744,071 NR/NR Dealer Computer Services, Inc., Tranche B
Term Loan, 3.75%, 4/21/18 1,739,537
1,466,667 NR/NR Infor Enterprise Solutions Holdings, Inc.,
Delayed Draw Term Loan, 6.51%, 3/2/14 1,202,666
2,533,333 NR/NR Infor Enterprise Solutions Holdings, Inc.,
Second Lien Initial Dollar Term Loan, 6.51%,
3/2/14 2,014,000
2,064,625 BB+/Ba1 Rovi Solutions Corp., Tranche B Term Loan,
4.0%, 2/7/18 2,054,302
237,780 B+/B1 Telcordia Technologies, Inc., Term Loan,
6.75%, 4/30/16 236,591
------------
$ 9,958,710
------------
Total Software & Services $ 30,890,825
----------------------------------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 2.6%
Communications Equipment -- 0.8%
995,000 BB/Ba3 CommScope, Inc., Term Loan, 5.0%, 1/14/18 $ 989,610
1,477,575 BB-/Ba3 TowerCo Finance LLC, Term Loan, 5.25%,
2/2/17 1,483,116
------------
$ 2,472,726
----------------------------------------------------------------------------------------------
Electronic Components -- 0.5%
35,637 BB+/Ba2 Flextronics International, Ltd., Delayed Draw
Term Loan A-1-B, 2.51%, 10/1/14 $ 35,169
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 29
Schedule of Investments | 11/30/11 (continued)
----------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------
Electronic Components -- (continued)
1,133,983 BB+/Ba2 Flextronics International, Ltd., Delayed Draw
Term Loan A-3, 2.495%, 10/1/14 $ 1,119,100
432,375 B-/B2 Generac Acquisition Corp., First Lien Term
Loan, 2.785%, 11/10/13 426,336
------------
$ 1,580,605
----------------------------------------------------------------------------------------------
Electronic Equipment & Instruments -- 0.5%
1,688,247 B/B2 Scitor Corp., Term Loan, 5.0%, 2/15/17 $ 1,584,139
----------------------------------------------------------------------------------------------
Electronic Manufacturing Services -- 0.4%
589,839 NR/B2 FCI USA, Inc., Facility Term Loan B-1,
3.72%, 11/1/13 $ 575,093
589,839 NR/B2 FCI USA, Inc., Facility Term Loan B-5-B,
3.72%, 11/1/13 576,202
------------
$ 1,151,295
----------------------------------------------------------------------------------------------
Technology Distributors -- 0.4%
1,208,656 B+/B1 Securus Technologies, Inc., First Lien Term
Loan, 5.25%, 5/31/17 $ 1,192,037
------------
Total Technology Hardware & Equipment $ 7,980,802
----------------------------------------------------------------------------------------------
SEMICONDUCTORS & SEMICONDUCTOR
EQUIPMENT -- 1.4%
Semiconductors -- 0.8%
2,335,000 BB+/Ba2 Microsemi Corp., Term Loan B, 5.75%,
2/3/18 $ 2,340,837
----------------------------------------------------------------------------------------------
Semiconductor Equipment -- 0.6%
498,750 BB-/B1 Aeroflex, Inc., Tranche B Term Loan,
4.25%, 5/9/18 $ 472,566
1,496,250 BB+/Ba3 Sensata Technology BV/Sensata Technology
Finance Co., LLC, Term Loan, 4.0%, 5/12/18 1,484,654
------------
$ 1,957,220
------------
Total Semiconductors & Semiconductor
Equipment $ 4,298,057
----------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 7.5%
Alternative Carriers -- 2.2%
6,500,000 B+/Ba3 Level 3 Financing, Inc., Tranche A Term Loan,
2.648%, 3/13/14 $ 6,136,409
497,500 B/Ba3 PAETEC Holding Corp., Initial Term Loan,
5.75%, 5/31/18 495,013
------------
$ 6,631,422
----------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
30 Pioneer Floating Rate Trust | Annual Report | 11/30/11
---------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
---------------------------------------------------------------------------------------------------------
Integrated Telecommunication Services -- 3.1%
EURO 745,314 NR/NR Amsterdamse Beheer-En
Consultingmaatschappij B.V., Casema Facility
Term Loan B-3, 4.197%, 3/31/17 $ 999,367
EURO 257,598 NR/NR Amsterdamse Beheer-En
Consultingmaatschappij B.V., Casema Facility
Term Loan B-4, 4.197%, 3/31/17 345,405
EURO 849,351 NR/NR Amsterdamse Beheer-En
Consultingmaatschappij B.V., Kabelcom
Facility Term Loan B-2, 4.197%, 3/31/17 1,138,866
1,000,000 NR/NR Hargray Acquisition Co., Second Lien Term
Loan, 5.935%, 1/29/15 930,000
3,911,990 B+/B1 Telesat Canada, U.S. Term Loan I,
3.26%, 10/31/14 3,838,640
336,037 B+/B1 Telesat Canada, U.S. Term Loan II, 3.26%,
10/31/14 329,736
264,308 BB-/Ba3 West Corp., Term Loan B-2, 2.751%, 10/24/13 262,657
642,835 BB-/Ba3 West Corp., Term Loan B-5, 4.626%, 7/15/16 638,817
1,157,222 BB+/Baa3 Windstream Corp., Tranche B-2 Term Loan,
3.124%, 12/17/15 1,151,677
------------
$ 9,635,165
---------------------------------------------------------------------------------------------------------
Wireless Telecommunication Services -- 2.2%
5,580,018 BB/Ba1 MetroPCS Wireless, Inc., Tranche B-2 Term
Loan, 4.092%, 11/3/16 $ 5,485,855
696,497 BB/NR MetroPCS Wireless, Inc., Tranche B-3 Term
Loan, 4.028%, 11/3/16 679,738
496,250 BB-/B1 Syniverse Holdings, Inc., Term Loan,
5.25%, 12/21/17 495,630
------------
$ 6,661,223
------------
Total Telecommunication Services $ 22,927,810
---------------------------------------------------------------------------------------------------------
UTILITIES -- 2.9%
Electric Utilities -- 1.5%
843,199 BB-/Ba3 Equipower Resources Holdings LLC, Facility
Term Loan B, 5.75%, 1/26/18 $ 836,875
792,952(a)(b)(c)(d)(e) CC/Ca GBGH LLC (US Energy), First Lien Term Loan,
0.0%, 6/9/13 80,326
337,141(a)(b)(c)(d)(e) CC/Ca GBGH LLC (US Energy), Second Lien Term
Loan, 0.0%, 6/9/14 3,371
5,506,137 CCC/B2 Texas Competitive Electric Holdings Co., LLC,
2017 Term Loan, 4.748%, 10/10/17 3,616,844
------------
$ 4,537,416
---------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 31
Schedule of Investments | 11/30/11 (continued)
--------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
--------------------------------------------------------------------------------------------------
Independent Power Producers & Energy Traders -- 1.4%
1,626,825 BB+/Ba1 AES Corp., Initial Term Loan, 4.25%, 6/1/18 $ 1,613,099
1,716,375 BB-/B1 Calpine Corp., Term Loan, 4.5%, 4/1/18 1,666,494
275,941 B/Ba3 Mach Gen LLC, First Lien Synthetic LC Term
Loan, 0.119%, 2/22/13 255,935
857,850 BB+/NR NRG Energy, Inc., Term Loan, 4.0%, 7/1/18 853,561
------------
$ 4,389,089
------------
Total Utilities $ 8,926,505
--------------------------------------------------------------------------------------------------
TOTAL SENIOR FLOATING RATE LOAN
INTERESTS
(Cost $439,635,852) $407,549,010
--------------------------------------------------------------------------------------------------
CLAIMS -- 0.0% of Net Assets
CAPITAL GOODS -- 0.0%
Aerospace & Defense -- 0.0%
1,200,000(b)(d)(h)(j) B+/B1 Northwest Airlines, Inc., ALPA
Claim-Escrow, 0.0% $ --
2,500,000(b)(d)(h)(j) B+/B1 Northwest Airlines, Inc., Bell Atlantic
Claim-Escrow, 0.0% --
2,500,000(b)(d)(h)(j) B+/B1 Northwest Airlines, Inc., EDC
Claim-Escrow, 0.0% --
2,130,600(b)(d)(h)(j) B+/B1 Northwest Airlines, Inc., Flight Attendant
Claim-Escrow, 0.0% --
1,500,000(b)(d)(h)(j) B+/B1 Northwest Airlines, Inc., GE
Claim-Escrow, 0.0% --
1,264,500(b)(d)(h)(j) B+/B1 Northwest Airlines, Inc., IAM
Claim-Escrow, 0.0% --
1,404,900(b)(d)(h)(j) CCC+/B1 Northwest Airlines, Inc., Retiree
Claim-Escrow, 0.0% --
$ --
------------
Total Capital Goods $ --
--------------------------------------------------------------------------------------------------
TOTAL CLAIMS
(Cost $--) $ --
--------------------------------------------------------------------------------------------------
CORPORATE BONDS & NOTES -- 10.3%
ENERGY -- 1.1%
Oil & Gas Drilling -- 0.2%
600,000 B-/B3 Offshore Group Investments, Ltd., 11.5%,
8/1/15 $ 643,500
--------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 0.9%
2,490,000 BB-/B1 Denbury Resources, Inc., 8.25%, 2/15/20 $ 2,704,763
------------
Total Energy $ 3,348,263
--------------------------------------------------------------------------------------------------
MATERIALS -- 0.9%
Paper Packaging -- 0.3%
1,000,000 B/B1 Berry Plastics Corp., 5.153%, 2/15/15 $ 980,000
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
32 Pioneer Floating Rate Trust | Annual Report | 11/30/11
---------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
---------------------------------------------------------------------------------------------------
Paper Products -- 0.6%
1,750,000(h) B+/B1 Appleton Papers, Inc., 10.5%, 6/15/15 (144A) $ 1,715,000
------------
Total Materials $ 2,695,000
---------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 1.0%
Aerospace & Defense -- 0.7%
1,850,000 BB-/Ba3 Spirit AeroSystems, Inc., 7.5%, 10/1/17 $ 1,965,625
---------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy Trucks -- 0.3%
1,000,000 B+/B3 Manitowoc Co., Inc., 9.5%, 2/15/18 $ 1,032,500
------------
Total Capital Goods $ 2,998,125
---------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 0.3%
Housewares & Specialties -- 0.3%
1,000,000 BB-/Ba3 Jarden Corp., 8.0%, 5/1/16 $ 1,080,000
------------
Total Consumer Durables & Apparel $ 1,080,000
---------------------------------------------------------------------------------------------------
MEDIA -- 0.3%
Advertising -- 0.3%
936,000 B+/B2 MDC Partners, Inc., 11.0%, 11/1/16 $ 996,840
------------
Total Media $ 996,840
---------------------------------------------------------------------------------------------------
RETAILING -- 0.6%
Catalog Retail -- 0.6%
1,825,000(h) BBB-/Ba2 QVC, Inc., 7.5%, 10/1/19 (144A) $ 1,939,063
------------
Total Retailing $ 1,939,063
---------------------------------------------------------------------------------------------------
PHARMACEUTICALS & BIOTECHNOLOGY &
LIFE SCIENCES -- 5.1%
Pharmaceuticals -- 5.1%
9,202,337(a)(b) NR/NR Azithromycin Royalty Sub LLC, 16.0%,
5/15/19 (144A) $ 8,466,150
14,672,884(a)(b)(e) NR/NR Celtic Pharma Phinco B.V., 17.0%,
6/15/12 (144A) 5,742,087
222,139(a)(b)(e) NR/NR Pharma VI, 5.56%, 10/15/14 (144A) 199,925
1,489,070(a)(b)(e) NR/NR TCD Pharma, 16.0%, 4/15/24 (144A) 1,265,709
------------
$ 15,673,871
------------
Total Pharmaceuticals & Biotechnology &
Life Sciences $ 15,673,871
---------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.4%
Consumer Finance -- 0.1%
200,000 BBB/Baa1 Capital One Financial Corp., 7.375%,
5/23/14 $ 218,714
---------------------------------------------------------------------------------------------------
Other Diversified Financial Services -- 0.3%
500,000(h) BB/NR Lodestone Re, Ltd., 6.0%, 1/8/14 (144A) $ 495,400
500,000(h) BB-/NR Lodestone Re, Ltd., 8.25%, 5/17/13 (144A) 503,250
------------
$ 998,650
------------
Total Diversified Financials $ 1,217,364
---------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 33
Schedule of Investments | 11/30/11 (continued)
--------------------------------------------------------------------------------------------------
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 $ 814,713
------------
Total Real Estate $ 814,713
--------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 0.1%
Integrated Telecommunication Services -- 0.1%
300,000 BB/Ba2 Frontier Communications Corp., 8.25%,
5/1/14 $ 309,750
------------
Total Telecommunication Services $ 309,750
--------------------------------------------------------------------------------------------------
TRANSPORTATION -- 0.2%
Airlines -- 0.2%
600,000 BBB-/Baa3 American Airlines 2011-2 Class A Pass
Through Trust, Series A, 8.625%, 4/15/23 $ 576,000
------------
Total Transportation $ 576,000
--------------------------------------------------------------------------------------------------
TOTAL CORPORATE BONDS & NOTES
(Cost $40,480,846) $ 31,648,989
--------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------
Shares
--------------------------------------------------------------------------------------------------
COMMON STOCKS -- 6.7% of Net Assets
ENERGY -- 0.0%(i)
Oil & Gas Drilling -- 0.0%(i)
138(a)(b)(d)(h) TARH E&P Holdings GP LLC, Class A
Membership Interest $ 1
130,056(a)(b)(d)(h) TARH E&P Holdings L.P., Class A
Partnership Interest 1,301
------------
$ 1,302
------------
Total Energy $ 1,302
--------------------------------------------------------------------------------------------------
MATERIALS -- 0.1%
Commodity Chemicals -- 0.1%
18,750(h) Georgia Gulf Corp. $ 360,187
------------
Total Materials $ 360,187
--------------------------------------------------------------------------------------------------
TRANSPORTATION -- 0.1%
Airlines -- 0.0%(i)
3,800(h) Delta Air Lines, Inc. $ 30,856
--------------------------------------------------------------------------------------------------
Trucking -- 0.1%
12,887(h) SIRVA Worldwide, Inc. $ 193,305
------------
Total Transportation $ 224,161
--------------------------------------------------------------------------------------------------
AUTOMOBILES & COMPONENTS -- 5.0%
Auto Parts & Equipment -- 5.0%
731,208 Delphi Automotive Plc $ 15,238,375
------------
Total Automobiles & Components $ 15,238,375
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
34 Pioneer Floating Rate Trust | Annual Report | 11/30/11
--------------------------------------------------------------------------------------------------
Shares Value
--------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 0.0%(i)
Apparel, Accessories & Luxury Goods -- 0.0%(i)
569(h) Orchard Brands Corp. $ 1,422
------------
Total Consumer Durables & Apparel $ 1,422
--------------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 0.3%
Leisure Facilities -- 0.3%
1,306(d)(h) Lake at Las Vegas A Shares $ 757,747
9(d)(h) Lake at Las Vegas B Shares 5,243
------------
$ 762,990
------------
Total Consumer Services $ 762,990
--------------------------------------------------------------------------------------------------
MEDIA -- 1.2%
Broadcasting -- 0.3%
376(h) New Young Broadcasting Holding Co. $ 991,700
--------------------------------------------------------------------------------------------------
Movies & Entertainment -- 0.9%
140,010(h) Metro Goldwyn Mayer, Inc. $ 2,683,572
------------
Total Media $ 3,675,272
--------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 0.0%(i)
Health Care Services -- 0.0%(i)
15,034(h) CCS Medical, Inc. $ 60,136
------------
Total Health Care Equipment & Services $ 60,136
--------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 0.0%(i)
Alternative Carriers -- 0.0%(i)
57,813(h) Clearwire Corp. $ 102,907
------------
Total Telecommunication Services $ 102,907
--------------------------------------------------------------------------------------------------
UTILITIES -- 0.0%(i)
Electric Utilities -- 0.0%(i)
1,589(a)(b)(d)(h) GBGH LLC Membership Interest $ 16
------------
Total Utilities $ 16
--------------------------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $22,793,560) $ 20,426,768
--------------------------------------------------------------------------------------------------
CONVERTIBLE PREFERRED STOCK -- 0.5%
PHARMACEUTICALS & BIOTECHNOLOGY &
LIFE SCIENCES -- 0.5%
Biotechnology -- 0.5%
153,554(b)(h) Molecular Insight Pharmaceuticals, Inc. $ 1,689,094
------------
Total Pharmaceuticals & Biotechnology &
Life Sciences $ 1,689,094
--------------------------------------------------------------------------------------------------
TOTAL CONVERTIBLE PREFERRED STOCK
(Cost $1,305,209) $ 1,689,094
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 35
Schedule of Investments | 11/30/11 (continued)
-------------------------------------------------------------------------------------------
Shares Value
-------------------------------------------------------------------------------------------
LIQUIDATING TRUSTS -- 0.0% of Net Assets
ENERGY -- 0.0%
Oil & Gas Drilling -- 0.0%
4,995,000(d)(h)(k) Crusader Energy Group, Inc., Liquidating Trust $ --
-------------
Total Energy $ --
-------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 0.0%
Hotels, Resorts & Cruise Lines -- 0.0%
3,377,886(d)(h)(k) Yellowstone Mountain Club LLC,
Liquidating Trust $ --
-------------
Total Consumer Services $ --
-------------------------------------------------------------------------------------------
TOTAL LIQUIDATING TRUSTS
(Cost $--) $ --
-------------------------------------------------------------------------------------------
RIGHTS/WARRANTS -- 0.9% of Net Assets
CONSUMER SERVICES -- 0.0%
Leisure Facilities -- 0.0%
38(d)(h) Lake at Las Vegas Series C, Expires 7/15/15 $ --
52(d)(h) Lake at Las Vegas Series D, Expires 7/15/15 --
58(d)(h) Lake at Las Vegas Series E, Expires 7/15/15 --
66(d)(h) Lake at Las Vegas Series F, Expires 7/15/15 --
75(d)(h) Lake at Las Vegas Series G, Expires 7/15/15 --
-------------
$ --
-------------
Total Consumer Services $ --
-------------------------------------------------------------------------------------------
MEDIA -- 0.9%
Broadcasting -- 0.9%
1,018(h) New Young Broadcasting Holding Co.,
Expires 12/1/24 $ 2,684,975
-------------
Total Media $ 2,684,975
-------------------------------------------------------------------------------------------
TOTAL RIGHTS/WARRANTS
(Cost $2,002,318) $ 2,684,975
-------------------------------------------------------------------------------------------
TOTAL INVESTMENTS IN SECURITIES -- 153.2%
(Cost $512,778,938) (i) $ 470,030,148
-------------------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- 6.3% $ 19,276,090
-------------------------------------------------------------------------------------------
PREFERRED SHARES AT REDEMPTION VALUE,
INCLUDING DIVIDENDS PAYABLE -- (59.5)% $(182,484,167)
-------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON
SHAREOWNERS -- 100.0% $ 306,822,071
===========================================================================================
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
The accompanying notes are an integral part of these financial statements.
36 Pioneer Floating Rate Trust | Annual Report | 11/30/11
States banks, (iii) the certificate of deposit or (iv) other base lending
rates used by commercial lenders. The interest rate shown is the rate
accruing at November 30, 2011.
(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, 2011, the value of these securities amounted to $33,458,130
or 10.9% of total net assets applicable to common shareowners.
(a) Floating rate note. The rate shown is the coupon rate at November 30,
2011.
(b) Indicates a security that has been deemed illiquid. The aggregate cost of
illiquid securities is $60,815,510. The aggregate fair value of
$33,461,029 represents 10.9% of the total net assets applicable to common
shareowners.
(c) Security is in default and is non-income producing.
(d) Security is valued using fair value methods (other than prices supplied
by independent pricing services). (See Notes to Financial Statements --
Note 1A)
(e) Payment-in-Kind (PIK) security which may pay interest in the form of
additional principal amount.
(f) The company and agent bank are in the process of negotiating forbearance.
(g) The company is scheduled for approval of a reorganization plan.
(h) Non-income producing.
(i) Amount rounds to less than 0.05%.
(j) Security represents a claim which is subject to bankruptcy court findings
which may result in an exchange of money, assets or equity.
(k) Security represents a liquidating trust which is a vehicle through which
future settlements of bankruptcy claims are dispersed to creditors.
(l) At November 30, 2011, the net unrealized loss on investments based on
cost for federal income tax purposes of $514,467,150 was as follows:
Aggregate gross unrealized gain in which there is an excess of value over
tax cost $ 5,556,850
Aggregate gross unrealized loss in which there is an excess of tax cost
over value (49,993,852)
------------
Net unrealized loss $(44,437,002)
============
For financial reporting purposes net unrealized loss on investments was
$42,748,790 and cost of investments aggregated $512,778,938.
Purchases and sales of securities (excluding temporary cash investments) for
the year ended November 30, 2011 aggregated $206,763,461 and $226,061,862,
respectively.
Glossary of Terms:
LC -- Letter of Credit
Principal amounts are denominated in U.S. dollars unless otherwise noted.
EURO -- Euro
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 37
Schedule of Investments | 11/30/11 (continued)
Various inputs are used in determining the value of the Trust's investments.
These inputs are summarized in the three broad levels listed below.
Level 1 -- quoted prices in active markets for identical securities
Level 2 -- other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit risk,
etc.)
Level 3 -- significant unobservable inputs (including the Trust's own
assumptions in determining fair value of investments)
Generally, equity securities are categorized as Level 1, fixed income
securities and senior loans are categorized as Level 2 and securities valued
using fair value methods (other than prices supplied by independent pricing
services) as Level 3. See Notes to Financial Statements -- Note 1A.
-------------------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
-------------------------------------------------------------------------------------------
Collateralized loan obligations $ -- $ -- $ 6,031,312 $ 6,031,312
Senior secured floating rate loan
interests (oil & gas drilling) -- 591,579 464,340 1,055,919
Senior secured floating rate loan
interests (cable & satellite) -- 18,274,351 9,143,647 27,417,998
Senior secured floating rate loan
interests (electric utilities) -- 4,453,719 83,697 4,537,416
Senior secured floating rate loan
interests (other industries) -- 374,537,677 -- 374,537,677
Claims -- -- -- --
Corporate bonds & notes
(pharmaceuticals & biotechnology
& life sciences) -- -- 15,673,871 15,673,871
Corporate bonds & notes (other
industries) -- 15,975,118 -- 15,975,118
Common stocks (oil & gas drilling) -- -- 1,302 1,302
Common stocks (leisure facilities) -- -- 762,990 762,990
Common stocks (electric utilities) -- -- 16 16
Common stocks (other industries) 15,732,325 3,930,135 -- 19,662,460
Convertible preferred stock -- 1,689,094 -- 1,689,094
Liquidating trusts -- -- -- --
Rights/Warrants -- 2,684,975 -- 2,684,975
-------------------------------------------------------------------------------------------
Total $15,732,325 $422,136,648 $32,161,175 $470,030,148
-------------------------------------------------------------------------------------------
Other Financial Instruments* $ -- $ (241,917) $ -- $ (241,917)
===========================================================================================
* Other financial instruments include foreign exchange contracts and unrealized
depreciation on unfunded loan commitments.
The accompanying notes are an integral part of these financial statements.
38 Pioneer Floating Rate Trust | Annual Report | 11/30/11
The following is a reconciliation of assets valued using significant
unobservable inputs (Level 3):
----------------------------------------------------------------------------------------------------------------------------
Change in
unrealized Net Transfer in
Balance as Realized appreciation purchase and out of Balance as
of 11/30/10 gain (loss)(1) (depreciation)(2) (sales) Level 3* of 11/30/11
----------------------------------------------------------------------------------------------------------------------------
Collateralized loan
obligations $ 4,928,964 $ -- $ 1,102,348 $ -- $ -- $ 6,031,312
Senior secured floating
rate loan interests
(oil & gas drilling) 1,360,984 -- (17,227) (879,417) -- 464,340
Senior secured floating
rate loan interests
(cable & satellite) 10,509,939 -- (1,366,292) -- -- 9,143,647
Senior secured floating
rate loan interests
(electric utilities) 333,042 -- (220,379) (28,966) -- 83,697
Corporate bonds &
notes
(biotechnology) 4,391,415 (1,714,336) 1,954,140 (4,631,219) -- --
Corporate bonds &
notes
(pharmaceuticals &
biotechnology & life
sciences) 16,805,356 101,698 (1,435,773) 202,590 -- 15,673,871
Common stocks (oil &
gas drilling) 1,301 -- 1 -- -- 1,302
Common stocks (oil &
gas equipment &
services) 49,129 405,636 (48,915) (405,850) -- --
Common stocks
(leisure facilities) 614,918 -- 148,072 -- -- 762,990
Common stocks
(broadcasting) 563,248 -- -- -- (563,248) --
Common stocks
(electric utilities) 16 -- -- -- -- 16
Rights/Warrants 1,524,964 -- -- -- (1,524,964) --
----------------------------------------------------------------------------------------------------------------------------
Ending balance $41,083,276 $ (1,207,002) $ 115,975 $ (5,742,862) $ (2,088,212) $32,161,175
============================================================================================================================
* Transfers are calculated on the beginning of period values.
1 Realized gain (loss) on these securities is included in the realized gain
(loss) from investments in the Statement of Operations.
2 Unrealized appreciation (depreciation) on the securities is included in the
change in unrealized gain (loss) from investments in the Statement of
Operations.
Net change in unrealized appreciation (depreciation) of Level 3 investments
still held and considered Level 3 at 11/30/11: $(1,789,250).
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 39
Statement of Assets and Liabilities | 11/30/11
ASSETS:
Investments in securities, at value (cost $512,778,938) $470,030,148
Cash 4,144,349
Foreign currencies, at value (cost $13,297,616) 13,480,835
Receivables --
Interest receivable 3,892,215
Dividend receivable 221,341
Reinvestment of distributions 109,936
Unamortized facility fees 409
Prepaid expenses 14,655
--------------------------------------------------------------------------------------
Total assets $491,893,888
--------------------------------------------------------------------------------------
LIABILITIES:
Payables --
Investment securities purchased $ 1,512,250
Forward foreign currency portfolio hedge contracts 233,637
Depreciation on unfunded loan commitments 8,280
Due to affiliates 363,702
Accrued expenses 469,781
--------------------------------------------------------------------------------------
Total liabilities $ 2,587,650
--------------------------------------------------------------------------------------
PREFERRED SHARES AT REDEMPTION VALUE:
$25,000 liquidation value per share applicable to 7,298 shares,
including dividends payable of $34,167 $182,484,167
--------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Paid-in capital $464,291,044
Undistributed net investment income 5,940,894
Accumulated net realized loss on investments and foreign currency
transactions (120,602,379)
Net unrealized loss on investments (42,757,070)
Net unrealized loss on forward foreign currency contracts and other
assets and liabilities denominated in foreign currencies (50,418)
--------------------------------------------------------------------------------------
Net assets applicable to common shareowners $306,822,071
--------------------------------------------------------------------------------------
NET ASSET VALUE PER COMMON SHARE:
No par value (unlimited number of shares authorized)
Based on $306,822,071/24,640,650 common shares $ 12.45
======================================================================================
The accompanying notes are an integral part of these financial statements.
40 Pioneer Floating Rate Trust | Annual Report | 11/30/11
Statement of Operations
For the Year Ended 11/30/11
INVESTMENT INCOME:
Interest $ 35,487,454
Facility and other fees 1,013,509
Dividends 221,341
-----------------------------------------------------------------------------------------------
Total investment income $36,722,304
-----------------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 3,487,144
Administrative reimbursements 469,470
Transfer agent fees and expenses 13,188
Shareowner communication expenses 28,468
Auction agent fees 486,731
Custodian fees 42,287
Registration fees 24,048
Professional fees 415,329
Printing expenses 30,804
Trustees' fees 18,742
Pricing fees 78,658
Miscellaneous 186,693
-----------------------------------------------------------------------------------------------
Total expenses $ 5,281,562
-----------------------------------------------------------------------------------------------
Net investment income $31,440,742
-----------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) from:
Investments $ (601,373)
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies 369,704 $ (231,669)
-----------------------------------------------------------------------------------------------
Change in unrealized gain (loss) from:
Investments $ (7,245,658)
Unfunded loan commitments 227,028
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies (49,276) $(7,067,906)
-----------------------------------------------------------------------------------------------
Net loss on investments and foreign currency transactions $(7,299,575)
-----------------------------------------------------------------------------------------------
DISTRIBUTIONS TO PREFERRED SHAREOWNERS
FROM NET INVESTMENT INCOME: $(2,688,236)
-----------------------------------------------------------------------------------------------
Net increase in net assets applicable to common shareowners
resulting from operations $21,452,931
===============================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 41
Statement of Changes in Net Assets
--------------------------------------------------------------------------------------------------
Year Year
Ended Ended
11/30/11 11/30/10
--------------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment income $ 31,440,742 $ 28,540,838
Net realized loss on investments and foreign currency
transactions (231,669) (30,838,431)
Change in unrealized gain (loss) on investments, unfunded loan
commitments and foreign currency transactions (7,067,906) 53,949,382
Distributions to preferred shareowners from net investment
income (2,688,236) (2,785,433)
--------------------------------------------------------------------------------------------------
Net increase in net assets applicable to common
shareowners resulting from operations $ 21,452,931 $ 48,866,356
--------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO COMMON SHAREOWNERS:
Net investment income
($0.940 and $0.883 per share, respectively) $(23,113,319) $(21,602,243)
--------------------------------------------------------------------------------------------------
Total distributions to common shareowners $(23,113,319) $(21,602,243)
--------------------------------------------------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
Reinvestment in distributions $ 1,345,454 $ 1,308,271
--------------------------------------------------------------------------------------------------
Net increase in net assets applicable to common
shareowners resulting from Trust share transactions $ 1,345,454 $ 1,308,271
--------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets applicable to
common shareowners $ (314,934) $ 28,572,384
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Beginning of year $307,137,005 $278,564,621
--------------------------------------------------------------------------------------------------
End of year $306,822,071 $307,137,005
--------------------------------------------------------------------------------------------------
Undistributed net investment income $ 5,940,894 $ 2,174,206
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
42 Pioneer Floating Rate Trust | Annual Report | 11/30/11
Financial Highlights
-----------------------------------------------------------------------------------------
Year Year
Ended Ended
11/30/11 11/30/10
-----------------------------------------------------------------------------------------
Per Common Share Operating Performance
Net asset value, beginning of period $ 12.52 $ 11.40
-----------------------------------------------------------------------------------------
Increase (decrease) from investment operations:(a)
Net investment income $ 1.28 $ 1.17
Net realized and unrealized gain (loss) on investments and foreign
currency transactions (0.30) 0.94
Dividends and distributions to preferred shareowners from:
Net investment income (0.11) (0.11)
Net realized gains -- --
-----------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 0.87 $ 2.00
Distributions to common shareowners from:
Net investment income (0.94) (0.88)
Net realized gains -- --
Tax return of capital -- --
-----------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (0.07) $ 1.12
-----------------------------------------------------------------------------------------
Net asset value, end of period(c) $ 12.45 $ 12.52
-----------------------------------------------------------------------------------------
Market value, end of period(c) $ 12.55 $ 13.16
=========================================================================================
Total return at market value(d) 2.60% 22.63%
Ratios to average net assets of common shareowners
Net expenses(e) 1.67% 1.74%
Net investment income before preferred share dividends 9.96% 9.66%
Preferred share dividends 0.85% 0.94%
Net investment income available to common shareowners 9.11% 8.72%
Portfolio turnover 42% 40%
------------------------------------------------------------------------------------------------------
Year Year Year
Ended Ended Ended
11/30/09 11/30/08 11/30/07
------------------------------------------------------------------------------------------------------
Per Common Share Operating Performance
Net asset value, beginning of period $ 8.62 $ 18.07 $19.66
------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:(a)
Net investment income $ 1.13 $ 1.88 $ 2.30
Net realized and unrealized gain (loss) on investments and foreign
currency transactions 2.94 (8.88) (1.47)
Dividends and distributions to preferred shareowners from:
Net investment income (0.12) (0.37) (0.51)
Net realized gains -- (0.03) 0.00(b)
------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 3.95 $ (7.40) $ 0.32
Distributions to common shareowners from:
Net investment income (1.12) (1.70) (1.91)
Net realized gains -- (0.35) 0.00(b)
Tax return of capital (0.05) -- --
------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 2.78 $ (9.45) $(1.59)
------------------------------------------------------------------------------------------------------
Net asset value, end of period(c) $11.40 $ 8.62 $18.07
------------------------------------------------------------------------------------------------------
Market value, end of period(c) $11.54 $ 6.90 $16.79
======================================================================================================
Total return at market value(d) 91.01% (52.10)% (2.02)%
Ratios to average net assets of common shareowners
Net expenses(e) 2.03% 1.60% 1.40%
Net investment income before preferred share dividends 11.79% 12.61% 11.92%
Preferred share dividends 1.26% 2.47% 2.66%
Net investment income available to common shareowners 10.53% 10.14% 9.26%
Portfolio turnover 32% 31% 80%
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 43
Financial Highlights (continued)
-----------------------------------------------------------------------------------------------
Year Year
Ended Ended
11/30/11 11/30/10
-----------------------------------------------------------------------------------------------
Net assets of common shareowners, end of period (in thousands) $306,822 $307,137
Preferred shares outstanding (in thousands) $182,450 $182,450
Asset coverage per preferred share, end of period $ 67,047 $ 67,090
Average market value per preferred share(f) $ 25,000 $ 25,000
Liquidation value, including dividends payable, per preferred share $ 25,005 $ 25,005
Ratios to average net assets of common shareowners before waivers and
reimbursements of expenses
Net expenses(e) 1.67% 1.74%
Net investment income before preferred share dividends 9.96% 9.66%
Preferred share dividends 0.85% 0.94%
Net investment income available to common shareowners 9.11% 8.72%
================================================================================================
-----------------------------------------------------------------------------------------------------------
Year Year Year
Ended Ended Ended
11/30/09 11/30/08 11/30/07
-----------------------------------------------------------------------------------------------------------
Net assets of common shareowners, end of period (in thousands) $278,565 $210,617 $441,493
Preferred shares outstanding (in thousands) $182,450 $204,475 $234,500
Asset coverage per preferred share, end of period $ 63,175 $ 50,758 $ 72,067
Average market value per preferred share(f) $ 25,000 $ 25,000 $ 25,000
Liquidation value, including dividends payable, per preferred share $ 25,005 $ 25,007 $ 25,009
Ratios to average net assets of common shareowners before waivers and
reimbursements of expenses
Net expenses(e) 2.03% 1.60% 1.40%
Net investment income before preferred share dividends 11.79% 12.61% 11.92%
Preferred share dividends 1.26% 2.47% 2.66%
Net investment income available to common shareowners 10.53% 10.14% 9.26%
============================================================================================================
(a) The per common share data presented above is based upon the average common
shares outstanding for the periods presented.
(b) Amount is less than $0.01 per common share.
(c) 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.
(d) 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. Past
performance is not a guarantee of future results.
(e) Expense ratios do not reflect the effect of dividend payments to preferred
shareowners.
(f) 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.
44 Pioneer Floating Rate Trust | Annual Report | 11/30/11
Notes to Financial Statements | 11/30/11
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 Trust is a
diversified fund. 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.
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 gain or loss 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 the preparation of its financial statements, which are consistent with
those policies generally accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded as of trade date. 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, an independent pricing service. Senior loans for
which no reliable price quotes are available 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
that have traded on an exchange are valued at the last sale price on the
principal exchange where they are traded. Equity securities that have not
traded on the date of valuation or securities for which sale prices are not
available, generally are valued using the mean between the last bid and asked
prices. Short-term fixed income securities with remaining maturities of sixty
days or less generally are valued at amortized cost. Money market mutual
funds are valued at net asset value.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 45
Trading in foreign securities is substantially completed each day at various
times prior to the close of the NYSE. The values of such securities used in
computing the net asset value of the Trust's shares are determined as of such
times.
Securities or senior loan interests for which independent pricing services
are unable to supply prices or for which market prices and/or quotations are
not readily available or are considered to be unreliable are valued 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. Examples of a significant event might include political or economic
news, corporate restructurings, natural disasters, terrorist activity or
trading halts. Thus, the valuation of the Trust's securities may differ from
exchange prices.
At November 30, 2011, twenty-five securities that were valued using fair
value methods (in addition to securities valued using prices supplied by
independent pricing services) representing 3.4% of net asset applicable to
common shareowners. Inputs used when applying fair value methods to value a
security may include credit ratings, the financial condition of the company,
current market conditions and comparable securities.
Discounts and premiums on debt securities are accreted or amortized,
respectively, daily, into interest income on an effective yield to maturity
basis with a corresponding increase or decrease in the cost basis of the
security. Premiums and discounts related to certain mortgage-backed
securities are amortized or accreted in proportion to the monthly paydowns.
Interest income, including income on interest bearing cash accounts, is
recorded on an accrual basis, net of unrecoverable foreign taxes withheld at
the applicable country rates.
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.
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
46 Pioneer Floating Rate Trust | Annual Report | 11/30/11
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. Forward Foreign Currency Contracts
The Trust may enter into forward foreign currency contracts (contracts) for
the purchase or sale of a specific foreign currency at a fixed price on a
future date. All contracts are marked to market daily at the applicable
exchange rates, and any resulting unrealized gains or losses are recorded in
the Trust's financial statements. The Trust records realized gains and losses
at the time a portfolio hedge is offset by entry into a closing transaction
or extinguished by delivery of the currency. Risks may arise upon entering
into these contracts from the potential inability of counterparties to meet
the terms of the contracts and from unanticipated movements in the value of
foreign currencies relative to the U.S. dollar (see Note 5).
D. 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
years for the prior three fiscal years remain subject to examination by
federal and state 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 as from net realized gain (loss) on investment and
foreign currency transactions, or as from paid-in capital, depending on the
type of book/tax differences that may exist.
Under the recently enacted Regulated Investment Company Modernization Act of
2010, the Trust will be permitted to carry forward capital losses incurred in
taxable years beginning after December 22, 2010 for an unlimited period.
However, any losses incurred during those future years will be required to be
utilized prior to the losses incurred in pre-enactment tax years. As a result
of this ordering rule, pre-enactment capital loss carryforwards may be more
likely to expire unused. Additionally, post enactment capital losses that are
carried forward will retain their character as either short-term or long-term
capital losses rather than being considered all short-term as under previous
law.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 47
At November 30, 2011, the Trust reclassified $1,872,499 to decrease
undistributed net investment income and $1,872,499 to decrease net realized
loss on investments to reflect permanent book/tax differences. The
reclassification has no impact on the net assets of the Trust and presents
the Trust's capital accounts on a tax basis.
At November 30, 2011, the Trust had a net capital loss carryforward of
$120,602,379, of which the following amounts will expire between 2016 and
2019 if not utilized: $27,976,876 in 2016, $62,461,978 in 2017, $11,415,660
in 2018 and $18,747,865 in 2019.
The tax character of distributions paid during the years ended November 30,
2011 and November 30, 2010 was as follows:
--------------------------------------------------------------------------------
2011 2010
--------------------------------------------------------------------------------
Distributions paid from:
Ordinary income $25,801,555 $24,387,676
--------------------------------------------------------------------------------
Total distribution $25,801,555 $24,387,676
================================================================================
The following shows the components of distributable earnings (losses) on a
federal income tax basis at November 30, 2011:
--------------------------------------------------------------------------------
2011
--------------------------------------------------------------------------------
Distributable earnings:
Undistributed ordinary income $ 7,429,692
Capital loss carryforward (120,602,379)
Dividends payable (34,167)
Unrealized depreciation (44,262,119)
--------------------------------------------------------------------------------
Total $ (157,468,973)
================================================================================
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, and the
realization of unrealized gain on investments in passive foreign investment
companies.
E. Risks
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 issued from time to time. Please refer to those
documents when considering the Trust's principal risks. At times, the Trust's
investments may represent industries or industry sectors that are
interrelated or have common risks, making the Trust more susceptible to any
economic, political, or regulatory developments or other risks affecting
those industries and sectors.
48 Pioneer Floating Rate Trust | Annual Report | 11/30/11
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. Additionally, the
Trust may invest in "event-linked" bonds, which sometimes are referred to as
"insurance-linked" or "catastrophe" bonds. The return of principal and the
payment of interest on event-linked bonds are contingent on the
non-occurrence of a pre-defined "trigger" event, such as a hurricane or an
earthquake of a specific magnitude. In addition to the specified trigger
events, event-linked bonds may expose the Trust to other risks, including but
not limited to issuer (credit) default, adverse regulatory or jurisdictional
interpretations and adverse tax consequences.
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 price reflective of their
value 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.
F. Repurchase Agreements
With respect to repurchase agreements entered into by the Trust, the value of
the underlying securities (collateral), including accrued interest, is
required to be equal to or in excess of the repurchase price. The collateral
for all repurchase agreements is held in safekeeping in the customer-only
account of the Trust's custodian or a subcustodian 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.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 49
G. Automatic Dividend Reinvestment Plan
All common shareowners whose shares are registered in their own names
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.
If a shareowner's shares are held in the name of a brokerage firm, bank or
other nominee, the shareowner can ask the firm or nominee to participate in
the Plan on the shareowner's behalf. If the firm or nominee does not offer
the Plan, dividends will be paid in cash to the shareowner of record. A firm
or nominee may reinvest a shareowner's cash dividends in common shares of the
Trust on terms that differ from the terms of the Plan.
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.
50 Pioneer Floating Rate Trust | Annual Report | 11/30/11
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, 2011, the net management
fee was 0.70% of the Trust's average daily managed assets, which was equivalent
to 1.10% 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, 2011, $363,702 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.
Effective September 1, 2010, PIM has retained State Street Bank and Trust
Company (State Street) to provide certain administrative and accounting
services to the Trust on its behalf. For such services, PIM pays State Street a
monthly fee at an annual rate of 0.07% of the Trust's average daily 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. Previously, PIM
had retained Princeton Administrators, LLC (Princeton) to provide such
services. PIM paid Princeton a monthly fee at an annual rate of 0.07% of the
Trust's average daily 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. Neither State Street nor Princeton receives compensation
directly from the Trust for providing such services.
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 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.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 51
In addition, the Trust reimburses PIMSS for out-of-pocket expenses incurred by
PIMSS related to shareowner communications activities such as proxy and
statement mailings and outgoing phone calls.
4. Expense Offset Arrangement
The Trust has entered into an arrangement with its custodian whereby credits
realized as a result of uninvested cash balances may be used to reduce a
portion of the Trust's custodian expenses. For the year ended November 30,
2011, the Trust expenses were not reduced under such arrangement.
5. Forward Foreign Currency Contracts
During the year ended November 30, 2011, the Trust entered into various forward
foreign currency contracts that obligate the Trust to deliver or take delivery
of currencies at specified future maturity dates. Alternatively, prior to the
settlement date of a forward foreign currency contract, the Trust may close out
such contract by entering into an offsetting contract. The average value of
contracts open during the year ended November 30, 2011 was $5,158,333. At
November 30, 2011, the Trust had no outstanding settlement contracts.
Open portfolio hedges at November 30, 2011, were as follows:
---------------------------------------------------------------------------------------------------
Net
Net Contracts to In Exchange Settlement Unrealized
Currency Receive/(Deliver) for US$ Date US$ Value Gain (Loss)
---------------------------------------------------------------------------------------------------
AUD
(Australian Dollar) (13,100,000) $(13,218,032) 12/15/11 $(13,451,669) $(233,637)
---------------------------------------------------------------------------------------------------
6. Unfunded Loan Commitments
As of November 30, 2011, the Trust had an unfunded loan commitment amounting to
$196,782 (excluding unrealized depreciation on this commitment of $8,280 as of
November 30, 2011) which could be extended at the option of the borrower,
pursuant to the following loan agreement:
---------------------------------------------------------------------------------------------------
Unrealized
Borrower Par Cost Value Loss
---------------------------------------------------------------------------------------------------
National Specialty Hospitals, Inc., Delayed
Draw Term Loan $196,782 $197,191 $188,911 $(8,280)
---------------------------------------------------------------------------------------------------
There were no bridge loan commitments outstanding at November 30, 2011.
7. Trust Shares
There are an unlimited number of common shares of beneficial interest
authorized.
52 Pioneer Floating Rate Trust | Annual Report | 11/30/11
Transactions in common shares of beneficial interest for the years ended
November 30, 2011 and November 30, 2010 were as follows:
--------------------------------------------------------------------------------
11/30/11 11/30/10
--------------------------------------------------------------------------------
Shares outstanding at beginning of year 24,536,526 24,428,148
Reinvestment of distributions 104,124 108,378
--------------------------------------------------------------------------------
Shares outstanding at end of year 24,640,650 24,536,526
--------------------------------------------------------------------------------
The Trust may classify or reclassify any unissued shares of beneficial interest
into one or more series of preferred shares of beneficial interest. As of
November 30, 2011, there were 7,298 AMPS as follows: Series M7-2,434, Series
W7,-2,432 and Series TH7-2,432.
Dividends on Series M7, Series W7, and Series TH7, are cumulative at a rate
which is to be 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 are not 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
1.409% to 1.505% during the year ended November 30, 2011.
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
Pioneer Floating Rate Trust | Annual Report | 11/30/11 53
things, changes in the Trust's subclassification as a closed-end management
investment company or changes in its fundamental investment restrictions.
8. Additional Disclosures about Derivative Instruments and Hedging Activities:
Values of derivative instruments as of November 30, 2011 were as follows:
-------------------------------------------------------------------------------------------------------------
Derivatives Not
Accounted for as Asset Derivatives 2011 Liabilities Derivatives 2011
Hedging Instruments ------------------------------- -------------------------------------------
Under Accounting
Standards Codification Balance Sheet Balance Sheet
(ASC) 815 Location Value Location Value
-------------------------------------------------------------------------------------------------------------
Forward Exchange Contracts Receivables $-- Payables $(233,637)
-------------------------------------------------------------------------------------------------------------
Total $-- $(233,637)
=============================================================================================================
The effect of derivative instruments on the Statement of Operations for the
year ended November 30, 2011 was as follows:
---------------------------------------------------------------------------------------------------------
Derivatives Not Change in
Accounted for as Realized Unrealized
Hedging Instruments Loss on Gain or (Loss)
Under Accounting Location of Gain or (Loss) Derivatives on Derivatives
Standards Codification on Derivatives Recognized Recognized Recognized
(ASC) 815 in Income in Income in Income
---------------------------------------------------------------------------------------------------------
Forward Exchange Contracts Net realized loss on forward foreign $(42,623)
currency contracts and other assets
and liabilities denominated in foreign
currencies
Forward Exchange Contracts Change in net unrealized gain (loss) $(233,637)
on forward foreign currency contracts
and other assets and liabilities
denominated in foreign currencies
9. Pending Litigation
The Trust is currently involved in litigation matters relating to Trust
investments. The Trust believes these claims are without merit and is defending
both vigorously. At November 30, 2011, it is reasonably possible that adverse
outcomes may result. Currently, the amount of either judgment cannot be
reasonably estimated.
10. Subsequent Events
The Board of Trustees of the Trust declared on December 8, 2011 a dividend from
undistributed net investment income of $0.085 per common share payable December
19, 2011, to common shareowners of record on December 12, 2011.
54 Pioneer Floating Rate Trust | Annual Report | 11/30/11
The Board of Trustees of the Trust declared on December 13, 2011 a special
dividend from undistributed net investment income of $0.085 per common share
payable December 29, 2011, to common shareowners of record on December 15,
2011.
Subsequent to November 30, 2011, dividends declared and paid on preferred
shares totaled $392,770 in aggregate for the two outstanding preferred share
series through January 20, 2012.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 55
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, 2011, 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, 2011, 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, 2011, 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 25, 2012
56 Pioneer Floating Rate Trust | Annual Report | 11/30/11
ADDITIONAL INFORMATION (unaudited)
During the period, there have been 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. During the period, there have been no changes in
the principal risk factors associated with investment in the Trust. There were
no changes in the persons who are primarily responsible for the day-to-day
management of the Trust's portfolio.
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Trust may purchase, from time to time, its common
shares in the open market.
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, 2011:
Interest-Related Dividends for Non-U.S. Residents 47.74%*
* Represents the portion of the taxable ordinary income dividends eligible for
tax exemption from U.S. withholding tax for nonresident aliens and foreign
corporations.
Results of Shareowner Meeting (unaudited)
At the annual meeting of shareowners held on September 21, 2011 shareowners of
Pioneer Floating Rate Trust were asked to consider the proposal described
below. A report of the total votes cast by the Trust's shareowners follows:
Proposal 1 -- To elect Class II Trustees.
--------------------------------------------------------------------------------
Nominee For Withheld
--------------------------------------------------------------------------------
Benjamin M. Friedman 22,785,698 618,202
Margaret B.W. Graham 22,806,482 597,418
Daniel K. Kingsbury 22,836,689 567,211
Pioneer Floating Rate Trust | Annual Report | 11/30/11 57
Approval of Investment Advisory Agreement
Pioneer Investment Management, Inc. (PIM) serves as the investment adviser to
Pioneer Floating Rate Trust (the Trust) 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 2011 as the Trustees of the Trust
agreed on, among other things, an overall approach and timeline for the
process. In July 2011, the Trustees approved the format of the contract review
materials and submitted their formal request to PIM to furnish information
necessary to evaluate the terms of the investment advisory agreement. The
contract review materials were provided to the Trustees in July 2011 and
September 2011. After reviewing and discussing the materials, the Trustees
submitted a request for additional information to PIM, and materials were
provided in response to this request. Meetings of the Independent Trustees of
the Trust were held in July, September, October, and November, 2011 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 29, 2011, 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. In addition, the
58 Pioneer Floating Rate Trust | Annual Report | 11/30/11
Trustees considered PIM's plans to increase resources in its investment
management function and other enhancements to PIM's advisory capabilities.
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 first quintile of its Morningstar
category for the one period ended June 30, 2011, the fourth quintile of its
Morningstar category for the three year period ended June 30, 2011, and the
third quintile of its Morningstar category for the five year period ended June
30, 2011. (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 twelve month
average gross portfolio yield (using month end 30 day effective yields)
exceeded the twelve month average yield of the Trust's benchmark index. The
Trustees reviewed data provided by PIM showing how leverage had benefited the
Trust's common shareowners. The Trustees noted that PIM assumed sole
responsibility for the Trust's assets effective January 1, 2009. The Trustees
indicated that they were satisfied with the information presented with respect
to the performance of the Trust.
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 managed
assets) for the twelve months ended June 30, 2011 was in the second quintile
relative to the management fees paid by other funds in its Strategic Insight
Pioneer Floating Rate Trust | Annual Report | 11/30/11 59
peer group for the comparable period. The Trustees also considered that the
Trust's expense ratio (based on managed assets) for the twelve months ended
June 30, 2011 was in the first quintile relative to its Strategic Insight peer
group for the comparable period.
The Trustees reviewed gross and net management fees charged by PIM to its
institutional and other clients, including publicly offered European funds,
U.S. registered investment companies (in a sub-advisory capacity), and
unaffiliated foreign and domestic separate accounts. The Trustees also
considered PIM's costs in providing services to the Trust and to its other
clients and considered the differences in management fees and profit margins
for PIM's Trust and non-Trust services. 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 also considered the
different entrepreneurial risks associated with PIM's management of the Trust
and the other client accounts. 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.
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.
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 the Trust is
a closed-end fund that has not raised additional capital, the Trustees
concluded that economies of scale were not a relevant consideration in the
renewal of the investment advisory agreement.
60 Pioneer Floating Rate Trust | Annual Report | 11/30/11
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 Trust, 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 | 11/30/11 61
Trustees, Officers and Service Providers
Investment Adviser
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firms
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
State Street Bank and Trust Company
Proxy Voting Policies and Procedures of the Trust are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Trust voted proxies relating to portfolio securities during
the most recent 12-month period ended June 30 is publicly available to
shareowners at us.pioneerinvestments.com. This information is also available on
the Securities and Exchange Commission's web site at www.sec.gov.
Trustees and Officers
The Trust's Trustees and officers are listed on the following pages, together
with their principal occupations during at least 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 55 U.S. registered investment
portfolios for which Pioneer serves as investment adviser (the "Pioneer
Funds"). Mr. West serves as a trustee of 44 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.
The Statement of Additional Information of the Trust includes additional
information about the Trustees and is available, without charge, upon request,
by calling 1-800-225-6292.
62 Pioneer Floating Rate Trust | Annual Report | 11/30/11
Interested Trustees
--------------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Trust and Term of Office
--------------------------------------------------------------------------------
John F. Cogan, Jr. (85)* Chairman of the Board, Class I Trustee since
Trustee and President 2004. Term expires in
2013. Serves until
elected by Preferred
Shares only.
--------------------------------------------------------------------------------
Daniel K. Kingsbury (53)* Trustee and Executive Class II Trustee since
Vice President 2007. Term expires in
2014.
--------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
-----------------------------------------------------------------------------------------------------------------------
John F. Cogan, Jr. (85)* Non-Executive Chairman and a director of Pioneer Investment None
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) (until October 2011);
President and a director of Pioneer Alternative Investment
Management (Bermuda) Limited and affiliated funds; Deputy
Chairman and a director of Pioneer Global Asset Management S.p.A.
("PGAM") (until April 2010); Director of PIOGLOBAL Real Estate
Investment Fund (Russia) (until June 2006); Director of Nano-C,
Inc. (since 2003); Director of Cole Management Inc.
(2004 - 2011); 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 (53)* Director, CEO and President of PIM-USA (since February 2007); None
Director and President of Pioneer and Pioneer Institutional Asset
Management, Inc. (since February 2007); Executive Vice President
of all of the Pioneer Funds (since March 2007); Director of PGAM
(2007 - 2010); Head of New Europe Division, PGAM (2000 - 2005);
and Head of New Markets Division, PGAM (2005 - 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.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 63
Independent Trustees
--------------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Trust and Term of Office
--------------------------------------------------------------------------------
David R. Bock (67) Trustee Class I Trustee since
2005. Term expires in
2013.
--------------------------------------------------------------------------------
Mary K. Bush (63) Trustee Class III Trustee since
2004. Term expires in
2012.
--------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
---------------------------------------------------------------------------------------------------------------------------
David R. Bock (67) Managing Partner, Federal City Capital Advisors (corporate Director of Enterprise
advisory services company) (1997 - 2004 and 2008 - present); Community Investment, Inc.
Interim Chief Executive Officer, Oxford Analytica, Inc. (privately (privately held affordable
held research and consulting company) (2010); Executive Vice housing finance company)
President and Chief Financial Officer, I-trax, Inc. (publicly (1985 - 2010); Director of
traded health care services company) (2004 - 2007); and Executive Oxford Analytica, Inc.
Vice President and Chief Financial Officer, Pedestal Inc. (2008 - present); Director
(internet-based mortgage trading company) (2000 - 2002) of The Swiss Helvetia Fund,
Inc. (closed-end fund)
(2010 - present); and
Director of New York
Mortgage Trust (publicly
traded mortgage REIT)
(2004 - 2009)
---------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (63) Chairman, Bush International, LLC (international financial Director of Marriott
advisory firm) (1991 - present); Senior Managing Director, International, Inc.
Brock Capital Group, LLC (strategic business advisors) (2008 - present); Director
(2010 - present); Managing Director, Federal Housing Finance of Discover Financial Services
Board (oversight of Federal Home Loan Bank system) (credit card issuer and
(1989 - 1991); Vice President and Head of International electronic payment services)
Finance, Federal National Mortgage Association (1988 - 1989); (2007 - present); Former
U.S. Alternate Executive Director, International Monetary Fund Director of Briggs & Stratton
(1984 - 1988); Executive Assistant to Deputy Secretary of the Co. (engine manufacturer)
U.S. Treasury, U.S. Treasury Department (1982 - 1984); and (2004 - 2009); Former
Vice President and Team Leader in Corporate Banking, Bankers Director of UAL Corporation
Trust Co. (1976 - 1982) (airline holding company)
(2006 - 2010); Director of
---------------------------------------------------------------------------------------------------------------------------
64 Pioneer Floating Rate Trust | Annual Report | 11/30/11
-----------------------------------------------------------------------------------------------------------------------------------
Position Held Length of Service Other Directorships
Name and Age with the Trust and Term of Office Principal Occupation Held by this Trustee
-----------------------------------------------------------------------------------------------------------------------------------
Mary K. Bush (63) (continued) ManTech International Corporation
(national security, defense, and
intelligence technology firm)
(2006 - present); Member,
Board of Governors, Investment
Company Institute (2007 - present);
Member, Board of Governors,
Independent Directors
Council (2007 - present);
Former Director of Brady
Corporation (2000 - 2007);
Former Director of Mortgage
Guaranty Insurance Corporation
(1991 - 2006); Former Director of
Millennium Chemicals, Inc.
(commodity chemicals) (2002 - 2005);
Former Director, R.J. Reynolds
Tobacco Holdings, Inc. (tobacco)
(1999 - 2005); and Former Director of
Texaco, Inc. (1997 - 2001)
-----------------------------------------------------------------------------------------------------------------------------------
Pioneer Floating Rate Trust | Annual Report | 11/30/11 65
Independent Trustees (continued)
--------------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Trust and Term of Office
--------------------------------------------------------------------------------
Benjamin M. Friedman (67) Trustee Class II Trustee since
September, 2008.
Term expires in 2014.
--------------------------------------------------------------------------------
Margaret B.W. Graham (64) Trustee Class II Trustee since
2004. Term expires in
2014.
--------------------------------------------------------------------------------
Thomas J. Perna (61) Trustee Class III Trustee since
2006. Term expires in
2012.
--------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
------------------------------------------------------------------------------------------------------------------------------
Benjamin M. Friedman (67) William Joseph Maier Professor of Political Economy, Harvard Trustee, Mellon Institutional
University (1972 - present) Funds Investment Trust and
Mellon Institutional Funds
Master Portfolio (oversaw
17 portfolios in fund
complex) (1989 - 2008)
------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (64) Founding Director, Vice President and Corporate Secretary, The None
Winthrop Group, Inc. (consulting firm) (1982 - present);
Desautels Faculty of Management, McGill University
(1999 - present); and Manager of Research Operations and
Organizational Learning, Xerox PARC, Xerox's Advance Research
Center (1990 - 1994)
------------------------------------------------------------------------------------------------------------------------------
Thomas J. Perna (61) Chairman and Chief Executive Officer, Quadriserv, Inc. Director, Broadridge
(technology products for securities lending industry) Financial Solutions, Inc.
(2008 - present); private investor (2004 - 2008); and (investor communications
Senior Executive Vice President, The Bank of New York and securities processing
(financial and securities services) (1986 - 2004) provider for financial
services industry)
(2009 - present); and
Director, Quadriserv, Inc.
(2005 - present)
------------------------------------------------------------------------------------------------------------------------------
66 Pioneer Floating Rate Trust | Annual Report | 11/30/11
-----------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Trust and Term of Office
-----------------------------------------------------------------------
Marguerite A. Piret (63) Trustee Class III Trustee since
2004. Term expires in
2012. Serves until
elected by Preferred
Shares only.
-----------------------------------------------------------------------
Stephen K. West (83) Trustee Class I Trustee since
2004. Term expires in
2013.
-----------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Trustee
---------------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (63) President and Chief Executive Officer, Newbury, Piret Director of New America
& Company, Inc. (investment banking firm) (1981 - present) High Income Fund, Inc.
(closed-end investment
company) (2004 - present);
and member, Board of
Governors, Investment Company
Institute (2000 - 2006)
---------------------------------------------------------------------------------------------------------------------------
Stephen K. West (83) Senior Counsel, Sullivan & Cromwell LLP (law firm) Director, The Swiss Helvetia
(1998 - present); and Partner, Sullivan & Cromwell LLP Fund, Inc. (closed-end
(prior to 1998) investment company); and
Director, AMVESCAP, PLC
(investment manager)
(1997 - 2005)
---------------------------------------------------------------------------------------------------------------------------
Pioneer Floating Rate Trust | Annual Report | 11/30/11 67
Fund Officers
-----------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Trust and Term of Office
-----------------------------------------------------------------------------
Christopher J. Kelley (46) Secretary Since 2010. Serves at
the discretion of the
Board.
-----------------------------------------------------------------------------
Carol B. Hannigan (50) Assistant Secretary Since 2010. Serves at
the discretion of the
Board.
-----------------------------------------------------------------------------
Thomas Reyes (49) Assistant Secretary Since 2010. Serves at
the discretion of the
Board.
-----------------------------------------------------------------------------
Mark E. Bradley (52) Treasurer Since 2008. Serves at
the discretion of the
Board.
-----------------------------------------------------------------------------
Luis I. Presutti (46) Assistant Treasurer Since 2004. Serves at
the discretion of the
Board.
-----------------------------------------------------------------------------
Gary Sullivan (53) Assistant Treasurer Since 2004. Serves at
the discretion of the
Board.
-----------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Officer
------------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (46) Vice President and Associate General Counsel of Pioneer since None
January 2008 and Secretary of all of the Pioneer Funds since
June 2010; Assistant Secretary of all of the Pioneer Funds from
September 2003 to May 2010; and Vice President and Senior
Counsel of Pioneer from July 2002 to December 2007
------------------------------------------------------------------------------------------------------------------------
Carol B. Hannigan (50) Fund Governance Director of Pioneer since December 2006 and None
Assistant Secretary of all the Pioneer Funds since June 2010;
Manager -- Fund Governance of Pioneer from December 2003 to
November 2006; and Senior Paralegal of Pioneer from January
2000 to November 2003
------------------------------------------------------------------------------------------------------------------------
Thomas Reyes (49) Counsel of Pioneer since June 2007 and Assistant Secretary of None
all the Pioneer Funds since June 2010; and Vice President and
Counsel at State Street Bank from October 2004 to June 2007
------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (52) Vice President -- Fund Accounting, Administration and None
Controllership Services of Pioneer; Treasurer of all of the
Pioneer Funds since March 2008; Deputy Treasurer of Pioneer from
March 2004 to February 2008; and Assistant Treasurer of all of
the Pioneer Funds from March 2004 to February 2008
------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (46) Assistant Vice President -- Fund Accounting, Administration and None
Controllership Services of Pioneer; and Assistant Treasurer of
all of the Pioneer Funds
------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (53) Fund Accounting Manager -- Fund Accounting, Administration None
and Controllership Services of Pioneer; and Assistant Treasurer
of all of the Pioneer Funds
------------------------------------------------------------------------------------------------------------------------
68 Pioneer Floating Rate Trust | Annual Report | 11/30/11
-----------------------------------------------------------------------------
Position Held Length of Service
Name and Age with the Trust and Term of Office
-----------------------------------------------------------------------------
David F. Johnson (32) Assistant Treasurer Since 2009. Serves at
the discretion of the
Board.
-----------------------------------------------------------------------------
Jean M. Bradley (59) Chief Compliance Officer Since 2010. Serves at
the discretion of the
Board.
-----------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------
Other Directorships
Name and Age Principal Occupation Held by this Officer
-------------------------------------------------------------------------------------------------------------------
David F. Johnson (32) Fund Administration Manager -- Fund Accounting, Administration None
and Controllership Services since November 2008; Assistant
Treasurer of all of the Pioneer Funds since January 2009; and
Client Service Manager -- Institutional Investor Services at State
Street Bank from March 2003 to March 2007
-------------------------------------------------------------------------------------------------------------------
Jean M. Bradley (59) Chief Compliance Officer of Pioneer and of all the Pioneer Funds None
since March 2010; Director of Adviser and Portfolio Compliance
at Pioneer since October 2005; and Senior Compliance Officer
for Columbia Management Advisers, Inc. from October 2003 to
October 2005
-------------------------------------------------------------------------------------------------------------------
Pioneer Floating Rate Trust | Annual Report | 11/30/11 69
This page for your notes.
70 Pioneer Floating Rate Trust | Annual Report | 11/30/11
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 71
This page for your notes.
72 Pioneer Floating Rate Trust | Annual Report | 11/30/11
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 73
This page for your notes.
74 Pioneer Floating Rate Trust | Annual Report | 11/30/11
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/11 75
This page for your notes.
76 Pioneer Floating Rate Trust | Annual Report | 11/30/11
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
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
For additional information, please contact your investment advisor or visit our
website at us.pioneerinvestments.com.
The Trust files a complete schedule of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareowners may view the filed Form N-Q by visiting the Commission's
web site at www.sec.gov. The filed form may also be viewed and copied at the
Commission's Public Reference Room in Washington, DC. Information regarding the
operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its code
of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, as an exhibit to its annual
report on this Form N-CSR (see attachment);
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
Audit Fees
Fees for audit services provided to the Fund, including fees
associated with the filings of its Form N-1A, totaled
approximately $74,486 in 2011 and approximately
$74,486 in 2010.
(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 $9,652 and $9,652 in 2011 and
2010, 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 2011 and $8,290 in 2012.
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
Other Fees
There were no fees for other services in 2011 and 2010.
(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, 2011 and 2010,
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 $17,942 in 2011
and $17,942 in 2010.
(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 Trust'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
committee established 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.
ADDITIONAL INFORMATION ABOUT THE PORTFOLIO MANAGER
OTHER ACCOUNTS MANAGED BY THE PORTFOLIO MANAGER
The table below indicates, for the 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, 2011. 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.
NUMBER OF
ACCOUNTS ASSETS
MANAGED FOR MANAGED FOR
WHICH ADVISORY WHICH ADVISORY
NAME OF NUMBER OF FEE IS FEE IS
PORTFOLIO ACCOUNTS TOTAL ASSETS PERFORMANCE- PERFORMANCE-
MANAGER TYPE OF ACCOUNT MANAGED MANAGED BASED BASED
----------- ---------------------- ----------- -------------- ---------------- ---------------
Jonathan Other Registered
Sharkey Investment Companies 3 $773,337,000 N/A N/A
Other Pooled
Investment Vehicles 0 $ 0 N/A N/A
Other Accounts 1 $ 47,160,000 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
0
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 MANAGER
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
1
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 U.S. High
Yield Loans 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 30, 2011 the value, within the
indicated range, of shares beneficially owned by the portfolio manager of the
fund.
BENEFICIAL OWNERSHIP
NAME OF PORTFOLIO MANAGER 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 registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on their evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose whether or not there were significant changes in the registrant's
internal controls or in other factors that could significantly affect these
controls subsequent to the date of their evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the second
fiscal quarter of the period covered by this
report that have materially affected, or are
reasonably likely to materially affect, the
registrant's internal control over financial
reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(b) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2 under the Act
(17 CFR 270.30a-2).
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Floating Rate Trust
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date January 27, 2012
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 27, 2012
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer & Chief Accounting & Financial Officer
Date January 27, 2012
* Print the name and title of each signing officer under his or her signature.