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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, 2011 through November 30, 2012
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, 2012
--------------------------------------------------------------------------------
Ticker Symbol: PHD
[LOGO] PIONEER
Invesments(R)
visit us: us.pioneerinvestments.com
Table of Contents
Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 9
Prices and Distributions 11
Performance Update 12
Schedule of Investments 13
Financial Statements 43
Financial Highlights 46
Notes to Financial Statements 48
Report of Independent Registered Public Accounting Firm 60
Approval of Investment Advisory Agreement 62
Trustees, Officers and Service Providers 66
Pioneer Floating Rate Trust | Annual Report | 11/30/12 1
President's Letter
Dear Shareowner,
The U.S. stock market rallied sharply through the third quarter of 2012 amid a
sluggish, but nonetheless growing, U.S. economy. We have been cautiously op-
timistic about the U.S. from the start of the year, and the economic data con-
tinue to be encouraging. The housing and auto sectors are benefitting from
record-low interest rates. The climate for consumer and business credit has im-
proved, and inflation appears to be subdued. While corporate profits slowed in
the third quarter, many U.S. companies continue to have strong balance sheets
and to pay attractive dividends* compared to fixed-income securities.
All of these factors contributed to gains for investors who owned riskier
assets, including equities and higher-yielding corporate bonds. Year to date
through the end of the third quarter, the Standard & Poor's 500 Index returned
16.35%. In fixed income, the Bank of America Merrill Lynch High Yield Master II
Index was up by 12.02% during the same period, while the Barclays Capital
Aggregate Bond Index gained 3.99%. Treasury bonds, by contrast, generated a
comparatively sluggish return of 1.70%, as measured by the Barclays Capital
Intermediate Treasuries Index.
Despite this generally positive picture during the first three quarters of 2012,
investors face powerful macroeconomic challenges in the months ahead. These
include the threat of a so-called "fiscal cliff " in the U.S. budget process
after the November elections, the European sovereign-debt crisis, and slowing
growth in both Europe and China. Investors can continue to count on market
volatility tied to these factors, although we remain optimistic that the
underlying economic trends are moving in the right direction.
At Pioneer, we have long advocated the benefits of staying diversified and
investing for the long term. And while diversification alone does not assure a
profit or protect against loss, we believe in actively seeking out opportunities
in undervalued securities and sectors around the globe. 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.
* Dividends are not guaranteed.
2 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Pioneer's investment professionals focus on finding good opportunities in both
equity and bond markets using the same disciplined investment approach we have
used since 1928. Our strategy 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.
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 | 11/30/12 3
Portfolio Management Discussion | 11/30/12
Strong investor demand led to solid performance by floating-rate bank loans
during the 12-month period ended November 30, 2012, as an increasing number of
investors were attracted to the generous yields and attractive prices available
from loan-based investments. In the following interview, Jonathan Sharkey
discusses the factors that affected the performance of Pioneer Floating Rate
Trust over the 12-month period. Mr. Sharkey, vice president and portfolio
manager at Pioneer, is responsible for the day-to-day management of the Trust.
Q How did the Trust perform during the 12-month period ended November 30,
2012?
A Pioneer Floating Rate Trust returned 14.26% at net asset value and 15.66%
at market price during the 12-month period ended November 30, 2012, while
the Trust's benchmark, the Barclays Capital U.S. High Yield Loans Index
(the Barclays Index), returned 9.93%. Unlike the Trust, the Barclays Index
does 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 30 closed-end funds in
Lipper's Closed End Loan Participation Funds Category (which may or may not
be leveraged) was 14.31%.
The shares of the Trust were selling at a 2.7% premium to net asset value
at the end of the 12-month period on November 30, 2012.
On November 30, 2012, the Trust's standard 30-day SEC yield was 6.38%.
Q How would you describe the market environment for floating-rate loans
during the 12-month period ended November 30, 2012?
A Floating-rate bank loans were in demand throughout the entire 12-month
period, as investors showed a willingness to take on a measure of credit
risk in return for the better yields offered by loans. Loans performed well
during virtually the entire 12-month period as both traditional and non-
traditional investors gravitated toward loans due to their healthy yields
and attractive prices.
A confluence of factors led to the rising demand and favorable investment
environment for bank loans during the period. One reason was that central
banks throughout the world kept short-term interest rates very low. In the
United States, for example, the Federal Reserve System (the Fed) announced
a third round of quantitative easing and it is also perceived that short-
term interest rates will remain at current levels for the foreseeable
future. Overseas, the European Central Bank (ECB) moved to reduce
4 Pioneer Floating Rate Trust | Annual Report | 11/30/12
pressures on nations with sovereign-debt problems. In China, the central
government cut interest rates and committed to expanding the nation's money
supply. Meanwhile, investors became less worried that the U.S. economy
might slip back into recession as more encouraging reports began emerging
about job creation, the housing market, consumer sentiment and gross
domestic product (GDP) trends.
The positive developments during the 12-month period increased investors'
demand for floating-rate loans. High-yield bond mutual funds, for example,
continued to add to their portfolios' holdings of floating-rate loans
because of the attractive values of loans compared with fixed-income
corporate bonds, which often were selling at premiums to their par (face)
values during a time when floating-rate loans were selling at discounts.
Meanwhile, a larger portion of lower-quality loans were refinanced through
the issuance of high-yield bonds, while higher-quality loans were diverted
to traditional bank lending.
The greatest demand for floating-rate loans during the 12-month period,
however, came from the significant increase in new issuance of
collateralized loan obligations (CLOs), which in the aggregate account for
50% of the investor base purchasing bank loans. In fact, November 2012, the
final month of the Trust's fiscal year, saw the largest monthly increase in
new CLO issuance since 2007.
Against that favorable backdrop, the Trust enjoyed solid results from its
bank-loan selections. In addition, the Trust's use of leverage also
contributed positively to performance in a rising bank-loan market.
Q What types of investments most influenced the Trust's performance during
the 12-month period ended November 30, 2012?
A The Trust realized good returns from security selection in a variety of
loan sectors and industries. One of the stronger individual performers in
the Trust's portfolio during the period was a loan to Sun Health Care, an
operator of long-term care facilities that was acquired by another company.
Other outperformers in the Trust's portfolio during the 12-month period
included loans to mortgage company Springleaf Finance, which benefited from
stabilization and improvement in the housing market, Spanish-language
broadcaster Univision, and Chrysler, the major auto manufacturer.
The Trust's performance also received a significant boost during the
12-month period from two equity positions. The Trust had acquired small
equity positions in both Delphi Automotive, a producer of automotive
components, and Young Broadcasting, owner of a chain of television
stations, as a result of the financial reorganizations of both companies
Pioneer Floating Rate Trust | Annual Report | 11/30/12 5
(the Trust previously had invested in loans of each company). When the
business prospects for each firm improved, the Trust's equity stakes gained
in value, which benefited performance.
There were, however, some Trust holdings that produced disappointing
results during the 12-month period. One such underperformer in the Trust's
portfolio was a loan to Azithromycin, a pharmaceutical company that fell
short of its plans for introducing new products. Also holding back the
Trust's performance during the 12-month period was the portfolio's
investment in a bond to another pharmaceutical firm, Celtic Pharmaceutical,
which traded down in value as it technically slid past its maturity date as
it continues to address its capital structure. Another poor-performing loan
investment in the Trust's portfolio was FTS International, a natural gas
exploration company whose earnings were eroded by the effects of declining
natural gas prices during the 12-month period.
Q How did the level of leverage employed by the Trust change over the
12-month period ended November 30, 2012?
A As of November 30, 2012, 36.1% 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 period on December 1, 2011.
The decrease was due to fluctuations in the values of securities in which
the Trust had invested. The absolute amount of funds obtained through
leverage had not changed.
Q What is your investment outlook?
A At the start of a new fiscal year for the Trust, we continue to have a
positive outlook for investments in floating-rate bank loans, even after
the strong performance of the asset class during the past 12 months. We
think U.S. corporations, in general, are very credit worthy. Most companies
appear to be in solid financial shape, with healthy profit margins and
strong balance sheets, and we believe such corporations should be able to
meet all of their loan obligations.
Loan investments have continued to be attractively priced and still were
selling at discounts to their par values as of November 30, 2012. At this
point in the credit cycle, loan discounts remain attractive compared to
some corporate bonds that are trading at premiums, and, in other instances,
loans contain yield advantages compared to low credit-risk alternatives. At
the same time, loans have been selling at price levels that imply a default
rate of about 5%, while the actual forecasted default rate for loans is
about 2%. (The long-term average default rate for loans is about 3.5%.)
Additionally, given that loans are floating-rate tied to LIBOR, they have
the added potential of higher-interest coupons in the future if and when
there is any increase in interest rates.
6 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Looking forward, we may continue to upgrade the overall quality of Trust's
holdings, as we did during the fiscal year ended November 30, 2012. During
the 12-month period, the overall credit quality of the Trust improved by
decreasing the Trust's exposure to non-rated bank loans and increasing its
weight in higher-rated "BBB" and "BB" loans.
So, while we remain positive about the prospects for the bank-loan asset
class, we do think it is prudent to improve the credit quality of Trust's
holdings.
Please refer to the Schedule of Investments on pages 13-42 for a full listing of
Trust securities.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 7
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.
8 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Portfolio Summary | 11/30/12
Portfolio Diversification
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Senior Secured Floating Rate Loan Interests 89.6%
Corporate Bonds & Notes 5.3%
Common Stocks 1.6%
Collateralized Loan Obligations 1.5%
Temporary Cash Investments 1.4%
Rights/Warrants 0.5%
Preferred Stock 0.1%
Asset Backed Security* 0.0%
Liquidating Trusts* 0.0%
Claims* 0.0%
* Amount is less than 0.1%.
Quality Distribution
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio; based on Standard & Poor's (S&P)
ratings.)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
BBB 5.0%
BB 38.4%
B 43.2%
CCC 3.6%
CC 0.3%
Not Rated 9.5%
Bond ratings are ordered highest to lowest in portfolio. Based on Standard &
Poor's measures, AAA (highest possible rating) through BBB are considered
investment grade; BB or lower ratings are considered non-investment grade. Cash
equivalents and some bonds may not be rated.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 9
Portfolio Summary | 11/30/12 (continued)
10 Largest Holdings
--------------------------------------------------------------------------------
(As a percentage of long-term holdings)*
1. Univision Communications, Inc., Extended First Lien Term Loan, 4.459%, 3/31/17 1.54%
------------------------------------------------------------------------------------------------
2. Cequel Communications LLC, Term Loan, 4.0%, 2/14/19 1.52
------------------------------------------------------------------------------------------------
3. Delphi Automotive Plc 1.36
------------------------------------------------------------------------------------------------
4. Azithromycin Royalty Sub LLC, 16.0%, 5/15/19 1.16
------------------------------------------------------------------------------------------------
5. MetroPCS Wireless, Inc., Tranche B-2 Term Loan, 4.071%, 11/3/16 1.13
------------------------------------------------------------------------------------------------
6. Dollar General Corp., Tranche B-2 Term Loan, 2.959%, 7/7/14 0.87
------------------------------------------------------------------------------------------------
7. Chemtura Corp., Facility Term Loan, 5.5%, 8/29/16 0.82
------------------------------------------------------------------------------------------------
8. Dunkin Brands, Inc., Term Loan B-2, 4.0%, 11/23/17 0.81
------------------------------------------------------------------------------------------------
9. HUB International, Ltd., 2017 Initial Term Loan, 4.709%, 6/13/17 0.80
------------------------------------------------------------------------------------------------
10. Wash MultiFamily Laundry Systems LLC, Term Loan, 7.0%, 8/28/14 0.77
------------------------------------------------------------------------------------------------
* This list excludes temporary cash investments and derivative instruments.
The portfolio is actively managed, and current holdings may be different.
The holdings listed should not be considered recommendations to buy or sell
any security listed.
10 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Prices and Distributions | 11/30/12
Market Value per Common Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
11/30/12 11/30/11
--------------------------------------------------------------------------------
$13.41 $12.55
--------------------------------------------------------------------------------
Premium 2.7% 0.8%
--------------------------------------------------------------------------------
Net Asset Value per Common Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
11/30/12 11/30/11
--------------------------------------------------------------------------------
$13.06 $12.45
--------------------------------------------------------------------------------
Distributions per Common Share: 12/1/11-11/30/12
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Net Investment Short-Term Long-Term
Income Capital Gains Capital Gains
--------------------------------------------------------------------------------
$1.01 $-- $--
--------------------------------------------------------------------------------
Yields
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
11/30/12 11/30/11
--------------------------------------------------------------------------------
Distribution Yield at Market Price 7.53% 7.49%
--------------------------------------------------------------------------------
Distribution Yield at Net Asset Value 7.72% 7.55%
--------------------------------------------------------------------------------
30-day SEC Yield 6.38% 10.17%
--------------------------------------------------------------------------------
Past performance data quoted represents past performance, which is no guarantee
of future results.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 11
Performance Update | 11/30/12
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 with the values of the
Barclays Capital U.S. High Yield Loans Index, which measures the performance of
high-yield loans, and the Credit Suisse (CS) Leveraged Loan Index, an index of
senior, secured U.S. dollar-denominated loans.
Average Annual Total Returns
(As of November 30, 2012)
--------------------------------------------------------------------------------
Net Asset Market
Period Value (NAV) Price
--------------------------------------------------------------------------------
Life-of-Trust
(12/28/04) 4.84% 4.55%
5 Years 3.84 5.89
1 Year 14.26 15.66
--------------------------------------------------------------------------------
THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Barclays Capital CS
Pioneer Floating U.S. High Yield Leveraged Loan
Rate Trust Loans Index* Index**
12/04/2004 $ 10,000 $ 10,000
11/30/2005 $ 9,023 $ 10,462
11/30/2006 $ 10,913 $ 10,913 $ 11,199
11/30/2007 $ 10,693 $ 11,190 $ 11,463
11/30/2008 $ 5,122 $ 8,159 $ 8,514
11/30/2009 $ 9,783 $ 11,814 $ 11,557
11/30/2010 $ 11,997 $ 13,169 $ 12,879
11/30/2011 $ 12,310 $ 13,440 $ 13,221
11/30/2012 $ 14,237 $ 14,775 $ 14,436
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 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.
** The CS Leveraged Loan Index (the CS Index) is a representative index of
tradeable, senior, secured U.S. dollar-denominated loans. The CS Index began in
January 1992. Comparisons to the Trust for the CS Index begin in 2004. The CS
Index was the Trust's benchmark through March 1, 2011, and was at that time
replaced by the Barclays Capital U.S. High Yield Loans Index (the Barclays
Index). Because the historical performance of the Barclays Index dates back only
to 2006, two years after the inception of the Trust in 2004, the Trust will
continue to provide "Market Value of $10,000 Investment" comparisons for both
the CS Index and the Barclays Index.
Returns of both indices are calculated monthly, assume reinvestment of dividends
and, unlike Trust returns, do not reflect any fees, expenses or sales charges.
The indices do not employ leverage. You cannot invest directly in an index.
12 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Schedule of Investments | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
ASSET BACKED SECURITY -- 0.1% of Net Assets
CONSUMER SERVICES -- 0.1%
Hotels, Resorts & Cruise Lines -- 0.1%
227,595 BB/NR Westgate Resort LLC, Series 2012 -- 2A Class C,
Series 2012-2A, Class C, 9.0%, 1/20/25
(144A) $ 231,009
-------------------
Total Consumer Services $ 231,009
-------------------
TOTAL ASSET BACKED SECURITY
(Cost $227,595) $ 231,009
----------------------------------------------------------------------------------------------------------------------------------
COLLATERALIZED LOAN OBLIGATIONS --
2.3% of Net Assets
BANKS -- 2.3%
Diversified Banks -- 0.7%
1,000,000(b)(c)(d) BB+/Ba2 Primus, Ltd., Series 2007-2A, Class D, 2.74%,
7/15/21 (144A) $ 816,580
1,000,000(c)(d) B+/Ba2 Rampart, Ltd., Series 2006-1A, Class D, 3.875%,
4/18/21 832,150
951,289(c)(d) CCC+/Ba3 Stanfield McLaren, Ltd., Series 2007-1A, Class
B2L, 4.812%, 2/27/21 (144A) 726,965
-------------------
$ 2,375,695
----------------------------------------------------------------------------------------------------------------------------------
Thrifts & Mortgage Finance -- 1.6%
1,000,000(c)(d) BB+/Ba2 ACA, Ltd., Series 2007-1A, Class D, 2.69%,
6/15/22 (144A) $ 846,680
1,000,000(c)(d) BBB/Ba1 Goldman Sachs Asset Management Plc,
Series 2007-1A, Class D, 3.063%,
8/1/22 (144A) 868,820
1,000,000(c)(d) BBB/Baa3 Gulf Stream Sextant, Ltd., Series 2007-1A,
Class D, 2.79%, 6/17/21 (144A) 859,020
1,000,000(c)(d) BB/Ba3 Landmark CDO, Ltd., Series 2007-9A, Class E,
3.84%, 4/15/21 (144A) 827,450
2,000,000(c)(d) BB+/Baa3 Stone Tower, Ltd., Series 2007-6A, Class C,
1.68%, 4/17/21 (144A) 1,582,260
-------------------
$ 4,984,230
-------------------
Total Banks $ 7,359,925
----------------------------------------------------------------------------------------------------------------------------------
TOTAL COLLATERALIZED LOAN
OBLIGATIONS
(Cost $6,890,232) $ 7,359,925
----------------------------------------------------------------------------------------------------------------------------------
SENIOR SECURED FLOATING RATE LOAN
INTERESTS -- 138.4% of Net Assets*
AUTOMOBILES & COMPONENTS -- 7.2%
Auto Parts & Equipment -- 5.1%
726,178 BB-/Ba3 Allison Transmission, Inc., Term Loan B-1, 2.5%,
8/7/14 $ 728,297
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 13
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Auto Parts & Equipment -- (continued)
2,689,375 BB-/Ba3 Allison Transmission, Inc., Term Loan B-3,
3.25%, 8/23/19 $ 2,709,126
835,438 B/B1 Federal-Mogul Corp., Tranche B Term Loan,
1.9375%, 12/29/14 778,785
426,244 B/B1 Federal-Mogul Corp., Tranche C Term Loan,
1.9375%, 12/28/15 397,340
2,500,000 NR/NR HHI Holdings, LLC, Term Loan 2012, 2.5%,
9/18/18 2,509,375
3,776,517 B+/B1 Key Safety Systems, Inc., First Lien Term Loan,
2.25%, 3/8/14 3,759,995
2,188,768 B+/B1 Metaldyne LLC, Term Loan, 4.25%, 5/18/17 2,199,711
1,228,825 B+/Ba3 TI Group Automotive Systems LLC, Term Loan,
6.75%, 3/14/18 1,236,505
987,642 BB/Ba2 Tomkins LLC, Term Loan B-1, 3.0%, 9/29/16 995,296
1,105,313 B+/Ba2 UCI International, Inc., (United Components) Term
Loan, 5.5%, 7/26/17 1,116,366
-------------------
$ 16,430,796
----------------------------------------------------------------------------------------------------------------------------------
Automobile Manufacturers -- 1.1%
3,580,183 BB/Ba2 Chrysler Group LLC, Tranche B Term Loan,
4.75%, 5/24/17 $ 3,667,986
----------------------------------------------------------------------------------------------------------------------------------
Tires & Rubber -- 1.0%
3,250,000 BB/Ba1 Goodyear Tire & Rubber Co., Extended Second
Lien Term Loan, 4.75%, 4/30/19 $ 3,279,114
-------------------
Total Automobiles & Components $ 23,377,896
----------------------------------------------------------------------------------------------------------------------------------
BANKS -- 0.3%
Thrifts & Mortgage Finance -- 0.3%
938,329 B/B1 Ocwen Financial Corp., Initial Term Loan, 5.5%,
9/1/16 $ 943,020
-------------------
Total Banks $ 943,020
----------------------------------------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 12.6%
Aerospace & Defense -- 5.7%
2,857,105 B/Caa1 API Technologies Corp., Term Loan, 7.25%,
6/1/16 $ 2,814,249
1,807,758 BBB-/Ba2 AWAS Finance Luxembourg 2012 SA, Term
Loan, 3.5%, 7/16/18 1,837,134
1,052,515 B-/B2 DAE Aviation Holdings, Inc., Tranche B-1 Loan,
5.0%, 11/2/18 1,053,173
250,000 BBB-/Ba2 Delos Aircraft, Inc., Term Loan, 4.75%, 4/12/16 253,437
2,069,363 BB+/Ba3 Digitalglobe, Inc., Term Loan, 5.75%, 10/12/18 2,081,433
758,541 BB-/Ba2 DynCorp International, Inc., Term Loan, 4.5%,
7/7/16 763,914
1,326,090 BB-/B1 Hunter Defense Technologies, Inc., Term Loan,
5.5%, 8/22/14 1,200,111
The accompanying notes are an integral part of these financial statements.
14 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Aerospace & Defense -- (continued)
1,680,920 NR/NR IAP Worldwide Services, Inc., First Lien
Term Loan, 8.5%, 12/31/15 $ 1,344,736
623,438 B-/B2 PRV Aerospace LLC, Term Loan,
5.25%, 5/9/18 624,217
1,088,041 B+/B1 Scotsman Industries, Inc., Term Loan, 4.25%,
4/30/16 1,094,841
1,174,650 B/B1 Sequa Corp., Term Loan, 3.25%, 12/3/14 1,174,944
1,769,981 B+/Ba3 SI Organization, Inc., New Tranche B Term Loan,
4.5%, 11/22/16 1,769,981
987,504 B/B3 Sotera Defense Solutions, Inc., Term Loan B,
5.5%, 4/22/17 977,629
477,141 B/B2 Standard Aero, Ltd., Tranche B-2 Loan, 6.25%,
11/2/18 477,439
985,751 BB-/B1 TASC, Inc., New Tranche B Term Loan, 3.25%,
12/18/15 986,983
-------------------
$ 18,454,221
----------------------------------------------------------------------------------------------------------------------------------
Building Products -- 2.2%
1,898,123 BB-/B1 Armstrong World Industries, Inc., Term Loan B-1,
4.0%, 3/10/18 $ 1,914,140
2,725,000 B/B1 CPG International I, Inc., Term Loan, 5.75%,
9/21/19 2,740,895
800,847 B+/B1 Custom Building Products, Inc., Term Loan,
5.75%, 3/19/15 801,848
1,741,250 BB-/B1 Summit Materials LLC, Term Loan, 6.0%,
1/30/19 1,758,844
-------------------
$ 7,215,727
----------------------------------------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy Trucks -- 1.9%
1,000,000 NR/Ba2 GWF Energy, Term Loan, 4.75%, 11/25/18 $ 985,000
1,886,064 BB/Ba2 Manitowoc Co., Inc., Term Loan B, 5.25%,
11/13/17 1,902,567
1,450,000 B+/Ba2 Navistar International Corp., Tranche B, Term
Loan, 7.0%, 7/16/14 1,456,645
945,450 BB/NR Terex Corp., New U.S. Term Loan, 4.5%, 4/28/17 954,905
865,385 BB-/B2 Waupaca Foundry, Inc., Term Loan, 5.75%,
6/29/17 871,875
-------------------
$ 6,170,992
----------------------------------------------------------------------------------------------------------------------------------
Electrical Components & Equipment -- 1.1%
2,229,413 B+/B1 Pelican Products, Inc., First Lien Term Loan, 7.0%,
7/11/18 $ 2,216,872
1,225,000 BB-/Ba2 WireCo WorldGroup, Inc., Term Loan, 6.0%,
2/15/17 1,240,312
-------------------
$ 3,457,184
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 15
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Industrial Conglomerates -- 0.6%
1,742,158 B+/B2 Pro Mach, Inc., Term Loan, 3.75%, 7/6/17 $ 1,757,402
----------------------------------------------------------------------------------------------------------------------------------
Industrial Machinery -- 0.8%
2,103,660 B+/B1 Schaeffler AG, USD Facility Term Loan C-2,
4.75%, 1/27/17 $ 2,129,955
482,639 BB/Ba3 TriMas Co., LLC, Tranche B Term Loan, 3.75%,
10/11/19 485,052
-------------------
$ 2,615,007
----------------------------------------------------------------------------------------------------------------------------------
Trading Companies & Distributors -- 0.3%
1,000,000 BB/Ba1 Hertz Corp., Tranche B-1 Term Loan, 2.75%,
3/11/18 $ 1,002,500
-------------------
Total Capital Goods $ 40,673,033
----------------------------------------------------------------------------------------------------------------------------------
COMMERCIAL & PROFESSIONAL SERVICES -- 6.0%
Commercial Printing -- 0.4%
1,222,218 BB-/Ba3 Cenveo Corp., Facility Term Loan B, 6.625%,
12/21/16 $ 1,234,440
----------------------------------------------------------------------------------------------------------------------------------
Diversified Support Services -- 1.3%
1,289,300 B/B1 InfoGroup, Inc., Term Loan B, 5.75%, 5/26/18 $ 1,153,923
1,159,147 BB-/Ba3 KAR Auction Services, Inc., Term Loan, 5.0%,
5/19/17 1,167,841
1,843,621 B/Ba3 Language Line LLC, Tranche B Term Loan, 5.00%,
6/20/16 1,836,708
-------------------
$ 4,158,472
----------------------------------------------------------------------------------------------------------------------------------
Environmental & Facilities Services -- 1.2%
1,094,500 BB+/Baa3 Convata Energy Corp., Term Loan, 4.0%,
3/28/19 $ 1,104,077
1,296,955 B+/B1 Waste Industries USA, Inc., Term Loan B, 4.75%,
3/17/17 1,305,061
1,427,326 B+/B1 WCA Waste Corp., Term Loan, 5.5%, 3/23/18 1,438,626
-------------------
$ 3,847,764
----------------------------------------------------------------------------------------------------------------------------------
Environmental & Professional Services -- 0.2%
495,833 BB-/B1 Safety-Kleen Systems, Inc., Term Loan B, 5.0%,
2/21/17 $ 496,246
----------------------------------------------------------------------------------------------------------------------------------
Human Resource & Employment Services -- 0.5%
1,647,555 BB-/Ba3 On Assignment, Inc., Initial Term Loan B, 3.75%,
5/15/19 $ 1,655,793
----------------------------------------------------------------------------------------------------------------------------------
Office Services & Supplies -- 0.1%
394,042 BB+/Ba1 ACCO Brands Corp., Term Loan B, 4.25%,
5/1/19 $ 398,598
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
16 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Research & Consulting Services -- 0.8%
2,636,044 BB/Ba3 Wyle Services Corp., First Lien Term Loan, 5.0%,
3/26/17 $ 2,649,224
----------------------------------------------------------------------------------------------------------------------------------
Security & Alarm Services -- 1.5%
1,029,325 B+/Ba3 Allied Security Holdings LLC, First Lien Term
Loan, 5.25%, 2/4/17 $ 1,033,185
500,000 BB/Ba1 Garda Security, Term Loan B, 4.5%, 11/13/19 506,250
2,407,900 B/Ba3 Monitronics International, Inc., Term Loan,
4.25%, 3/23/18 2,428,969
829,555 B+/B1 Protection One, Inc., Term Loan, 5.75%,
3/21/19 835,431
-------------------
$ 4,803,835
-------------------
Total Commercial &
Professional Services $ 19,244,372
----------------------------------------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 3.9%
Home Furnishings -- 0.9%
1,000,000 B+/B1 Serta Simmons Holdings LLC, Term Loan,
3.75%, 10/1/19 $ 1,001,438
1,725,000 NR/NR Temper Pedic International, Term Loan, 6.5%,
11/20/19 1,735,512
-------------------
$ 2,736,950
----------------------------------------------------------------------------------------------------------------------------------
Homebuilding -- 0.1%
1,000,000(b)(c)(e) NR/NR WAICCS Las Vegas 3 LLC, First Lien Term Loan,
7.75%, 7/30/09 $ 360,000
4,500,000(b)(c)(e) NR/NR WAICCS Las Vegas 3 LLC, Second Lien Term
Loan, 13.25%, 7/30/09 22,500
-------------------
$ 382,500
----------------------------------------------------------------------------------------------------------------------------------
Housewares & Specialties -- 2.2%
1,488,665 BB+/Ba1 Jarden Corp., Tranche B Term Loan, 3.0%,
3/31/18 $ 1,498,714
1,249,242 BB-/Ba3 Prestige Brands, Inc., Term B Loan, 4.0%,
1/31/19 1,265,639
2,550,000 B+/B1 Reynolds Group Holdings, Inc., U.S. Term Loan,
4.75%, 9/28/18 2,575,676
1,661,650 B+/B1 Yankee Candle Co., Inc., Initial Term Loan,
5.25%, 4/2/19 1,681,036
-------------------
$ 7,021,065
----------------------------------------------------------------------------------------------------------------------------------
Textiles -- 0.7%
2,369,063 B/Ba3 Klockner Pentaplast of America, Inc., (Kleopatra
Acquisition Corp), Term Loan B-1, 4.50%,
12/21/16 $ 2,389,792
-------------------
Total Consumer Durables & Apparel $ 12,530,307
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 17
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 10.6%
Casinos & Gaming -- 1.7%
147,804 BB+/Ba2 Ameristar Casinos, Inc., Term Loan B, 3.0%,
4/16/18 $ 149,075
1,636,250 BB-/Ba3 Boyd Gaming Corp., Increased Term Loan,
4.75%, 12/17/15 1,653,781
1,167,000 B/B2 Caesars Entertainment Operating Co., Inc.,
Term Loan B-4, 7.50%, 10/31/16 1,192,966
1,200,000 B/B2 Caesars Entertainment Operating Co., Inc.,
Term Loan B-6, 5.25%, 1/28/18 1,074,833
28,398 BBB-/Ba2 Las Vegas Sands LLC, Delayed Draw I Term
Loan, 2.71%, 11/23/16 28,440
141,292 BBB-/Ba2 Las Vegas Sands LLC, Tranche B Term Loan,
2.71%, 11/23/16 141,504
1,089,525 BB+/Ba1 Pinnacle Entertainment, Inc., Series A
Incremental Term Loan, 3.0%, 3/19/19 1,099,058
-------------------
$ 5,339,657
----------------------------------------------------------------------------------------------------------------------------------
Education Services -- 1.8%
2,063,342 B-/B1 Ascend Learning LLC, First Lien Term Loan,
5.25%, 5/23/17 $ 2,065,405
3,780,010 BB-/Ba2 Bright Horizons Family Solutions, Inc., Tranche B
Term Loan, 6.25%, 5/28/15 3,791,822
-------------------
$ 5,857,227
----------------------------------------------------------------------------------------------------------------------------------
Hotels, Resorts & Cruise Lines -- 0.8%
1,728,125 NR/Ba2 Seven Sea Cruises, Inc., Term Loan B, 6.25%,
12/21/18 $ 1,754,047
1,034,199 B/B3 Yellowstone Mountain Club LLC, Senior First
Lien Term Loan, 6.0%, 7/16/14 987,660
-------------------
$ 2,741,707
----------------------------------------------------------------------------------------------------------------------------------
Internet Software & Services -- 0.3%
1,000,000 B/B1 Sabre, Inc., Incremental Term Loan, 6.0%,
12/29/17 $ 1,012,917
----------------------------------------------------------------------------------------------------------------------------------
Leisure Facilities -- 0.9%
1,677,479 BB/Ba2 Cedar Fair, LP, U.S. Term Loan-1, 4.0%,
12/15/17 $ 1,693,554
1,150,000 BB+/B1 Six Flags Theme Parks, Inc., Tranche B Term
Loan, 3.25%, 12/20/18 1,157,183
-------------------
$ 2,850,737
----------------------------------------------------------------------------------------------------------------------------------
Restaurants -- 3.9%
1,122,000 BB/Ba3 Burger King Corp., Tranche B Term Loan, 3.75%,
9/28/19 $ 1,128,452
212,095 BB-/Ba2 DineEquity, Inc., Term Loan B-1, 3.0%,
10/19/17 214,127
The accompanying notes are an integral part of these financial statements.
18 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Restaurants -- (continued)
3,952,416 B+/B2 Dunkin Brands, Inc., Term Loan B-2, 4.0%,
11/23/17 $ 3,975,198
3,233,750 B+/B1 Landry's Inc., Term Loan B, 6.5%, 4/24/18 3,273,363
1,791,542 NR/Ba3 NPC International, Inc., Term Loan, 3.25%,
12/28/18 1,809,457
2,190,000 BB-/B1 Wendy's International, Inc., Term Loan B,
4.75%, 5/15/19 2,212,877
-------------------
$ 12,613,474
----------------------------------------------------------------------------------------------------------------------------------
Specialized Consumer Services -- 1.2%
3,801,211 B+/B1 Wash MultiFamily Laundry Systems LLC, Term
Loan, 5.0%, 8/28/14 $ 3,801,211
-------------------
Total Consumer Services $ 34,216,930
----------------------------------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 1.6%
Consumer Finance -- 0.8%
2,550,000 CCC+/B3 Springleaf Financial Funding Co., Initial
Term Loan, 5.5%, 5/10/17 $ 2,522,376
----------------------------------------------------------------------------------------------------------------------------------
Investment Banking & Brokerage -- 0.1%
547,250 BB-/Ba2 LPL Holdings, Inc., Initial Tranche B Term Loan,
4.0%, 3/29/19 $ 550,260
----------------------------------------------------------------------------------------------------------------------------------
Other Diversified Financial Services -- 0.7%
369,473 B-/B3 BNY ConvergEX Group LLC, Second Lien (EZE)
Term Loan, 8.75%, 12/17/17 $ 348,228
880,527 B-/B3 BNY ConvergEX Group LLC, Second Lien (TOP)
Term Loan, 8.75%, 12/17/17 829,897
989,394 BB/Ba2 Ship Luxco 3 S.a.r.l. (RBS Worldpay), Facility
Term Loan B2A, 5.25%, 11/30/17 996,814
-------------------
$ 2,174,939
-------------------
Total Diversified Financials $ 5,247,575
----------------------------------------------------------------------------------------------------------------------------------
ENERGY -- 4.4%
Coal & Consumable Fuels -- 0.3%
1,000,000 NR/NR PT Bumi Resources Tbk, Term Loan, 11.208%,
8/7/13 $ 969,000
----------------------------------------------------------------------------------------------------------------------------------
Environmental Facilities & Services -- 0.4%
1,427,593 NR/B3 Aquilex Holdings LLC, Term Loan,
8.75%, 4/1/16 $ 1,434,731
----------------------------------------------------------------------------------------------------------------------------------
Integrated Oil & Gas -- 0.3%
1,014,303 BBB/Baa2 Glenn Pool Oil & Gas Trust 1, Term Loan, 4.00%,
5/2/16 $ 1,019,375
----------------------------------------------------------------------------------------------------------------------------------
Oil & Gas Equipment & Services -- 0.5%
2,031,954 CCC+/B3 Frac Tech Services, Term Loan, 8.5%, 5/6/16 $ 1,744,093
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 19
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 2.2%
1,600,000 BB-/Ba3 Chesapeake Energy Corp., Term Loan, 5.75%,
12/2/17 $ 1,575,752
2,500,000 NR/NR EP Energy LLC, Tranche B-1 Term Loan, 5.0%,
5/24/18 2,530,212
1,500,000 BB/Baa1 Plains Exploration & Production, Inc., Term
Loan B, 3.0%, 11/30/19 1,510,547
1,300,000 B+/B1 Samson Investment Co., Initial Term Loan,
4.75%, 9/25/18 1,310,911
-------------------
$ 6,927,422
----------------------------------------------------------------------------------------------------------------------------------
Oil & Gas Refining & Marketing -- 0.5%
1,563,904 BB/Ba2 Pilot Travel Centers LLC, Refinancing Tranche B
Term Loan, 3.75%, 3/30/18 $ 1,574,655
----------------------------------------------------------------------------------------------------------------------------------
Oil & Gas Storage & Transportation -- 0.2%
497,500 BB-/Ba3 Gibson Energy ULC, Tranche B Term Loan, 4.75%,
6/15/18 $ 502,889
-------------------
Total Energy $ 14,172,165
----------------------------------------------------------------------------------------------------------------------------------
FOOD & STAPLES RETAILING -- 0.7%
Drug Retail -- 0.5%
1,581,811 B+/B2 Rite Aid Corp., Tranche 5 Term Loan, 3.25%,
3/3/18 $ 1,580,493
----------------------------------------------------------------------------------------------------------------------------------
Food Retail -- 0.2%
621,875 B+/B1 Roundy's Supermarkets, Inc., Tranche B Term
Loan, 5.75%, 2/13/19 $ 587,543
-------------------
Total Food & Staples Retailing $ 2,168,036
----------------------------------------------------------------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 3.3%
Packaged Foods & Meats -- 3.3%
590,000 B/B1 AdvancePierre Foods, Inc., First Lien Term Loan,
4.5%, 7/10/17 $ 597,375
950,000 BB/NR Aramark Canada, Ltd., Extended Canadian Term
Loan B, 3.612%, 7/26/16 950,000
2,226,610 B/Ba3 Del Monte Foods Co., Initial Term Loan, 4.5%,
3/8/18 2,231,007
1,221,938 NR/B2 Heartshide Food Solutions LLC, Term Loan A,
6.5%, 6/7/18 1,221,937
1,525,288 B+/B1 Michael Foods Group, Inc., Facility Term Loan B,
4.25%, 2/25/18 1,537,681
1,335,644 B+/Ba3 Pinnacle Foods Finance LLC, Term Loan,
2.5%, 4/2/14 1,338,426
1,745,625 B+/Ba3 Pinnacle Foods Finance LLC, Tranche F Term
Loan, 3.25%, 10/17/18 1,759,372
952,000 BB-/B1 Windsor Quality Food Co., Ltd., Tranche B Term
Loan, 5.0%, 2/16/17 952,000
-------------------
Total Food, Beverage & Tobacco $ 10,587,798
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
20 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 19.0%
Health Care Equipment -- 1.2%
556,378 B+/NR Fenwal, Inc., Delayed Draw First Lien Term Loan,
2.25%, 2/28/14 $ 556,378
3,244,346 B+/NR Fenwal, Inc., Initial First Lien Term Loan, 2.25%,
2/28/14 3,244,346
-------------------
$ 3,800,724
----------------------------------------------------------------------------------------------------------------------------------
Health Care Equipment & Services -- 1.4%
231,413 BBB-/Baa2 Fresenius SE, Tranche D-1 Dollar Term Loan,
2.5%, 9/10/14 $ 232,353
132,189 BBB-/Baa2 Fresenius SE, Tranche D-2 Term Loan, 2.5%,
9/10/14 132,795
1,995,000 BBB-/Ba2 Hologic, Inc., Tranche B Term Loan,
3.5%, 8/1/19 2,018,691
486,325 BB-/Ba2 Kinetic Concepts, Inc., Dollar C-1 Term Loan,
5.5%, 5/4/18 490,733
1,698,367 BB-/B1 Onex Carestream Finance, LP, Term Loan, 5.0%,
2/25/17 1,694,121
-------------------
$ 4,568,693
----------------------------------------------------------------------------------------------------------------------------------
Health Care Facilities -- 5.3%
2,314,238 B/B1 Ardent Medical Services, Inc., Term Loan, 5.0%,
9/15/15 $ 2,321,470
1,116,865 BB/Ba3 CHS/Community Health Systems, Inc., Extended
Term Loan, 3.862%, 1/25/17 1,125,474
3,471,473 BB/Ba3 HCA, Inc., Tranche B-2 Term Loan, 3.499%,
3/31/17 3,481,689
2,698,472 BB/Ba3 HCA, Inc., Tranche B-3 Term Loan, 3.612250%,
5/1/18 2,706,265
1,625,250 B/Ba3 Iasis Healthcare LLC, Term Loan B, 5.0%, 5/3/18 1,632,869
800,000 NR/B3 Kindred Healthcare, Inc., Incremental Term Loan,
5.25%, 6/1/18 789,494
300,000 B+/Ba3 Kindred Healthcare, Inc., Term Loan, 5.25%,
6/1/18 296,060
2,168,697(f) CCC-/B2 LifeCare Holdings, Term Loan, 8.093%, 2/1/16 2,034,509
2,039,188 BB-/Ba3 Select Medical Corp., Tranche B Term Loan, 6.0%,
6/1/18 2,051,932
589,727 BB+/Ba2 Universal Health Services, Inc., 2011 Tranche B
Term Loan, 3.75%, 11/15/16 592,676
-------------------
$ 17,032,438
----------------------------------------------------------------------------------------------------------------------------------
Health Care Services -- 7.1%
626,996 B+/B2 AccentCare, Inc., Term Loan, 5.0%, 12/22/16 $ 485,922
542,541 B+/Ba3 Alliance HealthCare Services, Inc., Initial Term
Loan, 7.25%, 6/1/16 535,081
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 21
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Health Care Services -- (continued)
875,000 B+/Ba3 BSN Medical Luxembourg Holding, S.a.r.l.
(P & F Capital), Facility Term Loan B-1A,
5.0%, 8/28/19 $ 880,834
2,204,443 B-/B3 CCS Medical, Inc., First Lien Term Loan, 8.25%,
3/31/15 2,083,199
908,686(f) CCC/Caa2 CCS Medical, Inc., Second Lien Term Loan,
10.25%, 3/31/16 788,285
1,400,000 BB-/Ba2 Davita, Inc., Term Loan B2, 4.0%, 11/1/19 1,407,286
1,483,817 B/B1 Gentiva Health Services, Inc., Term Loan B-1,
6.5%, 8/17/16 1,469,597
1,425,948 B+/Ba3 Inventiv Health, Inc., Consolidated Term Loan,
5.0%, 8/4/16 1,384,238
2,350,000 BB-/Ba3 MModal, Inc., Term Loan B, 6.75%, 8/17/19 2,339,719
2,506,825 NR/NR National Mentor Holdings, Inc., Tranche B-1 Term
Loan, 5.25%, 2/9/17 2,511,004
1,074,526 B/B2 National Specialty Hospitals, Inc., Initial Term
Loan, 6.5%, 2/3/17 1,050,349
2,123,125 B+/B1 Rural/Metro Operating Co., LLC, First Lien Term
Loan, 5.75%, 6/30/18 2,107,201
2,022,222 BB-/Ba1 Sun Healthcare Group, Inc., Term Loan, 8.75%,
10/18/16 2,014,639
1,335,994 B/B2 Surgery Center Holdings, Inc., Term Loan, 5.0%,
2/6/17 1,329,314
740,625 B/Ba3 Valitas Health Services, Inc., Term Loan B, 5.75%,
6/2/17 739,699
2,210,625 B+/B1 Virtual Radiologic Corp., Term Loan A, 7.75%,
12/22/16 1,934,297
-------------------
$ 23,060,664
----------------------------------------------------------------------------------------------------------------------------------
Health Care Supplies -- 0.9%
719,093 B+/Ba3 Alere, Inc., Term Loan B, 3.75%, 6/30/17 $ 722,389
1,501,238 B+/B1 Bausch & Lomb, Inc., Parent Term Loan, 4.25%,
5/17/19 1,524,158
519,973 BB/Ba3 Butler Animal Health Supply LLC, Tranche B Term
Loan, 4.5%, 12/31/15 521,273
-------------------
$ 2,767,820
----------------------------------------------------------------------------------------------------------------------------------
Health Care Technology -- 1.8%
750,000 B+/Ba3 ConvaTec, Inc., Dollar Term Loan, 5.0%,
12/22/16 $ 758,438
2,129,300 BB-/Ba3 Emdeon, Inc., Term Loan B-1, 5.0%, 11/2/18 2,155,916
1,143,041 BB-/Ba3 MedAssets, Inc., Term Loan, 3.75%, 11/16/16 1,147,328
1,095,000 CCC/Caa3 Medical Card System, Inc., Term Loan, 10.0%,
9/17/15 930,750
The accompanying notes are an integral part of these financial statements.
22 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Health Care Technology -- (continued)
99,490 B/NR Physician Oncology Services, LP, Delayed Draw
Term Loan, 7.75%, 1/31/17 $ 95,510
818,923 B/B2 Physician Oncology Services, LP, Effective Date
Term Loan, 7.75%, 1/31/17 786,166
-------------------
$ 5,874,108
----------------------------------------------------------------------------------------------------------------------------------
Healthcare Services -- 0.1%
500,000 NR/NR Air Medical Group Holdings, Inc., 5.25%,
6/30/18 $ 504,375
----------------------------------------------------------------------------------------------------------------------------------
Managed Health Care -- 1.2%
1,277,719 B+/B1 Aveta, Inc., MMM Facility Term Loan, 8.5%,
4/4/17 $ 1,277,719
1,277,719 B+/B1 Aveta, Inc., NAMM Facility Term Loan, 8.5%,
4/4/17 1,286,234
1,300,000 B+/B1 MMM Holdings, Inc., MMM Term Loan, 8.25%,
10/26/17 1,293,500
-------------------
$ 3,857,453
-------------------
Total Health Care Equipment & Services $ 61,466,275
----------------------------------------------------------------------------------------------------------------------------------
HOUSEHOLD & PERSONAL PRODUCTS -- 2.0%
Household Products -- 1.1%
1,190,000 B/Ba3 Spectrum Brands Holdings, Term Loan, 5.0%,
10/9/19 $ 1,199,987
1,521,397 B/Ba3 Spectrum Brands, Inc., New Term Loan, 6.25%,
6/17/16 1,521,397
895,806 B+/Ba3 SRAM LLC, First Lien Term Loan, 5.75%, 6/7/18 904,764
-------------------
$ 3,626,148
----------------------------------------------------------------------------------------------------------------------------------
Personal Products -- 0.9%
344,571 BB-/Ba3 NBTY, Inc., Term Loan B-1, 3.25%, 10/1/17 $ 348,137
2,444,063 BB-/Ba3 Revlon Consumer Products Corp., Term Loan B,
3.5%, 11/19/17 2,460,010
-------------------
$ 2,808,147
-------------------
Total Household & Personal Products $ 6,434,295
----------------------------------------------------------------------------------------------------------------------------------
INSURANCE -- 3.0%
Insurance Brokers -- 1.9%
1,000,000 CCC+/B3 AmWINS Group, Inc., Second Lien, Term Loan,
9.25%, 12/6/19 $ 1,007,500
824,606 B+/B1 HUB International, Ltd., 2017 Additional Term
Loan, 4.75%, 12/13/17 834,914
3,876,460 B+/B1 HUB International, Ltd., 2017 Initial Term Loan,
6.75%, 6/13/17 3,917,163
485,000 B/B1 U.S.I. Holdings Corp., New Term Loan Series C,
7.0%, 5/5/14 487,425
-------------------
$ 6,247,002
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 23
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Life & Health Insurance -- 0.3%
1,000,000 NR/Ba3 CNO Financial Group, Inc., Tranche B-2
Term Loan 5.0%, 9/28/18 $ 1,007,970
----------------------------------------------------------------------------------------------------------------------------------
Property & Casualty Insurance -- 0.8%
2,500,000 B-/B2 Confie Seguros Holding II Co., First Lien Term
Loan B, 6.5%, 11/9/18 $ 2,485,937
-------------------
Total Insurance $ 9,740,909
----------------------------------------------------------------------------------------------------------------------------------
MATERIALS -- 10.9%
Aluminum -- 1.1%
1,378,075 B+/Ba2 Noranda Aluminum Acquisition Corp., Term Loan
B, 4.5%, 2/28/19 $ 1,389,272
2,210,625 BB-/Ba2 Novelis, Inc., Term Loan, 4.0%, 3/10/17 2,222,129
-------------------
$ 3,611,401
----------------------------------------------------------------------------------------------------------------------------------
Commodity Chemicals -- 0.6%
1,194,000 BB-/B1 Taminco Global Chemical Corp., Tranche B-1
Dollar Term Loan, 5.25%, 2/15/19 $ 1,207,432
627,000 BBB-/Ba2 Tronox Pigments (Netherlands) B.V., Closing
Date Term Loan, 3.25%, 2/8/18 631,964
171,000 BBB-/Ba2 Tronox Pigments (Netherlands) B.V.,
Delayed Draw Term Loan, 3.25%, 2/8/18 172,336
-------------------
$ 2,011,732
----------------------------------------------------------------------------------------------------------------------------------
Diversified Chemicals -- 1.9%
329,994 BBB-/Ba1 Celanese US Holdings LLC, Dollar Term Loan C,
2.75%, 10/31/16 $ 333,200
1,168,544 B/B1 General Chemical Corp., New Tranche B Term
Loan, 3.5%, 10/6/15 1,174,874
1,243,750 B+/B1 Ineos US Finance LLC, Cash Dollar Term Loan,
5.25%, 5/4/18 1,262,073
1,871,500 B/B1 Nexeo Solutions LLC, Initial Term Loan, 5.0%,
9/8/17 1,837,969
1,444,275 B+/B2 Univar, Inc., Term Loan B, 5.0%, 6/30/17 1,437,153
-------------------
$ 6,045,269
----------------------------------------------------------------------------------------------------------------------------------
Diversified Metals & Mining -- 1.9%
1,913,407 BB-/B1 Fairmount Minerals, Ltd., Tranche B Term Loan,
4.0%, 3/15/17 $ 1,913,750
2,481,250 B+/B2 Preferred Proppants LLC, Initial Term Loan B,
6.0%, 12/15/16 2,307,563
395,001 BB+/Ba1 SunCoke Energy, Inc., Tranche B Term Loan,
4.0%, 7/26/18 395,988
1,036,875 BB-/B1 U.S. Silica Co., Term Loan, 4.75%, 6/8/17 1,041,411
511,726 B+/Ba3 Walter Energy, Inc., Term Loan B,
4.75%, 4/1/18 513,965
-------------------
$ 6,172,677
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
24 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Metal & Glass Containers -- 0.6%
195,000 B/Ba3 BWAY Holding Co., Initial Term Loan, 3.25%,
8/6/17 $ 197,133
1,684,183 B/B1 Tank Holding Corp., Initial Term Loan, 4.25%,
7/9/19 1,691,198
-------------------
$ 1,888,331
----------------------------------------------------------------------------------------------------------------------------------
Paper Packaging -- 1.0%
2,216,938 B/B2 Exopack LLC/Cello-Foil Products, Inc., Term
Loan B, 6.5%, 5/31/17 $ 2,215,552
885,000 BB/Ba1 Sealed Air Corp., Facility Term Loan B-1, 3.0%,
10/3/18 894,265
-------------------
$ 3,109,817
----------------------------------------------------------------------------------------------------------------------------------
Paper Products -- 0.1%
209,170 BB-/Ba3 Ranpak Corp., First Lien USD Term Loan, 3.5%,
4/20/17 $ 209,693
----------------------------------------------------------------------------------------------------------------------------------
Specialty Chemicals -- 2.5%
4,000,000 BB+/Ba1 Chemtura Corp., Facility Term Loan, 5.5%,
8/29/16 $ 4,055,000
1,831,500 BB-/Ba2 Harko C.V. (OM Group, Inc.), Dollar Term Loan B,
4.25%, 8/2/17 1,852,104
153,156 BB+/Ba1 Huntsman International LLC, Extended Term B
Loan, 2.757%, 4/19/17 153,232
1,017,312 BB-/Ba1 PolyOne Corp., Term Loan B, 5.0%, 12/20/17 1,027,486
1,000,000 B+/B2 PQ Corp., Term Loan B, 5.25%, 5/8/17 1,005,417
-------------------
$ 8,093,239
----------------------------------------------------------------------------------------------------------------------------------
Steel -- 1.2%
500,000 B/B1 Essar Steel Algoma, Inc., Term Loan, 7.5%,
9/19/14 $ 490,000
2,500,000 NR/NR FMG Resources (August 2006) Pty, Ltd., Term
Loan, 5.25%, 10/18/17 2,509,823
894,210 BB/B1 JMC Steel Group, Inc., Term Loan, 4.75%,
4/1/17 903,152
-------------------
$ 3,902,975
-------------------
Total Materials $ 35,045,134
----------------------------------------------------------------------------------------------------------------------------------
MEDIA -- 16.6%
Advertising -- 2.2%
922,688 NR/NR Acosta, Inc., Term Loan D, 5.0%, 3/2/18 $ 928,454
1,473,750 B+/NR Advantage Sales & Marketing, Inc., First Lien
Term Loan, 5.25%, 12/17/17 1,479,277
3,412,603 B+/Ba3 Affinion Group, Inc., Tranche B Term Loan, 6.50%,
10/9/16 3,167,626
500,000 B/B1 Getty Images, Inc., New Initial Term Loan, 3.5%,
10/18/19 502,937
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 25
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Advertising -- (continued)
1,103,178 BB+/Baa3 Lamar Media Corp., Term Loan B, 4.0%,
12/30/16 $ 1,113,060
-------------------
$ 7,191,354
----------------------------------------------------------------------------------------------------------------------------------
Broadcasting -- 6.5%
7,462,500 BB-/Ba2 Cequel Communications LLC, Term Loan, 4.0%,
2/14/19 $ 7,496,484
476,027 BB-/Ba3 Entercom Radio LLC, Term Loan B, 3.75%,
11/23/18 478,170
1,503,608 B+/B2 FoxCo Acquisition Sub LLC, Initial Term Loan,
4.5%, 7/14/17 1,526,162
212,730 B+/Ba3 Hubbard Radio LLC, First Lien Term Loan,
3.75%, 4/28/17 214,325
1,241,147 BB+/Ba1 Sinclair Television Group, Inc., New Tranche B
Term Loan, 4.0%, 10/28/16 1,250,952
748,125 B+/Ba3 Thomas Reuters, Inc., New Tranche B Term Loan,
5.75%, 6/6/19 750,182
1,762,544 BB-/Ba3 TWCC Holding Corp., 2011 Term Loan, 3.25%,
2/13/17 1,783,108
7,768,290 B+/B2 Univision Communications, Inc., Extended First
Lien Term Loan, 4.25%, 3/31/17 7,597,636
-------------------
$ 21,097,019
----------------------------------------------------------------------------------------------------------------------------------
Cable & Satellite -- 5.2%
3,314,924 BB+/Ba1 Charter Communications Operating LLC, Term
Loan C, 3.25%, 9/6/16 $ 3,335,642
980,075 BB+/Ba1 Charter Communications Operating LLC, Term
Loan D, 3.0%, 5/15/19 988,958
1,000,000 B-/Caa1 Hargray Acquisition Co., Second Lien Term Loan,
5.5%, 1/29/15 935,000
1,200,000 BB-/Ba2 Kabel Deutschland Gmbh, Facility Term Loan F,
3.25%, 2/1/19 1,205,357
1,955,000 BB-/Ba3 MCC Iowa LLC, Tranche F Term Loan, 4.5%,
10/23/17 1,953,778
1,750,000 NR/NR MCC Iowa LLC, Tranche G Term Loan, 4.0%,
1/20/20 1,754,375
3,745,613 BB-/Ba3 Telesat Canada, U.S. Term Loan B, 4.25%,
3/28/19 3,765,258
2,806,965 B/B1 WideOpenWest Finance LLC, Term Loan, 6.25%,
7/17/18 2,842,372
-------------------
$ 16,780,740
----------------------------------------------------------------------------------------------------------------------------------
Movies & Entertainment -- 1.3%
1,414,313 BB-/Ba2 AMC Entertainment, Inc., Term Loan B-3, 3.75%,
2/22/18 $ 1,427,123
1,108,676 NR/Ba1 Cinedigm Digital Funding I LLC, Term Loan, 5.25%,
4/29/16 1,113,526
1,087,451 CCC/Caa1 Lodgenet Interactive Corp., Closing Date Term
Loan, 7.0%, 4/4/14 826,463
The accompanying notes are an integral part of these financial statements.
26 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Movies & Entertainment -- (continued)
750,000 BB-/Ba2 WMG Acquisitions Corp., Initial Term Loan, 5.25%,
11/1/18 $ 757,813
-------------------
$ 4,124,925
----------------------------------------------------------------------------------------------------------------------------------
Publishing -- 1.4%
974,359 CCC+/Caa2 Cengage Learning Acquisitions, Inc., Term Loan,
2.71%, 7/3/14 $ 743,680
960,175 NR/B2 Houghton Mifflin Co., Term Loan, 6.0%,
5/22/18 973,377
1,637,764 BB-/Ba3 Interactive Data Corp., Term Loan B, 4.5%,
2/11/18 1,650,448
EUR 895,659(f) B/Ba3 Mediannuaire Holding, Term Loan B-2, 2.25%,
10/13/14 283,757
EUR 894,987 B/Ba3 Mediannuaire Holding, Term Loan C, 2.75%,
10/12/15 289,361
498,750 BB-/Ba3 MTL Publishing LLC, Term Loan B, 4.25%,
6/29/18 504,829
-------------------
$ 4,445,452
-------------------
Total Media $ 53,639,490
----------------------------------------------------------------------------------------------------------------------------------
PHARMACEUTICALS, BIOTECHNOLOGY &
LIFE SCIENCES -- 4.4%
Biotechnology -- 2.2%
600,000 BB/B1 Alkermes, Inc., 2019 Term Loan,
3.5%, 9/25/19 $ 605,499
3,031,013 BB/B2 Aptalis Pharma, Inc., Term Loan B-1, 5.5%,
2/11/17 3,040,484
1,529,751 BB+/Ba2 Grifols, Inc., New U.S. Tranche B Term Loan, 3.5%,
6/1/17 1,549,446
359,700 BBB-/Ba3 Warner Chilcott Co., LLC, Term Loan B-2, 4.25%,
3/15/18 361,536
992,597 BBB-/Ba3 Warner Chilcott Corp., Term Loan B-1, 4.25%,
3/15/18 997,664
494,587 BBB-/Ba3 WC Luxco S.a.r.l., Term Loan B-3, 4.25%,
3/15/18 497,111
-------------------
$ 7,051,740
----------------------------------------------------------------------------------------------------------------------------------
Pharmaceuticals -- 2.2%
1,575,000 B/B1 AssuraMed Holding, Inc., First Lien Initial Term
Loan, 5.5%, 10/24/19 $ 1,587,797
2,669,325(f) CCC+/NR Graceway Pharmaceuticals LLC, Mezzanine Term
Loan, 14.0%, 11/1/13 7,509
1,113,043 NR/B1 Harvard Drug Group, LLC, Term Loan, 4.75%,
10/29/19 1,121,855
1,060,673 B+/B2 Medpace Intermediateco, Inc., Term Loan B,
5.0%, 6/19/17 1,018,246
1,500,000 B+/B1 Par Pharmaceutical Cos., Inc., Term Loan B, 5.0%,
9/30/19 1,499,062
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 27
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Pharmaceuticals -- (continued)
1,000,000 BBB-/Ba1 Valeant Pharmaceuticals International, Inc.,
Tranche B Term Loan, Series C, 3.25%,
9/27/19 $ 1,004,583
750,000 NR/NR Valeant Pharmaceuticals International, Inc.,
Tranche B Term Loan, Series D, 3.25%,
2/13/19 754,286
-------------------
$ 6,993,338
-------------------
Total Pharmaceuticals, Biotechnology &
Life Sciences $ 14,045,078
----------------------------------------------------------------------------------------------------------------------------------
REAL ESTATE -- 1.5%
Real Estate Services -- 1.5%
1,400,000 BB-/B1 Altisource Solutions, S.a.r.l, Term Loan B, 4.5%,
11/27/19 $ 1,405,250
987,500 BB/Ba1 CB Richard Ellis Services, Inc., Incremental
Tranche C Term Loan, 3.459%, 3/4/18 989,969
987,500 BB/Ba1 CB Richard Ellis Services, Inc., Incremental
Tranche D Term Loan, 3.708%, 9/4/19 989,969
1,500,000 NR/B1 GCA Services Group, Inc., First Lien Initial Term
Loan, 5.25%, 11/1/19 1,499,370
-------------------
Total Real Estate $ 4,884,558
----------------------------------------------------------------------------------------------------------------------------------
RETAILING -- 5.2%
Apparel Retail -- 1.0%
2,344,824 B-/B2 Gymboree Corp., Term Loan, 5.0%, 2/23/18 $ 2,265,848
647,986(f) NR/NR Johnny Appleseed's, Inc., First Lien Second Out
Term Loan, 6.5%, 4/25/16 437,390
145,331(f) NR/NR Johnny Appleseed's, Inc., Junior Term Loan,
8.0%, 4/25/17 43,599
619,910 BB/Ba3 Lord & Taylor Holdings LLC, Term Loan, 5.75%,
1/11/19 626,206
-------------------
$ 3,373,043
----------------------------------------------------------------------------------------------------------------------------------
Automotive Retail -- 0.8%
2,000,000 B+/B1 ARC Automotive Group, Inc., Term Loan, 6.25%,
11/15/18 $ 1,985,000
550,000 BB/Ba1 Avis Budget Car Rental LLC, Tranche C Term
Loan, 4.25%, 3/15/19 556,531
-------------------
$ 2,541,531
----------------------------------------------------------------------------------------------------------------------------------
Computer & Electronics Retail -- 0.6%
1,891,062 B/B2 Targus Group International, Inc., Term Loan,
9.5%, 5/24/16 $ 1,900,518
----------------------------------------------------------------------------------------------------------------------------------
General Merchandise Stores -- 2.2%
2,841,135 BBB/Ba1 Dollar General Corp., Tranche B-1 Term Loan,
2.75%, 7/7/14 $ 2,857,998
4,268,478 BBB-/Ba2 Dollar General Corp., Tranche B-2 Term Loan,
2.75%, 7/7/14 4,293,662
-------------------
$ 7,151,660
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
28 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Home Improvement Retail -- 0.6%
1,880,282 B+/Ba3 Hillman Group, Inc., Term Loan, 3.5%, 5/28/16 $ 1,887,333
-------------------
Total Retailing $ 16,854,085
----------------------------------------------------------------------------------------------------------------------------------
SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT -- 1.8%
Semiconductor Equipment -- 1.0%
1,909,186 BB-/B1 Aeroflex, Inc., Tranche B Term Loan, 5.75%,
5/9/18 $ 1,917,539
1,481,250 BB+/Ba2 Sensata Technology BV/Sensata Technology
Finance Co., LLC, Term Loan, 3.0%, 5/12/18 1,487,730
-------------------
$ 3,405,269
----------------------------------------------------------------------------------------------------------------------------------
Semiconductors -- 0.8%
2,159,436 BB/Ba2 Microsemi Corp., Term Loan B, 3.0%, 2/2/18 $ 2,179,680
313,425 BBB-/Ba2 Semtech Corp., Term Loan B, 3.25%, 3/20/17 315,776
-------------------
$ 2,495,456
-------------------
Total Semiconductors & Semiconductor
Equipment $ 5,900,725
----------------------------------------------------------------------------------------------------------------------------------
SOFTWARE & SERVICES -- 9.0%
Application Software -- 4.7%
1,617,866 CC/B1 Allen Systems Group, Inc., Term Loan B, 7.5%,
11/21/15 $ 1,551,129
1,421,307 B+/B1 Applied Systems, Inc., First Lien Term Loan,
5.5%, 12/8/16 1,431,967
1,300,000 B+/B1 Applied Systems, Inc., Second Lien Term Loan,
9.5%, 6/8/17 1,309,208
1,250,000 B+/B1 Deltek, Inc., First Lien Term Loan, 6.0%,
10/10/18 1,261,979
997,500 B+/Ba3 Infor (US), Inc., Tranche B-2 Term Loan, 5.25%,
4/5/18 1,007,475
1,557,670 BB+/Baa2 Nuance Communications, Inc., Term Loan C,
3.0%, 3/31/16 1,564,485
1,509,527 B+/B1 Serena Software, Inc., Extended 2016 Term
Loan, 4.0%, 3/10/16 1,505,753
2,466,222 B+/B1 Verint Systems, Inc., 2011 Term Loan, 4.5%,
10/28/17 2,483,177
1,917,362 B+/B1 Vertafore, Inc., First Lien Term Loan, 5.25%,
7/29/16 1,931,742
1,000,000 CCC+/Caa1 Vertafore, Inc., Second Lien Term Loan, 9.75%,
10/29/17 1,003,333
-------------------
$ 15,050,248
----------------------------------------------------------------------------------------------------------------------------------
Data Processing & Outsourced Services -- 1.5%
60,879 B+/NR First Data Corp., 2017 Dollar Term Loan, 5.208%,
3/24/17 $ 59,851
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 29
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Data Processing & Outsourced Services -- (continued)
802,493 B+/B1 First Data Corp., 2018 Dollar Term Loan, 4.208%,
3/24/18 $ 765,808
1,875,000 NR/NR Genpact, Ltd., Term Loan B, 3.25%, 8/30/19 1,893,750
1,584,000 BB+/Ba2 Neustar, Inc., Advance Term Loan, 3.75%,
11/8/18 1,597,860
568,571 BBB-/Ba2 Vantiv LLC, Tranche B Term Loan, 3.75%,
3/27/19 569,638
-------------------
$ 4,886,907
----------------------------------------------------------------------------------------------------------------------------------
Internet Software & Services -- 0.1%
394,000 BB+/Ba3 Autotrader.com, Inc., Tranche B-1 Term Loan,
4.0%, 12/15/16 $ 397,817
----------------------------------------------------------------------------------------------------------------------------------
IT Consulting & Other Services -- 1.7%
2,000,000 BB/Ba3 Booz Allen Hamilton, Inc., Initial Tranche B Term
Loan, 4.5%, 7/31/19 $ 2,019,000
500,000 B/Ba3 Kronos, Inc., First Lien Initial Term Loan, 5.5%,
10/30/19 505,000
2,944,049 BB/Ba3 SunGuard Data Systems, Inc., Tranche C Term
Loan, 3.959%, 2/28/17 2,959,691
-------------------
$ 5,483,691
----------------------------------------------------------------------------------------------------------------------------------
Systems Software -- 1.0%
1,112,786 BBB-/Ba2 Dealer Computer Services, Inc., Tranche B Term
Loan, 2.75%, 4/21/18 $ 1,120,436
2,213,875 NR/Ba2 Rovi Solutions Corp., Tranche B-2 Term Loan,
4.0%, 3/29/19 2,188,969
-------------------
$ 3,309,405
-------------------
Total Software & Services $ 29,128,068
----------------------------------------------------------------------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 3.5%
Aerospace & Defense -- 0.5%
1,578,455 B/B2 Scitor Corp., Term Loan, 5.0%, 2/15/17 $ 1,568,590
----------------------------------------------------------------------------------------------------------------------------------
Communications Equipment -- 0.8%
1,500,000 B+/NR Audio Visual Services Group, Inc., First Lien
Term Loan, 5.5%, 11/9/18 $ 1,470,000
982,519 BB/Ba3 CommScope, Inc., Tranche 1 Term Loan, 4.25%,
1/14/18 990,502
-------------------
$ 2,460,502
----------------------------------------------------------------------------------------------------------------------------------
Electronic Components -- 0.8%
35,267 BB+/Ba2 Flextronics International, Ltd., Delayed Draw
Term Loan A-1-B, 2.25%, 10/1/14 $ 35,311
The accompanying notes are an integral part of these financial statements.
30 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Electronic Components -- (continued)
1,122,202 BB+/Ba2 Flextronics International, Ltd., Delayed Draw Term
Loan A-3, 2.459%, 10/1/14 $ 1,123,604
1,496,250 B+/B2 Generac Power Systems, Inc., Term Loan, 6.25%,
5/30/18 1,534,903
-------------------
$ 2,693,818
----------------------------------------------------------------------------------------------------------------------------------
Electronic Equipment & Instruments -- 0.3%
994,950 B+/Ba3 Sensus USA, Inc., Term Loan, 4.75%, 5/9/17 $ 996,504
----------------------------------------------------------------------------------------------------------------------------------
Electronic Manufacturing Services -- 0.2%
609,375 B+/B2 Clover Technologies Group LLC (Clover Holdings,
Inc.), Term Loan, 5.5%, 5/7/18 $ 606,328
----------------------------------------------------------------------------------------------------------------------------------
Technology Distributors -- 0.4%
1,298,506 BB-/B1 Excelitas Technologies Corp., New Term Loan B,
4.0%, 11/29/16 $ 1,308,245
----------------------------------------------------------------------------------------------------------------------------------
Telecommunication Services -- 0.5%
B/B2 Securus Technologies Holdings, Inc., First Lien
1,645,403 Term Loan, 6.5%, 5/31/17 $ 1,651,573
-------------------
Total Technology Hardware & Equipment $ 11,285,560
----------------------------------------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 5.4%
Alternative Carriers -- 0.7%
EUR 745,314 B/B2 Amsterdamse Beheere-En
Consultingmaatschappij B.V., Casema
Facility Term Loan B-3, 3.107%, 3/31/17 $ 972,277
EUR 257,598 NR/B2 Amsterdamse Beheere-En
Consultingmaatschappij B.V., Casema
Facility Term Loan B-4, 3.107%, 3/31/17 336,042
EUR 849,351 B/B2 Amsterdamse Beheere-En
Consultingmaatschappij B.V., Kabelcom
Facility Term Loan B-2, 3.107%, 3/31/17 1,107,995
-------------------
$ 2,416,314
----------------------------------------------------------------------------------------------------------------------------------
Application Software -- 1.1%
3,482,500 B/Ba3 Expert Global Solutions, Inc., Advance First Lien
Term Loan B, 6.75%, 4/3/18 $ 3,505,899
----------------------------------------------------------------------------------------------------------------------------------
Integrated Telecommunication Services -- 0.6%
637,760 B+/Ba3 West Corp., Term Loan B-5, 4.25%, 7/15/16 $ 646,370
1,145,414 BB+/Baa3 Windstream Corp., Tranche B-2 Term Loan, 3.09%,
12/17/15 1,147,383
-------------------
$ 1,793,753
----------------------------------------------------------------------------------------------------------------------------------
Wireless Telecommunication Services -- 3.0%
1,463,938 B+/Ba2 Crown Castle Operating Co., Tranche B Term Loan,
4.0%, 1/31/19 $ 1,473,270
5,521,281 BB/Ba1 MetroPCS Wireless, Inc., Tranche B-2 Term Loan,
4.071%, 11/3/16 5,551,350
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 31
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Wireless Telecommunication Services -- (continued)
689,491 BB/Ba1 MetroPCS Wireless, Inc., Tranche B-3 Term Loan,
4.0%, 3/17/18 $ 693,298
1,970,063 BB-/B1 Syniverse Holdings, Inc., Initial Term Loan,
3.75%, 4/23/19 1,981,144
-------------------
$ 9,699,062
-------------------
Total Telecommunication Services $ 17,415,028
----------------------------------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 3.4%
Air Freight & Logistics -- 0.6%
300,000 B/B1 Ceva Group Plc, Dollar Tranche B Pre-Funded
L/C Term Loan, 0.262%, 8/31/16 $ 288,563
1,200,000 CCC+/Caa1 Ceva Group Plc, EGL Tranche B Term Loan,
5.313%, 8/31/16 1,160,256
465,000 B-/Ba3 Ozburn-Hessey Holding Co., LLC, First Lien Term
Loan, 8.25%, 4/8/16 460,350
-------------------
$ 1,909,169
----------------------------------------------------------------------------------------------------------------------------------
Airlines -- 2.3%
837,250 BB-/Ba3 Allegiant Travel Co., Term Loan, 4.25%,
3/10/17 $ 842,222
1,333,125 BB-/Ba2 Delta Air Lines, Inc., 2011 Term Loan, 5.5%,
4/20/17 1,342,790
1,500,000 B+/Ba2 Delta Air Lines, Inc., Term Loan B-1, 5.25%,
10/18/18 1,501,875
246,308 BB-/Ba3 United Air Lines, Inc., Tranche B Term Loan,
2.25%, 2/1/14 245,077
3,500,000 B+/B2 US Airways Group, Inc., Term Loan, 2.5%,
3/21/14 3,439,478
-------------------
$ 7,371,442
----------------------------------------------------------------------------------------------------------------------------------
Trucking -- 0.5%
1,834,970 BB/B1 Swift Transportation Co., LLC, Tranche B-2 Term
Loan, 5.0%, 12/21/17 $ 1,851,982
-------------------
Total Transportation $ 11,132,593
----------------------------------------------------------------------------------------------------------------------------------
UTILITIES -- 2.1%
Electric Utilities -- 0.7%
3,506,137 CCC/Caa1 Texas Competitive Electric Holdings Co., LLC,
2017 Term Loan, 4.5%, 10/10/17 $ 2,282,884
----------------------------------------------------------------------------------------------------------------------------------
Independent Power Producers & Energy
Traders -- 1.4%
1,260,118 BB+/Ba1 AES Corp., Initial Term Loan, 3.25%, 6/1/18 $ 1,275,213
500,000 BB-/B1 Calpine Corp., 2012 Term Loan, 3.25%,
10/9/19 504,062
The accompanying notes are an integral part of these financial statements.
32 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Independent Power Producers & Energy
Traders -- (continued)
1,699,125 BB-/B1 Calpine Corp., Term Loan, 3.25%, 4/1/18 $ 1,713,537
849,250 BB+/Baa3 NRG Energy, Inc., Term Loan, 3.0%, 7/1/18 857,212
-------------------
$ 4,350,024
-------------------
Total Utilities $ 6,632,908
----------------------------------------------------------------------------------------------------------------------------------
TOTAL SENIOR SECURED FLOATING RATE
LOAN INTERESTS
(Cost $456,311,713) $ 446,765,838
----------------------------------------------------------------------------------------------------------------------------------
CLAIMS -- 0.0%+ of Net Assets
TRANSPORTATION -- 0.0%+
Airlines -- 0.0%+
1,200,000(a)(g) NR/NR Northwest Airlines, Inc., ALPA Claim-Escrow,
0.0% $ --
2,500,000(a)(g) NR/NR Northwest Airlines, Inc., Bell Atlantic Claim-
Escrow, 0.0% --
2,500,000(a)(g) NR/NR Northwest Airlines, Inc., EDC Claim-Escrow, 0.0% --
2,130,600(a)(g) NR/NR Northwest Airlines, Inc., Flight Attendant Claim-
Escrow, 0.0% --
1,500,000(a)(g) NR/NR Northwest Airlines, Inc., GE Claim-Escrow, 0.0% --
1,264,500(a)(g) NR/NR Northwest Airlines, Inc., IAM Claim-Escrow, 0.0% --
1,404,900(a)(g) NR/NR Northwest Airlines, Inc., Retiree Claim-Escrow,
0.0% --
-------------------
Total Transportation $ --
-------------------
TOTAL CLAIMS
(Cost $0) $ --
----------------------------------------------------------------------------------------------------------------------------------
CORPORATE BONDS & NOTES --
8.2% of Net Assets
BANKS -- 0.3%
Diversified Banks -- 0.3%
1,000,000(d) BBB+/Baa2 Intesa Sanpaolo S.p.A., 2.712%,
2/24/14 (144A) $ 998,809
-------------------
Total Banks $ 998,809
----------------------------------------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 1.0%
Aerospace & Defense -- 0.6%
1,850,000 BB-/Ba3 Spirit Aerosystems, Inc., 7.5%, 10/1/17 $ 1,979,500
----------------------------------------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy
Trucks -- 0.4%
1,000,000 B+/B3 Manitowoc Co., Inc., 9.5%, 2/15/18 $ 1,117,500
-------------------
Total Capital Goods $ 3,097,000
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 33
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 0.3%
Housewares & Specialties -- 0.3%
1,000,000 BB-/Ba3 Jarden Corp., 8.0%, 5/1/16 $ 1,065,000
-------------------
Total Consumer Durables & Apparel $ 1,065,000
----------------------------------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.6%
Consumer Finance -- 0.1%
200,000 BBB/Baa1 Capital One Financial Corp., 7.375%, 5/23/14 $ 218,671
----------------------------------------------------------------------------------------------------------------------------------
Other Diversified Financial Services -- 0.5%
250,000(d) BB/NR East Lane Re V, Ltd., 9.041%, 3/16/16
(144A) $ 266,975
500,000(d) BB/NR Lodestone Re, Ltd., 6.041%, 1/8/14 (144A) 500,900
500,000(d) BB-/NR Lodestone Re, Ltd., 8.291%, 5/17/13 (144A) 507,050
500,000(d) BBB-/NR Vita Capital V, Ltd., 3.124%, 1/15/17 (144A) 500,500
-------------------
$ 1,775,425
-------------------
Total Diversified Financials $ 1,994,096
----------------------------------------------------------------------------------------------------------------------------------
ENERGY -- 1.0%
Oil & Gas Drilling -- 0.1%
250,000 B-/B3 Offshore Group Investments, Ltd., 7.5%,
11/1/19 (144A) $ 251,250
271,000 B-/B3 Offshore Group Investments, Ltd.,
11.5%, 8/1/15 298,100
-------------------
$ 549,350
----------------------------------------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 0.9%
2,490,000 BB/B1 Denbury Resources, Inc., 8.25%, 2/15/20 $ 2,813,700
-------------------
Total Energy $ 3,363,050
----------------------------------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 2.1%
Health Care Equipment & Services -- 0.3%
950,000 B+/B2 Physio-Control International, Inc., 9.875%,
1/15/19 (144A) $ 1,037,875
----------------------------------------------------------------------------------------------------------------------------------
Health Care Supplies -- 1.8%
8,153,342(c) NR/NR Azithromycin Royalty Sub LLC, 16.0%, 5/15/19 $ 5,707,340
-------------------
Total Health Care Equipment & Services $ 6,745,215
----------------------------------------------------------------------------------------------------------------------------------
INSURANCE -- 0.5%
Reinsurance -- 0.5%
250,000(d) BB-/NR Atlas Reinsurance VII, Ltd., 8.131%, 1/7/16
(144A) $ 248,550
500,000(d) NR/Baa1 Combine Re, Ltd., 4.541%, 1/7/15 (144A) 510,300
250,000(d) BB/NR Mystic Re, Ltd., 9.041%, 3/12/15 (144A) 251,875
The accompanying notes are an integral part of these financial statements.
34 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Principal S&P/Moody's
Amount Ratings
USD ($) (unaudited) Value
----------------------------------------------------------------------------------------------------------------------------------
Reinsurance -- (continued)
250,000(d) B+/NR Mythen Re, Ltd., Series 2012-2 Class A, 8.5%,
1/5/17 (144A) $ 248,725
250,000(d) B/NR Queen Street VII Capital, Ltd., 8.641%, 4/8/16
(144A) 247,775
-------------------
Total Insurance $ 1,507,225
----------------------------------------------------------------------------------------------------------------------------------
MATERIALS -- 1.2%
Diversified Metals & Mining -- 0.3%
1,050,000 CCC+/B3 Molycorp, Inc., 10.0%, 6/1/20 (144A) $ 945,000
----------------------------------------------------------------------------------------------------------------------------------
Paper Packaging -- 0.3%
1,000,000(d) B+/B1 Berry Plastics Corp., 5.09%, 2/15/15 $ 1,000,500
----------------------------------------------------------------------------------------------------------------------------------
Paper Products -- 0.6%
1,750,000 B+/B1 Appleton Papers, Inc., 10.5%, 6/15/15 (144A) $ 1,859,375
-------------------
Total Materials $ 3,804,875
----------------------------------------------------------------------------------------------------------------------------------
MEDIA -- 0.3%
Advertising -- 0.3%
936,000 B/B3 MDC Partners, Inc., 11.0%, 11/1/16 $ 1,027,260
-------------------
Total Media $ 1,027,260
----------------------------------------------------------------------------------------------------------------------------------
RETAILING -- 0.6%
Catalog Retail -- 0.6%
1,825,000 BBB-/Ba2 QVC, Inc., 7.5%, 10/1/19 (144A) $ 2,009,949
-------------------
Total Retailing $ 2,009,949
----------------------------------------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 0.0%+
Integrated Telecommunication Services -- 0.0%+
6,000 BB/Ba2 Frontier Communications Corp., 8.25%,
5/1/14 $ 6,510
-------------------
Total Telecommunication Services $ 6,510
----------------------------------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 0.3%
Air Freight & Logistics -- 0.3%
1,000,000 CCC+/Caa2 CEVA Group Plc, 11.5%, 4/1/18 (144A) $ 845,000
-------------------
Total Transportation $ 845,000
----------------------------------------------------------------------------------------------------------------------------------
TOTAL CORPORATE BONDS & NOTES
(Cost $27,800,725) $ 26,463,989
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 35
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Shares Value
----------------------------------------------------------------------------------------------------------------------------------
COMMON STOCKS -- 2.4% of Net Assets
AUTOMOBILES & COMPONENTS -- 2.1%
Auto Parts & Equipment -- 2.1%
197,208(h) Delphi Automotive Plc $ 6,703,100
-------------------
Total Automobiles & Components $ 6,703,100
----------------------------------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 0.0%+
Health Care Services -- 0.0%+
15,034(h) CCS Medical Holdings, Inc. $ 112,755
-------------------
Total Health Care Equipment & Services $ 112,755
----------------------------------------------------------------------------------------------------------------------------------
MEDIA -- 0.3%
Broadcasting -- 0.3%
266(h) New Young Broadcasting Holding Co., Inc. $ 937,650
-------------------
Total Media $ 937,650
----------------------------------------------------------------------------------------------------------------------------------
RETAILING -- 0.0%+
Apparel Retail -- 0.0%+
569(h) Johnny Appleseed's, Inc. $ 1,423
-------------------
Total Retailing $ 1,423
----------------------------------------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 0.0%+
Alternative Carriers -- 0.0%+
57,813(h) Clearwire Corp. $ 134,126
-------------------
Total Telecommunication Services $ 134,126
----------------------------------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 0.0%+
Airlines -- 0.0%+
960(h) Delta Air Lines, Inc. $ 9,600
-------------------
Total Transportation $ 9,600
----------------------------------------------------------------------------------------------------------------------------------
UTILITIES -- 0.0%+
Independent Power Producers -- 0.0%+
6,378(h) GenOn Energy, Inc. $ 16,264
-------------------
Total Utilities $ 16,264
----------------------------------------------------------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $5,339,638) $ 7,914,918
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
36 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------------
Shares Value
----------------------------------------------------------------------------------------------------------------------------------
PREFERRED STOCK -- 0.2% of Net Assets
PHARMACEUTICALS, BIOTECHNOLOGY &
LIFE SCIENCES -- 0.2%
Biotechnology -- 0.2%
153,554(h) Molecular Insight Pharmaceuticals, Inc., 0.0 % $ 499,050
-------------------
Total Pharmaceuticals, Biotechnology &
Life Sciences $ 499,050
----------------------------------------------------------------------------------------------------------------------------------
TOTAL PREFERRED STOCK
(Cost $1,305,209) $ 499,050
----------------------------------------------------------------------------------------------------------------------------------
LIQUIDATING TRUSTS -- 0.0%+ of Net Assets
CONSUMER SERVICES -- 0.0%+
Hotels, Resorts & Cruise Lines -- 0.0%+
3,377,886(a)(h)(i) Yellowstone Mountain Club LLC, Liquidating Trust $ --
-------------------
Total Consumer Services $ --
----------------------------------------------------------------------------------------------------------------------------------
ENERGY -- 0.0%+
Oil & Gas Exploration & Production -- 0.0%+
4,995,000 (a)(h)(i) Crusader Energy Group, Inc., Liquidating Trust $ --
-------------------
Total Energy $ --
----------------------------------------------------------------------------------------------------------------------------------
TOTAL LIQUIDATING TRUSTS
(Cost $0) $ --
----------------------------------------------------------------------------------------------------------------------------------
RIGHTS/WARRANTS -- 0.8% of Net Assets
MEDIA -- 0.8%
Broadcasting -- 0.8%
721(h) New Young Broadcasting Holding Co., Inc.,
Expires 12/24/24 $ 2,541,525
-------------------
Total Media $ 2,541,525
----------------------------------------------------------------------------------------------------------------------------------
TOTAL RIGHTS/WARRANTS
(Cost $1,418,144) $ 2,541,525
----------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 37
Schedule of Investments | 11/30/12 (continued)
----------------------------------------------------------------------------------------------------------------------------------
Principal
Amount Value
----------------------------------------------------------------------------------------------------------------------------------
TEMPORARY CASH INVESTMENTS --
2.2% -- of Net Assets
REPURCHASE AGREEMENT: 2.2%
$ 7,000,000 Deustche Bank AG, 0.23%, dated 11/30/12,
repurchase price of $7,000,000 plus accrued
interest on 12/3/12 collateralized by the
following: $2,049,228 U.S. Treasury Bonds,
6.125% - 9.0%, 11/15/18 - 8/15/29,
$796,083 U.S. Treasury Notes, 2.75% - 3.125%,
2/15/19 - 5/15/19, $4,300,211 U.S.
Treasury Strips, 0.0% - 1.375%,
5/15/13 - 11/15/37. $ 7,000,000
----------------------------------------------------------------------------------------------------------------------------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $7,000,000) $ 7,000,000
----------------------------------------------------------------------------------------------------------------------------------
TOTAL INVESTMENTS IN SECURITIES -- 154.6%
(Cost -- $506,293,256) (j) $ 498,776,254
----------------------------------------------------------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- 2.0% $ 6,407,811
----------------------------------------------------------------------------------------------------------------------------------
PREFERRED SHARES AT REDEMPTION VALUE,
INCLUDING DIVIDENDS PAYABLE -- (56.6)% $ (182,469,924)
----------------------------------------------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO
COMMON SHAREOWNERS -- 100.0% $ 322,714,141
----------------------------------------------------------------------------------------------------------------------------------
+ Amount round to less than 0.01%.
NR Security not rated by S&P or Moody's.
(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, 2012, the value of these securities amounted to
$17,988,692, or 5.6% of total net assets applicable to common
shareowners.
* 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 plus a premium. These base lending rates
are generally (i) the lending rate offered by one or more major Eu-
ropean banks, such as LIBOR (London InterBank Offered Rate), (ii) the
prime rate offered by one or more major United States banks, (iii) the
certificate of deposit or (iv) other base lending rates used by
commercial lenders. The interest rate shown is the rate accruing at
November 30, 2012.
(a) Security is valued using fair value methods (other than prices
supplied by independent pricing services) See Notes to Financial
Statements -- Note 1A.
(b) Security is in default and is non income producing.
The accompanying notes are an integral part of these financial statements.
38 Pioneer Floating Rate Trust | Annual Report | 11/30/12
(c) Indicates a security that has been deemed as illiquid. As of November
30, 2012, the aggregate cost of illiquid securities in the Trust's
portfolio was $20,498,280. As of that date the aggregate fair value of
illiquid securities in the Trust's portfolio of $13,449,765
represented 4.2% of total net assets applicable to common shareowners.
(d) Floating rate note. The rate shown is the coupon rate at November 30,
2012.
(e) The company and agent bank are in the process of negotiating
forbearance.
(f) Payment-in-Kind (PIK) security which may pay interest in the form of
additional principal amount.
(g) Security represents a claim which is subject to bankruptcy court
findings which may result in an exchange of money, assets or equity.
(h) Non-income producing.
(i) Security represents a liquidating trust which is a vehicle which
through future settlements of bankruptcy claims are dispersed to
creditors.
(j) At November 30, 2012, the net unrealized loss on investments based on
cost for federal tax purposes of $505,992,849 was as follows:
Aggregate gross unrealized gain for all investments in which
there is an excess of value over tax cost $ 12,786,261
Aggregate gross unrealized loss for all investments in which
there is an excess of tax cost over value (20,002,856)
-------------
Net unrealized loss $ (7,216,595)
=============
For financial reporting purposes net unrealized loss on investments was
$7,517,002 and cost of investments aggregated $506,293,256.
Purchases and sales of securities (excluding temporary cash investments) for the
year ended November 30, 2012 aggregated $313,312,710 and $308,961,330,
respectively.
Principal amounts are denominated in U.S. dollars unless otherwise noted.
EUR -- Euro
Various inputs are used in determining the value of the Trust's investments.
These inputs are summarized in the three broad levels 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
risks, etc.)See Notes to Financial Statements -- Note 1A.
Level 3 -- significant unobservable inputs (including the Trust's own
assumptions in determining fair value of investments) See Notes
to Financial Statements -- Note 1A.
Generally, equity securities are categorized as Level 1, fixed income securities
and senior loans are categorized as Level 2, and securities valued using fair
value methods (other than prices supplied by independent pricing services) are
categorized as Level 3. See Notes to Financial Statements -- Note 1A.
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 39
Schedule of Investments | 11/30/12 (continued)
The following is a summary of the inputs used as of November 30, 2012, in
valuing the Trust's investments.
--------------------------------------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
--------------------------------------------------------------------------------------------------------------
Asset Backed Security $ -- $ 231,009 $ -- $ 231,009
Collateralized Loan
Obligations
Diversified Banks -- -- 2,375,695 2,375,695
Thrifts & Mortgage Finance -- -- 4,984,230 4,984,230
Senior Secured Floating Rate
Loan Interests -- 446,765,838 -- 446,765,838
Claims
Airlines -- -- --* --
Corporate Bonds & Notes
Health Care Supplies -- -- 5,707,340 5,707,340
All Other -- 20,756,649 -- 20,756,649
Common Stocks
Leisure Facilities -- 937,650 -- 937,650
Apparel Retail -- 1,423 -- 1,423
Health Care Services -- 112,755 -- 112,755
All Other 6,863,090 -- -- 6,863,090
Preferred Stock
Biotechnology -- 499,050 -- 499,050
Liquidating Trusts
Oil & Gas Exploration & Production -- -- --* --
Hotels, Resorts & Cruise Lines -- -- --* --
Rights/Warrants
Leisure Facilities -- -- -- --
Broadcasting -- 2,541,525 -- 2,541,525
Temporary Cash Investments
Repurchase Agreement -- 7,000,000 -- 7,000,000
--------------------------------------------------------------------------------------------------------------
Total Investments in
Securities - Assets $ 6,863,090 $478,845,899 $ 13,067,265 $498,776,254
==============================================================================================================
* Security is valued at $0.
The accompanying notes are an integral part of these financial statements.
40 Pioneer Floating Rate Trust | Annual Report | 11/30/12
The following is a reconciliation of assets valued using significant
unobservable inputs (Level 3):
-----------------------------------------------------------------------------------------------------------------------------------
Change in Transfers Transfers
Balance Realized Unrealized Accrued in out Balance
as of gain appreciation discounts/ to of as of
11/30/11 (loss)(1) (depreciation)(2) Purchases Sales premiums Level 3* Level 3* 11/30/12
-----------------------------------------------------------------------------------------------------------------------------------
Collateralized Loan
Obligations
Diversified Banks $1,949,302 $ -- $ 426,393 $ -- $ -- $ -- $ -- $ -- $ 2,375,695
Thrifts & Mortgage
Finance 4,082,010 -- 902,220 -- -- -- -- -- 4,984,230
Senior Secured
Floating Rate
Loan Interests
Oil & Gas Drilling 464,340 -- (373,353) 19,083 (112,671) 2,601 -- -- --
Cable & Satellite 9,143,647 (12,519,125) 11,865,726 -- (8,493,243) 2,995 -- -- --
Electric Utilities 83,697 (755,933) 571,194 -- (74,554) 175,596 -- -- --
Corporate Bonds &
Notes
Pharmaceuticals &
Biotechnology
& Life
Sciences 15,673,871 760,317 7,167,148 1,735,269 (19,868,272) 239,407 -- -- 5,707,340
Common Stocks
Oil & Gas Drilling 1,302 (1,302) -- -- -- -- -- -- --
Electric Utilities 16 (16) -- -- -- -- -- -- --
Leisure Facilities 762,990 (614,917) (148,073) -- -- -- -- -- --
-----------------------------------------------------------------------------------------------------------------------------------
Total $32,161,175 $(13,130,976) $ 20,411,255 $1,754,352 $(28,549,140) $ 420,599 $ -- $ -- $13,067,265
===================================================================================================================================
* 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 these securities is included in
the change in unrealized gain (loss) from investments in the Statement of
Operations.
Net change in unrealized appreciation of Level 3 investments still held and
considered Level 3 at 11/30/12: $(394,693).
During the year ended November 30, 2012, there were no transfers between
levels 1, 2 and 3.
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 41
Schedule of Investments | 11/30/12 (continued)
The following table presents additional information about valuation techniques
and inputs used for investments categorized as Level 3 at November 30, 2012:
-------------------------------------------------------------------------------------
Fair Value Valuation Unobservable
11/30/2012 Technique(s) Input Value/Range
-------------------------------------------------------------------------------------
Collateralized Loan Third Party
Obligations 7,359,925 Vendor Broker Quote $76.42-$86.88
per bond
Corporate Bonds Third Party
& Notes 5,707,340 Vendor Broker Quote $70.00 per
bond
Liquidating Trusts (1) -- Discounted Residual Value 0
Cash Flow
Claims (2) -- Discounted Residual Value 0
Cash Flow
=====================================================================================
(1) The significant unobservable input used in the fair value measurement of
liquidating trusts is the projected cash flow. Significant increases
(decreases) in this input would result in a significantly higher (lower)
fair value measurement.
(2) The significant unobservable input used in the fair value measurement of
claims is the projected cash flow. Significant increases (decreases) in
this input would result in a significantly higher (lower) fair value
measurement.
The accompanying notes are an integral part of these financial statements.
42 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Statement of Assets and Liabilities | 11/30/12
ASSETS:
Investments in securities, at value (cost $506,293,256) $ 498,776,254
Cash 1,414,355
Foreign currencies, at value (cost $6,245) 6,245
Receivables --
Investment securities sold 16,559,491
Interest receivable 2,848,623
Unrealized appreciation on bridge loans and unfunded loans 6,431
Prepaid expenses 7,673
-------------------------------------------------------------------------------------------------------------
Total assets $ 519,619,072
-------------------------------------------------------------------------------------------------------------
LIABILITIES:
Payables --
Investment securities purchased $ 11,801,914
Dividend payable to common shareholders 1,852,886
Due to affiliates 281,063
Administration fee payable 130,163
Accrued expenses 366,013
Other liabilities 2,968
-------------------------------------------------------------------------------------------------------------
Total liabilities $ 14,435,007
-------------------------------------------------------------------------------------------------------------
PREFERRED SHARES AT REDEMPTION VALUE:
$25,000 liquidation value per share applicable to 7,298
shares, including dividends payable of $19,924 $ 182,469,924
-------------------------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Paid-in capital $ 465,107,940
Undistributed net investment income 5,462,051
Accumulated net realized loss on investments and foreign
currency transactions (140,346,141)
Net unrealized loss on investments (7,517,5002)
Net unrealized appreciation on bridge loans and unfunded loans 6,431
Net unrealized gain on other assets and liabilities
denominated in foreign currencies 862
-------------------------------------------------------------------------------------------------------------
Net assets applicable to common shareowners $ 322,714,141
-------------------------------------------------------------------------------------------------------------
NET ASSET VALUE PER COMMON SHARE:
No par value (unlimited number of shares authorized)
Based on $322,714,141/24,705,145 common shares $ 13.06
============================================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 43
Statement of Operations
For the Year Ended 11/30/12
INVESTMENT INCOME:
Interest $ 33,611,898
Facility and other fees 633,747
Dividends 1,420
-------------------------------------------------------------------------------------------------------------
Total Investment income $ 34,247,065
-------------------------------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 3,504,121
Administrative reimbursements 366,169
Transfer agent fees and expenses 17,078
Shareowner communications expense 10,050
Auction agent fees 462,510
Custodian fees 44,134
Registration fees 26,068
Professional fees 320,289
Printing expenses 25,999
Trustees' fees 17,942
Miscellaneous 198,816
-------------------------------------------------------------------------------------------------------------
Total expenses $ 4,993,176
-------------------------------------------------------------------------------------------------------------
Net investment income $ 29,253,889
-------------------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND FOREIGN CURRENCY TRANSACTIONS:
Net realized loss on:
Investments $ (21,527,442)
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies (60,501) $ (21,587,943)
-------------------------------------------------------------------------------------------------------------
Change in net unrealized loss on:
Investments $ 35,231,788
Unfunded loan commitments 14,711
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies 51,280 $ 35,297,779
-------------------------------------------------------------------------------------------------------------
Net gain on investments and foreign currency transactions $ 13,454,617
-------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO PREFERRED SHAREOWNERS FROM
NET INVESTMENT INCOME: $ (2,841,944)
-------------------------------------------------------------------------------------------------------------
Net increase in net assets applicable to common shareowners
resulting from operations $ 40,121,781
=============================================================================================================
The accompanying notes are an integral part of these financial statements.
44 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Statements of Changes in Net Assets
-------------------------------------------------------------------------------------------------------------
Year Year
Ended Ended
11/30/12 11/30/11
-------------------------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment income $ 29,253,889 $ 31,440,742
Net realized loss on investments and foreign currency
transactions (21,587,943) (231,669)
Change in net unrealized gain (loss) on investments,
unfunded loan commitments and foreign
currency transactions 35,297,779 (7,067,906)
Distributions to preferred shareowners from net investment
income (2,841,944) (2,688,236)
-------------------------------------------------------------------------------------------------------------
Net increase in net assets applicable to common
shareowners resulting from operations $ 40,121,781 $ 21,452,931
-------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO COMMON SHAREOWNERS:
Net investment income
($1.01 and $0.94 per share, respectively) $ (25,046,607) $ (23,113,319)
-------------------------------------------------------------------------------------------------------------
Total distributions to common shareowners $ (25,046,607) $ (23,113,319)
-------------------------------------------------------------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
Reinvestment of distributions $ 816,896 $ 1,345,454
-------------------------------------------------------------------------------------------------------------
Net increase in net assets applicable to common
shareowners from Trust share transactions $ 816,896 $ 1,345,454
-------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets applicable to
common shareowners $ 15,892,070 $ (314,934)
NET ASSETS
Beginning of year 306,822,071 307,137,005
-------------------------------------------------------------------------------------------------------------
End of year $ 322,714,141 $ 306,822,071
-------------------------------------------------------------------------------------------------------------
Undistributed net investment income $ 5,462,051 $ 5,940,894
-------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 45
Financial Highlights
----------------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
11/30/12 11/30/11 11/30/10 11/30/09 11/30/08
----------------------------------------------------------------------------------------------------------------------------
Per Share Operating Performance
Net asset value, beginning of period $12.45 $ 12.52 $11.40 $ 8.62 $ 18.07
----------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations:(a)
Net investment income $ 1.19 $ 1.28 $ 1.17 $ 1.13 $ 1.88
Net realized and unrealized gain (loss) on investments and
foreign currency transactions 0.55 (0.30) 0.94 2.94 (8.88)
Dividends and distributions to preferred shareowners from:
Net investment income (0.12) (0.11) (0.11) (0.12) (0.37)
Net realized gains -- -- -- -- (0.03)
----------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.62 $ 0.87 $ 2.00 $ 3.95 $ (7.40)
----------------------------------------------------------------------------------------------------------------------------
Distributions to common shareowners from:
Net investment income (1.01) (0.94) (0.88) (1.12) (1.70)
Net realized gains -- -- -- -- (0.35)
Tax return of capital -- -- -- (0.05) --
----------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 0.61 $ (0.07) $ 1.12 $ 2.78 $ (9.45)
----------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period(b) $13.06 $ 12.45 $12.52 $11.40 $ 8.62
----------------------------------------------------------------------------------------------------------------------------
Market value, end of period(b) $13.41 $ 12.55 $13.16 $11.54 $ 6.90
============================================================================================================================
Total return at market value(c) 15.66% 2.60% 22.63% 91.01% (52.10)%
Ratios to average net assets of common shareowners:
Net expenses (d) 1.58% 1.67% 1.74% 2.03% 1.60%
Net investment income before preferred share dividends 9.24% 9.96% 9.66% 11.79% 12.61%
Preferred share dividends 0.90% 0.85% 0.94% 1.26% 2.47%
Net investment income available to common shareowners 8.34% 9.11% 8.72% 10.53% 10.14%
Portfolio turnover 63% 42% 40% 32% 31%
The accompanying notes are an integral part of these financial statements.
46 Pioneer Floating Rate Trust | Annual Report | 11/30/12
----------------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
11/30/12 11/30/11 11/30/10 11/30/09 11/30/08
----------------------------------------------------------------------------------------------------------------------------
Net assets of common shareowners, end of period (in thousands) $322,714 $306,822 $307,137 $278,565 $210,617
Preferred shares outstanding (in thousands) $182,450 $182,450 $182,450 $182,450 $204,475
Asset coverage per preferred share, end of period $ 69,222 $ 67,047 $ 69,090 $ 63,175 $ 50,758
Average market value per preferred share (e) $ 25,000 $ 25,000 $ 25,000 $ 25,000 $ 25,000
Liquidation value, including dividends payable, per preferred share $ 25,003 $ 25,005 $ 25,005 $ 25,005 $ 25,007
Ratios to average net assets of common shareowners before waivers and
reimbursement of expenses
Total expenses (d) 1.58% 1.67% 1.74% 2.03% 1.60%
Net investment income before preferred share distributions 9.24% 9.96% 9.66% 11.79% 12.61%
Preferred share distributions 0.90% 0.85% 0.94% 1.26% 2.47%
Net investment income available to common shareowners 8.32% 9.11% 8.72% 10.53% 10.14%
============================================================================================================================
(a) The per common share data presented above is based upon the average common
shares outstanding for the periods presented.
(b) 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.
(c) 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.
(d) Expense ratios do not reflect the effect of distribution payments to
preferred shareowners.
(e) 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.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 47
Notes to Financial Statements | 11/30/12
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 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 using furnished
inputs/data 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
48 Pioneer Floating Rate Trust | Annual Report | 11/30/12
with remaining maturities of sixty days or less generally are valued at
amortized cost. Shares of money market mutual funds are valued at their net
asset value.
Trading in the 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 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 by or
at the direction or with the approval of the Valuation Committee using fair
value methods pursuant to procedures adopted by the Board of Trustees. The
Valuation Committee is comprised of certain members of 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 significantly from exchange prices and such differences could be
material. PIM is responsible for monitoring developments that may impact
fair valued securities and for discussing and assessing fair values on an
ongoing basis, and at least quarterly, with the Valuation Committee.
At November 30, 2012, nine securities were valued using fair value methods
(in addition to securities valued using prices supplied by independent
pricing services), representing 0.0% of net assets 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.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 49
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
B. Foreign Currency Translation
The books and records of the Trust are maintained in U.S. dollars. Amounts
denominated in foreign currencies are translated into U.S. dollars using
current exchange rates.
Net realized gains and losses on foreign currency transactions, if any,
represent, among other things, the net realized gains and losses on foreign
currency contracts, disposition of foreign currencies and the difference
between the amount of income accrued and the U.S. dollars actually
received. Further, the effects of changes in foreign currency exchange
rates on investments are not segregated in the Statement of Operations from
the effects of changes in market prices of those securities but are
included with the net realized and unrealized gain or loss on investments.
C. 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 provision for federal income taxes is required.
As of November 30, 2012, the Trust did not have any interest and penalties
related to uncertain tax positions, which, if applicable, would be recorded
as an income tax expense in the Statement of Operations. Tax years for the
prior three fiscal years remain subject to examination by federal and state
tax authorities.
50 Pioneer Floating Rate Trust | Annual Report | 11/30/12
The amount and character of income and capital gain distributions to
shareowners are determined in accordance with federal income tax rules,
which may differ from U.S. generally accepted accounting principles.
Distributions in excess of net investment income or net realized gains are
temporary overdistributions for financial statement purposes resulting from
differences in the recognition or classification of income or distributions
for financial statement and tax purposes. Capital accounts within the
financial statements are adjusted for permanent book/tax differences to
reflect tax character, but are not adjusted for temporary differences.
At November 30, 2012, the Fund reclassified $1,844,181 to decrease
undistributed net investment income, and $1,844,181 to decrease accumulated
net realized loss on investments to reflect permanent book/tax differences.
These adjustments have no impact on net assets or the results of
operations.
At November 30, 2012, the Trust was permitted to carry forward $7,828,711
of long term losses under the Regulated Investment Company Modernization
Act of 2010 without limitation. Additionally, at November 30, 2012, 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. Since unlimited losses are required to be utilized
prior to losses incurred in pr-enactment years, pre-enactment capital loss
carryforwards may be more likely to expire unused.
The Trust has elected to defer approximately $11,915,051 of capital losses
recognized between November 1, 2012 and November 30, 2012 to its fiscal
year ending November 30, 2013.
The tax character of distributions paid to shareowners during the years
ended November 30, 2012 and November 30, 2011 was as follows:
---------------------------------------------------------------------------
2012 2011
---------------------------------------------------------------------------
Distributions paid from:
Ordinary income $27,888,551 $25,801,555
---------------------------------------------------------------------------
Total $27,881,551 $25,801,555
===========================================================================
The following shows the components of distributable earnings (losses) on a
federal income tax basis at November 30, 2012:
---------------------------------------------------------------------------
2012
---------------------------------------------------------------------------
Distributable earnings:
Undistributed ordinary income $ 7,034,454
Capital loss carryforward (128,431,090)
Late Year loss deferred (11,915,051)
Dividends payable (1,872,810)
Unrealized depreciation (7,209,302)
---------------------------------------------------------------------------
Total $(142,393,799)
===========================================================================
Pioneer Floating Rate Trust | Annual Report | 11/30/12 51
The difference between book-basis and tax-basis unrealized appreciation is
primarily attributable to the realization for tax purposes of unrealized
gains on investments in passive foreign investment companies, the book/tax
differences in the accrual of income on securities in default, the
difference between book and tax amortization methods for premiums and
discounts on fixed income securities and other temporary book/tax
differences.
E. Risk
Information regarding the Trust's principal risks is contained in the
Trust's original offering prospectus with additional information included
in the Trust's shareowner reports from time to time. Please refer to those
documents when considering the Trust's 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.
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.
52 Pioneer Floating Rate Trust | Annual Report | 11/30/12
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 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 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 custodian of the Trust.
The Trust's investment adviser, Pioneer Investment Management, Inc. (PIM),
is responsible for determining that the value of the collateral remains at
least equal to the repurchase price.
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.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 53
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.
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, 2012, the net management
fee was 0.70% of the Trust's average daily managed assets, which was equivalent
to 1.11% of the Trust's average daily net assets.
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,
2012, $411,226 was payable to PIM related to
54 Pioneer Floating Rate Trust | Annual Report | 11/30/12
management costs, administrative costs and certain other services and is
included in "Due to affiliates" and "Administration fee" on the Statement of
Assets and Liabilities.
Effective April 2, 2012, PIM has retained Brown Brothers Harriman & Co. (BBH) to
provide certain administrative and accounting services to the Trust on its
behalf. For such services, PIM pays BBH a monthly fee at an annual rate of
0.025% of the Trust's average daily managed assets subject to a minimum monthly
fee of $6,250. Previously, PIM had retained State Street Bank and Trust Company
(State Street) to provide such services. PIM paid State Street a monthly fee at
an annual rate of 0.07% of the Trust's average daily managed assets up to $500
million, subject to a minimum monthly fee of $10,000. Neither BBH nor State
Street has received 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.
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 are used to reduce a portion of
the Trust's custodian expenses. For the year ended November 30, 2012, the
Trust's expenses were not reduced under such arrangement.
5. Forward Foreign Currency Contracts
The Trust may enter 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.
At November 30, 2012, the Trust had no open forward portfolio or settlement
contracts.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 55
6. Unfunded Loan Commitments
As of November 30, 2012, the Trust had unfunded loan commitments amounting to
$166,957 (excluding unrealized depreciation on this commitment of $2,681 as of
November 30, 2012) which could be extended at the option of the borrower,
pursuant to the following loan agreement:
--------------------------------------------------------------------------------
Unrealized
Borrower Par Cost Value Gain
--------------------------------------------------------------------------------
Harvard Drug Group, LLC,
Delayed Draw Term Loan $166,957 $165,319 $168,000 $2,681
--------------------------------------------------------------------------------
Total $2,681
--------------------------------------------------------------------------------
In addition the Trust had the following bridge loan commitments outstanding at
November 30, 2012.
--------------------------------------------------------------------------------
Unrealized
Loan Par Cost Value Gain
--------------------------------------------------------------------------------
Hamilton Sundstrand
Corp., Term Loan $ 750,000 $ 750,000 $ 753,750 $ 3,750
Spectrum Brands, Inc.,
Term Loan $1,650,000 $1,650,000 $1,650,000 --
Clean Harbors, Inc., Term Loan $ 685,000 $ 685,000 $ 685,000 --
--------------------------------------------------------------------------------
Total $ 3,750
--------------------------------------------------------------------------------
7. Trust Shares
There are an unlimited number of common shares of beneficial interest
authorized.
Transactions in common shares of beneficial interest for the years ended
November 30, 2012 and November 30, 2011 were as follows:
--------------------------------------------------------------------------------
11/30/12 11/30/11
--------------------------------------------------------------------------------
Shares outstanding at beginning of period 24,640,650 24,536,526
Reinvestment of distributions 64,495 104,124
--------------------------------------------------------------------------------
Shares outstanding at end of period 24,705,145 24,640,650
================================================================================
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, 2012, there were 7,298 auction market preferred shares (AMPS) 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
56 Pioneer Floating Rate Trust | Annual Report | 11/30/12
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
1.438% to 1.687% during the year ended November 30, 2012.
The Trust may not declare dividends or make other distributions on its common
shares or purchase any such shares if, at the time of the declaration,
distribution or purchase, the Trust does not comply with the asset coverage
ratios described in the prospectus for the AMPS.
The AMPS are redeemable at the option of the Trust, in whole or in part, on any
dividend payment date at $25,000 per share plus any accumulated or unpaid
dividends, whether or not declared. The AMPS are also subject to mandatory
redemption at $25,000 per share plus any accumulated or unpaid dividends,
whether or not declared, if certain requirements relating to the composition of
the assets and liabilities of the Trust as set forth in the Statement of
Preferences are not satisfied.
The holders of AMPS have voting rights equal to the holders of the Trust's
common shares (one vote per share) and will vote together with holders of the
common shares as a single class. Holders of AMPS are also entitled to elect two
of the Trust's Trustees. In addition, the Investment Company Act of 1940, as
amended, requires that along with approval by shareowners that might otherwise
be required, the approval of the holders of a majority of any outstanding
preferred shares, voting separately as a class, would be required to (a) adopt
any plan of reorganization that would adversely affect the preferred shares and
(b) take any action requiring a vote of security holders, including, among other
things, changes in the Trust's subclassification as a closed-end management
investment company or changes in its fundamental investment restrictions.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 57
8. Additional Disclosures about Derivative Instruments and Hedging Activities:
The effect of derivative instruments on the Statement of Operations for the year
ended November 30, 2012 was as follows:
--------------------------------------------------------------------------------------------
Derivatives not Change in
Accounted for as Realized Unrealized
Hedging Instruments Loss on Gain or (Loss)
Under Accounting Derivatives on Derivatives
Codification Location of Gain or (Loss) on Recognized Recognized
(ASC) 815 Derivatives Recognized in Income in Income in Income
--------------------------------------------------------------------------------------------
Forward Foreign Change in net unrealized gain (loss) $51,280
Currency Portfolio on forward foreign currency contracts
Hedge Contracts and other assets and liabilities
denominated in foreign currencies
9. Pending Litigation
The Trust is currently involved in a litigation matter relating to Trust
investments. The Trust believes this claim is without merit and is defending it
vigorously. At November 30, 2012, it is reasonably possible that an adverse
outcome may result. Currently, the amount of the judgment cannot be reasonably
estimated.
10. Subsequent Events
The Board of Trustees of the Trust declared on December 3, 2012 a dividend from
undistributed net investment income of $0.075 per common share payable December
20, 2012, to shareowners of record on December 13, 2012.
Subsequent to November 30, 2012, dividends declared and paid on preferred shares
totaled $230,686 in aggregate for the outstanding preferred share series through
December 27, 2012.
58 Pioneer Floating Rate Trust | Annual Report | 11/30/12
ADDITIONAL INFORMATION (unaudited)
During the year, 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 year, 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.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 59
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, 2012, and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the five years in
the period then ended. These financial statements and financial highlights are
the responsibility of the 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, 2012, by correspondence with the custodian,
brokers, and agent banks or by other appropriate auditing procedures where
replies from brokers and agent banks 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, 2012, the results of its operations
for the year then ended, the changes in its net assets for each of the two years
in the period then ended, and the financial highlights for each of the five
years in the period then ended, in conformity with U.S. generally accepted
accounting principles.
/s/ Ernst & Young LLP
Boston, Massachusetts
January 25, 2013
60 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Results of Shareholder Meeting (unaudited)
At the annual meeting of shareowners held on September 18, 2012, 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 shareholders follows:
Proposal 1 -- To elect Class III Trustees.
--------------------------------------------------------------------------------
Nominee For Withheld
--------------------------------------------------------------------------------
Thomas J. Perna 14,523,321.338 328,406.000
Marguerite A. Piret* 2,472.000 106.000
* Elected by preferred shares only.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 61
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 2012 as the Trustees of the Trust
agreed on, among other things, an overall approach and timeline for the process.
In July 2012, 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 2012 and September 2012. 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, 2012 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 13, 2012, 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
62 Pioneer Floating Rate Trust | Annual Report | 11/30/12
by PIM's senior management to the Pioneer fund complex. In addition, the
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 fifth quintile of its Morningstar
category for the one period ended June 30, 2012, the fourth quintile of its
Morningstar category for the three year period ended June 30, 2012, and the
second quintile of its Morningstar category for the five year period ended June
30, 2012. (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 shareholders. The Trustees noted that PIM assumed sole responsibility for
the Trust's assets effective January 1, 2009. The Trustees considered reasons
for the underperformance of the Trust relative to its peer group and the steps
recently taken by PIM in an effort to improve the performance of the Trust. The
Trustees agreed that they would continue to closely monitor the Trust's
performance.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 63
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, 2012 was in the second quintile
relative to the management fees paid by other funds in its Strategic Insight
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, 2012 was in the second 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
64 Pioneer Floating Rate Trust | Annual Report | 11/30/12
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.
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 | 11/30/12 65
Trustees, Officers and Service Providers
Investment Adviser
Pioneer Investment Management, Inc.
Custodian and Sub-Administrator
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firm
Ernst & Young LLP
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
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 serves
as a trustee of each of the 56 U.S. registered investment portfolios for which
Pioneer serves as investment adviser (the "Pioneer Funds"). 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 Fund includes additional
information about the Trustees and is available, without charge, upon request,
by calling 1-800-225-6292.
66 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Independent Trustees
--------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Trustee
--------------------------------------------------------------------------------------------------------------------------------
Thomas J. Perna (62) Class III Trustee Chairman and Chief Executive Officer, Director, Broadridge Financial
Chairman of the Board and since 2006. Term Quadriserv, Inc. (technology products for Solutions, Inc. (investor
Trustee expires in 2015. securities lending industry) (2008 - communications and securities
present); Private investor (2004 - 2008); processing provider for
and Senior Executive Vice President, The financial services industry)
Bank of New York (financial and securities (2009 - present); Director,
services) (1986 - 2004) Quadriserv, Inc. (2005 -
present); and Commissioner, New
Jersey State Civil Service
Commission (2011 - present)
--------------------------------------------------------------------------------------------------------------------------------
David R. Bock (68) Class I Trustee since Managing Partner, Federal City Capital Director of Enterprise
Trustee 2005. Term expires in Advisors (corporate advisory services Community Investment, Inc.
2013. company) (1997 - 2004 and 2008 - present); (privately-held affordable
Interim Chief Executive Officer, Oxford housing finance company)
Analytica, Inc. (privately held research (1985 -2010); Director of Oxford
and consulting company) (2010); Executive Analytica, Inc. (2008 -
Vice President and Chief Financial Officer, present); Director of The Swiss
I-trax, Inc. (publicly traded health care Helvetia Fund, Inc. (closed-end
services company) (2004 - 2007); and fund) (2010 - present); and
Executive Vice President and Chief Director of New York Mortgage
Financial Officer, Pedestal Inc. Trust (publicly traded mortgage
(internet-based mortgage trading company) REIT) (2004 - 2009, 2012 -
(2000 - 2002) present)
--------------------------------------------------------------------------------------------------------------------------------
Benjamin M. Friedman (68) Class II Trustee William Joseph Maier Professor of Trustee, Mellon Institutional
Trustee since 2008. Term Political Economy, Harvard University Funds Investment Trust and
expires in 2014. (1972 - present) Mellon Institutional Funds
Master Portfolio (oversaw 17
portfolios in fund complex)
(1989-2008)
--------------------------------------------------------------------------------------------------------------------------------
Pioneer Floating Rate Trust | Annual Report | 11/30/12 67
Independent Trustees (continued)
--------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Trustee
--------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (65) Class II Trustee Founding Director, Vice President and None
Trustee since 2004. Term Corporate Secretary, The Winthrop Group,
expires in 2014. 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)
--------------------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (64) Class III Trustee President and Chief Executive Officer, Director of New America High
Trustee since 2004. Term Newbury, Piret & Company, Inc. (investment Income Fund, Inc. (closed-end
expires in 2015. banking firm) (1981 - present) investment company) (2004 -
Elected by Preferred present); and member, Board of
Shares only. Governors, Investment Company
Institute (2000 - 2006)
--------------------------------------------------------------------------------------------------------------------------------
Stephen K. West (84) Class I Trustee since Senior Counsel, Sullivan & Cromwell LLP Director, The Swiss Helvetia
Trustee 2004. Term expires in (law firm) (1998 - present); and Partner, Fund, Inc. (closed-end
2013. Sullivan & Cromwell LLP (prior to 1998) investment company); and
Director, Invesco, Ltd.
(formerly AMVESCAP, PLC)
(investment manager)
(1997-2005)
--------------------------------------------------------------------------------------------------------------------------------
68 Pioneer Floating Rate Trust | Annual Report | 11/30/12
Interested Trustees
--------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Trustee
--------------------------------------------------------------------------------------------------------------------------------
John F. Cogan, Jr. (86)* Class I Trustee Non-Executive Chairman and a director of None
Trustee, President and since 2004. Term Pioneer Investment Management USA Inc.
Chief Executive Officer of expires in 2013. ("PIM-USA"); Chairman and a director of
the Trust Elected by Preferred Pioneer; Chairman and Director of Pioneer
Shares only. 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 Nano-C, Inc. (since
2003); Director of Cole Management Inc.
(2004 - 2011); Director of Fiduciary
Counseling, Inc. (until December 2011);
President of all of the Pioneer Funds; and
Retired Partner, Wilmer Cutler Pickering
Hale and Dorr LLP
--------------------------------------------------------------------------------------------------------------------------------
Daniel K. Kingsbury (54)* Class II Trustee Director, CEO and President of PIM-USA None
Trustee and Executive Vice since 2007. Term (since February 2007); Director and
President expires in 2014. 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 | 11/30/12 69
Fund Officers
--------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Trustee
--------------------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (47) Since 2004. Serves Vice President and Associate General None
Secretary and Chief Legal at the discretion of Counsel of Pioneer since January 2008;
Officer the Board. Secretary and Chief Legal Officer of all of
the Pioneer Funds since June 2010;
Assistant Secretary of all of the Pioneer
Funds from September 2003 to May 2010; and
Vice President and Senior Counsel of
Pioneer from July 2002 to December 2007
--------------------------------------------------------------------------------------------------------------------------------
Carol B. Hannigan (51) Since 2010. Serves Fund Governance Director of Pioneer since None
Assistant Secretary at the discretion of December 2006 and Assistant Secretary of
the Board. 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 (50) Assistant Since 2010. Serves Counsel of Pioneer since June 2007 and None
Secretary at the discretion of Assistant Secretary of all the Pioneer
the Board. Funds since June 2010; and Vice President
and Counsel at State Street Bank from
October 2004 to June 2007
--------------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (53) Since 2008. Serves Vice President - Fund Treasury of Pioneer; None
Treasurer and Chief at the discretion of Treasurer of all of the Pioneer Funds since
Financial and Accounting the Board. March 2008; Deputy Treasurer of Pioneer
Officer of the Trust from March 2004 to February 2008; and
Assistant Treasurer of all of the Pioneer
Funds from March 2004 to February 2008
--------------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (47) Since 2004. Serves Assistant Vice President - Fund Treasury of None
Assistant Treasurer at the discretion of Pioneer; and Assistant Treasurer of all of
the Board. the Pioneer Funds
--------------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (54) Since 2004. Serves Fund Accounting Manager - Fund Treasury of None
Assistant Treasurer at the discretion of Pioneer; and Assistant Treasurer of all of
the Board. the Pioneer Funds
--------------------------------------------------------------------------------------------------------------------------------
70 Pioneer Floating Rate Trust | Annual Report | 11/30/12
--------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Fund Length of Service Principal Occupation Held by Trustee
--------------------------------------------------------------------------------------------------------------------------------
David F. Johnson (33) Since 2009. Serves Fund Administration Manager - Fund Treasury None
Assistant Treasurer at the discretion of of Pioneer since November 2008; Assistant
the Board. 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 (60) Chief Since 2010. Serves Chief Compliance Officer of Pioneer and of None
Compliance Officer at the discretion of all the Pioneer Funds since March 2010;
the Board. 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
--------------------------------------------------------------------------------------------------------------------------------
Kelly O'Donnell (41) Since 2006. Serves Director - Transfer Agency Compliance of None
Anti-Money Laundering at the discretion of Pioneer and Anti-Money Laundering Officer of
Officer the Board. all the Pioneer funds since 2006
--------------------------------------------------------------------------------------------------------------------------------
Pioneer Floating Rate Trust | Annual Report | 11/30/12 71
This page for your notes.
72 Pioneer Floating Rate Trust | Annual Report | 11/30/12
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 73
This page for your notes.
74 Pioneer Floating Rate Trust | Annual Report | 11/30/12
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/12 75
This page for your notes.
76 Pioneer Floating Rate Trust | Annual Report | 11/30/12
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
web site 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.
[LOGO] PIONEER
Investments(R)
Pioneer Investment Management, Inc.
60 State Street
Boston, MA 02109
us.pioneerinvestments.com
Securities offered through Pioneer Funds Distributor, Inc.
60 State Street, Boston, MA 02109
Underwriter of Pioneer Mutual Funds, Member SIPC
(c) 2013 Pioneer Investments 19447-06-0113
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 $64,476 in 2012 and approximately $74,486
in 2011.
(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 2012 and
2011, 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 2012 and $8,290 in 2011.
(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 2012 and 2011.
(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, 2012 and 2011, 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 2012
and $17,942 in 2011.
(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.
Other Accounts Managed by the Portfolio Managers. The table below indicates, for
each portfolio manager of the fund, information about the accounts other than
the fund over which the portfolio manager has day-to-day investment
responsibility. All information on the number of accounts and total assets in
the table is as of November 30, 2012. For purposes of the table, "Other Pooled
Investment Vehicles" may include investment partnerships, undertakings for
collective investments in transferable securities ("UCITS") and other non-U.S.
investment funds and group trusts, and "Other Accounts" may include separate
accounts for institutions or individuals, insurance company general or separate
accounts, pension funds and other similar institutional accounts but generally
do not include the portfolio manager's personal investment accounts or those
which the manager may be deemed to own beneficially under the code of ethics.
Certain funds and other accounts managed by the portfolio manager may have
substantially similar investment strategies.
--------------------- -------------------- ----------------- ------------------- ------------------ -------------------
Name of Portfolio Type of Account Number of Total Assets Number of Assets Managed
Manager Accounts Managed Managed Accounts Managed for which
for which Advisory Fee is
Advisory Fee is Performance-Based
Performance-Based
--------------------- -------------------- ----------------- ------------------- ------------------ -------------------
--------------------- -------------------- ----------------- ------------------- ------------------ -------------------
Jonathan Sharkey Other Registered 3 $1,489,691,000 N/A N/A
Investment
Companies
-------------------- ----------------- ------------------- ------------------ -------------------
-------------------- ----------------- ------------------- ------------------ -------------------
Other Pooled 0 0 N/A N/A
Investment Vehicles
-------------------- ----------------- ------------------- ------------------ -------------------
-------------------- ----------------- ------------------- ------------------ -------------------
Other Accounts 1 $49,912,000 N/A N/A
--------------------- -------------------- ----------------- ------------------- ------------------ -------------------
Potential Conflicts of Interest. When a portfolio manager is responsible for the
management of more than one account, the potential arises for the portfolio
manager to favor one account over another. The principal types of potential
conflicts of interest that may arise are discussed below. For the reasons
outlined below, Pioneer does not believe that any material conflicts are likely
to arise out of a portfolio manager's responsibility for the management of the
fund as well as one or more other accounts. Although Pioneer has adopted
procedures that it believes are reasonably designed to detect and prevent
violations of the federal securities laws and to mitigate the potential for
conflicts of interest to affect its portfolio management decisions, there can be
no assurance that all conflicts will be identified or that all procedures will
be effective in mitigating the potential for such risks. Generally, the risks of
such conflicts of interest are increased to the extent that a portfolio manager
has a financial incentive to favor one account over another. Pioneer has
structured its compensation arrangements in a manner that is intended to limit
such potential for conflicts of interest. See "Compensation of Portfolio
Managers" below.
o A portfolio manager could favor one account over another in allocating
new investment opportunities that have limited supply, such as initial
public offerings and private placements. If, for example, an initial
public offering that was expected to appreciate in value significantly
shortly after the offering was allocated to a single account, that
account may be expected to have better investment performance than
other accounts that did not receive an allocation of the initial
public offering. Generally, investments for which there is limited
availability are allocated based upon a range of factors including
available cash and consistency with the accounts' investment
objectives and policies. This allocation methodology necessarily
involves some subjective elements but is intended over time to treat
each client in an equitable and fair manner. Generally, the investment
opportunity is allocated among participating accounts on a pro rata
basis. Although Pioneer believes that its practices are reasonably
designed to treat each client in an equitable and fair manner, there
may be instances where a fund may not participate, or may participate
to a lesser degree than other clients, in the allocation of an
investment opportunity.
o A portfolio manager could favor one account over another in the order
in which trades for the accounts are placed. If a portfolio manager
determines to purchase a security for more than one account in an
aggregate amount that may influence the market price of the security,
accounts that purchased or sold the security first may receive a more
favorable price than accounts that made subsequent transactions. The
less liquid the market for the security or the greater the percentage
that the proposed aggregate purchases or sales represent of average
daily trading volume, the greater the potential for accounts that make
subsequent purchases or sales to receive a less favorable price. When
a portfolio manager intends to trade the same security on the same day
for more than one account, the trades typically are "bunched," which
means that the trades for the individual accounts are aggregated and
each account receives the same price. There are some types of accounts
as to which bunching may not be possible for contractual reasons (such
as directed brokerage arrangements). Circumstances may also arise
where the trader believes that bunching the orders may not result in
the best possible price. Where those accounts or circumstances are
involved, Pioneer will place the order in a manner intended to result
in as favorable a price as possible for such client.
o A portfolio manager could favor an account if the portfolio manager's
compensation is tied to the performance of that account to a greater
degree than other accounts managed by the portfolio manager. If, for
example, the portfolio manager receives a bonus based upon the
performance of certain accounts relative to a benchmark while other
accounts are disregarded for this purpose, the portfolio manager will
have a financial incentive to seek to have the accounts that determine
the portfolio manager's bonus achieve the best possible performance to
the possible detriment of other accounts. Similarly, if Pioneer
receives a performance-based advisory fee, the portfolio manager may
favor that account, whether or not the performance of that account
directly determines the portfolio manager's compensation.
o A portfolio manager could favor an account if the portfolio manager
has a beneficial interest in the account, in order to benefit a large
client or to compensate a client that had poor returns. For example,
if the portfolio manager held an interest in an investment partnership
that was one of the accounts managed by the portfolio manager, the
portfolio manager would have an economic incentive to favor the
account in which the portfolio manager held an interest.
o If the different accounts have materially and potentially conflicting
investment objectives or strategies, a conflict of interest could
arise. For example, if a portfolio manager purchases a security for
one account and sells the same security for another account, such
trading pattern may disadvantage either the account that is long or
short. In making portfolio manager assignments, Pioneer seeks to avoid
such potentially conflicting situations. However, where a portfolio
manager is responsible for accounts with differing investment
objectives and policies, it is possible that the portfolio manager
will conclude that it is in the best interest of one account to sell a
portfolio security while another account continues to hold or increase
the holding in such security.
Compensation of Portfolio Managers. Pioneer has adopted a system of compensation
for portfolio managers that seeks to align the financial interests of the
portfolio managers with those of shareholders of the accounts (including Pioneer
funds) the portfolio managers manage, as well as with the financial performance
of Pioneer. The compensation program for all Pioneer portfolio managers includes
a base salary (determined by the rank and tenure of the employee) and an annual
bonus program, as well as customary benefits that are offered generally to all
full-time employees. Base compensation is fixed and normally reevaluated on an
annual basis. Pioneer seeks to set base compensation at market rates, taking
into account the experience and responsibilities of the portfolio manager. The
bonus plan is intended to provide a competitive level of annual bonus
compensation that is tied to the portfolio manager achieving superior investment
performance and align the interests of the investment professional with those of
shareholders, as well as with the financial performance of Pioneer. Any bonus
under the plan is completely discretionary, with a maximum annual bonus that may
be in excess of base salary. The annual bonus is based upon a combination of the
following factors:
o Quantitative Investment Performance. The quantitative investment
performance calculation is based on pre-tax investment performance of
all of the accounts managed by the portfolio manager (which includes
the fund and any other accounts managed by the portfolio manager) over
a one-year period (20% weighting) and four-year period (80%
weighting), measured for periods ending on December 31. The accounts,
which include the fund, are ranked against a group of mutual funds
with similar investment objectives and investment focus (60%) and a
broad-based securities market index measuring the performance of the
same type of securities in which the accounts invest (40%), which, in
the case of the fund, is the Bank of America Merrill Lynch High Yield
Master II 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, 2012 the value, within the indicated range, of shares beneficially
owned by the portfolio manager of the fund.
---------------------------------------- -------------------------------------------------------------------
Name of Portfolio Manager Beneficial Ownership of the Fund*
---------------------------------------- -------------------------------------------------------------------
---------------------------------------- -------------------------------------------------------------------
Jonathan Sharkey A
---------------------------------------- -------------------------------------------------------------------
*Key to Dollar Ranges
A. None
B. $1 - $10,000
C. $10,001 - $50,000
D. $50,001 - $100,000
E. $100,001 - $500,000
F. $500,001 - $1,000,000
G. Over $1,000,000
Item 9. Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrants equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781). Instruction to paragraph (a). Disclose
all purchases covered by this Item, including purchases that do not
satisfy the conditions of the safe harbor of Rule 10b-18 under the
Exchange Act (17 CFR 240.10b-18), made in the period covered by the
report. Provide disclosures covering repurchases made on a monthly basis.
For example, if the reporting period began on January 16 and ended on
July 15, the chart would show repurchases for the months from January 16
through February 15, February 16 through March 15, March 16 through
April 15, April 16 through May 15, May 16 through June 15, and June 16
through July 15.
During the period covered by this report, there were no purchases
made by or on behalf of the registrant or any affiliated purchaser
as defined in Rule 10b-18(a)(3) under the Securities Exchange Act
of 1934 (the Exchange Act), of shares of the registrants equity
securities that are registered by the registrant pursuant to
Section 12 of the Exchange Act.
Item 10. Submission of Matters to a Vote of Security Holders.
Describe any material changes to the procedures by which shareholders
may recommend nominees to the registrants board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 7(d)(2)(ii)(G)
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrants board of
directors since the registrant last provided disclosure in response
to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14(A) in
its definitive proxy statement, or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive officer or
officers and principal financial officer or officers, or persons performing
similar functions, about the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR
270.30a-2(c))) based on their evaluation of these controls and procedures as of
a date within 90 days of the filing date of the report that includes the
disclosure required by this paragraph.
The 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 29, 2013
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr., President
Date January 29, 2013
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer & Chief Accounting & Financial Officer
Date January 29, 2013
* Print the name and title of each signing officer under his or her signature.