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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, 2014 through November 30, 2015
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
Pioneer Floating
Rate Trust
--------------------------------------------------------------------------------
Annual Report | November 30, 2015
--------------------------------------------------------------------------------
Ticker Symbol: PHD
[LOGO] PIONEER
Investments(R)
visit us: us.pioneerinvestments.com
Table of Contents
President's Letter 2
Portfolio Management Discussion 4
Portfolio Summary 9
Prices and Distributions 10
Performance Update 11
Schedule of Investments 12
Financial Statements 39
Financial Highlights 43
Notes to Financial Statements 45
Report of Independent Registered Public Accounting Firm 59
Approval of Investment Advisory Agreement 62
Trustees, Officers and Service Providers 66
Pioneer Floating Rate Trust | Annual Report | 11/30/15 1
President's Letter
Dear Shareholder,
Over the past several years, many investors experienced positive returns across
most major asset classes. However, 2015 was a tale of two markets, with
favorable market conditions in the first half of the year, followed by an abrupt
slowdown and increased volatility beginning in August. The global markets were
challenged by significant economic cross-currents in different geographic
regions and industrial sectors. While the U.S. economy gradually improved,
growth slowed in China. Emerging markets struggled following a decline in
commodity prices, especially oil. While lower energy prices are good for the
consumer, there were ripple effects throughout the global economy.
Against this backdrop, the Standard & Poor's 500 Index rose by just 1.4% in
2015, international equity markets were essentially flat, and emerging market
equities fell sharply. Across U.S. fixed-income sectors, U.S. government and
investment-grade corporate bonds were fairly flat for the year, while high-yield
bonds, as measured by the Bank of America Merrill Lynch Master II High Yield
Index, posted a -4.9% total return.
Entering 2016, we see the possibility of a cyclical upswing, against an overall
economic backdrop that remains fragile and points towards structurally lower
growth. As always in a Presidential election year, political rhetoric has the
potential to impact U.S. sectors such as health care in 2016. Economies around
the world in both developed and emerging markets are experiencing deep
structural change. Geopolitical instability on many fronts, the rising risk of
policy mistakes, and market liquidity issues all increase the possibility of
sharp swings in asset values. In this environment, financial markets remain
vulnerable to unusual levels of volatility. While divergences among regions and
industries is an important theme, we are generally optimistic about the outlook
for the U.S. economy, which we expect will see modest growth.
Throughout Pioneer's history, we have believed in the importance of active
management. In periods of market volatility, we believe that the value of active
management is even more compelling. Our experienced and tenured investment teams
focus on identifying value across global markets using proprietary research,
careful risk management, and a long-term perspective. Our ongoing goal is to
produce compelling returns consistent with the stated objectives of our
investment products, and with our shareowners' expectations. We believe our
shareowners can benefit from the experience and tenure of our investment teams
as well as the insights generated from our extensive research process.
2 Pioneer Floating Rate Trust | Annual Report | 11/30/15
As always, and particularly during times of market uncertainty, we encourage you
to work with your financial advisor to develop an overall investment plan that
addresses both your short- and long-term goals, and to implement such a plan in
a disciplined manner.
We greatly appreciate the trust you have placed in us and look forward to
continuing to serve you in the future.
Sincerely,
/s/ Lisa M. Jones
Lisa M. Jones
President and CEO
Pioneer Investment Management USA Inc.
December 31, 2015
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 | 11/30/15 3
Portfolio Management Discussion | 11/30/15
Floating-rate loan investments struggled during the final months of the 12-month
period ended November 30, 2015, after producing healthier results in earlier
months. In the following interview, Jonathan Sharkey discusses the factors that
affected the performance of Pioneer Floating Rate Trust during the 12-month
period. Mr. Sharkey, a senior vice president and a 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,
2015?
A Pioneer Floating Rate Trust returned 1.96% at net asset value and 1.31% at
market price during the 12-month period ended November 30, 2015, while the
Trust's benchmark, the Barclays U.S. High Yield Loans Index (the Barclays
Index), returned -1.06% at net asset value. Unlike the Trust, the Barclays
Index does not use leverage. While the use of leverage increases investment
opportunity, it also increases investment risk. During the same 12-month
period, the average return (at market price) of the 22 closed end funds in
Lipper's Loan Participation Funds category (which may or may not be
leveraged) was -3.16%.
The shares of the Trust were selling at an 11.95% discount to net asset
value on November 30, 2015.
The Trust's standard, 30-day SEC yield was 5.39% at the end of the fiscal
year on November 30, 2015, compared with a standard 30-day SEC yield of
5.35% for the Trust as of May 31, 2015, the end of the previous semiannual
reporting period*.
Q How would you describe the investment environment for bank loans during the
12-month period ended November 30, 2015?
A Floating-rate loan investments generated slightly positive returns during
most of the period's early months, but the market environment became less
supportive over the final months of the period when a series of
developments undermined investor confidence.
The period had actually begun on a rocky note in December 2014, a month in
which floating-rate loans generated negative returns. However, the first
five months of 2015 featured an improved environment as demand for loans
increased, driven by factors such as the market's confidence in both the
health of the domestic economy and the credit-worthiness of bank loans. In
* The 30-day SEC yield is a standardized formula that is based on the
hypothetical annualized earning power (investment income only) of the
Trust's portfolio securities during the period indicated.
4 Pioneer Floating Rate Trust | Annual Report | 11/30/15
addition, there was widespread anticipation among market participants that
interest rates soon would start to increase, a move that would benefit the
performance of bank-loan investments.
Beginning in June 2015, however, investor confidence began to wane in
response to a number of unsettling situations, including yet another debt
crisis in Greece, dramatic declines in world oil prices that raised doubts
about global demand, and evidence of slowing economic growth in China. In
addition, the decisions by the U.S. Federal Reserve System (the Fed) not to
raise short-term interest rates in both June and September 2015 created
uncertainty about when interest rates would actually begin to climb. Over
the final six months of the period, the Trust's benchmark, the Barclays
Index, returned -3.04% (-1.07% in November, the period's final month).
Meanwhile, the Trust returned -1.34% at net asset value and -4.20% at
market price over the final six months of the period (-0.82% and -0.73%,
respectively, for the month of November).
Q Which of your investment decisions had the biggest effects on the Trust's
benchmark-relative performance during the 12-month period ended November
30, 2015?
A Despite the challenging environment, the Trust managed to produce modestly
positive results over the 12-month period. The primary factors aiding the
Trust's performance relative to the Barclays Index were the tilt towards
higher-quality loans, compared with the benchmark, in the Trust's portfolio
and our concerted effort to de-emphasize investments in sectors that
struggled during the period, such as loans to companies in the energy,
utilities, and metals and mining groups. For example, at the end of the
12-month period, on November 30, 2015, only 2.30% of the Trust's total
investment portfolio was allocated to energy loans (compared to a benchmark
weighting of 3.81%), as energy was the worst-performing sector in the loan
market.
Conversely, benchmark-relative returns were negatively affected, somewhat,
by the Trust's very small exposure to common stocks as well as by
individual security selection results among some of the Trust's holdings in
the aforementioned energy and metals and mining sectors.
With regard to individual investments, loans to three companies in health
care-related fields - Virtual Radiological, Rural/Metro, and Accelent -
performed very well for the Trust during the period after each firm was
acquired by a competitor, thus allowing their debt to be retired. Virtual
Radiological is a diagnostic imaging service provider, Rural/Metro provides
ambulance services, and Accelent is a medical device supply company.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 5
On the negative side, although the relatively low exposures to energy and
metals and mining company loans in the Trust's portfolio helped relative
performance, several holdings from those two groups fared very poorly and
hurt benchmark-relative returns. Among the underperforming holdings in the
Trust's portfolio were loans to energy exploration-and-production companies
Templar Energy and Jonah Energy, and metals companies Essar Steel and
Noranda Aluminum.
Q How did the level of leverage in the Trust change over the 12-month period
ended November 30, 2015?
A At the end of the 12-month period on November 30, 2015, 33.1% of the
Trust's total managed assets were financed by leverage obtained through a
revolving credit facility, compared with 32.9% of the Trust's total managed
assets financed by leverage at the start of the period on December 1, 2014.
Twice during the 12-month period, we reduced the amount of leverage, or
funds borrowed through the revolving credit facility, in the Trust's
portfolio. Despite these reductions, the percentage of financed leverage
increased due to a decrease in the values of securities in which the Trust
had invested. The decrease in the values of the securities was primarily a
result of the average bid price of the Standard & Poor's/Loan Services
Trading Association Leveraged Loan Index (the S&P/LSTA Index) dropping from
$98.40 at the beginning of the 12-month period, to $94.57 by the end of the
period.
Q Did the Trust invest in any derivative securities during the 12-month
period ended November 30, 2015, and did those investments have an effect on
performance?
A Yes, the Trust had a small exposure to Markit CDX (North American high-
yield credit default swap index) during the period. The position did not
have a material effect on the Trust's performance.
Q What factors affected the Trust's yield during the 12-month period ended
November 30, 2015?
A The Trust's monthly dividend** to shareholders remained constant during the
first five months of the period, following a reduction in the dividend in
July of 2014. During the last seven months of the year, the Trust was able
to slightly increase its monthly dividend rate due to an increase in
earnings. Shareholders should be aware, however, that the Trust's dividend
could be negatively affected as older, higher-yielding loans are called
back by issuers and subsequently refinanced by loans with lower yields.
** Dividends are not guaranteed.
6 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Q What is your investment outlook?
A As the Trust's new fiscal year began in December 2015, we were expecting
that the Fed soon would begin a gradual process of raising short-term
interest rates and end the virtual zero-interest-rate policy that had been
in effect for roughly seven years (the Fed did eventually raise short-term
rates in December). The Fed's change in course comes after the steady
accumulation of evidence that the domestic economy finally appears to be on
a trajectory for sustained growth that is likely to continue through 2016,
as recent economic data has shown consistent new-jobs creation which, in
turn, has supported consumer spending and led to a seven-year high in new
housing starts.
We believe tightening of the Fed`s monetary policy could potentially have a
favorable impact on the Trust's performance, as higher rates should trigger
increases in yields paid by floating-rate investments, and they also can
lead to increased investor demand, which could bid up prices for bank loans
selling at discounts.
We think the domestic economy should continue to grow at a moderate pace
over the coming year, with gross domestic product (GDP) growth in the range
of 2.25% to 2.50%. Such an environment should help solidify corporate
balance sheets and lend support to the prices of bank-loan investments,
which, in general, have been selling at discounts of late, thus leaving
room for potential price increases. Although it is anticipated by the
market that the default rate on loans will rise over the next 12 months -
primarily due to energy and commodity sector defaults (metals and mining) -
the rate is still projected to remain below its historical average of
3.12%. Current loan spreads, or the interest rates over and above LIBOR
charged to borrowers by banks, reflect an implied default rate of greater
than 6%, an indication that value is present in today's loan market.
We believe floating-rate loans represent good investment value, especially
compared with more traditional income-oriented investment alternatives,
such as bond funds, which are more vulnerable to price pressures in a
rising-rate environment.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 7
Please refer to the Schedule of Investments on pages 12-38 for a full listing of
Trust securities.
The Trust may invest in derivative securities, which may include futures and
options, for a variety of purposes, including: in an attempt to hedge against
adverse changes in the marketplace of securities, interest rates or currency
exchange rates; as a substitute for purchasing or selling securities; to attempt
to increase the Trust's return as a non-hedging strategy that may be considered
speculative; and to manage portfolio characteristics. Using derivatives can
increase fund losses and reduce opportunities for gains when the market prices,
interest rates or the derivative instruments themselves behave in a way not
anticipated by the Trust. 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 price reflective of their value at
times when the Trust believes it is desirable to do so and the market price of
illiquid securities 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 employs leverage through a revolving credit facility. Leverage creates
significant risks, including the risk that the Trust's income or capital
appreciation from investments purchased with the proceeds of leverage will not
be sufficient to cover the cost of leverage, which may adversely affect the
return for shareowners.
The Trust is required to maintain certain regulatory and other asset coverage
requirements in connection with its use of leverage. In order to maintain
required asset coverage levels, the Trust may be required to reduce the amount
of leverage employed by the Trust, alter the composition of its investment
portfolio or take other actions at what might be inopportune times in the
market. Such actions could reduce the net earnings or returns to shareowners
over time, which is likely to result in a decrease in the market value of the
Trust's shares.
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.
These risks may increase share price volatility.
Any information in this shareholder 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. Past performance is no
guarantee of future results.
8 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Portfolio Summary | 11/30/15
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 93.9%
Collateralized Loan Obligations 1.7%
Corporate Bonds & Notes 1.5%
Commercial Paper 1.3%
U.S. Government and Agency Obligations 0.7%
Repurchase Agreement 0.5%
Exchange-Traded Fund 0.2%
Common Stocks 0.2%
* Includes investments in Insurance Linked Securities totaling 0.9% of total
investment portfolio.
10 Largest Holdings
--------------------------------------------------------------------------------
(As a percentage of long-term holdings)**
1. Wausau Paper Corp., Term Loan, 6.5%, 7/30/20 0.79%
-----------------------------------------------------------------------------------------
2. Bright Horizons Family Solutions LLC, Term B Loan, 5.25%, 1/30/20 0.79
-----------------------------------------------------------------------------------------
3. Telesat Canada, US Term B-2 Loan, 3.5%, 3/28/19 0.77
-----------------------------------------------------------------------------------------
4. Chrysler Group LLC, Term Loan B, 3.5%, 5/24/17 0.74
-----------------------------------------------------------------------------------------
5. Evergreen Skills Lux S.a.r.l., First Lien Initial Term Loan, 5.75%, 4/28/21 0.68
-----------------------------------------------------------------------------------------
6. American Airlines, Inc., 2015 New Term Loan, 3.25%, 6/27/20 0.67
-----------------------------------------------------------------------------------------
7. Affinion Group, Inc., Tranche B Term Loan, 6.75%, 4/30/18 0.66
-----------------------------------------------------------------------------------------
8. Allison Transmission, Inc., Term Loan B-3, 3.5%, 8/23/19 0.66
-----------------------------------------------------------------------------------------
9. Cequel Communications LLC, Term Loan, 3.5%, 2/14/19 0.58
-----------------------------------------------------------------------------------------
10. Endemol, Term Loan, 6.75%, 8/13/21 0.58
-----------------------------------------------------------------------------------------
** This list excludes temporary cash investments and derivative instruments.
The portfolio is actively managed, and current holdings may be different.
The holdings listed should not be considered recommendations to buy or sell
any security listed.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 9
Prices and Distributions | 11/30/15
Market Value per Share
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--------------------------------------------------------------------------------
11/30/15 11/30/14
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Market Value $10.83 $11.36
--------------------------------------------------------------------------------
Discount (11.95)% (11.39)%
--------------------------------------------------------------------------------
Net Asset Value per Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
11/30/15 11/30/14
--------------------------------------------------------------------------------
$12.30 $12.82
--------------------------------------------------------------------------------
Distributions per Share: 12/1/14-11/30/15
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Net Investment Short-Term Long-Term
Income Capital Gains Capital Gains
--------------------------------------------------------------------------------
$0.70 $ -- $ --
--------------------------------------------------------------------------------
Yields
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
11/30/15 11/30/14
--------------------------------------------------------------------------------
30-day SEC Yield 5.39% 5.17%
--------------------------------------------------------------------------------
The data shown above represents past performance, which is no guarantee of
future results.
10 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Performance Update | 11/30/15
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
shares of Pioneer Floating Rate Trust during the periods shown, compared with
the values of the Barclays U.S. High Yield Loans Index, an unmanaged index which
measures the performance of high-yield loans, and the Credit Suisse (CS)
Leveraged Loan Index, an unmanaged index of senior, secured U.S.
dollar-denominated loans.
Average Annual Total Returns
(As of November 30, 2015)
--------------------------------------------------------------------------------
Barclays
Net CS U.S. High
Asset Leveraged Yield
Value Market Loan Loans
Period (NAV) Price Index Index
--------------------------------------------------------------------------------
10 Years 4.68% 4.47% 4.24%+ 4.55%+
5 Years 6.81 3.09 4.23 3.93
1 Year 1.96 1.31 -0.54 -1.06
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Floating Barclays US HY Credit Suisse Leverage
Rate Trust Loans Index* Loan Index**
11/05 $10,000 $ 9,959 $10,000
11/06 $12,094 $10,584 $10,705
11/07 $11,850 $10,853 $10,957
11/08 $ 5,676 $ 7,913 $ 8,138
11/09 $10,842 $11,458 $11,047
11/10 $13,296 $12,773 $12,311
11/11 $13,642 $13,036 $12,638
11/12 $15,778 $14,330 $13,799
11/13 $15,646 $15,141 $14,677
11/14 $15,282 $15,654 $15,226
11/15 $15,482 $15,489 $15,144
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 shares of the Trust.
Shares of 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 bought and sold in the open market through a stock exchange and frequently
trade at prices lower than their NAV. NAV per share is total assets less total
liabilities, which include preferred shares, or borrowings, as applicable,
divided by the number of 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 through open-market purchases 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 or the sale of Trust shares.
Had these fees and taxes been reflected, performance would have been lower.
* The Barclays U.S. High Yield Loans Index measures the performance of
high-yield loans. Since comparisons for the Barclays Index begin in December
2005, the chart assumes an initial investment of $9,959 for the index, which is
equal to the Trust's value at 12/30/2005.
** 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 U.S. High Yield Loans Index (the Barclays Index).
Because the historical performance of the Barclays Index dates back only to
2005, after the inception of the Trust in 2004, the Trust will continue to
provide "Market Value of $10,000 Investment" comparisons for both the CS Index
and the Barclays Index.
Returns of both indices are calculated monthly, assume reinvestment of dividends
and, unlike Trust returns, do not reflect any fees, expenses or sales charges.
The indices do not use leverage. You cannot invest directly in an index.
+ Return for the CS Leveraged Loan Index covers the 10-year period from
November 30, 2005, through November 30, 2015. Return for the Barclays U.S.
High Yield Loans Index covers the maximum period for which that index's
performance is available (December 30, 2005 through November 30, 2015).
Pioneer Floating Rate Trust | Annual Report | 11/30/15 11
Schedule of Investments | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
SENIOR SECURED FLOATING RATE LOAN
INTERESTS -- 136.7% of Net Assets*(a)
AUTOMOBILES & COMPONENTS -- 8.0%
Auto Parts & Equipment -- 6.0%
2,859,133 Allison Transmission, Inc., Term Loan B-3, 3.5%,
8/23/19 $ 2,856,096
2,388,000 BBB Industries US Holdings, Inc., First Lien Initial
Term Loan, 6.0%, 11/3/21 2,390,985
1,605,759 Cooper Standard Intermediate Holdco 2 LLC, Term
Loan, 4.0%, 4/4/21 1,589,032
2,353,731 Crowne Group LLC, First Lien Initial Term Loan,
6.0%, 9/30/20 2,306,657
1,023,312 Electrical Components International, Inc., Term Loan B,
5.75%, 5/28/21 1,025,870
1,693,492 Federal-Mogul Corp., Tranche C Term Loan, 4.75%,
4/15/21 1,525,553
420,750 Gates Global LLC, Initial Dollar Term Loan, 4.25%, 7/6/21 390,561
1,683,000 Key Safety Systems, Inc., Initial Term Loan, 4.75%,
8/29/21 1,643,555
1,299,949 MPG Holdco I, Inc., Initial Term Loan, 3.75%, 10/20/21 1,284,241
778,030 TI Group Automotive Systems LLC, Initial US Term Loan,
4.5%, 6/30/22 770,736
2,346,010 Tower Automotive Holdings USA LLC, Refinancing Term
Loan, 4.0%, 4/23/20 2,321,572
--------------
$ 18,104,858
----------------------------------------------------------------------------------------------------
Automobile Manufacturers -- 1.2%
3,227,157 Chrysler Group LLC, Term Loan B, 3.5%, 5/24/17 $ 3,223,959
466,667 Visteon Corp., Initial Term Loan, 3.5%, 4/9/21 464,816
--------------
$ 3,688,775
----------------------------------------------------------------------------------------------------
Tires & Rubber -- 0.8%
2,500,000 Goodyear Tire & Rubber Co., Second Lien Term Loan,
3.75%, 4/30/19 $ 2,507,270
--------------
Total Automobiles & Components $ 24,300,903
----------------------------------------------------------------------------------------------------
BANKS -- 0.1%
Thrifts & Mortgage Finance -- 0.1%
411,390 Ocwen Loan Servicing, Initial Term Loan, 5.5%, 2/15/18 $ 411,986
--------------
Total Banks $ 411,986
----------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 15.2%
Aerospace & Defense -- 4.9%
1,098,907 Accudyne Industries Borrower SCA/Accudyne
Industries LLC, Refinancing Term Loan, 4.0%, 12/13/19 $ 972,532
1,246,875 Allion Science and Technology Corp., First Lien Term
Loan, 5.5%, 8/19/21 1,237,004
The accompanying notes are an integral part of these financial statements.
12 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Aerospace & Defense -- (continued)
1,571,455 BE Aerospace, Inc., Term Loan, 4.0%, 12/16/21 $ 1,573,911
173,371 CPI International, Inc., Term B Loan, 4.25%, 11/17/17 170,770
352,449 DAE Aviation Holdings, Inc., Initial Term Loan,
5.25%, 7/7/22 351,568
1,997,493 Digitalglobe, Inc., Term Loan, 3.75%, 1/31/20 1,965,345
1,398,572 DynCorp International, Inc., Term Loan, 6.25%, 7/7/16 1,358,947
248,789 IAP Worldwide Services, Inc., First Lien Term Loan,
8.0%, 7/18/19 250,033
929,778 TASC, Inc., First Lien New Term Loan, 7.0%, 5/22/20 935,008
904,126 TASC, Inc., First Lien Term Loan, 7.0%, 5/22/20 909,211
1,866,750 Turbocombustor Technology, Inc., Initial Term Loan,
5.5%, 12/2/20 1,726,744
1,518,078 Vencore, Inc. (fka SI Organization, Inc.), First Lien Initial
Term Loan, 5.75%, 11/23/19 1,516,180
1,810,983 WP CPP Holdings LLC, First Lien Term B-3 Loan, 4.5%,
12/28/19 1,774,008
334,900 WP CPP Holdings LLC, Second Lien Term Loan B-1,
8.75%, 4/30/21 318,155
--------------
$ 15,059,416
----------------------------------------------------------------------------------------------------
Building Products -- 3.9%
446,591 Armacell Holdings LLC, First Lien Term Loan B,
5.5%, 7/2/20 $ 448,266
1,301,625 Armstrong World Industries, Inc., Term Loan B, 3.5%,
3/15/20 1,296,744
1,750,000 Builders FirstSource, Inc., Term Loan B, 6.0%, 7/29/22 1,729,583
392,150 NCI Building Systems, Inc., Tranche B Term Loan,
4.25%, 6/24/19 391,538
1,657,912 Nortek, Inc., Incremental-1 Term Loan, 3.5%, 10/30/20 1,628,898
1,875,000 Quanex Building Products Corp., Initial Term Loan,
5.25%, 11/2/22 1,858,594
472,673 Quikrete Holdings, Inc., Initial First Lien Term Loan,
4.0%, 9/28/20 470,753
884,211 Quikrete Holdings, Inc., Initial Second Lien Term Loan,
7.0%, 3/26/21 885,868
1,705,725 Summit Materials LLC, Restatement Effective Date Term
Loan, 4.25%, 7/18/22 1,699,329
1,468,474 Unifrax Holding Co., New Term B Dollar Loan, 4.25%,
11/28/18 1,446,446
--------------
$ 11,856,019
----------------------------------------------------------------------------------------------------
Construction Machinery & Heavy Trucks -- 1.1%
495,915 Doosan Infracore International, Inc. (Doosan Holdings
Europe, Ltd.), Tranche B Term Loan, 4.5%, 5/28/21 $ 495,283
404,400 Manitowoc Co., Inc., Term Loan B, 3.25%, 1/3/21 388,467
1,620,000 Navistar, Inc., Tranche B Term Loan, 6.5%, 8/7/20 1,485,674
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 13
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy
Trucks -- (continued)
847,375 Terex Corp., US Term Loan, 3.5%, 8/13/21 $ 841,550
--------------
$ 3,210,974
----------------------------------------------------------------------------------------------------
Electrical Components & Equipment -- 1.4%
2,010,974 Pelican Products, Inc., First Lien Tem Loan, 5.25%,
4/10/20 $ 1,997,148
598,481 Southwire Company LLC, Initial Term Loan, 3.0%,
2/10/21 588,008
1,597,126 WireCo WorldGroup, Inc., Term Loan, 6.0%, 2/15/17 1,568,178
--------------
$ 4,153,334
----------------------------------------------------------------------------------------------------
Industrial Conglomerates -- 1.2%
205,160 Faenza Acquisition GmbH (CeramTec Acquisition Corp.),
Dollar Term B-3 Loan, 4.25%, 8/30/20 $ 204,775
674,191 Faenza Acquisition GmbH (CeramTec Acquisition Corp.),
Initial Dollar Term B-1 Loan, 4.25%, 8/30/20 672,927
70,237 Faenza Acquisition GmbH (CeramTec Acquisition Corp.),
Initial Dollar Term B-2 Loan, 4.25%, 8/30/20 70,105
1,000,000 Filtration Group Corp., First Lien Term Loan, 4.25%,
11/23/20 987,500
378,990 Filtration Group Corp., Second Lien Initial Term Loan,
8.25%, 11/22/21 376,147
168,763 Kleopatra Holdings 2 SCA, Initial German Borrower
Dollar Term Loan, 5.0%, 4/28/20 168,657
394,905 Kleopatra Holdings 2 SCA, Initial US Borrower Dollar
Term Loan, 5.0%, 4/28/20 394,658
727,161 Milacron LLC, Term Loan, 4.5%, 9/28/20 724,198
--------------
$ 3,598,967
----------------------------------------------------------------------------------------------------
Industrial Machinery -- 2.1%
877,247 Gardner Denver, Inc., Initial Dollar Term Loan, 4.25%,
7/30/20 $ 804,436
1,985,000 Mueller Water Products, Inc., Initial Term Loan, 4.0%,
11/24/21 1,988,710
1,750,000 NN, Inc., Initial Term Loan, 5.75%, 10/19/22 1,734,687
712,008 Schaeffler AG, Facility B-USD, 4.25%, 5/15/20 715,346
1,087,210 Xerium Technologies, Inc., New Term Loan, 6.25%,
5/17/19 1,087,210
--------------
$ 6,330,389
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
14 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Trading Companies & Distributors -- 0.6%
1,230,852 AWAS Finance Luxembourg 2012 SA, Term Loan,
3.5%, 7/16/18 $ 1,229,314
711,169 WESCO Distribution, Inc., Tranche B-1 Loan, 3.75%,
12/12/19 710,946
--------------
$ 1,940,260
--------------
Total Capital Goods $ 46,149,359
----------------------------------------------------------------------------------------------------
COMMERCIAL & PROFESSIONAL SERVICES -- 6.1%
Diversified Support Services -- 1.8%
806,678 DH Publishing LP, Term B-3 Loan, 4.0%, 8/19/22 $ 803,317
1,067,925 InfoGroup, Inc., Term Loan B, 7.0%, 5/26/18 1,014,529
704,631 KAR Auction Services, Inc., Tranche B-2 Term Loan,
3.5%, 3/11/21 701,988
604,945 Language Line LLC, First Lien Initial Term Loan,
6.5%, 7/7/21 604,945
1,500,000 Language Line LLC, Second Lien Initial Term Loan,
10.75%, 7/7/22 1,503,750
987,500 Ryan LLC, Tranche B Term Loan, 6.75%, 8/7/20 967,750
--------------
$ 5,596,279
----------------------------------------------------------------------------------------------------
Environmental & Facilities Services -- 2.2%
566,079 ADS Waste Holdings, Inc., Initial Tranche B-2 Term
Loan, 3.75%, 10/9/19 $ 554,581
500,000 Infiltrator Systems Integrated LLC, Second Lien Term
Loan, 9.75%, 5/26/23 497,500
920,987 US Ecology, Inc., Term Loan, 3.75%, 6/17/21 922,138
741,275 Waste Industries USA, Inc., Initial Term Loan, 4.25%,
2/27/20 743,128
483,956 Wastequip LLC, Term Loan, 5.5%, 8/9/19 480,931
1,755,445 WCA Waste Corp. (WCA Waste Systems, Inc.), Term
Loan, 4.0%, 3/23/18 1,745,570
475,335 Wheelabrator Technologies, Inc., First Lien Term B
Loan, 5.0%, 12/17/21 445,627
21,073 Wheelabrator Technologies, Inc., First Lien Term C
Loan, 5.0%, 12/17/21 19,756
1,500,000 Wheelabrator Technologies, Inc., Second Lien Term B
Loan, 8.25%, 12/19/22 1,290,000
--------------
$ 6,699,231
----------------------------------------------------------------------------------------------------
Human Resource & Employment Services -- 0.2%
626,227 On Assignment, Inc., Initial Term B Loan, 3.75%, 6/3/22 $ 627,527
----------------------------------------------------------------------------------------------------
Research & Consulting Services -- 0.3%
750,036 Wyle Services Corp., Term Loan, 5.0%, 5/23/21 $ 748,311
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 15
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Security & Alarm Services -- 1.6%
1,001,794 Allied Security Holdings LLC, Second Lien Closing Date
Term Loan, 4.25%, 2/12/21 $ 983,010
118,981 Garda Security, Term B Loan, 5.25%,
11/6/20 115,746
465,109 Garda Security, Term B Loan, 5.25%, 11/6/20 452,464
1,163,640 GEO Group, Inc., Term Loan, 3.25%, 4/3/20 1,160,004
1,058,021 Monitronics International, Inc., 2013 Term Loan B,
4.25%, 3/23/18 1,049,755
1,120,050 Protection One, Inc., 2012 Term Loan, 5.0%, 7/1/21 1,111,790
--------------
$ 4,872,769
--------------
Total Commercial & Professional Services $ 18,544,117
----------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 2.7%
Home Furnishings -- 0.7%
1,867,406 Serta Simmons Holdings LLC, Term Loan, 4.25%,
10/1/19 $ 1,861,460
171,870 Tempur Pedic International, Inc., New Term Loan B,
3.5%, 3/18/20 172,004
--------------
$ 2,033,464
----------------------------------------------------------------------------------------------------
Homebuilding -- 0.1%
1,000,000(b)(e) WAICCS Las Vegas 3 LLC, First Lien Term Loan,
7.75%, 8/1/10 $ 450,000
4,500,000(b)(e) WAICCS Las Vegas 3 LLC, Second Lien Term Loan,
13.25%, 8/1/10 247
$ 450,247
----------------------------------------------------------------------------------------------------
Housewares & Specialties -- 1.6%
977,545 Prestige Brands, Inc., Term B-3 Loan, 3.5%, 9/3/21 $ 974,490
2,219,391 Reynolds Group Holdings, Inc., Incremental US Term
Loan, 4.5%, 12/1/18 2,214,473
1,558,232 World Kitchen LLC, US Term Loan, 5.5%, 3/4/19 1,550,441
--------------
$ 4,739,404
----------------------------------------------------------------------------------------------------
Leisure Products -- 0.3%
600,000 Bombardier Recreational Products, Inc., Term B Loan,
3.75%, 1/30/19 $ 597,964
411,938 Marine Acquisition Corp., Term Loan, 5.25%, 1/30/21 411,938
--------------
$ 1,009,902
--------------
Total Consumer Durables & Apparel $ 8,233,017
----------------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 10.0%
Casinos & Gaming -- 1.6%
1,045,654 CityCenter Holdings LLC, Term B Loan, 4.25%, 10/16/20 $ 1,041,733
698,250 Eldorado Resorts, Inc., Initial Term Loan, 4.25%,
7/25/22 698,250
The accompanying notes are an integral part of these financial statements.
16 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Casinos & Gaming -- (continued)
1,458,750 MGM Resorts International (MGM Grand Detroit LLC),
Term B Loan, 3.5%, 12/20/19 $ 1,452,368
1,935,375 Scientific Games International, Inc., Initial Term B-2
Loan, 6.0%, 10/1/21 1,795,968
--------------
$ 4,988,319
----------------------------------------------------------------------------------------------------
Education Services -- 2.4%
3,431,703 Bright Horizons Family Solutions LLC, Term B Loan,
5.25%, 1/30/20 $ 3,434,905
1,462,043 Laureate Education, Inc., Series 2018 Extended Term
Loan, 5.0%, 6/15/18 1,261,012
2,531,496 Nord Anglia Education Finance LLC, Initial Term Loan,
5.0%, 3/31/21 2,506,181
--------------
$ 7,202,098
----------------------------------------------------------------------------------------------------
Hotels, Resorts & Cruise Lines -- 0.6%
555,921 Hilton Worldwide Finance LLC, Initial Term Loan,
3.5%, 10/26/20 $ 554,377
521,063 NCL Corp., Ltd., Term B Loan, 4.0%, 11/19/21 520,515
970,069 Sabre, Inc., Term B Loan, 4.0%, 2/19/19 966,916
--------------
$ 2,041,808
----------------------------------------------------------------------------------------------------
Leisure Facilities -- 1.7%
850,457 Cedar Fair LP, US Term Facility, 3.25%, 3/6/20 $ 854,438
2,221,875 Fitness International LLC, Term B Loan, 5.5%, 7/1/20 2,114,947
613,463 Life Time Fitness, Inc., Closing Date Term Loan,
4.25%, 6/10/22 604,644
1,496,250 Six Flags Theme Parks, Inc., Tranche B Term Loan,
3.5%, 6/30/22 1,500,926
--------------
$ 5,074,955
----------------------------------------------------------------------------------------------------
Restaurants -- 2.2%
757,067 1011778 BC Unlimited Liability Co. (New Red Finance,
Inc.) (aka Burger King/Tim Hortons), Term B-2 Loan,
3.75%, 12/10/21 $ 755,715
2,176,065 Landry's, Inc. (fka Landry's Restaurants, Inc.), Term
Loan B, 4.0%, 4/24/18 2,178,446
1,761,125 NPC International, Inc., Term Loan, 4.0%, 12/28/18 1,740,578
1,980,000 Red Lobster Management LLC, First Lien Initial Term
Loan, 6.25%, 7/28/21 1,978,762
--------------
$ 6,653,501
----------------------------------------------------------------------------------------------------
Specialized Consumer Services -- 1.5%
2,481,250 Creative Artists Agency LLC, Initial Term Loan,
5.5%, 12/17/21 $ 2,483,964
1,750,000 KC MergerSub, Inc., First Lien Initial Term Loan,
6.0%, 8/12/22 1,719,375
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 17
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Specialized Consumer Services -- (continued)
383,810 Weight Watchers International, Inc., Initial Tranche B-2
Term Loan, 4.0%, 4/2/20 $ 302,251
--------------
$ 4,505,590
--------------
Total Consumer Services $ 30,466,271
----------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 3.6%
Asset Management & Custody Banks -- 0.5%
1,510,087 Vistra Group, Ltd., USD Term Loan, 4.75%, 10/26/22 $ 1,513,862
----------------------------------------------------------------------------------------------------
Consumer Finance -- 0.5%
1,379,000 Trans Union LLC, Term B-2 Loan, 3.5%, 4/9/21 $ 1,352,799
----------------------------------------------------------------------------------------------------
Investment Banking & Brokerage -- 0.9%
1,195,017 Duff & Phelps Corp., Initial Term Loan, 4.75%, 4/23/20 $ 1,186,054
735,000 Guggenheim Partners Investment Management Holdings
LLC, Initial Term Loan, 4.25%, 7/22/20 733,622
104,504 LPL Holdings, Inc., 2013 Incremental Tranche B Term
Loan, 3.25%, 3/29/19 103,851
748,125 MJ Acquisition Corp., Term Loan, 4.0%, 6/1/22 734,098
--------------
$ 2,757,625
----------------------------------------------------------------------------------------------------
Other Diversified Financial Services -- 1.0%
325,000 Delos Finance S.a.r.l., Term Loan, 3.5%, 3/6/21 $ 324,154
812,135 Fly Funding II S.a.r.l., Term Loan, 3.5%, 8/9/19 808,074
2,003,875 Livingston International, Inc., First Lien Initial Term B-1
Loan, 5.0%, 4/18/19 1,893,662
--------------
$ 3,025,890
----------------------------------------------------------------------------------------------------
Specialized Finance -- 0.7%
1,500,000 Avago Technologies, Term Loan B, 3.5%, 11/11/22 $ 1,485,937
744,375 DBRS, Ltd., Initial Term Loan, 6.25%, 3/4/22 743,445
--------------
$ 2,229,382
--------------
Total Diversified Financials $ 10,879,558
----------------------------------------------------------------------------------------------------
ENERGY -- 3.4%
Coal & Consumable Fuels -- 0.0%+
783,333 PT Bumi Resources Tbk, Term Loan, 18.0%, 11/4/16 $ 168,417
----------------------------------------------------------------------------------------------------
Integrated Oil & Gas -- 0.5%
132,393 Glenn Pool Oil & Gas Trust 1, Term Loan, 4.5%, 5/2/16 $ 132,062
1,496,250 TerraForm AP Acquisition Holdings LLC, Term Loan,
5.0%, 6/27/22 1,436,400
--------------
$ 1,568,462
----------------------------------------------------------------------------------------------------
Oil & Gas Drilling -- 0.7%
2,500,000 Jonah Energy LLC, Second Lien Initial Term Loan,
7.5%, 5/12/21 $ 1,862,500
The accompanying notes are an integral part of these financial statements.
18 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Oil & Gas Drilling -- (continued)
125,857(b) Offshore Group Investment, Ltd. (Vantage Delaware
Holdings LLC), Second Lien Term Loan, 5.75%, 3/28/19 $ 36,079
409,758 Pacific Drilling SA, Term Loan, 4.5%, 6/3/18 232,879
--------------
$ 2,131,458
----------------------------------------------------------------------------------------------------
Oil & Gas Equipment & Services -- 0.4%
1,659,928 FR Dixie Acquisition Corp., Term Loan, 5.75%, 12/18/20 $ 1,199,298
----------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 0.9%
1,516,667 EP Energy LLC, Tranche B-3 Term Loan, 3.5%, 5/24/18 $ 1,374,479
84,204 Fieldwood Energy LLC, Closing Date Second Lien Term
Loan, 8.375%, 9/30/20 25,998
662,520 Fieldwood Energy LLC, Closing Date Term Loan,
3.875%, 10/1/18 542,852
750,143 Penn Products Terminals LLC, Tranche B Term Loan,
4.75%, 4/13/22 701,384
--------------
$ 2,644,713
----------------------------------------------------------------------------------------------------
Oil & Gas Refining & Marketing -- 0.7%
905,288 Pilot Travel Centers LLC, Refinancing Tranche B Term
Loan, 3.75%, 10/1/21 $ 909,241
1,143,071 Western Refining, Inc., Term Loan 2013, 4.25%,
11/12/20 1,109,732
--------------
$ 2,018,973
----------------------------------------------------------------------------------------------------
Oil & Gas Storage & Transportation -- 0.2%
691,250 Southcross Energy Partners LP, Initial Term Loan,
5.25%, 8/4/21 $ 587,562
--------------
Total Energy $ 10,318,883
----------------------------------------------------------------------------------------------------
FOOD & STAPLES RETAILING -- 2.6%
Drug Retail -- 0.6%
1,723,188 Hearthside Group Holdings LLC, Term Loan, 4.5%, 6/2/21 $ 1,710,737
----------------------------------------------------------------------------------------------------
Food Distributors -- 1.2%
448,499 CTI Foods Holding Co., LLC, First Lien Term Loan,
4.5%, 6/29/20 $ 424,953
1,000,000 CTI Foods Holding Co., LLC, Second Lien Term Loan,
8.25%, 6/28/21 920,000
2,443,808 Mill US Acquisition, First Lien Term Loan, 5.0%, 7/3/20 2,412,649
--------------
$ 3,757,602
----------------------------------------------------------------------------------------------------
Food Retail -- 0.8%
1,975,415 Albertson's LLC, Term B-2 Loan, 5.375%, 3/21/19 $ 1,974,674
496,250 Packers Holdings LLC, Term Loan, 5.0%, 12/2/21 496,870
--------------
$ 2,471,544
--------------
Total Food & Staples Retailing $ 7,939,883
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 19
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 2.8%
Packaged Foods & Meats -- 2.8%
837,764 AdvancePierre Foods, Inc., First Lien Term Loan,
5.75%, 7/10/17 $ 838,392
1,100,000 AdvancePierre Foods, Inc., Second Lien Term Loan,
9.5%, 10/10/17 1,091,750
1,157,360 Boulder Brands, Inc. (fka Smart Balance, Inc.), Term
Loan, 4.5%, 7/9/20 1,154,467
1,000,000 Del Monte Foods, Inc., Second Lien Initial Term Loan,
8.25%, 8/18/21 895,000
1,000,000 JBS USA LLC, 2015 Incremental Term Loan, 4.0%,
10/31/22 996,244
1,945,801 Pinnacle Foods Finance LLC, New Term Loan G, 3.0%,
4/29/20 1,929,992
294,279 Post Holdings, Inc., Series A Incremental Term Loan,
3.75%, 6/2/21 294,621
1,485,000 Shearer's Foods LLC, First Lien Term Loan, 4.938%,
6/30/21 1,472,006
--------------
$ 8,672,472
--------------
Total Food, Beverage & Tobacco $ 8,672,472
----------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 12.3%
Health Care Equipment -- 0.5%
866,827 Kinetic Concepts, Inc., Dollar E-1 Term Loan,
4.5%, 5/4/18 $ 847,323
725,000 Physio-Control International, Inc., First Lien Initial
Term Loan, 5.5%, 6/6/22 714,125
--------------
$ 1,561,448
----------------------------------------------------------------------------------------------------
Health Care Facilities -- 2.1%
691,250 AmSurg Corp., Initial Term Loan, 3.5%, 7/16/21 $ 687,686
300,159 CHS/Community Health Systems, Inc., Incremental
2018 Term F Loan, 3.482%, 12/31/18 295,844
281,691 CHS/Community Health Systems, Inc., Incremental
2019 Term G Loan, 3.75%, 12/31/19 276,475
518,303 CHS/Community Health Systems, Inc., Incremental
2021 Term H Loan, 4.0%, 1/27/21 511,136
1,576,544 Iasis Healthcare LLC, Term B-2 Loan, 4.5%, 5/3/18 1,558,316
1,074,654 Kindred Healthcare, Inc., Incremental Term Loan,
4.25%, 4/9/21 1,034,355
1,550,249 Regionalcare Hospital Partners, Inc., First Lien Term
Loan, 5.25%, 4/23/19 1,540,559
423,877 Select Medical Corp., Series E, Tranche B Term Loan,
3.75%, 6/1/18 422,287
--------------
$ 6,326,658
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
20 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Health Care Services -- 6.1%
987,500 Aegis Toxicology Sciences Corp., Initial First Lien Term
Loan, 5.5%, 2/24/21 $ 829,500
1,118,765 Alliance Healthcare Services, Inc., Initial Term Loan,
4.25%, 6/3/19 1,111,424
267,625 Ardent Legacy Acquisitions, Inc. (Ardent Mergeco LLC),
Term Loan, 6.5%, 8/4/21 266,287
375,000 Bioscrip, Inc., Term Loan, 6.5%, 7/31/20 343,125
625,000 Bioscrip, Inc., Initial Term B Loan, 6.5%, 7/31/20 571,875
865,683 BSN Medical Luxembourg Holding S.a.r.l. (P & F Capital),
Facility Term Loan B-1A, 4.0%, 8/28/19 859,190
1,119,358(c) CCS Medical, Inc., Second Lien Term Loan, 12.25%
(7.0% PIK 5.25% cash), 3/31/16 195,888
877,872 DaVita HealthCare Partners, Inc., Term Loan B2, 3.5%,
6/24/21 876,221
1,166,974 Emergency Medical Services Corp., Initial Term Loan,
4.25%, 5/25/18 1,165,515
1,481,250 Genex Holdings, Inc., First Lien Term B Loan, 5.25%,
5/28/21 1,471,066
349,125 Genoa Healthcare Co., LLC, Initial First Lien Term Loan,
4.5%, 4/29/22 348,252
750,000 Global Healthcare Exchange LLC, Initial Term Loan,
5.5%, 8/15/22 748,829
997,500 HC Group Holdings III, Inc., Initial Term Loan, 6.0%,
4/7/22 999,578
1,253,413 National Mentor Holdings, Inc., Tranche B Term Loan,
4.25%, 1/31/21 1,226,778
354,666 National Surgical Hospitals, Inc., Term Loan, 4.5%,
6/1/22 346,243
693,015 NVA Holdings, Inc., First Lien Term Loan, 4.75%, 8/14/21 692,871
910,219 Pharmaceutical Product Development, First Lien Term B
Loan, 4.25%, 8/18/22 888,886
1,520,348 Steward Health Care System LLC, Term Loan, 6.75%,
4/10/20 1,504,651
992,500 Surgery Center Holdings, Inc., Initial Term Loan, 5.25%,
11/3/20 988,778
1,420,000 US Renal Care, Inc., First Lien Term Loan, 5.25%,
11/17/22 1,412,900
1,419,649 US Renal Care, Inc., Tranche B-2 First Lien Term Loan,
5.5%, 7/3/19 1,415,657
593,754 Valitas Health Services, Inc., Term Loan B, 6.0%, 6/2/17 475,003
--------------
$ 18,738,517
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 21
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Health Care Supplies -- 1.4%
976,075 Alere, Inc., Term Loan B, 4.25%, 6/20/22 $ 965,617
1,350,000 Greatbatch, Ltd., Term B Loan, 5.25%, 10/27/22 1,344,727
434,647 Halyard Health, Inc., Term Loan, 4.0%, 11/1/21 432,883
835,499 Immucor, Inc. (fka IVD Acquisition Corp.), Term B-2
Loan, 5.0%, 8/19/18 810,434
840,000 Sterigenics-Nordion Holdings LLC, Initial Term Loan,
4.25%, 5/16/22 830,550
--------------
$ 4,384,211
----------------------------------------------------------------------------------------------------
Health Care Technology -- 2.0%
1,246,875 ConvaTec, Inc., Dollar Term Loan, 4.25%, 6/15/20 $ 1,238,303
2,050,657 Emdeon, Inc., Term B-2 Loan, 3.75%, 11/2/18 2,039,977
198,000 Emdeon, Inc., Term B-3 Loan, 3.75%, 11/2/18 196,432
445,700 MedAssets, Inc., Term B Loan, 4.0%, 12/13/19 443,605
1,005,065 Medical Card System, Inc., Term Loan, 12.0%, 3/17/17 964,863
1,096,959 Truven Health Analytics, Inc., Tranche B Term Loan,
4.5%, 6/6/19 1,076,720
--------------
$ 5,959,900
----------------------------------------------------------------------------------------------------
Managed Health Care -- 0.2%
446,775(b) MMM Holdings, Inc., MMM Term Loan, 9.75%, 12/12/17 $ 289,846
324,804(b) MSO of Puerto Rico, Inc., Term Loan, 9.75%, 12/12/17 210,716
--------------
$ 500,562
--------------
Total Health Care Equipment & Services $ 37,471,296
----------------------------------------------------------------------------------------------------
HOUSEHOLD & PERSONAL PRODUCTS -- 1.8%
Household Products -- 0.9%
816,540 Spectrum Brands, Inc., USD Term Loan, 3.5%, 6/23/22 $ 818,198
1,451,229 SRAM LLC, First Lien Term Loan, 5.25%, 4/10/20 1,248,057
74,329 Wash Multifamily Parent, Inc., First Lien Initial Canadian
Term Loan, 4.25%, 5/16/22 72,842
424,421 Wash Multifamily Parent, Inc., First Lien Initial US Term
Loan, 4.25%, 5/16/22 415,933
--------------
$ 2,555,030
----------------------------------------------------------------------------------------------------
Personal Products -- 0.9%
2,048,028 NBTY, Inc., B-2 Term Loan, 3.5%, 10/1/17 $ 2,023,708
800,000 Party City Holdings, Inc., Term Loan, 4.25%, 8/19/22 785,334
--------------
$ 2,809,042
--------------
Total Household & Personal Products $ 5,364,072
----------------------------------------------------------------------------------------------------
INSURANCE -- 3.0%
Insurance Brokers -- 0.3%
990,004 National Financial Partners Corp., 2014 Specified
Refinancing Term Loan, 4.5%, 7/1/20 $ 972,989
The accompanying notes are an integral part of these financial statements.
22 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Life & Health Insurance -- 0.4%
1,191,667 Integro, Ltd., Term Loan, 5.75%, 10/31/22 $ 1,167,833
----------------------------------------------------------------------------------------------------
Multi-Line Insurance -- 0.1%
363,721 Alliant Holdings I LLC, Term Loan B, 4.5%, 8/12/22 $ 358,380
----------------------------------------------------------------------------------------------------
Property & Casualty Insurance -- 2.2%
2,405,540 Confie Seguros Holding II Co., First Lien Term Loan B,
5.75%, 11/9/18 $ 2,414,560
500,000 Confie Seguros Holding II Co., Second Lien Term Loan,
10.25%, 5/8/19 494,375
1,990,000 Hyperion Insurance Group, Ltd., Initial Term Loan,
5.5%, 4/29/22 1,996,633
1,920,984 USI, Inc., Initial Term Loan, 4.25%, 12/27/19 1,892,770
--------------
$ 6,798,338
--------------
Total Insurance $ 9,297,540
----------------------------------------------------------------------------------------------------
MATERIALS -- 15.5%
Aluminum -- 0.7%
2,169,563 Novelis, Inc., New Term Loan, 4.0%, 6/2/22 $ 2,113,154
----------------------------------------------------------------------------------------------------
Commodity Chemicals -- 1.6%
630,238 Axiall Holdco, Inc., Term Loan B, 4.0%, 2/28/22 $ 629,975
1,745,205 AZ Chem US, Inc., First Lien Initial Term Loan, 5.75%,
6/11/21 1,744,879
1,637,625 Eco Services Operations LLC, First Lien Term Loan,
4.75%, 12/1/21 1,629,096
805,502 Tronox Pigments (Netherlands) BV, Closing Date Term
Loan, 4.25%, 3/19/20 736,783
--------------
$ 4,740,733
----------------------------------------------------------------------------------------------------
Construction Materials -- 0.2%
594,000 Penn Engineering & Manufacturing Corp., Incremental
Tranche B Term Loan, 4.0%, 8/27/21 $ 591,401
----------------------------------------------------------------------------------------------------
Diversified Chemicals -- 2.3%
1,682,905 Axalta Coating Systems Dutch Holding B BV & Axalta
Coating Systems US Holdings, Inc., Refinanced Term B
Loan, 3.75%, 2/1/20 $ 1,670,884
1,814,500 Nexeo Solutions LLC, Initial Term Loan, 5.0%, 9/8/17 1,744,188
693,000 Orion Engineered Carbons GmbH (OEC Finance US LLC),
Initial Dollar Term Loan, 5.0%, 7/25/21 696,465
268,377 Oxea Finance & Cy SCA (Oxea Finance LLC), First Lien
Tranche B-2 Term Loan, 4.25%, 1/15/20 258,649
625,000 Plaskolite LLC, First Lien Term Loan, 5.75%, 11/3/22 623,437
325,000 Royal Holdings, Inc., Second Lien Initial Term Loan,
8.5%, 6/19/23 322,766
1,835,000 Univar USA, Inc., Initial Dollar Term Loan, 4.25%, 7/1/22 1,787,160
--------------
$ 7,103,549
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 23
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Diversified Metals & Mining -- 1.8%
2,164,125 Chemstralia Pty, Ltd. (Chemstralia Finco LLC), Initial
Term Loan, 7.25%, 2/28/22 $ 2,132,962
2,204,526 FMG Resources (August 2006) Pty, Ltd. (FMG America
Finance, Inc.), Term Loan, 4.25%, 6/30/19 1,807,711
985,000 Hi-Crush Partners LP, Advance, 4.75%, 4/28/21 788,000
1,005,848 US Silica Co., Term Loan, 4.0%, 7/23/20 924,122
--------------
$ 5,652,795
----------------------------------------------------------------------------------------------------
Fertilizers & Agricultural Chemicals -- 0.5%
1,745,625 Methanol Holdings (Trinidad), Ltd. (Methanol Holdings
(Delaware) LLC), Initial Term Loan, 4.25%, 6/30/22 $ 1,627,795
----------------------------------------------------------------------------------------------------
Metal & Glass Containers -- 1.8%
1,499,554 BWay Intermediate Co., Inc., Initial Term Loan, 5.5%,
8/14/20 $ 1,460,894
800,000 Prolampac Intermediate, Inc., First Lien Term B Loan,
6.25%, 8/18/22 797,000
1,281,828 Tank Holding Corp., Initial Term Loan, 6.5%, 3/16/22 1,273,176
1,945,125 Tekni-Plex, Inc., USD Term Loan, 4.5%, 6/1/22 1,927,092
--------------
$ 5,458,162
----------------------------------------------------------------------------------------------------
Paper Packaging -- 1.6%
1,350,000 Berry Plasctics Corp., Term F Loan, 4.0%, 10/3/22 $ 1,344,263
1,324,846 Caraustar Industries, Inc., Incremental Term Loan,
8.0%, 5/1/19 1,325,399
159,439 Caraustar Industries, Inc., Term Loan, 8.0%, 5/1/19 159,505
1,218,875 Onex Wizard Acquisition Co. I S.a.r.l. (aka SIG Combibloc
Group), Term Loan, 4.25%, 3/11/22 1,212,950
818,731 Pro Mach Group, Inc., First Lien Dollar Term Loan,
4.75%, 10/22/21 818,219
--------------
$ 4,860,336
----------------------------------------------------------------------------------------------------
Paper Products -- 2.0%
1,653,881 Appvion, Inc., Term Commitment, 5.75%, 6/28/19 $ 1,553,270
479,999 Exopack Holdings SA, USD Term Loan, 4.5%, 5/8/19 476,699
500,000 Ranpak Corp., Second Lien Initial Term Loan,
8.25%, 10/3/22 497,500
207,795 Ranpak Corp., Tranche B-1 USD Term Loan, 4.25%,
10/1/21 206,626
3,447,961 Wausau Paper Corp., Term Loan, 6.5%, 7/30/20 3,452,271
--------------
$ 6,186,366
----------------------------------------------------------------------------------------------------
Specialty Chemicals -- 1.9%
349,487 Chemtura Corp., New Term Loan, 3.5%, 8/29/16 $ 349,196
1,782,000 Ferro Corp., Term Loan, 4.0%, 7/30/21 1,770,862
150,051 Huntsman International LLC, 2015 Extended Term B
Dollar Loan, 3.318%, 4/19/19 148,426
The accompanying notes are an integral part of these financial statements.
24 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Specialty Chemicals -- (continued)
989,873 Macdermid, Inc., First Lien Tranche B Term Loan,
4.5%, 6/7/20 $ 963,518
595,500 Macdermid, Inc., Tranche B-2 Term Loan, 4.75%, 6/7/20 580,612
1,945,000 PQ Corp., 2014 Term Loan, 4.0%, 8/7/17 1,938,315
--------------
$ 5,750,929
----------------------------------------------------------------------------------------------------
Steel -- 1.1%
2,000,492 Atkore International, Inc., First Lien Initial Term Loan,
4.5%, 4/9/21 $ 1,860,457
777,008 JMC Steel Group, Inc., Term Loan, 4.75%, 4/1/17 755,398
657,268 TMS International Corp., Term B Loan, 4.5%, 10/16/20 621,119
--------------
$ 3,236,974
--------------
Total Materials $ 47,322,194
----------------------------------------------------------------------------------------------------
MEDIA -- 14.7%
Advertising -- 1.8%
3,065,443 Affinion Group, Inc., Tranche B Term Loan, 6.75%,
4/30/18 $ 2,870,021
632,000 Checkout Holding Corp., First Lien Term B Loan,
4.5%, 4/9/21 537,200
1,000,000 Checkout Holding Corp., Second Lien Initial Loan,
7.75%, 4/11/22 615,300
1,993,625 Crossmark Holdings, Inc., First Lien Term Loan,
4.5%, 12/20/19 1,495,219
--------------
$ 5,517,740
----------------------------------------------------------------------------------------------------
Broadcasting -- 3.2%
388,781 CBS Outdoor Americas Capital LLC (CBS Outdoor
Americas Capital Corp.), Term Loan, 3.0%, 2/1/21 $ 385,825
281,216 Entercom Radio LLC, Term B-2 Loan, 5.25%, 11/23/18 280,864
532,752 Gray Television, Inc., Initial Term Loan, 3.75%, 6/13/21 530,643
883,889 Hubbard Radio LLC, Term Loan, 4.25%, 5/27/22 839,695
1,697,500 MCC Iowa LLC, Tranche G Term Loan, 4.0%, 1/20/20 1,695,378
1,876,800 MCC Iowa LLC, Tranche H Term Loan, 3.25%, 1/29/21 1,858,032
997,500 Sinclair Television Group, Inc., Incremental Tranche B-1
Term Loan, 3.5%, 7/30/21 991,682
1,015,594 Sinclair Television Group, Inc., Tranche B Term Loan,
3.0%, 4/9/20 1,002,264
2,150,802 Univision Communications, Inc., Replacement First Lien
Term Loan, 4.0%, 3/1/20 2,126,102
--------------
$ 9,710,485
----------------------------------------------------------------------------------------------------
Cable & Satellite -- 4.8%
299,250 Altice Financing SA, Dollar Denominated Tranche Loan,
5.25%, 2/4/22 $ 298,455
2,545,571 Cequel Communications LLC, Term Loan, 3.5%, 2/14/19 2,522,152
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 25
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Cable & Satellite -- (continued)
1,998,988 Charter Communications Operating LLC, Term F Loan,
3.0%, 1/3/21 $ 1,972,573
2,673,000 Endemol, Term Loan, 6.75%, 8/13/21 2,512,620
246,881 Learfield Communications, Inc., First Lien 2014
Replacement Term Loan, 4.5%, 10/9/20 246,804
685,000 Learfield Communications, Inc., Initial Second Lien Term
Loan, 8.75%, 10/8/21 679,862
3,389,306 Telesat Canada, US Term B-2 Loan, 3.5%, 3/28/19 3,365,299
1,117,713 Virgin Media Investment Holdings, Ltd., Facility F, 3.5%,
6/30/23 1,102,695
2,022,715 WideOpenWest Finance LLC, Replacement Term B Loan,
4.5%, 4/1/19 1,981,840
--------------
$ 14,682,300
----------------------------------------------------------------------------------------------------
Movies & Entertainment -- 2.1%
1,157,908 AMC Entertainment, Inc., Initial Term Loan, 3.5%,
4/30/20 $ 1,158,632
500,000 CDS US Intermediate Holdings, Inc. (Cirque Du Soleil
Canada, Inc.), First Lien Initial Term Loan, 5.0%, 7/8/22 497,500
1,000,000 CDS US Intermediate Holdings, Inc. (Cirque Du Soleil
Canada, Inc.), Second Lien Initial Term Loan, 9.25%,
7/10/23 981,667
346,582 Cinedigm Digital Funding I LLC, Term Loan, 3.75%,
2/28/18 346,582
713,235 Kasima LLC, Term Loan, 3.25%, 5/17/21 711,601
1,075,250 Seminole Hard Rock Entertainment, Inc., Term Loan B,
3.5%, 5/14/20 1,059,793
1,673,027 WMG Acquisitions Corp., Tranche B Refinancing Term
Loan, 3.75%, 7/1/20 1,617,159
--------------
$ 6,372,934
----------------------------------------------------------------------------------------------------
Publishing -- 2.8%
1,600,783 Cengage Learning Acquisitions, Inc., Term Loan,
7.0%, 3/31/20 $ 1,579,773
698,250 Houghton Mifflin Holdings, Inc., Term Loan, 4.0%,
5/28/21 670,320
530,569 Interactive Data Corp., Term Loan, 4.75%, 5/2/21 530,208
257,825 Lee Enterprises, Inc., First Lien Term Loan, 7.25%,
3/31/19 254,357
1,460,341 McGraw-Hill Global Education Holdings LLC, Term B
Loan Refinancing, 4.75%, 3/22/19 1,463,992
1,842,188 McGraw-Hill School Education Holdings LLC, Term B
Loan, 6.25%, 12/18/19 1,839,885
The accompanying notes are an integral part of these financial statements.
26 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Publishing -- (continued)
820,000 Quincy Newspapers, Inc., Term B Loan, 4.5%, 11/2/22 $ 816,925
1,393,000 Springer SBM Two GmbH, Initial Term B9 Loan,
4.75%, 8/14/20 1,356,434
--------------
$ 8,511,894
--------------
Total Media $ 44,795,353
----------------------------------------------------------------------------------------------------
PHARMACEUTICALS, BIOTECHNOLOGY & LIFE
SCIENCES -- 2.9%
Biotechnology -- 0.9%
914,292 Alkermes, Inc., 2019 Term Loan, 3.5%, 9/25/19 $ 912,578
1,995,000 Lantheus Medical Imaging, Inc., Term Loan, 7.0%,
6/30/22 1,845,375
--------------
$ 2,757,953
----------------------------------------------------------------------------------------------------
Life Sciences Tools & Services -- 0.6%
2,000,000 Albany Molecular Research, Inc., Term Loan B, 5.75%,
7/16/21 $ 1,995,000
----------------------------------------------------------------------------------------------------
Pharmaceuticals -- 1.4%
1,500,000 Concordia Healthcare Corp., Initial Dollar Term Loan,
4.25%, 10/21/21 $ 1,433,907
312,365 Endo Luxembourg Finance Company I S.a.r.l., Term
Loan B, 3.75%, 9/26/22 307,549
1,061,563 Patheon, Inc., Term Loan, 4.25%, 3/11/21 1,038,474
852,793 Valeant Pharmaceuticals International, Inc., Series C-2
Tranche B Term Loan, 3.75%, 12/11/19 807,666
639,595 Valeant Pharmaceuticals International, Inc., Series D-2
Term Loan B, 3.5%, 2/13/19 605,057
--------------
$ 4,192,653
--------------
Total Pharmaceuticals, Biotechnology & Life Sciences $ 8,945,606
----------------------------------------------------------------------------------------------------
REAL ESTATE -- 2.4%
Real Estate Services -- 1.0%
2,000,251 Altisource Solutions S.a.r.l, Term Loan B, 4.5%, 12/9/20 $ 1,785,224
1,369,093 GCA Services Group, Inc., First Lien Term Loan, 4.25%,
11/1/19 1,365,243
--------------
$ 3,150,467
----------------------------------------------------------------------------------------------------
Retail REIT -- 0.8%
1,269,099 DTZ US Borrower LLC, First Lien Initial Term Loan,
4.25%, 11/4/21 $ 1,252,245
1,000,000 DTZ US Borrower LLC, Second Lien Initial Term Loan,
9.25%, 11/4/22 995,000
--------------
$ 2,247,245
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 27
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Specialized REIT -- 0.6%
1,995,000 Communications Sales & Leasing, Inc. (CSL Capital LLC),
Term Loan, 5.0%, 10/24/22 $ 1,866,883
--------------
Total Real Estate $ 7,264,595
----------------------------------------------------------------------------------------------------
RETAILING -- 3.4%
Apparel Retail -- 0.4%
518,433 Hudson's Bay Co., Term Loan B, 4.75%, 9/30/22 $ 517,542
783,239 Men's Wearhouse, Inc., Term Loan B, 4.5%, 6/18/21 733,634
--------------
$ 1,251,176
----------------------------------------------------------------------------------------------------
Automotive Retail -- 0.8%
1,510,748 CWGS Group LLC, Term Loan, 5.25%, 2/20/20 $ 1,501,306
972,500 Hertz Corp., Tranche B-1 Term Loan, 3.75%, 3/11/18 971,082
--------------
$ 2,472,388
----------------------------------------------------------------------------------------------------
Computer & Electronics Retail -- 0.5%
197,000 Rent-A-Center, Inc., 2014 Term Loan, 3.75%, 3/19/21 $ 191,208
1,559,594 Targus Group International, Inc., Term Loan, 14.75%,
5/24/16 1,146,302
--------------
$ 1,337,510
----------------------------------------------------------------------------------------------------
Home Improvement Retail -- 0.2%
731,250 Apex Tool Group LLC, Term Loan, 4.5%, 1/31/20 $ 712,969
----------------------------------------------------------------------------------------------------
Specialty Stores -- 1.5%
1,773,333 Dollar Tree, Inc., Term B-1 Loan, 3.5%, 7/6/22 $ 1,769,824
1,990,000 Petsmart, Inc., Tranche B-1 Loan, 4.25%, 3/11/22 1,961,021
750,000 Staples, Inc., First Lien Term Loan, 2.75%, 4/23/21 742,396
--------------
$ 4,473,241
--------------
Total Retailing $ 10,247,284
----------------------------------------------------------------------------------------------------
SEMICONDUCTORS & SEMICONDUCTOR
EQUIPMENT -- 1.2%
Semiconductor Equipment -- 0.3%
597,558 Entegris, Inc., Tranche B Term Loan, 3.5%, 4/30/21 $ 595,441
393,009 VAT Lux II S.a.r.l., Term Loan, 4.25%, 2/11/21 391,535
--------------
$ 986,976
----------------------------------------------------------------------------------------------------
Semiconductors -- 0.9%
1,755,942 M/A-COM Technology Solutions Holdings, Inc., Initial
Term Loan, 4.5%, 5/7/21 $ 1,755,942
823,871 Microsemi Corp., Term Loan, 3.25%, 2/19/20 819,580
--------------
$ 2,575,522
--------------
Total Semiconductors & Semiconductor Equipment $ 3,562,498
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
28 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
SOFTWARE & SERVICES -- 10.4%
Application Software -- 4.5%
991,008 Applied Systems, Inc., First Lien Term Loan, 4.25%,
1/25/21 $ 977,898
988,007 Applied Systems, Inc., Second Lien Term Loan, 7.5%,
1/24/22 959,601
978,320 Epiq Systems, Inc., Term Loan, 4.5%, 8/27/20 963,645
1,125,183 Expert Global Solutions, Inc., Advance First Lien Term
Loan B, 8.5%, 4/3/18 1,116,744
1,044,990 Infor (US), Inc., Tranche B-5 Term Loan, 3.75%, 6/3/20 999,925
1,511,232 Nuance Communications, Inc., Term Loan C, 2.99%,
8/7/19 1,496,119
1,938,295 Serena Software, Inc., Term Loan, 7.5%, 4/14/20 1,928,604
1,056,648 STG-Fairway Acquisitions, Inc., First Lien Term Loan,
6.25%, 6/30/22 1,038,817
1,411,935 Verint Systems, Inc., Tranche B Incremental Term Loan,
3.5%, 9/6/19 1,409,464
1,000,000 Vertafore, Inc., Second Lien Term Loan, 9.75%, 10/27/17 1,002,500
1,845,991 Vertafore, Inc., Term Loan, 4.25%, 10/3/19 1,844,145
--------------
$ 13,737,462
----------------------------------------------------------------------------------------------------
Data Processing & Outsourced Services -- 0.7%
1,000,000 First Data Corp., 2018 B Second New Term Loan,
3.7%, 9/24/18 $ 991,875
1,187,493 First Data Corp., 2018 Dollar Term Loan, 3.7%, 3/23/18 1,178,587
--------------
$ 2,170,462
----------------------------------------------------------------------------------------------------
Home Entertainment Software -- 0.4%
1,259,001 MA Financeco LLC, Initial Tranche B Term Loan,
5.25%, 11/19/21 $ 1,256,415
----------------------------------------------------------------------------------------------------
Internet Software & Services -- 1.0%
1,050,000 Match Group, Inc., Term B-1 Loan, 5.5%, 11/16/22 $ 1,044,750
1,521,788 Vocus Valor Companies, Inc., First Lien Initial Term Loan,
6.0%, 5/30/21 1,493,255
492,442 Zayo Group LLC (Zayo Capital, Inc.), Term Loan, 3.75%,
5/6/21 487,957
--------------
$ 3,025,962
----------------------------------------------------------------------------------------------------
IT Consulting & Other Services -- 2.6%
1,641,341 Booz Allen Hamilton, Inc., Initial Tranche B Term Loan,
3.75%, 7/31/19 $ 1,647,086
3,456,250 Evergreen Skills Lux S.a r.l., First Lien Initial Term Loan,
5.75%, 4/28/21 2,941,990
1,000,000 Evergreen Skills Lux S.a r.l., Second Lien Initial Term
Loan, 9.25%, 4/28/22 756,500
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 29
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
IT Consulting & Other Services -- (continued)
485,458 Kronos, Inc., First Lien Incremental Term Loan,
4.5%, 10/30/19 $ 483,259
696,500 Science Applications International Corp., Incremental
Tranche B Loan, 3.75%, 5/4/22 696,645
1,375,000 Sitel Worldwide Corp., First Lien Term B-1 Loan, 6.5%,
9/18/21 1,357,812
--------------
$ 7,883,292
----------------------------------------------------------------------------------------------------
Systems Software -- 1.2%
1,240,625 AVG Technologies NV (AVG Corporate Services BV),
Term Loan, 5.75%, 10/15/20 $ 1,238,299
1,259,063 MSC.Software Corp., Term Loan, 5.0%, 5/29/20 1,183,519
1,254,584 Rovi Solutions Corp., Term B Loan, 3.75%, 7/2/21 1,181,400
--------------
$ 3,603,218
--------------
Total Software & Services $ 31,676,811
----------------------------------------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 2.8%
Communications Equipment -- 0.4%
684,575 Audio Visual Services Group, Inc., First Lien Term Loan,
4.5%, 1/25/21 $ 676,446
500,000 Commscope, Inc., Tranche 5 Term Loan, 3.75%,
12/29/22 495,000
--------------
$ 1,171,446
----------------------------------------------------------------------------------------------------
Electronic Components -- 0.6%
671,189 Generac Power Systems, Inc., Term Loan, 3.5%, 5/31/20 $ 659,443
1,218,875 Mirion Technologies (Finance) LLC (Mirion Technologies,
Inc.), First Lien Initial Term Loan, 5.75%, 3/31/22 1,218,266
--------------
$ 1,877,709
----------------------------------------------------------------------------------------------------
Electronic Equipment & Instruments -- 0.1%
483,310 Sensus USA, Inc., Term Loan, 4.5%, 5/9/17 $ 476,060
----------------------------------------------------------------------------------------------------
Electronic Manufacturing Services -- 0.6%
1,920,600 4L Technologies, Inc. (fka Clover Holdings, Inc.), Term
Loan, 6.75%, 5/8/20 $ 1,824,570
----------------------------------------------------------------------------------------------------
Technology Distributors -- 1.1%
500,000 CDW LLC (fka CDW Corp.), Term Loan, 2.25%, 4/29/20 $ 484,018
1,407,593 Deltek, Inc., First Lien Term Loan, 5.0%, 6/25/22 1,402,315
177,220 SS&C European Holdings S.a.r.l., Term B-2 Loan,
3.75%, 7/8/22 177,156
1,179,193 SS&C Technologies, Inc., Term B-1 Loan, 3.75%, 7/8/22 1,178,772
--------------
$ 3,242,261
--------------
Total Technology Hardware & Equipment $ 8,592,046
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
30 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 2.8%
Integrated Telecommunication Services -- 1.8%
1,243,750 GCI Holdings, Inc., New Term B Loan, 4.0%, 2/2/22 $ 1,246,859
1,000,000 Level 3 Financing, Inc., Tranche B 2022 Term Loan,
3.5%, 5/31/22 992,875
1,838,733 Securus Technologies Holdings, Inc., Initial First Lien
Term Loan, 4.75%, 4/30/20 1,493,971
500,000 Securus Technologies Holdings, Inc., Term Loan B2,
5.25%, 4/30/20 406,250
1,406,212 West Corp., Term B-10 Loan, 3.25%, 6/30/18 1,389,184
--------------
$ 5,529,139
----------------------------------------------------------------------------------------------------
Wireless Telecommunication Services -- 1.0%
1,420,346 Crown Castle Operating Co., Extended Incremental
Tranche B-2 Term Loan, 3.0%, 1/31/21 $ 1,412,178
1,895,657 Syniverse Holdings, Inc., Initial Term Loan, 4.0%,
4/23/19 1,488,091
--------------
$ 2,900,269
--------------
Total Telecommunication Services $ 8,429,408
----------------------------------------------------------------------------------------------------
TRANSPORTATION -- 5.0%
Air Freight & Logistics -- 0.6%
1,721,635 Dematic Corp., New Incremental Term Loan, 4.25%,
12/28/19 $ 1,711,950
----------------------------------------------------------------------------------------------------
Airlines -- 2.6%
2,947,500 American Airlines, Inc., 2015 New Term Loan,
3.25%, 6/27/20 $ 2,918,025
243,750 Continental Airlines, Inc. (United Air Lines, Inc.), Class B
Term Loan, 3.25%, 4/1/19 242,607
1,458,750 Delta Air Lines, Inc., 2014 Term B-1 Loan, 3.25%,
10/18/18 1,458,066
1,267,875 US Airways, Inc., Tranche B-1 Term Loan, 3.5%, 5/23/19 1,260,149
2,113,125 US Airways, Inc., Tranche B-2 Term Loan, 3.0%,
11/23/16 2,111,475
--------------
$ 7,990,322
----------------------------------------------------------------------------------------------------
Marine -- 0.9%
1,721,810 Commercial Barge Line Co., Initial Term Loan,
8.75%, 11/12/20 $ 1,661,546
1,199,013 Navios Maritime Partners LP, Term Loan, 5.25%, 6/27/18 1,169,038
--------------
$ 2,830,584
----------------------------------------------------------------------------------------------------
Trucking -- 0.9%
407,950 PODS LLC, Initial First Lien Term Loan, 4.5%, 2/2/22 $ 406,421
786,000 Syncreon Global Finance, Inc., Term Loan,
5.25%, 10/28/20 637,970
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 31
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Trucking -- (continued)
1,633,562 YRC Worldwide, Inc., Initial Term Loan, 8.25%, 2/13/19 $ 1,531,464
--------------
$ 2,575,855
--------------
Total Transportation $ 15,108,711
----------------------------------------------------------------------------------------------------
UTILITIES -- 4.0%
Electric Utilities -- 2.3%
1,055,441 Atlantic Power LP., Term Loan,
4.75%, 2/24/21 $ 1,056,760
2,199,375 Calpine Construction Finance Co., LP, Term B-1 Loan,
3.0%, 5/3/20 2,115,981
1,015,080 ExGen Renewables LLC, Term Loan, 5.25%, 2/6/21 1,022,693
992,500 Southeast PowerGen LLC, Term Loan B, 4.5%, 12/2/21 988,778
1,905,131 Terra-Gen Finance Co., LLC, Term Loan B, 5.25%, 12/9/21 1,838,452
--------------
$ 7,022,664
----------------------------------------------------------------------------------------------------
Independent Power Producers & Energy Traders -- 1.4%
485,000 Calpine Corp., Term Loan, 4.0%, 10/9/19 $ 483,382
1,655,850 Calpine Corp., Term Loan B, 3.5%, 5/27/22 1,619,973
1,052,692 Dynegy, Inc., Tranche B-2 Term Loan, 4.0%, 4/23/20 1,036,902
1,213,826 NRG Energy, Inc., 2013 Term Loan, 2.75%, 7/1/18 1,187,021
--------------
$ 4,327,278
----------------------------------------------------------------------------------------------------
Water Utilities -- 0.3%
851,500 WTG Holdings III Corp., First Lien Term Loan, 4.75%,
1/15/21 $ 845,114
--------------
Total Utilities $ 12,195,056
----------------------------------------------------------------------------------------------------
TOTAL SENIOR SECURED FLOATING RATE
LOAN INTERESTS
(Cost $433,272,594) $ 416,188,919
----------------------------------------------------------------------------------------------------
COLLATERALIZED LOAN OBLIGATIONS -- 2.5%
of Net Assets
BANKS -- 2.5%
Diversified Banks -- 0.6%
1,000,000(a) Primus, Ltd., Series 2007-2A, Class D, 2.689%,
7/15/21 (144A) $ 951,994
951,289(a) Stanfield McLaren, Ltd., Series 2007-1A, Class B2L,
4.907%, 2/27/21 (144A) 904,025
--------------
$ 1,856,019
----------------------------------------------------------------------------------------------------
Thrifts & Mortgage Finance -- 1.9%
1,000,000(a) ACA, Ltd., Series 2007-1A, Class D, 2.639%,
6/15/22 (144A) $ 944,649
1,000,000(a) Goldman Sachs Asset Management Plc, Series 2007-1A,
Class D, 3.079%, 8/1/22 (144A) 995,562
The accompanying notes are an integral part of these financial statements.
32 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Thrifts & Mortgage Finance -- (continued)
1,000,000(a) Gulf Stream -- Sextant, Ltd., Series 2007-1A, Class D,
2.734%, 6/17/21 (144A) $ 982,466
1,000,000(a) Landmark CDO, Ltd., Series 2007-9A, Class E, 3.821%,
4/15/21 (144A) 939,490
2,000,000(a) Stone Tower, Ltd., Series 2007-6A, Class C, 1.665%,
4/17/21 (144A) 1,926,606
--------------
$ 5,788,773
--------------
Total Banks $ 7,644,792
----------------------------------------------------------------------------------------------------
TOTAL COLLATERALIZED LOAN OBLIGATIONS
(Cost $7,102,357) $ 7,644,792
----------------------------------------------------------------------------------------------------
CORPORATE BONDS & NOTES -- 2.2% of
Net Assets
CAPITAL GOODS -- 0.3%
Trading Companies & Distributors -- 0.3%
900,000 United Rentals North America, Inc., 4.625%, 7/15/23 $ 894,375
--------------
Total Capital Goods $ 894,375
----------------------------------------------------------------------------------------------------
ENERGY -- 0.4%
Oil & Gas Drilling -- 0.0%+
250,000(b) Offshore Group Investment, Ltd., 7.5%, 11/1/19 $ 73,750
----------------------------------------------------------------------------------------------------
Oil & Gas Equipment & Services -- 0.2%
720,000(a) FTS International, Inc., 7.837% , 6/15/20 (144A) $ 534,590
----------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 0.2%
625,000 WPX Energy, Inc., 7.5%, 8/1/20 $ 589,062
--------------
Total Energy $ 1,197,402
----------------------------------------------------------------------------------------------------
INSURANCE -- 1.3%
Reinsurance -- 1.3%
500,000(a) Alamo Re, Ltd., 6.068%, 6/7/18 (144A) (Cat Bond) $ 517,250
250,000(a) Atlas Reinsurance VII, Ltd., 8.416%, 1/7/16 (144A)
(Cat Bond) 251,100
250,000(a) Compass Re II, Ltd., 0.168%, 12/8/15 (144A)
(Cat Bond) 249,850
250,000(a) East Lane Re V, Ltd., 9.173%, 3/16/16 (144A)
(Cat Bond) 254,550
548,100(d)(f) Exeter Segregated Account (Kane SAC, Ltd.), Variable
Rate Notes, 1/7/16 598,525
250,000(a) Kilimanjaro Re, Ltd., 6.918%, 12/6/19 (144A)
(Cat Bond) 249,950
250,000(a) Kilimanjaro Re, Ltd., 9.418%, 12/6/19 (144A)
(Cat Bond) 249,900
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 33
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
----------------------------------------------------------------------------------------------------
Reinsurance -- (continued)
266,800(d)(f) Muirfield Segregated Account (Kane SAC, Ltd.), Variable
Rate Notes, 1/12/16 $ 299,617
250,000(a) Mythen Re, Ltd. Series 2012-2, Class A, 8.646%,
1/5/17 (144A) (Cat Bond) 257,275
250,000(a) Queen Street VII Re, Ltd., 8.773%, 4/8/16 (144A)
(Cat Bond) 250,125
275,300(d)(f) Troon Segregated Account (Kane SAC, Ltd.), Variable
Rate Notes, 1/12/16 299,719
500,000(a) Vita Capital V, Ltd., 2.863%, 1/15/17 (144A)
(Cat Bond) 503,500
--------------
$ 3,981,361
--------------
Total Insurance $ 3,981,361
----------------------------------------------------------------------------------------------------
SEMICONDUCTORS & SEMICONDUCTOR
EQUIPMENT -- 0.2%
Semiconductors -- 0.2%
750,000 Micron Technology, Inc., 5.25%, 8/1/23 (144A) $ 705,000
--------------
Total Semiconductors & Semiconductor Equipment $ 705,000
----------------------------------------------------------------------------------------------------
TOTAL CORPORATE BONDS & NOTES
(Cost $7,078,655) $ 6,778,138
----------------------------------------------------------------------------------------------------
US GOVERNMENT AND AGENCY OBLIGATIONS --
0.9% of Net Assets
1,405,000(a) U.S. Treasury Notes, 0.185%, 1/31/16 $ 1,405,060
1,405,000(a) U.S. Treasury Notes, 0.21%, 7/31/16 1,405,221
--------------
$ 2,810,281
----------------------------------------------------------------------------------------------------
TOTAL US GOVERNMENT AND AGENCY OBLIGATIONS
(Cost $2,810,697) $ 2,810,281
----------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------
Shares
----------------------------------------------------------------------------------------------------
EXCHANGE-TRADED FUND -- 0.3% of Net Assets
DIVERSIFIED FINANCIALS -- 0.3%
Other Diversified Financial Services -- 0.3%
42,000 PowerShares Senior Loan Portfolio $ 952,980
--------------
Total Diversified Financials $ 952,980
----------------------------------------------------------------------------------------------------
TOTAL EXCHANGE-TRADED FUND
(Cost $1,009,260) $ 952,980
----------------------------------------------------------------------------------------------------
COMMON STOCKS -- 0.3% of Net Assets
INDUSTRIALS -- 0.0%+
Diversified Support Services -- 0.0%+
31(e) IAP Worldwide Services, Inc. $ 47,238
--------------
Total Industrials $ 47,238
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
34 Pioneer Floating Rate Trust | Annual Report | 11/30/15
----------------------------------------------------------------------------------------------------
Shares Value
----------------------------------------------------------------------------------------------------
MEDIA -- 0.1%
Publishing -- 0.1%
14,548(e) Cengage Learning Acquisitions, Inc. $ 349,152
--------------
Total Media $ 349,152
----------------------------------------------------------------------------------------------------
PHARMACEUTICALS, BIOTECHNOLOGY & LIFE
SCIENCES -- 0.0%+
Biotechnology -- 0.0%+
2,454(e) Progenics Pharmaceuticals, Inc. $ 16,491
--------------
Total Pharmaceuticals, Biotechnology & Life Sciences $ 16,491
----------------------------------------------------------------------------------------------------
TRANSPORTATION -- 0.2%
Air Freight & Logistics -- 0.2%
710(e) CEVA Holdings LLC $ 365,542
--------------
Total Transportation $ 365,542
----------------------------------------------------------------------------------------------------
UTILITIES -- 0.0%+
Independent Power Producers & Energy
Traders -- 0.0%+
775 NRG Energy, Inc. $ 9,579
--------------
Total Utilities $ 9,579
----------------------------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $1,298,131) $ 788,002
----------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------
Principal
Amount
USD ($)
----------------------------------------------------------------------------------------------------
TEMPORARY CASH INVESTMENTS -- 2.7%
of Net Assets
COMMERCIAL PAPER -- 1.9%
1,140,000 Barclays Bank Plc, 0.12%, 12/1/15 $ 1,139,992
1,140,000 BNP Paribas SA, 0.11%, 12/1/15 1,139,996
1,140,000 Prudential Funding LLC, 0.06%, 12/1/15 1,139,996
1,140,000 Societe Generale, 0.04%, 12/1/15 1,139,997
1,140,000 Total SA, 0.06%, 12/1/15 1,139,996
--------------
$ 5,699,977
----------------------------------------------------------------------------------------------------
REPURCHASE AGREEMENT -- 0.8%
2,390,000 Bank of Nova Scotia, 0.14%, dated 11/30/15,
repurchase price of $2,390,000 plus accrued interest
on 12/1/15 collateralized by:
$364,324 Freddie Mac Giant, 3.5%, 8/1/26, $3,866
Federal National Mortgage Association (ARM),
2.607%-3.420%, 10/1/36-6/1/44, $1,208,586 Federal
National Mortgage Association, 3.0% -- 4.5%,
9/1/27 -- 9/1/45 and $861,035 Government National
Mortgage Association (ARM), 4.65%, 5/20/62 $ 2,390,000
----------------------------------------------------------------------------------------------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $8,090,000) $ 8,089,977
----------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 35
Schedule of Investments | 11/30/15 (continued)
----------------------------------------------------------------------------------------------------
Value
----------------------------------------------------------------------------------------------------
TOTAL INVESTMENTS IN SECURITIES -- 145.6%
(Cost -- $460,661,694) (g) $ 443,253,089
----------------------------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- (45.6)% $ (138,896,586)
----------------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO SHAREOWNERS -- 100.0% $ 304,356,503
====================================================================================================
REIT Real Estate Investment Trust.
(144A) Security is exempt from registration under Rule 144A of the
Securities Act of 1933. Such securities may be resold normally to
qualified institutional buyers in a transaction exempt from
registration. At November 30, 2015, the value of these securities
amounted to $11,667,882, or 3.8% of total net assets applicable to
shareowners.
(Cat Bond) Catastrophe or Event-linked bond. At November 30, 2015, the value
of these securities amounted to $2,783,500, or 0.9% of total net
assets applicable to shareowners. See Notes to Financial
Statements -- Note 1F.
+ Amount rounds to less than 0.1%.
* 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 European banks, such as LIBOR (London InterBank
Offered Rate), (ii) the prime rate offered by one or more major
United States banks, (iii) the rate of a certificate of deposit or
(iv) other base lending rates used by commercial lenders. The
interest rate shown is the rate accruing at November 30, 2015.
(a) Floating rate note. The rate shown is the coupon rate at November
30, 2015.
(b) Security is in default.
(c) Payment in Kind (PIK) security which may pay interest in the form
of additional principal amount.
(d) Structured reinsurance investment. At November 30, 2015, the value
of these securities amounted to $1,197,861, or 0.4% of total net
assets applicable to shareowners. See Notes to Financial
Statements -- Note 1F.
(e) Non-income producing.
(f) Rate to be determined.
(g) At November 30, 2015, the net unrealized depreciation on
investments based on cost for federal tax purposes of $460,672,685
was as follows:
Aggregate gross unrealized appreciation for all investments in which
there is an excess of value over tax cost $ 2,407,545
Aggregate gross unrealized depreciation for all investments in which
there is an excess of tax cost over value (19,827,141)
------------
Net unrealized depreciation $(17,419,596)
============
For financial reporting purposes net unrealized depreciation on investments was
$17,408,605 and cost of investments aggregated $460,661,694.
Purchases and sales of securities (excluding temporary cash investments) for the
year ended November 30, 2015 were as follows:
--------------------------------------------------------------------------------
Purchases Sales
--------------------------------------------------------------------------------
Long-Term U.S. Government $ -- $ 4,404,725
Other Long-Term Securities $174,748,292 $180,518,395
The accompanying notes are an integral part of these financial statements.
36 Pioneer Floating Rate Trust | Annual Report | 11/30/15
CENTRALLY CLEARED CREDIT DEFAULT SWAP AGREEMENTS -- SELL PROTECTION
-----------------------------------------------------------------------------------------------------------------
Net
Notional Obligation Credit Expiration Premiums Unrealized
Principal ($)(1) Exchange Entity/Index Coupon Rating(2) Date Paid Depreciation
-----------------------------------------------------------------------------------------------------------------
1,089,000 Chicago Markit CDX North 5.00% B+ 6/20/20 $65,554 $(5,853)
Mercantile America High Yield
Exchange Index Series 24
-----------------------------------------------------------------------------------------------------------------
(1) The notional amount is the maximum amount that a seller of credit
protection would be obligated to pay upon occurrence of a credit event.
(2) Based on Standard & Poor's rating of the issuer or weighted average of all
the underlying securities of the index.
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.
The following is a summary of the inputs used as of November 30, 2015, in
valuing the Trust's investments.
-------------------------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
-------------------------------------------------------------------------------------------------
Senior Secured Floating
Loan Interests $ -- $ 416,188,919 $ -- $ 416,188,919
Collateralized Loan Obligations -- 7,644,792 -- 7,644,792
Corporate Bonds & Notes
Insurance
Reinsurance -- 2,783,500 1,197,861 3,981,361
All Other Corporate Bonds
& Notes -- 2,796,777 -- 2,796,777
US Government and
Agency Obligations -- 2,810,281 -- 2,810,281
Exchange - Traded Fund 952,980 -- -- 952,980
Common Stocks
Industrials
Diversified Support Services -- 47,238 -- 47,238
Media
Publishing -- 349,152 -- 349,152
Transportation
Air Freight & Logistics -- 365,542 -- 365,542
All Other Common Stocks 26,070 -- -- 26,070
Commercial Paper -- 5,699,977 -- 5,699,977
Repurchase Agreement -- 2,390,000 -- 2,390,000
-------------------------------------------------------------------------------------------------
Total Investments in Securities $979,050 $ 441,076,178 $1,197,861 $ 443,253,089
=================================================================================================
Other Financial Instruments
Liabilities:
Unrealized depreciation on
swap contracts $ -- $ (5,853) $ -- $ (5,853)
-------------------------------------------------------------------------------------------------
Total Other Financial Instruments $ -- $ (5,853) $ -- $ (5,853)
=================================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 37
Schedule of Investments | 11/30/15 (continued)
The following is a summary of the fair valuation of certain of the Trust's
assets and liabilities as of November 30, 2015:
-------------------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
-------------------------------------------------------------------------------------------
Assets:
Foreign currencies, at value $ -- $ 53,482 $ -- $ 53,482
Swap collateral -- 75,000 -- 75,000
Variation margin for
centrally cleared swap contracts -- 1,456 -- 1,456
Liabilities:
Outstanding borrowings -- (150,450,000) -- (150,450,000)
Cash due to broker -- (58,228) -- (58,228)
-------------------------------------------------------------------------------------------
Total $ -- $(150,378,290) $ -- $(150,378,290)
===========================================================================================
The following is a reconciliation of assets valued using significant
unobservable inputs (Level 3):
-----------------------------------------------------------------------------------------------------------------------------
Change in
Balance Realized unrealized Accrued Transfers Transfers Balance
as of gain appreciation discounts/ in to out of as of
11/30/14 (loss)(1) (depreciation)(2) Purchases Sales premiums Level 3* Level 3* 11/30/15
-----------------------------------------------------------------------------------------------------------------------------
Corporate Bonds
& Notes
Insurance
Reinsurance $ -- $ -- $107,661 $1,090,200 $ -- $ -- $ -- $ -- $1,197,861
-----------------------------------------------------------------------------------------------------------------------------
Total $ -- $ -- $107,661 $1,090,200 $ -- $ -- $ -- $ -- $1,197,861
=============================================================================================================================
* Transfers are calculated on the beginning of period value. For the year
ended November 30, 2015, there were no transfers between Levels 1, 2 and 3.
(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 appreciation (depreciation) from investments in
the Statement of Operations.
Net change in unrealized appreciation of Level 3 investments still held and
considered Level 3 at November 30, 2015: $107,661.
The accompanying notes are an integral part of these financial statements.
38 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Statement of Assets and Liabilities | 11/30/15
ASSETS:
Investments in securities, at value (cost $460,661,694) $ 443,253,089
Cash 13,157,448
Foreign currencies, at value (cost $68,505) 53,482
Credit default swaps, premium paid 65,554
Swap collateral 75,000
Receivables --
Investment securities sold 8,801,145
Interest 2,561,077
Dividends 33,525
Variation margin for centrally cleared swap contracts 1,456
--------------------------------------------------------------------------------
Total assets $ 468,001,776
--------------------------------------------------------------------------------
LIABILITIES:
Payables --
Outstanding borrowings $ 150,450,000
Investment securities purchased 12,520,374
Trustees' fees 2,694
Administration fee 102,229
Interest expense 25,339
Cash due to broker 58,228
Unrealized depreciation on swap contracts 5,853
Due to affiliates 263,637
Accrued expenses 216,919
--------------------------------------------------------------------------------
Total liabilities $ 163,645,273
--------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO SHAREOWNERS:
Paid-in capital $ 465,543,677
Undistributed net investment income 1,382,691
Accumulated net realized loss on investments, swap contracts,
and foreign currency transactions (145,140,634)
Net unrealized depreciation on investments (17,408,605)
Net unrealized appreciation on unfunded loan commitments 8,871
Net unrealized depreciation on swap contracts (5,853)
Net unrealized depreciation on other assets and liabilities
denominated in foreign currencies (23,644)
--------------------------------------------------------------------------------
Net assets applicable to shareowners $ 304,356,503
--------------------------------------------------------------------------------
NET ASSET VALUE PER SHARE:
No par value (unlimited number of shares authorized)
Based on $304,356,503/24,738,174 shares $ 12.30
================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 39
Statement of Operations
For the Year Ended 11/30/15
INVESTMENT INCOME:
Interest $24,066,175
Dividends 94,902
Loan facility and other income 359,241
-------------------------------------------------------------------------------------------
Total investment income $ 24,520,318
-------------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 3,277,232
Administrative expense 260,456
Transfer agent fees 9,782
Shareholder communications expense 38,097
Custodian fees 78,166
Professional fees 155,799
Printing expenses 8,496
Trustees' fees 17,849
Pricing fees 50,094
Interest expense 1,601,795
Miscellaneous 195,830
-------------------------------------------------------------------------------------------
Total expenses $ 5,693,596
-------------------------------------------------------------------------------------------
Net investment income $ 18,826,722
-------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS,
SWAP CONTRACTS, UNFUNDED LOAN COMMITMENTS, AND
FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) on:
Investments $(8,434,156)
Swap contracts 3,019
Other assets and liabilities denominated
in foreign currencies 2,111 $ (8,429,026)
-------------------------------------------------------------------------------------------
Change in net unrealized appreciation (depreciation) on:
Investments $(6,065,182)
Swap contracts (5,853)
Unfunded loan commitments 2,718
Other assets and liabilities denominated
in foreign currencies (15,790) $ (6,084,107)
-------------------------------------------------------------------------------------------
Net realized and unrealized loss on investments, swap
contracts, unfunded loan commitments, and foreign
currency transactions $(14,513,133)
-------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 4,313,589
===========================================================================================
The accompanying notes are an integral part of these financial statements.
40 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Statements of Changes in Net Assets
-------------------------------------------------------------------------------------------
Year Year
Ended Ended
11/30/15 11/30/14
-------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment income $ 18,826,722 $ 18,450,789
Net realized gain (loss) on investments, swap contracts,
and foreign currency transactions (8,429,026) 6,389,380
Change in net unrealized depreciation on investments,
swap contracts, unfunded loan commitments, and
foreign currency transactions (6,084,107) (10,836,599)
Distributions to preferred shareowners from net
investment income -- (30,301)
-------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 4,313,589 $ 13,973,269
-------------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREOWNERS:
Net investment income and previously undistributed net
investment income ($0.70 and $0.80 per share,
respectively) $(17,193,031) $(19,864,754)
-------------------------------------------------------------------------------------------
Total distributions to shareowners $(17,193,031) $(19,864,754)
-------------------------------------------------------------------------------------------
Net decrease in net assets applicable to shareowners $(12,879,442) $ (5,891,485)
NET ASSETS APPLICABLE TO SHAREOWNERS:
Beginning of year 317,235,945 323,127,430
-------------------------------------------------------------------------------------------
End of year $304,356,503 $317,235,945
-------------------------------------------------------------------------------------------
Undistributed net investment income $ 1,382,691 $ 404,153
===========================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 41
Statement of Cash Flows
For the Year Ended 11/30/15
Cash Flows From Operating Activities:
Net increase in net assets resulting from operations $ 4,313,589
------------------------------------------------------------------------------------------------
Adjustments to reconcile net increase in net assets resulting from operations to
net cash and foreign currencies from operating activities:
Purchases of investment securities $(182,902,806)
Proceeds from disposition and maturity of investment securities 184,579,552
Net purchases of temporary cash investments (4,950,000)
Net accretion and amortization of discount/premium on investment securities (1,201,198)
Increase in swap collateral (75,000)
Increase in interest receivable (64,028)
Increase in variation margin for centrally cleared swap contracts (1,456)
Decrease in prepaid expenses 32
Increase in due to affiliates 1,082
Increase in trustees' fees payable 728
Increase in administration fee payable 28,707
Increase in cash due to broker 58,228
Decrease in accrued expenses payable (3,637)
Decrease in interest expense payable (57,305)
Change in unrealized depreciation on investments 6,065,182
Change in unrealized appreciation on unfunded loan commitments (2,718)
Change in unrealized depreciation on swap contracts 5,853
Change in unrealized depreciation on foreign currency 8,176
Net realized loss on investments 8,434,156
Net premiums paid on swap contracts (65,554)
------------------------------------------------------------------------------------------------
Net cash and foreign currencies from operating activities $ 14,171,583
------------------------------------------------------------------------------------------------
Cash Flows Used in Financing Activities:
Payments on borrowings $ (5,000,000)
Distributions to shareowners (17,193,031)
------------------------------------------------------------------------------------------------
Net cash and foreign currencies used in financing activities $ (22,193,031)
------------------------------------------------------------------------------------------------
Effect of Foreign Exchange Fluctuations on Cash:
Effect of foreign exchange fluctuations on cash $ (8,176)
------------------------------------------------------------------------------------------------
Cash and Foreign Currencies:
Beginning of the year $ 21,240,554
------------------------------------------------------------------------------------------------
End of the year $ 13,210,930
------------------------------------------------------------------------------------------------
Cash Flow Information:
Cash paid for interest $ 1,659,100
------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
42 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Financial Highlights
------------------------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
11/30/15 11/30/14 11/30/13 11/30/12 11/30/11
------------------------------------------------------------------------------------------------------------------------------------
Per Share Operating Performance
Net asset value, beginning of period $ 12.82 $ 13.06 $ 13.06 $ 12.45 $ 12.52
------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations: (a)
Net investment income (loss) $ 0.76 $ 0.75 $ 1.01 $ 1.19 $ 1.28
Net realized and unrealized gain (loss) on investments, swap
contracts, unfunded loan commitments, and foreign currency
transactions (0.58) (0.19) 0.01 0.55 (0.30)
Distributions to preferred shareowners from:
Net investment income -- (0.00)(b) (0.12) (0.12) (0.11)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 0.18 $ 0.56 $ 0.90 $ 1.62 $ 0.87
------------------------------------------------------------------------------------------------------------------------------------
Distributions to common shareowners from:
Net investment income and previously undistributed net
investment income $ (0.70) $ (0.80)* $ (0.90) $ (1.01) $ (0.94)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (0.52) $ (0.24) $ -- $ 0.61 $ (0.07)
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period (c) $ 12.30 $ 12.82 $ 13.06 $ 13.06 $ 12.45
------------------------------------------------------------------------------------------------------------------------------------
Market value, end of period (c) $ 10.83 $ 11.36 $ 12.41 $ 13.41 $ 12.55
====================================================================================================================================
Total return at market value (d) 1.31% (2.32)% (0.84)% 15.66% 2.60%
Ratios to average net assets of common shareowners:
Total expenses plus interest expense (e)(f) 1.81% 1.80% 1.47% 1.58% 1.67%
Net investment income before preferred share distributions 6.00% 5.73% 7.70% 9.24% 9.96%
Preferred share distributions --% 0.01% 0.94% 0.90% 0.85%
Net investment income available to common shareowners 6.00% 5.72% 6.76% 8.34% 9.11%
Portfolio turnover 38% 61% 63% 63% 42%
Net assets of common shareowners, end of period (in thousands) $304,357 $317,236 $ 323,127 $322,714 $306,822
The accompanying notes are an integral part of these financial statements.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 43
Financial Highlights (continued)
--------------------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
11/30/15 11/30/14 11/30/13 11/30/12 11/30/11
--------------------------------------------------------------------------------------------------------------------------------
Preferred shares outstanding (in thousands) $ -- $ --(g) $ 182,450 $ 182,450 $182,450
Asset coverage per preferred share, end of period $ -- $ --(g) $ 69,280 $ 69,222 $ 67,047
Average market value per preferred share (h) $ -- $ --(g) $ 25,000 $ 25,000 $ 25,000
Liquidation value, including dividends payable, per preferred share $ -- $ --(g) $ 25,003 $ 25,003 $ 25,005
Total amount of debt outstanding (in thousands) $ 150,450 $155,450 $ -- $ -- $ --
Asset coverage per indebtedness (in thousands) $ 3,023 $ 3,041 $ -- $ -- $ --
================================================================================================================================
* The amount of distributions made to shareowners during the period were in
excess of the net investment income earned by the Trust during the period.
The Trust had accumulated undistributed net investment income which is
part of the Trust's NAV. A portion of the accumulated net investment income
was distributed to shareowners during the period. A decrease in
distributions may have a negative effect on the market value of the Trust's
shares.
(a) The per common share data presented above is based upon the average common
shares outstanding for the periods presented.
(b) Amount rounds to less than $(0.005) per share.
(c) Net asset value and market value are published in Barron's on Saturday, The
Wall Street Journal on Monday and The New York Times on Monday and
Saturday.
(d) Total investment return is calculated assuming a purchase of common shares
at the current market value on the first day and a sale at the current
market value on the last day of the periods reported. Dividends and
distributions, if any, are assumed for purposes of this calculation to be
reinvested at prices obtained under the Trust's dividend reinvestment plan.
Total investment return does not reflect brokerage commissions. Past
performance is not a guarantee of future results.
(e) Expense ratios do not reflect the effect of distribution payments to
preferred shareowners.
(f) Includes interest expense of 0.51%, 0.49%, 0.0%, 0.0%, and 0.0%,
respectively.
(g) Preferred shares were redeemed during the period.
(h) Market value is redemption value without an active market.
The accompanying notes are an integral part of these financial statements.
44 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Notes to Financial Statements | 11/30/15
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 and the
Trust may, as a secondary objective, also seek preservation of capital to the
extent consistent with its investment 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:
A. Security Valuation
The net asset value of the Trust is computed once daily, on each day the
New York Stock Exchange (NYSE) is open, as of the close of regular trading
on the NYSE.
Fixed income securities are valued by using 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, or may use a pricing matrix or other fair value
methods or techniques to provide an estimated value of the security or
instrument. A pricing matrix is a means of valuing a debt security on the
basis of current market prices for other debt securities, historical
trading patterns in the market for fixed income securities and/or other
factors. Valuations may be supplemented by dealers and other sources, as
required. Non-U.S. debt securities that are listed on an exchange will be
valued at the bid price obtained from an independent third party pricing
service.
Loan interests 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 third party pricing service. If price
information
Pioneer Floating Rate Trust | Annual Report | 11/30/15 45
is not available from Loan Pricing Corporation, or if the price information
is deemed to be unreliable, price information will be obtained from an
alternative loan interest pricing service. If no reliable price quotes are
available from either the primary or alternative pricing service, broker
quotes will be solicited.
Event-linked bonds or catastrophe bonds are valued at the bid price
obtained from an independent third party pricing service. Other insurance
linked securities (including sidecars, collateralized reinsurance and
industry loss warranties) may be valued at the bid price obtained from an
independent pricing service, or through a third party using a pricing
matrix, insurance industry valuation models, or other fair value methods or
techniques to provide an estimated value of the instrument.
Equity securities that have traded on an exchange are valued by using 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 or, if both last bid and asked prices
are not available, at the last quoted bid price. Last sale and bid and
asked prices are provided by independent third party pricing services. In
the case of equity securities not traded on an exchange, prices are
typically determined by independent third party pricing services using a
variety of techniques and methods.
The principal exchanges and markets for non-U.S. equity securities have
closing times prior to the close of the NYSE. However, the value of these
securities may be influenced by changes in global markets occurring after
the closing times of the local exchanges and markets up to the time the
Trust determines its net asset value. Consequently, the Trust uses a fair
value model developed by an independent pricing service to value non-U.S.
equity securities. On a daily basis, the pricing service recommends
changes, based on a proprietary model, to the closing market prices of each
non-U.S. security held by the Trust to reflect the security's fair value at
the time the Trust determines its net asset value. The Trust applies these
recommendations in accordance with procedures approved by the Board of
Trustees.
Swap contracts, including interest rate swaps, caps and floors (other than
centrally cleared swap contracts) are valued at the dealer quotations
obtained from reputable International Swap Dealer association members.
Centrally cleared swaps are valued at the daily settlement price provided
by the central clearing counterparty.
Forward foreign currency exchange contracts are valued daily using the
foreign exchange rate or, for longer term forward contract positions, the
spot currency rate, in each case provided by a third party pricing service.
Contracts whose forward settlement date falls between two quoted days are
valued by interpolation.
46 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Shares of open-end registered investment companies (including money market
mutual funds) are valued at such funds' net asset value. Repurchase
agreements are valued at par. Cash may include overnight time deposits at
approved financial institutions.
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 a
fair valuation team comprised of certain personnel of Pioneer Investment
Management, Inc. (PIM), the Trust's investment adviser, pursuant to
procedures adopted by the Trust's Board of Trustees. PIM's fair valuation
team uses fair value methods approved by the Valuation Committee of the
Board of Trustees. PIM's fair valuation team is responsible for monitoring
developments that may impact fair valued securities and for discussing and
assessing fair values on an ongoing basis, and at least quarterly, with the
Valuation Committee of the Board of Trustees.
Inputs used when applying fair value methods to value a security may
include credit ratings, the financial condition of the company, current
market conditions and comparable securities. The 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.
At November 30, 2015, there were no securities valued using fair value
methods (other than securities valued using prices supplied by independent
prices services, broker-dealers or through a third party using an insurance
industry valuation model).
B. Investment Income and Transactions
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
date in the exercise of reasonable diligence. Interest income, including
interest on income bearing cash accounts, is recorded on an accrual basis,
net of unrecoverable foreign taxes withheld at the applicable country
rates.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 47
Discounts and premiums on purchase prices of 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.
Security transactions are recorded as of trade date. Gains and losses on
sales of investments are calculated on the identified cost method for both
financial reporting and federal income tax purposes.
C. 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 the market price of those securities but are
included with the net realized and unrealized gain or loss on investments.
D. 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 appreciation or depreciation
are recorded in the Trust's financial statements. The Trust records
realized gains and losses at the time a contract 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.
E. 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 net taxable income and net realized capital gains, if any, to
its shareowners. Therefore, no federal income tax provision is required. As
of November 30, 2015, the Trust did not accrue any interest or penalties
with respect to uncertain tax positions, which if applicable, would be
recorded as an income tax expense in the Statement of Operations. Tax
returns filed within the prior three years remain subject to examination by
federal and state tax authorities.
48 Pioneer Floating Rate Trust | Annual Report | 11/30/15
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 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, 2015, the Trust reclassified $655,153 to decrease
undistributed net investment income and $655,153 to decrease accumulated
net realized loss on investments to reflect permanent book/tax differences.
These adjustments have no impact on the net assets or results of
operations.
At November 30, 2015, the Trust was permitted to carryforward $1,535,719 of
short-term capital losses and $21,402,411 of long-term capital losses
without limitation. Additionally, at November 30, 2015, 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 used first, loss carryforwards that are
subject to expiration may be more likely to expire unused.
The Trust has elected to defer $1,586,040 of long-term capital losses
recognized between June 1, 2015 and November 30, 2015 to its fiscal year
ending November 30, 2016.
The tax character of distributions paid to shareowners during the years
ended November 30, 2015 and November 30, 2014 were as follows:
---------------------------------------------------------------------------
2015 2014
---------------------------------------------------------------------------
Distributions paid from:
Ordinary income $17,193,031 $19,895,055
---------------------------------------------------------------------------
Total $17,193,031 $19,895,055
===========================================================================
The following shows the components of distributable earnings (losses) on a
federal income tax basis at November 30, 2015:
---------------------------------------------------------------------------
2015
---------------------------------------------------------------------------
Distributable earnings:
Undistributed ordinary income $ 1,373,744
Capital loss carryforward (143,540,509)
Late year loss deferrals (1,586,040)
Other book/tax temporary differences (5,138)
Unrealized depreciation (17,429,231)
---------------------------------------------------------------------------
Total $(161,187,174)
===========================================================================
Pioneer Floating Rate Trust | Annual Report | 11/30/15 49
The difference between book-basis and tax-basis unrealized depreciation 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 and discounts on fixed
income securities and book/tax temporary differences.
F. Insurance Linked Securities (ILS)
Event-linked bonds are floating rate debt obligations for which the return
of principal and the payment of interest are contingent on the
non-occurrence of a pre-defined "trigger" event, such as a hurricane or an
earthquake of a specific magnitude. The trigger event's magnitude may be
based on losses to a company or industry, industry indexes or readings of
scientific instruments, or may be based on specified actual losses. If a
trigger event, as defined within the terms of an event-linked bond occurs,
the Trust may lose a portion or all of its accrued interest and/or
principal invested in such event-linked bond. The Trust is entitled to
receive principal and interest payments so long as no trigger event occurs
of the description and magnitude specified by the instrument. 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 ILS may include special purpose vehicles
("SPVs") or similar instruments structured to comprise a portion of a
reinsurer's catastrophe-oriented business, known as quota share instruments
(sometimes referred to as reinsurance sidecars), or to provide reinsurance
relating to specific risks to insurance or reinsurance companies through a
collateralized instrument, known as collateralized reinsurance. Structured
reinsurance investments also may include industry loss warranties ("ILWs"),
are subject to the same risks as event-linked bonds. In addition, because
quota share instruments represent an interest in a basket of underlying
reinsurance contracts, the Trust has limited transparency into the
individual underlying contracts and therefore must rely upon the risk
assessment and sound underwriting practices of the issuer. Accordingly, it
may be more difficult for PIM to fully evaluate the underlying risk profile
of the Trust's investment in quota share instruments and therefore place
the Trust's assets at greater risk of loss than if PIM had more complete
information.
Quota share instruments and other structured reinsurance instruments
generally will be considered illiquid securities by the Trust. These
securities may be difficult to purchase, sell or unwind. Illiquid
securities also may be difficult to value. If the Trust is forced to sell
an illiquid asset, the Trust may be forced to sell at a loss.
50 Pioneer Floating Rate Trust | Annual Report | 11/30/15
G. Risks
Information regarding the Trust's principal risks is contained in the
Trust's original offering prospectus, with additional information included
in the Trust's shareowner reports issued from time to time. Please refer to
those documents when considering the Trust's principal risks. At times, the
Trust's investments may represent industries or industry sectors that are
interrelated or have common risks, making the Trust more susceptible to any
economic, political, or regulatory developments or other risks affecting
those industries and sectors.
The Trust invests in below investment grade (high yield) debt securities,
floating rate loans and event-linked bonds sometimes referred to as
"catastrophe" bonds or "insurance-linked" bonds. The Trust may invest in
securities and other obligations of any credit quality, including those
that are rated below investment grade, or are unrated but are determined by
the investment adviser to be of equivalent credit quality. 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. Below investment grade securities, including
floating rate loans, involve greater risk of loss, are subject to greater
price volatility, and are less liquid and more difficult to value,
especially during periods of economic uncertainty or change, than higher
rated debt securities. The trust may invest in securities of issuers that
are in default or that are in bankruptcy. The value of collateral, if any,
securing a floating rate loan can decline or may be insufficient to meet
the issuer's obligations or may be difficult to liquidate. No active
trading market may exist for many floating rate loans, and many loans are
subject to restrictions on resale. Any secondary market may be subject to
irregular trading activity and extended settlement periods. 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.
H. Repurchase Agreements
Repurchase agreements are arrangements under which the Trust purchases
securities from a broker-dealer or a bank, called the counterparty, upon
the agreement of the counterparty to repurchase the securities from the
Trust at a later date, and at a specific price, which is typically higher
than the purchase price paid by the Trust. The securities purchased serve
as the Trust's collateral for the obligation of the counterparty to
repurchase the securities. The value of the collateral, including accrued
interest, is required to be equal to or in excess of the repurchase price.
The collateral for all repurchase agreements is
Pioneer Floating Rate Trust | Annual Report | 11/30/15 51
held in safekeeping in the customer-only account of the Trust's custodian
or a subcustodian of the Trust. The Trust's investment adviser, PIM is
responsible for determining that the value of the collateral remains at
least equal to the repurchase price. In the event of a default by the
counterparty, the Trust is entitled to sell the securities, but the Trust
may not be able to sell them for the price at which they were purchased,
thus causing a loss to the Trust. Additionally, if the counterparty becomes
insolvent, there is some risk that the Trust will not have a right to the
securities, or the immediate right to sell the securities.
I. Automatic Dividend Reinvestment Plan
All 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 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 shares of the
Trust on terms that differ from the terms of the Plan.
Whenever the Trust declares a dividend on shares payable in cash,
participants in the Plan will receive the equivalent in shares acquired by
the Plan Agent either (i) through receipt of additional unissued but
authorized shares from the Trust or (ii) by purchase of outstanding shares
on the New York Stock Exchange or elsewhere. If, on the payment date for
any dividend, the net asset value per 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
shares. The number of newly issued shares to be credited to each account
will be determined by dividing the dollar amount of the dividend by the net
asset value per 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 share is greater
52 Pioneer Floating Rate Trust | Annual Report | 11/30/15
than the market value (market discount), the Plan Agent will invest the
dividend amount in shares acquired in open-market purchases. There are no
brokerage charges with respect to newly issued 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 be able to transfer the
shares to another broker and continue to participate in the Plan.
J. Credit Default Swap Agreements
A credit default swap is a contract between a buyer of protection and a
seller of protection against a pre-defined credit event. The Trust may sell
or buy credit default swap contracts to seek to increase the Trust's
income, or to attempt to hedge the risk of default on portfolio securities.
A credit default swap index is used to hedge risk or take a position on a
basket of credit entities or indices. As a seller of protection, the Trust
would be required to pay the notional (or other agreed-upon) value of the
referenced debt obligation to the counterparty in the event of a default by
a U.S. or foreign corporate issuer of a debt obligation, which would likely
result in a loss to the Trust. In return, the Trust would receive from the
counterparty a periodic stream of payments during the term of the contract
provided that no event of default occurred. The maximum exposure of loss to
the seller would be the notional value of the credit default swaps
outstanding. If no default occurs, the Trust would keep the stream of
payments and would have no payment obligation. The Trust may also buy
credit default swap contracts in order to hedge against the risk of default
of debt securities, in which case the Trust would function as the
counterparty referenced above.
When the Trust enters into a credit default swap contract, the protection
buyer makes an upfront or periodic payment to the protection seller in
exchange for the right to receive a contingent payment. An upfront payment
made by the Trust, as the protection buyer, is recorded as an asset in the
Statement of Assets and Liabilities. Periodic payments received or paid by
the Trust are recorded as realized gains or losses in the Statement of
Operations.
Credit default swap contracts are marked-to-market daily using valuations
supplied by independent sources and the change in value, if any, is
recorded as unrealized appreciation or depreciation in the Statement of
Assets and Liabilities. Payments received or made as a result of a credit
event or upon termination of the contract are recognized, net of the
appropriate amount of the upfront payment, as realized gains or losses in
the Statement of Operations.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 53
Credit default swap contracts involving the sale of protection may involve
greater risks than if the Trust had invested in the referenced debt
instrument directly. Credit default swap contracts are subject to general
market risk, liquidity risk, counterparty risk and credit risk. If the
Trust is a protection buyer and no credit event occurs, it will lose its
investment. If the Trust is a protection seller and a credit event occurs,
the value of the referenced debt instrument received by the Trust, together
with the periodic payments received, may be less than the amount the Trust
pays to the protection buyer, resulting in a loss to the Trust.
Open credit default swap contracts at November 30, 2015 are listed at the
end of Schedule of Investments.
The average market value of swap contracts open during the year ended
November 30, 2015 was $25,296.
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 or 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, 2015, the net management
fee was 0.70% of the Trust's average daily managed assets, which was equivalent
to 1.04% 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,
2015, $365,866 was payable to PIM related to management costs, administrative
costs and certain other services is included in "Due to affiliates" and
"Administration fee" on the Statement of Assets and Liabilities.
54 Pioneer Floating Rate Trust | Annual Report | 11/30/15
3. Transfer Agents
Prior to November 2, 2015, 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
(AST), provided substantially all transfer agent and shareowner services related
to the Trust's shares at negotiated rates.
Effective November 2, 2015, AST serves as the transfer agent with respect to the
Trust's common shares. The Trust pays AST an annual fee, as is agreed to from
time to time by the Trust and AST, for providing such services.
In addition, the Trust reimbursed the transfer agent for out-of-pocket expenses
incurred by the transfer agent related to shareowner communications activities
such as proxy and statement mailings and outgoing 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, 2015, the Trust
expenses were not reduced under such arrangement.
5. Unfunded and Bridge Loan Commitments
Bridge loans are designed to provide temporary or "bridge" financing to a
borrower pending the sale of identified assets or the arrangement of longer term
loans or the issuance and sale of debt obligations.
As of November 30, 2015, the Trust had one bridge loan commitment of $362,319,
which could be extended at the option of the borrower, pursuant to the following
loan agreement:
--------------------------------------------------------------------------------
Unrealized
Appreciation
Borrower Par Cost Value (Depreciation)
--------------------------------------------------------------------------------
Charter Communications, Inc.,
Bridge Loan $362,319 $362,319 $362,319 $ --
--------------------------------------------------------------------------------
Total $362,319 $362,319 $362,319 $ --
================================================================================
Pioneer Floating Rate Trust | Annual Report | 11/30/15 55
As of November 30, 2015, the Trust had one unfunded loan commitment of $458,333
(excluding unrealized appreciation on the commitment of $8,871 as of November
30, 2015), which could be extended at the option of the borrower, pursuant to
the following loan agreement:
--------------------------------------------------------------------------------
Unrealized
Borrower Par Cost Value Appreciation
--------------------------------------------------------------------------------
Integro, Ltd. Term Loan $458,333 $440,296 $449,167 $8,871
--------------------------------------------------------------------------------
Total $458,333 $440,296 $449,167 $8,871
================================================================================
6. Trust Shares
Transactions in shares of beneficial interest for the year ended November 30,
2015 and the year ended November 30, 2014 were as follows:
--------------------------------------------------------------------------------
11/30/15 11/30/14
--------------------------------------------------------------------------------
Shares outstanding at beginning of year 24,738,174 24,738,174
--------------------------------------------------------------------------------
Shares outstanding at end of year 24,738,174 24,738,174
================================================================================
7. Additional Disclosures about Derivative Instruments and Hedging Activities
The Trust's use of derivatives subjects it to the following risks:
Interest rate risk relates to the fluctuations in the value of interest-bearing
securities due to changes in the prevailing levels of market interest rates.
Credit risk relates to the ability of the issuer of a financial instrument to
make further principal or interest payments on an obligation or commitment that
it has to the Trust.
Foreign exchange rate risk relates to fluctuations in the value of an asset or
liability due to changes in currency exchange rates.
Equity risk relates to the fluctuations in the value of financial instruments as
a result of changes in market prices (other than those arising from interest
rate risk or foreign exchange risk), whether caused by factors specific to an
individual investment, its issuer, or all factors affecting all instruments
traded in a market or market segment.
Commodity risk relates to the risk that the value of a commodity or commodity
index will fluctuate based on increases or decreases in the commodities market
and factors specific to a particular industry or commodity.
56 Pioneer Floating Rate Trust | Annual Report | 11/30/15
The fair value of open derivative instruments (not considered to be hedging
instruments for accounting disclosure purposes) by risk exposure at November 30,
2015 was as follows:
--------------------------------------------------------------------------------
Statement of Assets and Liabilities
Interest Credit Foreign Equity Commodity
Rate Risk Risk Exchange Risk Risk Risk
--------------------------------------------------------------------------------
Liabilities:
Unrealized
depreciation on
swap contracts $ -- $(5,853) $ -- $ -- $ --
--------------------------------------------------------------------------------
Total Value $ -- $(5,853) $ -- $ -- $ --
================================================================================
The effect of derivative instruments (not considered to be hedging instruments
for accounting disclosure purposes) on the Statement of Operations by risk
exposure at November 30, 2015 was as follows:
--------------------------------------------------------------------------------
Statement of Operations
Interest Credit Foreign Equity Commodity
Rate Risk Risk Exchange Risk Risk Risk
--------------------------------------------------------------------------------
Net realized
gain (loss):
Swap contracts $ -- $ 3,019 $ -- $ -- $ --
--------------------------------------------------------------------------------
Total Value $ -- $ 3,019 $ -- $ -- $ --
================================================================================
Change in net
unrealized
appreciation
(depreciation) on:
Swap contracts $ -- $(5,853) $ -- $ -- $ --
--------------------------------------------------------------------------------
Total Value $ -- $(5,853) $ -- $ -- $ --
================================================================================
8. Loan Agreement
Effective November 26, 2013, the Trust entered into a Revolving Credit Facility
(the Credit Agreement) with the Bank of Nova Scotia in the amount of
$160,000,000. The Credit Agreement was established in conjunction with the
redemption of all the Trust's auction market preferred shares. Effective
November 25, 2015, the Trust extended the maturity of the Credit Agreement for a
364 day period.
At November 30, 2015, the Trust had a borrowing outstanding under the Credit
Agreement totaling $150,450,000. The interest rate charged at November 30, 2015
was 1.06%. The average daily balance was $154,156,849 at an average interest
rate of 1.04%. With respect to the Credit Agreement, interest expense of
$1,601,795 is included in the Statement of Operations.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 57
The Trust is required to maintain 300% asset coverage with respect to amounts
outstanding under the Credit Agreement. Asset coverage is calculated by
subtracting the Trust's total liabilities not including any bank loans and
senior securities, from the Trust's total assets and dividing such amount by the
principal amount of the borrowing outstanding.
9. Subsequent Event
A monthly dividend was declared on December 21, 2015 from undistributed and
accumulated net investment income of $0.0600 per share payable January 6, 2016,
to shareowners of record on December 31, 2015.
58 Pioneer Floating Rate Trust | Annual Report | 11/30/15
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, including
the schedule of investments, of Pioneer Floating Rate Trust, as of November 30,
2015, and the related statements of operations and cash flows for the year then
ended and the statements of changes in net assets and the financial highlights
for each of the two 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. The financial highlights for the years
ended November 30, 2013, 2012, and 2011 were audited by other auditors. Those
auditors expressed an unqualified opinion on those financial statements and
financial highlights in their report dated January 24, 2014.
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. The Trust
is not required to have, nor were we engaged to perform, an audit of its
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, assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. Our procedures included confirmation
of securities owned as of November 30, 2015, by correspondence with the
custodian, brokers and agent banks; where replies were not received from brokers
and agent banks, we performed other auditing procedures. 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 as of November 30, 2015, and the results of its
operations and its cash flows for the year then ended and the changes in its net
assets and the financial highlights for each of the two years in the period then
ended, in conformity with accounting principles generally accepted in the United
States of America.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
January 21, 2016
Pioneer Floating Rate Trust | Annual Report | 11/30/15 59
ADDITIONAL INFORMATION (unaudited)
During the period, there have been no material changes in the Trust's investment
objective or fundamental policies that have not been approved by the
shareowners. There have been no changes in the Trust's charter or By-Laws that
would delay or prevent a change in control of the Trust which has not been
approved by the shareowners. During the period, there have been no changes in
the principal risk factors associated with investment in the Trust. There were
no changes in the persons who are primarily responsible for the day-to-day
management of the Trust's portfolio.
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Trust may purchase, from time to time, its shares
in the open market.
PIM, the Trust's investment adviser, is currently an indirect, wholly owned
subsidiary of UniCredit. On November 11, 2015, UniCredit announced that it
signed a binding master agreement with Banco Santander and affiliates of Warburg
Pincus and General Atlantic (the "Private Equity Firms") with respect to Pioneer
Investments ("Pioneer") and Santander Asset Management ("SAM") (the
"Transaction").
The Transaction, as previously announced by UniCredit, will establish a holding
company, with the name Pioneer Investments, to be owned by UniCredit (50%) and
the Private Equity Firms (50% between them). The holding company will control
Pioneer's U.S. operations, including PIM. The holding company also will own
66.7% of Pioneer's and SAM's combined operations outside the U.S., while Banco
Santander will own directly the remaining 33.3% stake. The closing of the
Transaction is expected to happen in 2016, subject to certain regulatory and
other approvals.
Under the Investment Company Act of 1940, completion of the Transaction will
cause the Trust's current investment advisory agreement with PIM to terminate.
Accordingly, the Trust's Board of Trustees will be asked to approve a new
investment advisory agreement. If approved by the Board, the Trust's new
investment advisory agreement will be submitted to the shareholders of the Trust
for their approval.
60 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Results of Shareholder Meeting (unaudited)
At the annual meeting of shareowners held on September 22, 2015, shareowners of
Pioneer Floating Rate Trust were asked to consider the proposals described
below. A report of the total votes cast by the Trust's shareholders follows:
Proposal 1 -- To elect three Class III Trustees and two Class I Trustees.
--------------------------------------------------------------------------------
Nominee For Withheld
--------------------------------------------------------------------------------
Class III
Thomas J. Perna 19,067,961 691,763
Marguerite A. Piret 19,034,669 725,055
Fred J. Ricciardi 19,050,861 708,863
Class I
Lisa M. Jones 19,045,290 714,434
Lorraine H. Monchak 19,003,426 756,298
Pioneer Floating Rate Trust | Annual Report | 11/30/15 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 January 2015 as the Trustees of the Trust
agreed on, among other things, an overall approach and timeline for the process.
Contract review materials were provided to the Trustees in March 2015 and July
2015. Supplemental contract review materials were provided to the Trustees in
September 2015. In addition, the Trustees reviewed and discussed the Trust's
performance at regularly scheduled meetings throughout the year and took into
account other information related to the Trust provided to the Trustees at
regularly scheduled meetings in connection with the review of the Trust's
investment advisory agreement.
In March 2015, the Trustees, among other things, discussed the memorandum
provided by Trust counsel that summarized the legal standards and other
considerations that are relevant to the Trustees in their deliberations
regarding the renewal of the investment advisory agreement, and reviewed and
discussed the qualifications of the investment management teams, as well as the
level of investment by the Trust's portfolio manager in the Trust. In July 2015,
the Trustees, among other things, reviewed the Trust's management fee and total
expense ratios, the financial statements of PIM and its parent companies, the
profitability analyses provided by PIM, and possible economies of scale. The
Trustees also reviewed the profitability of the institutional business of PIM
and PIM's affiliate, Pioneer Institutional Asset Management, Inc. (together with
PIM, "Pioneer"), as compared to that of PIM's fund management business, and
considered the differences between the fees and expenses of the Trust and the
fees and expenses of Pioneer's institutional accounts, as well as the different
services provided by PIM to the Trust and by Pioneer to the institutional
accounts. The Trustees further considered contract review materials in September
2015.
At a meeting held on September 15, 2015, 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 approving 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.
62 Pioneer Floating Rate Trust | Annual Report | 11/30/15
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 also reviewed PIM's investment approach
for the Trust and its research process. The Trustees considered the resources of
PIM and the personnel of PIM who provide investment management services to the
Trust. They also reviewed the amount of non-Trust assets managed by the
portfolio manager of 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 noted
the substantial attention and high priority given by PIM's senior management to
the Pioneer fund complex.
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
In considering the Trust's performance, the Trustees regularly review and
discuss throughout the year data prepared by PIM and information comparing the
Trust's performance with the performance of its peer group of funds as
classified by each of Morningstar, Inc. (Morningstar) and Lipper, and with the
performance of the Trust's benchmark index. They also discuss the Trust's
performance with PIM on a regular basis. The Trustees' regular reviews and
discussions were factored into the Trustees' deliberations concerning the
renewal of the advisory agreement.
Management Fee and Expenses
The Trustees considered information showing 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. In all
quintile rankings referred to below, first quintile is most favorable to the
Trust's shareowners.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 63
The Trustees considered that the Trust's management fee (based on managed
assets) for the most recent fiscal year was in the first quintile relative to
the management fees paid by other funds in its Strategic Insight peer group for
the comparable period. The Trustees considered that the expense ratio (based on
managed assets) of the Trust's common shares for the most recent fiscal year was
in the first quintile relative its Strategic Insight peer group, in each case
for the comparable period.
The Trustees reviewed management fees charged by Pioneer to institutional and
other clients, including publicly offered European funds sponsored by affiliates
of Pioneer, unaffiliated 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 Pioneer's
costs in providing services to the other clients and considered the differences
in management fees and profit margins for Trust and non-Trust services. In
evaluating the fees associated with Pioneer'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 Pioneer's management of 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
to the Trust.
Profitability
The Trustees considered information provided by PIM regarding the profitability
of PIM with respect to the advisory services provided by PIM to the Trust,
including the methodology used by PIM in allocating certain of its costs to the
management of the Trust. The Trustees also considered PIM's profit margin in
connection with the overall operation of the Trust. They further reviewed the
financial results realized by PIM and its affiliates from non-fund businesses.
The Trustees considered PIM's profit margins with respect to the Trust in
comparison to the limited industry data available and noted that the
profitability of any adviser was affected by numerous factors,
64 Pioneer Floating Rate Trust | Annual Report | 11/30/15
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. Pioneer is the
principal U.S. asset management business of Pioneer Global Asset Management, the
worldwide asset management business of UniCredit Group, which manages over $150
billion in assets (including the Funds). Pioneer and the Funds receive
reciprocal intangible benefits from the relationship, including mutual brand
recognition and, for the Funds, direct and indirect access to the resources of a
large global asset manager. The Trustees concluded that any such benefits
received by Pioneer as a result of its relationship with the Funds were
reasonable and their consideration of the advisory agreement between the Trust
and PIM and the fees thereunder were unaffected by Pioneer's possible receipt of
any such intangible benefits.
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 | 11/30/15 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
Deloitte & Touche LLP
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Morgan, Lewis & Bockius LLP
Shareowner Services and Transfer Agent
American Stock Transfer & Trust Company
Proxy Voting Policies and Procedures of the Fund are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Fund voted proxies relating to portfolio securities during the
most recent 12-month period ended June 30 is publicly available to shareowners
at us.pioneerinvestments.com. This information is also available on the
Securities and Exchange Commission's web site at www.sec.gov.
Trustees and Officers
The Trust's Trustees and Officers are listed below, 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 50 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 | 11/30/15
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 (65) Class III Trustee Private investor (2004 - 2008 and 2013 - Director, Broadridge Financial
Chairman of the Board since 2006. Term present); Chairman (2008 - 2013) and Chief Solutions, Inc. (investor
and Trustee expires in 2018. Executive Officer (2008 - 2012), Quadriserv, communications and securities
Inc. (technology products for securities lending processing provider for
industry); and Senior Executive Vice President, financial services industry)
The Bank of New York (financial and securities (2009 - present); Director,
services) (1986 - 2004) Quadriserv, Inc. (2005 -
2013); and Commissioner, New
Jersey State Civil Service
Commission (2011 - present)
------------------------------------------------------------------------------------------------------------------------------------
David R. Bock (71) Class I Trustee Managing Partner, Federal City Capital Advisors Director of New York Mortgage
Trustee since 2005. Term (corporate advisory services company) (1997 - Trust (publicly-traded
expires in 2016. 2004 and 2008 - present); Interim Chief mortgage REIT) (2004 - 2009,
Executive Officer, Oxford Analytica, Inc. 2012 - present); Director of
(privately held research and consulting company) The Swiss Helvetia Fund, Inc.
(2010); Executive Vice President and Chief (closed-end fund) (2010 -
Financial Officer, I-trax, Inc. (publicly traded present); Director of Oxford
health care services company) (2004 - 2007); and Analytica, Inc. (2008 -
Executive Vice President and Chief Financial present); and Director of
Officer, Pedestal Inc. (internet-based mortgage Enterprise Community
trading company) (2000 - 2002); Private Investment, Inc.
Consultant (1995 - 1997); Managing Director, (privately-held affordable
Lehman Brothers (1992 - 1995); and Executive, housing finance company) (1985
The World Bank (1979 - 1992) - 2010)
------------------------------------------------------------------------------------------------------------------------------------
Benjamin M. Friedman (71) Class II Trustee William Joseph Maier Professor of Political Trustee, Mellon Institutional
Trustee since 2008. Term Economy, Harvard University (1972 - present) Funds Investment Trust and
expires in 2017. Mellon Institutional Funds
Master Portfolio (oversaw 17
portfolios in fund complex)
(1989 - 2008)
------------------------------------------------------------------------------------------------------------------------------------
Pioneer Floating Rate Trust | Annual Report | 11/30/15 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 (68) Class II Trustee Founding Director, Vice-President and Corporate None
Trustee since 2004. Term Secretary, The Winthrop Group, Inc. (consulting
expires in 2017. 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 (67) Class III Trustee President and Chief Executive Officer, Newbury, Director of New America High
Trustee since 2004. Term Piret & Company, Inc. (investment banking firm) Income Fund, Inc. (closed-end
expires in 2018. (1981 - present) investment company) (2004 -
present); and Member, Board of
Governors, Investment Company
Institute (2000 - 2006)
------------------------------------------------------------------------------------------------------------------------------------
Fred J. Ricciardi (68) Class III Trustee Consultant (investment company services) (2012 - None
Trustee since 2014. Term present); Executive Vice President, BNY Mellon
expires in 2018. (financial and investment company services)
(1969 - 2012); Director, BNY International
Financing Corp. (financial services) (2002 -
2012); and Director, Mellon Overseas Investment
Corp. (financial services) (2009 - 2012)
------------------------------------------------------------------------------------------------------------------------------------
Lorraine H. Monchak (59) Class I Trustee Chief Investment Officer, 1199 SEIU Funds Trustee of Pioneer closed-end
Trustee since 2015. Term (healthcare workers union pension funds) (2001 - investment companies (5
expires in 2016. present); Vice President - International portfolios) (Sept. 2015-
Investments Group, American International Group, present)
Inc. (insurance company) (1993 - 2001); Vice
President Corporate Finance and Treasury Group,
Citibank, N.A.(1980 - 1986 and 1990 - 1993);
Vice President - Asset/Liability Management
Group, Federal Farm Funding Corporation
(government-sponsored issuer of debt securities)
(1988 - 1990); Mortgage Strategies Group,
Shearson Lehman Hutton, Inc. (investment bank)
(1987 - 1988); and Mortgage Strategies Group,
Drexel Burnham Lambert, Ltd. (investment bank)
(1986 - 1987)
------------------------------------------------------------------------------------------------------------------------------------
68 Pioneer Floating Rate Trust | Annual Report | 11/30/15
Interested Trustee
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held With the Fund Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Lisa M. Jones (53)* Class I Trustee Chair, Director, CEO and President of Pioneer Trustee of Pioneer closed-end
Trustee, President and Chief since 2014. Term Investment Management USA Inc. ("PIM_USA") investment companies (5
Executive Officer expires in 2016. (since September 2014); Chair, Director, CEO and portfolios) (Sept. 2015-
President of Pioneer Investment Management, Inc. present)
(since September 2014); Chair, Director and CEO
of Pioneer Funds Distributor, Inc. (since
September 2014); Chair, Director, CEO and
President of Pioneer Institutional Asset
Management, Inc. (since September 2014); and
Chair, Director, President and CEO of Pioneer
Investment Management Shareholder Services, Inc.
(since September 2014); Managing Director,
Morgan Stanley Investment Management (2010 -
2013); and Director of Institutional Business,
CEO of International, Eaton Vance Management
(2005 - 2010)
------------------------------------------------------------------------------------------------------------------------------------
Kenneth J. Taubes (57)* Class II Trustee Director and Executive Vice President (since None
Trustee since 2014. Term 2008) and Chief Investment Officer, U.S. (since
expires in 2017. 2010) of PIM-USA; Executive Vice President and
Chief Investment Officer, U.S. of Pioneer (since
2008); Executive Vice President of Pioneer
Institutional Asset Management, Inc. (since
2009); and Portfolio Manager of Pioneer (since
1999)
------------------------------------------------------------------------------------------------------------------------------------
* Ms. Jones and Mr. Taubes are Interested Trustees because they are Officers
of the Trust's investment adviser or certain of its affiliates.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 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 (50) Since 2004. Serves Vice President and Associate General Counsel of None
Secretary and Chief Legal at the discretion of Pioneer since January 2008; Secretary and Chief
Officer the Board. 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 (54) Since 2010. Serves Fund Governance Director of Pioneer since None
Assistant Secretary at the discretion of December 2006 and Assistant Secretary of all the
the Board. 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 (53) Since 2010. Serves Senior Counsel of Pioneer since May 2013 and None
Assistant Secretary at the discretion of Assistant Secretary of all the Pioneer Funds
the Board. since June 2010; and Counsel of Pioneer from
June 2007 to May 2013
------------------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (56) 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 the Board. March 2008; Deputy Treasurer of Pioneer from
and Accounting Officer March 2004 to February 2008; and Assistant
Treasurer of all of the Pioneer Funds from March
2004 to February 2008
------------------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (50) Since 2004. Serves Director - Fund Treasury of Pioneer; and None
Assistant Treasurer at the discretion of Assistant Treasurer of all of the Pioneer Funds
the Board.
------------------------------------------------------------------------------------------------------------------------------------
70 Pioneer Floating Rate Trust | Annual Report | 11/30/15
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held With the Fund Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (57) Since 2004. Serves Fund Accounting Manager - Fund Treasury of None
Assistant Treasurer at the discretion of Pioneer; and Assistant Treasurer of all of the
the Board. Pioneer Funds
------------------------------------------------------------------------------------------------------------------------------------
David F. Johnson (36) Since 2009. Serves Fund Administration Manager - Fund Treasury of None
Assistant Treasurer at the discretion of Pioneer since November 2008; Assistant Treasurer
the Board. 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 (63) Since 2010. Serves Chief Compliance Officer of Pioneer and of all None
Chief Compliance Officer at the discretion of the Pioneer Funds since March 2010; Chief
the Board. Compliance Officer of Pioneer Institutional
Asset Management, Inc. since January 2012; Chief
Compliance Officer of Vanderbilt Capital
Advisors, LLC since July 2012: 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 (44) Since 2006. Serves Director - Transfer Agency Compliance of Pioneer None
Anti-Money Laundering at the discretion of and Anti-Money Laundering Officer of all the
Officer the Board. Pioneer Funds since 2006
------------------------------------------------------------------------------------------------------------------------------------
Pioneer Floating Rate Trust | Annual Report | 11/30/15 71
This page for your notes.
72 Pioneer Floating Rate Trust | Annual Report | 11/30/15
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 73
This page for your notes.
74 Pioneer Floating Rate Trust | Annual Report | 11/30/15
This page for your notes.
Pioneer Floating Rate Trust | Annual Report | 11/30/15 75
This page for your notes.
76 Pioneer Floating Rate Trust | Annual Report | 11/30/15
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) 2016 Pioneer Investments 19447-09-0116
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 12(a)(1), a copy of
its code of ethics that applies to the registrant's principal
executive officer,principal financial officer, principal accounting
officer or controller, or persons performing similar functions,
as an exhibit to its annual
report on this Form N-CSR (see attachment);
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
Pioneer Floating Rate Trust:
The audit fees for the Trust were $76,700
payable to Deloitte & Touche LLP for the year ended
November 30, 2015 and $72,213 for the year ended November 30, 2014.
(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.
There were no audit-related services in 2015 or 2014.
(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.
Pioneer Floating Rate Trust:
The tax fees for the Trust were $9,876
payable to Deloitte & Touche LLP for the year ended
November 30, 2015 and $9,876 for the year ended November 30, 2014.
(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.
There were no other fees in 2015 or 2014.
(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 Trust'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 Trust. For the
years ended November 30 2015 and 2014, there were no
services provided to an affiliate that required the
Trust's audit committee pre-approval.
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountants engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrants accountant
for services rendered to the registrant, and rendered to the registrants
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
The aggregate non-audit fees for the Trust were $9,876
payable to Deloitte & Touche LLP for the year ended
November 30, 2015 and $9,876 for the year ended November 30, 2014.
(h) Disclose whether the registrants audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrants investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Fund's audit committee of the Board of Trustees
has considered whether the provision of non-audit
services that were rendered to the Affiliates (as
defined) that were not pre- approved pursuant to
paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is
compatible with maintaining the principal accountant's
independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrant's audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
N/A
(b) If applicable, provide the disclosure required by Rule 10A-3(d)
under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption
from the listing standards for audit committees.
N/A
ITEM 6. SCHEDULE OF INVESTMENTS.
File Schedule of Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.1212
of Regulation S-X [17 CFR 210.12-12], unless the schedule is
included as part of the report to shareholders filed under Item
1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
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 registrant's portfolio ("Portfolio Manager"). Also state each Portfolio
Manager's business experience during the past 5 years.
ADDITIONAL INFORMATION ABOUT THE PORTFOLIO MANAGER
OTHER ACCOUNTS MANAGED BY THE PORTFOLIO MANAGER
The table below indicates, for the portfolio manager of the fund, information
about the accounts other than the fund over which the portfolio manager has
day-to-day investment responsibility. All information on the number of accounts
and total assets in the table is as of November 30, 2015. For purposes of the
table, "Other Pooled Investment Vehicles" may include investment partnerships,
undertakings for collective investments in transferable securities ("UCITS")
and other non-U.S. investment funds and group trusts, and "Other Accounts" may
include separate accounts for institutions or individuals, insurance company
general or separate accounts, pension funds and other similar institutional
accounts but generally do not include the portfolio manager's personal
investment accounts or those which the manager may be deemed to own
beneficially under the code of ethics. Certain funds and other accounts managed
by the portfolio manager may have substantially similar investment strategies.
NUMBER OF ASSETS
ACCOUNTS MANAGED
MANAGED FOR FOR WHICH
WHICH ADVISORY ADVISORY
NUMBER OF FEE IS FEE IS
NAME OF ACCOUNTS TOTAL ASSETS PERFORMANCE- PERFORMANCE-
PORTFOLIO MANAGER TYPE OF ACCOUNT MANAGED MANAGED (000'S) BASED BASED (000'S)
------------------- ---------------------------------- ----------- ----------------- ---------------- --------------
Jonathan Sharkey Other Registered Investment
Companies 3 $3,413,911 N/A N/A
Other Pooled Investment Vehicles 0 $ 0 N/A N/A
Other Accounts 0 $ 0 N/A N/A
------------------- ---------------------------------- ----------- ---------- ---------------- --------------
POTENTIAL CONFLICTS OF INTEREST
When a portfolio manager is responsible for the management of more than one
account, the potential arises for the portfolio manager to favor one account
over another. The principal types of potential conflicts of interest that may
arise are discussed below. For the reasons outlined below, Pioneer does not
believe that any material conflicts are likely to arise out of a portfolio
manager's responsibility for the management of the fund as well as one or more
other accounts. Although Pioneer has adopted procedures that it believes are
reasonably designed to detect and prevent violations of the federal securities
laws and to mitigate the potential for conflicts of interest to affect its
portfolio management decisions, there can be no assurance that all conflicts
will be identified or that all procedures will be effective in mitigating the
potential for such risks. Generally, the risks of such conflicts of interest
are increased to the extent that a portfolio manager has a financial incentive
to favor one account over another. Pioneer has structured its compensation
arrangements in a manner that is intended to limit such potential for conflicts
of interest. See "Compensation of Portfolio Managers" below.
o A portfolio manager could favor one account over another in allocating new
investment opportunities that have limited supply, such as initial public
offerings and private placements. If, for example, an initial public
offering that was expected to appreciate in value significantly shortly
after the offering was allocated to a single account, that account may be
expected to have better investment performance than other accounts that did
not receive an allocation of the initial public offering. Generally,
investments for which there is limited availability are allocated based upon
a range of factors including available cash and consistency with the
accounts' investment objectives and policies. This allocation methodology
necessarily involves some subjective elements but is intended over time to
treat each client in an equitable and fair manner. Generally, the investment
opportunity is allocated among participating accounts on a pro rata
0
basis. Although Pioneer believes that its practices are reasonably designed to
treat each client in an equitable and fair manner, there may be instances
where a fund may not participate, or may participate to a lesser degree than
other clients, in the allocation of an investment opportunity.
o A portfolio manager could favor one account over another in the order in
which trades for the accounts are placed. If a portfolio manager determines
to purchase a security for more than one account in an aggregate amount that
may influence the market price of the security, accounts that purchased or
sold the security first may receive a more favorable price than accounts
that made subsequent transactions. The less liquid the market for the
security or the greater the percentage that the proposed aggregate purchases
or sales represent of average daily trading volume, the greater the
potential for accounts that make subsequent purchases or sales to receive a
less favorable price. When a portfolio manager intends to trade the same
security on the same day for more than one account, the trades typically are
"bunched," which means that the trades for the individual accounts are
aggregated and each account receives the same price. There are some types of
accounts as to which bunching may not be possible for contractual reasons
(such as directed brokerage arrangements). Circumstances may also arise
where the trader believes that bunching the orders may not result in the
best possible price. Where those accounts or circumstances are involved,
Pioneer will place the order in a manner intended to result in as favorable
a price as possible for such client.
o A portfolio manager could favor an account if the portfolio manager's
compensation is tied to the performance of that account to a greater degree
than other accounts managed by the portfolio manager. If, for example, the
portfolio manager receives a bonus based upon the performance of certain
accounts relative to a benchmark while other accounts are disregarded for
this purpose, the portfolio manager will have a financial incentive to seek
to have the accounts that determine the portfolio manager's bonus achieve
the best possible performance to the possible detriment of other accounts.
Similarly, if Pioneer receives a performance-based advisory fee, the
portfolio manager may favor that account, whether or not the performance of
that account directly determines the portfolio manager's compensation.
o A portfolio manager could favor an account if the portfolio manager has a
beneficial interest in the account, in order to benefit a large client or to
compensate a client that had poor returns. For example, if the portfolio
manager held an interest in an investment partnership that was one of the
accounts managed by the portfolio manager, the portfolio manager would have
an economic incentive to favor the account in which the portfolio manager
held an interest.
o If the different accounts have materially and potentially conflicting
investment objectives or strategies, a conflict of interest could arise. For
example, if a portfolio manager purchases a security for one account and
sells the same security for another account, such trading pattern may
disadvantage either the account that is long or short. In making portfolio
manager assignments, Pioneer seeks to avoid such potentially conflicting
situations. However, where a portfolio manager is responsible for accounts
with differing investment objectives and policies, it is possible that the
portfolio manager will conclude that it is in the best interest of one
account to sell a portfolio security while another account continues to hold
or increase the holding in such security.
COMPENSATION OF PORTFOLIO MANAGER
Pioneer has adopted a system of compensation for portfolio managers that seeks
to align the financial interests of the portfolio managers with those of
shareholders of the accounts (including Pioneer funds) the portfolio managers
manage, as well as with the financial performance of Pioneer. The compensation
program for all Pioneer portfolio managers includes a base salary (determined
by the rank and tenure of the employee) and an annual bonus program, as well as
customary benefits that are offered generally to all full-time employees. Base
compensation is fixed and normally reevaluated on an annual basis. Pioneer
seeks to set base compensation at market rates, taking into account the
experience and responsibilities of the portfolio manager. The bonus plan is
intended to provide a competitive level of annual bonus compensation that is
tied to the portfolio manager achieving superior investment performance and
align the interests of
1
the investment professional with those of shareholders, as well as with the
financial performance of Pioneer. Any bonus under the plan is completely
discretionary, with a maximum annual bonus that may be in excess of base
salary. The annual bonus is based upon a combination of the following factors:
o QUANTITATIVE INVESTMENT PERFORMANCE. The quantitative investment performance
calculation is based on pre-tax investment performance of all of the
accounts managed by the portfolio manager (which includes the fund and any
other accounts managed by the portfolio manager) over a one-year period (20%
weighting) and four-year period (80% weighting), measured for periods ending
on December 31. The accounts, which include the fund, are ranked against a
group of mutual funds with similar investment objectives and investment
focus (60%) and a broad-based securities market index measuring the
performance of the same type of securities in which the accounts invest
(40%), which, in the case of the fund, is the 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 participate in other programs designed to reward and
retain key contributors. Senior executives or other key employees are 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, 2015 the value, within the
indicated range, of shares beneficially owned by the portfolio manager of the
fund.
BENEFICIAL OWNERSHIP
NAME OF PORTFOLIO MANAGER OF THE FUND*
--------------------------- ---------------------
Jonathan Sharkey A
--------------------------- ---------------------
* Key to Dollar Ranges
A. None
B. $1 - $10,000
C. $10,001 - $50,000
D. $50,001 - $100,000
E. $100,001 - $500,000
F. $500,001 - $1,000,000
G. Over $1,000,000
2
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT
INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrant's equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781).
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 registrant's board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 407(c)(2)(iv) of
Regulation S-R(17 CFR 229.407)(as required by Item 22(b)(15))
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrant's board of
directors since the registrant last provided disclosure in response
to the requirements of Item 407(c)(2)(iv) of Regulation S-R of Schedule 14(A)
in its definitive proxy statement, or this item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive and
principal financials officers, or persons performing similar functions,
regarding the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR
270.30a-3(c))) as of a date within 90 days of the filing date of the report
that includes the disclosure required by this paragraph,
based on the evaluation of these controls and procedures required by Rule
30a-3(b) under the Act (17 CFR 270.30(a)-3(b) and Rules 13a-15(b) or 15d-15(b)
under the Exchange Act (17 CFR 240.13a-15(b) or 240.15d-15(b)).
The registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on the evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose any change in the registrant's internal control over financial
reporting (as defined in Rule 30a-3(d) under the Act (17CFR 270.30a-3(d)) that
occured during the second fiscal quarter of the period covered by this report
that has materially affected, or is reasonably likely to materially affect,
the registrant's internal control over financial reporting.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the second
fiscal quarter of the period covered by this
report that have materially affected, or are
reasonably likely to materially affect, the
registrant's internal control over financial
reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
(a) File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(1) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(2) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2(a) under the Act
(17 CFR 270.30a-2(a)) , exactly as set forth below:
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Floating Rate Trust
By (Signature and Title)* /s/ Lisa M. Jones
Lisa M. Jones, President & Chief Executive Officer
Date January 29, 2016
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/ Lisa M. Jones
Lisa M. Jones, President & Chief Executive Officer
Date January 29, 2016
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer & Chief Accounting & Financial Officer
Date January 29, 2016
* Print the name and title of each signing officer under his or her signature.