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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 811-22014
Pioneer Diversified High Income 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: April 30
Date of reporting period: May 1, 2014 through April 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 Diversified
High Income Trust
--------------------------------------------------------------------------------
Annual Report | April 30, 2015
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Ticker Symbol: HNW
[LOGO] PIONEER
Investments(R)
visit us: us.pioneerinvestments.com
Table of Contents
President's Letter 2
Portfolio Management Discussion 4
Portfolio Summary 11
Prices and Distributions 12
Performance Update 13
Schedule of Investments 14
Financial Statements 45
Financial Highlights 49
Notes to Financial Statements 51
Report of Independent Registered Public Accounting Firm 63
Trustees, Officers and Service Providers 65
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 1
President's Letter
Dear Shareowner,
At mid-year, economic conditions and government policies around the world are
far from homogeneous, and we expect them to continue to diverge. In the United
States, an ongoing economic expansion has brought the unemployment rate down to
levels where wage growth is likely to accelerate. Economic growth and fiscal
austerity have dramatically reduced the Federal budget deficit, while very
accommodative Federal Reserve System policies have kept interest rates
exceptionally low. In Europe and Japan, cyclical economic recoveries/ expansions
appear to be gaining traction, buttressed by aggressive quantitative easing
policies of central banks as well as cheaper currencies. China's ongoing
transition from an infrastructure investment-driven to a consumer-driven economy
and the dramatic decline in the price of oil -- largely a result of U.S.
"fracking" -- have benefited some countries while burdening others. On balance,
though, the global economic outlook has continued to improve, although economic
and geopolitical "storm clouds" remain.
Today's market environment presents numerous opportunities as well as challenges
for investors. While we believe that the capital markets may already have priced
in some recent trends, such as the U.S. dollar's appreciation against a basket
of global currencies, it is worth noting that investment risks and opportunities
are not always aligned with the economic outlook.
Since 1928, Pioneer's investment professionals have focused on identifying and
capitalizing on the investment opportunities that present themselves in a
variety of ever-changing economic and market conditions, including those we face
today, while seeking to limit the risk of the permanent impairment of our
clients' capital. Our ongoing goal is to deliver competitive returns consistent
with our strategies' stated style and objectives and consistent with our
shareholders' expectations over a range of market conditions. We believe our
shareowners benefit from the experience and tenure of our investment teams, the
insights generated from extensive research resources, and our commitment to
prudent risk management.
2 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
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, as we do when managing the assets
our clients have entrusted to us.
We greatly appreciate your trust in us in the past 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.
Any information in this shareowner report regarding market or economic trends or
the factors influencing the Fund's historical or future performance are
statements of opinion as of the date of this report. These statements should not
be relied upon for any other purposes. Past performance is no guarantee of
future results, and there is no guarantee that market forecasts discussed will
be realized.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 3
Portfolio Management Discussion | 4/30/15
The environment for global high-yield securities deteriorated throughout the
12-month period ended April 30, 2015, as investor confidence weakened due to
concerns about global economic growth, volatility in world commodity prices and
heightened geopolitical risks. In the following interview, Andrew Feltus,
Charles Melchreit and Jonathan Sharkey discuss the factors that affected the
performance of Pioneer Diversified High Income Trust during the 12-month period.
Mr. Feltus, Director of High Yield and Bank Loans, a senior vice president and a
portfolio manager at Pioneer, Mr. Melchreit, Director of Investment-Grade
Management, a senior vice president and a portfolio manager at Pioneer, and Mr.
Sharkey, a senior vice president and a portfolio manager at Pioneer, are
responsible for the day-to-day management of the Trust.
Q How did the Trust perform during the 12-month period ended April 30, 2015?
A Pioneer Diversified High Income Trust returned 1.21% at net asset value and
-7.90% at market price for the 12-month period ended April 30, 2015. During
the same 12-month period, the Trust's custom benchmark returned 0.91% at net
asset value. The custom benchmark is based on equal weights of the Bank of
America Merrill Lynch (BofA ML) Global High Yield and Emerging Markets Plus
(GHY and EMP) Index, which returned -1.70% at net asset value during the
12-month period, and the Credit Suisse (CS) Leveraged Loan Index, which
returned 3.52%. Unlike the Trust, the custom benchmark 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 32 closed end funds in Lipper's High Current
Yield Closed End Funds Category (which may or may not be leveraged) was
-2.24%, and the average return (at market price) of the 22 closed end funds
in Lipper's Loan Participation Closed End Funds Category (which may or may
not be leveraged) was 2.90%.
The shares of the Trust were selling at a 5.6% discount to net asset value at
the end of the period on April 30, 2015.
On April 30, 2015, the 30-day SEC yield on the Trust's shares was 6.38%*.
Q How would you describe the investment environment for high-yield securities
during the 12-month period ended April 30, 2015?
A At the beginning of the 12-month period, higher-yielding and more credit-
sensitive securities tended to be in favor with investors, but their
performance gradually weakened due to several factors. One of the primary
concerns of market participants revolved around the potential risks of
further policy
* 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 Diversified High Income Trust | Annual Report | 4/30/15
tightening by the U.S. Federal Reserve System (the Fed) in the form of an
interest-rate hike. As the period progressed, other developments, many in
foreign markets, also had a negative impact on high-yield markets. Examples
included continuing weakness in Europe's economy and slowing economic growth
in China. Moreover, many emerging economies suffered both from the feared
effects of potentially higher interest rates in the United States and the
continuing slide in world commodity prices, notably the dramatic plunge of
crude oil prices over the final months of 2014.
While lower energy prices may have been welcomed by many consumers and
oil-consuming industries, they proved disruptive to the U.S. high-yield bond
market, as 16% of the market is represented by energy issuers. Geopolitical
risks to the global economy also increased during the 12-month period, as
ongoing tensions between Russia and the Ukraine resulted in steps taken by
the U.S. and many European nations to impose economic sanctions on Russia.
The sanctions, however, may have further weakened some western European
economies. Meanwhile, the rise of ISIS in the Middle East sparked new violence
across the region, violence which persisted throughout the period and
threatened to increase instability in other parts of the world.
Despite the many issues which developed, one relative bright spot for most of
the period was the United States economy. Following a weak first quarter of
2014, the U.S. economy, as measured by gross domestic product (GDP), grew at
a healthy - though hardly robust - average rate of 2.39% during the remainder
of 2014. Economic indices measuring employment, consumer spending,
manufacturing output and housing industry trends all showed improvement over
the final three quarters of 2014. The new year, however, brought renewed
concerns about the domestic economy, as GDP fell to just a 0.2% pace in the
first quarter of 2015 (subsequently revised even lower). Although the labor
market continued to improve, manufacturing data was disappointing, feeding
the market's fears that the economic revival was sputtering. Intermediate-
and longer-term U.S. Treasuries, which are less sensitive to the economic
cycle, continued to increase in price as interest rates fell over the first
quarter of 2015, but credit-sensitive investments, including prices of
high-yield corporate bonds, generally underperformed Treasuries.
Outside the U.S., in the latter part of the 12-month period, the European
Central Bank (ECB) implemented a policy of quantitative easing (which
involves bond purchases) to help support economies in the euro zone. In turn,
the relative performance of European high-yield bonds began to improve as
investors, especially in Europe, sought better yields in an environment that
featured declining rates on government bonds and investment-grade corporates.
Encouragingly, there were signs of some gains in the European economy during
the first quarter of 2015. Meanwhile, the
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 5
emerging markets started to improve as well, although the performance of
emerging markets debt continued to lag that of the U.S. high-yield market.
Economic growth in China seemed to be stabilizing early in 2015 after
decelerating during much of 2014.
Despite some weakening in the final weeks of the period, the U.S. dollar
strengthened in world currency markets for almost the entire 12 months.
Falling oil and commodity prices and declining interest rates in Europe gave
further support to the U.S. currency.
Q Could you review your principal investment strategies during the 12-month
period ended April 30, 2015, and how those strategies affected the Trust's
performance relative to the customized benchmark?
A We had overweighted the Trust's portfolio to U.S. high-yield corporates
during the period. The domestic high-yield corporate market, as we noted
earlier, has a heavy energy-industry component, and so the Trust's over-
weight position to high-yield corporates was a major drag on
benchmark-relative performance as energy companies, by and large, struggled
over the final half of the period due to plummeting oil prices. In
particular, the high-yield securities issued by energy exploration and
production (E&P) companies and oil field services companies tended to
underperform, though they recovered to a certain degree when oil prices
started rising again in the latter weeks of the 12-month period.
Another allocation that underperformed and held back the Trust's relative
performance during the period was emerging markets debt. The asset class, as
discussed previously, was affected by weak commodity prices, slowing growth
in China and concerns about potential interest-rate increases in the United
States.
On the bright side, we invested in event-linked (catastrophe) bonds issued by
property-and-casualty insurers and in floating-rate bank loans during the
period, and those positions tended to boost the Trust's performance. Both
catastrophe bonds and bank loans feature floating-rate coupons, which rise as
interest rates increase. Catastrophe bonds held up well during a relatively
mild 2014 hurricane season, while floating-rate bank loans outperformed
high-yield corporates.
With regard to individual securities, some of the high-yield energy positions
in the Trust's portfolio that were notable detractors from benchmark-relative
performance included the bonds of E&P companies Energy XXI and Samson Oil &
Gas, and Hercules Offshore, an oil field services company. High-yield bond
positions that fared well during the period included the securities issued by
Tragus, an Australian utility company, and some higher-quality energy firms,
including Sanchez Energy, an E&P company that outpaced many of its peers in
the industry. Finally, the convertible debt of Hologic, a manufacturer of
medical equipment, also helped to support the Trust's relative results.
6 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
At the end of the period, on April 30, 2015, roughly 65% of the Trust's total
investment portfolio was allocated to corporate bonds and notes, while nearly
22% of the Trust's total investment portfolio was allocated to senior secured
floating-rate bank loans. With regard to catastrophe bonds, we slightly
reduced the Trust's allocation late in the fiscal year as we believed their
prices had become somewhat high.
Q Can you comment on the Trust's allocation to insurance-linked securities (ILS)
during the 12-month period ended April 30, 2015?
A ILS continued to be a core component of the Trust's investment strategy during
the period, with 19.3% of the Trust's total investment portfolio allocated to
this market as of April 30, 2015. The positioning in ILS is consistent with
the Trust's long-term strategy, in which the allocation to the asset class has
generally ranged from 15% to 25% of the Trust's total investment portfolio.
Prudent diversification** across risks, or "perils" (that is, trigger events
such as hurricanes), is a critical part of the investment process. The Trust's
risks are distributed across many geographic regions and perils, encompassing
hurricane risk spread across various coastal regions of the U.S., from Texas
to Maine; earthquake risk throughout the United States and Canada; winter
storm risk in Western Europe; and both typhoon and earthquake risk in Japan
and Australia. In addition, the Trust invests in diversified risks including
tornadoes, crop failures, pandemics, and aviation accidents, while taking
small portfolio exposures to other regions, including South and Central
America, New Zealand, and the Caribbean.
The insurance-linked market has seen significant new capital flows in recent
quarters, as investors have sought the compelling returns and low correlations
of the asset class. Consequently, we have seen downward pressure on yields.
Because of the less-compelling risk-adjusted yields available from
publicly-traded catastrophe bonds, we have reduced the Trust's allocation to
riskier ILS deals in favor of those carrying relatively remote risks, as those
securities have enjoyed comparatively stable pricing. To offset the income
reduction in the portfolio, we have increased the Trust's allocation to
private placement ILS, particularly quota share agreements. With quota share
agreements, the Trust takes a proportional share of a sponsoring insurer's
risk and, in return, the Trust earns a share of the company's premium income.
We believe such deals present many excellent opportunities to invest in
diversified pools of insurance risk and, given that they represent a less
liquid part of the market, quota share agreements have continued to offer
investors attractive "expected" returns.
* Diversification does not assure a profit nor protect against loss in a
declining market.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 7
Q How did the level of leverage in the Trust change over the 12-month period
ended April 30, 2015?
A At the end of the 12-month period, on April 30, 2015, 29.5% of the Trust's
total managed assets were financed by leverage (or borrowed funds), compared
with 28.7% of the Trust's total managed assets financed by leverage at the
start of the period on May 1, 2014. While the amount of borrowed funds
employed by the Trust during the period did not increase or decrease, the
percentage increase was due to a decrease in the values of securities in which
the Trust had invested.
Q Did the Trust have any investments in derivative securities during the
12-month period ended April 30, 2015?
A Yes. We used currency forward contracts in an effort to offset the potential
volatility effects of the Trust's investments in non-dollar-denominated
securities. The hedging strategy tended to help the Trust's performance as
the U.S. dollar appreciated against most other currencies over most of the
period.
Q What were the significant factors affecting the Trust's yield during the
12-month period ended April 30, 2015?
A The Trust's yield did decline during the 12-month period, due to a few key
factors. As interest rates fell during the period and as older securities in
the Trust's portfolio were either retired or were called by issuers, we
inevitably had to re-invest those assets in securities with lower coupons.
Also, we reduced the Trust's exposure to higher-yielding, lower-rated
corporate bonds during the period, and that also resulted in a decline in the
Trust's current income. In addition, the Trust has drawn on accumulated net
investment income in paying the Trust's dividend in recent periods, but these
reserves have been depleted.
Q What is your investment outlook?
A We remain positive about investment opportunities in the credit-sensitive
sectors. Despite the sluggish GDP number for the domestic economy for the
first quarter of 2015, the markets continue to expect that economic growth in
the U.S. will strengthen.
We anticipate that currency volatility is likely to continue to dominate
global bond markets. We believe the Fed will remain cautious as it considers
tightening monetary policy, but some tightening in the form of an upward
movement in interest rates could be seen before the end of 2015. One key
factor supporting that belief is the strength of the U.S. labor market, which
has been adding jobs steadily and moving closer to the point at which wages
begin to rise.
8 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Elsewhere, we are beginning to see signs of improving economic growth trends
in Europe and we continue to see evidence that China's growth rate is
gradually slowing - but stabilizing - to levels below recent trends. We also
believe China's current leadership is focused on fostering greater stability
in the financial markets. Going forward, we believe the expansion of the
global economy will be less dependent on trends in China and more sensitive
to trends in other major industrialized and developing economies.
Global interest rates are likely to increase from their current very low
levels, as we see little evidence of deflationary pressures.
Given this outlook, we plan to keep the duration of the Trust's portfolio
relatively short in an attempt to protect principal and to give us the
flexibility to take advantage of investment opportunities as they develop.
(Duration is a measure of the sensitivity of the price - the value of
principal - of a fixed-income investment to a change in interest rates,
expressed as a number of years.)
We think the yield advantages of credit-sensitive securities are about as high
as they can go, but we also think they are appropriate given low default rates
and our relatively optimistic view of the growth potential of the domestic and
global economies. During the past 12 months, we saw a great deal of investment
capital flow into the catastrophe bond sector, which has provided healthy
support to prices in the asset class. However, we have begun to see the trend
stabilize and, as we noted earlier, we have reduced the Trust's exposure,
somewhat, to catastrophe bonds due to concerns over valuations and because we
saw more interesting opportunities elsewhere.
Going forward, we anticipate maintaining a healthy exposure in the Trust's
portfolio to high-yield and other credit-sensitive debt, while looking for
potential opportunities in floating-rate instruments such as bank loans. The
loan asset class saw price appreciation over the past 12 months due to heavy
issuance of collateralized loan obligations (CLOs), which are institutional
pools of assets that invest in bank loans. Because of their floating rate
nature, we believe both catastrophe bonds and bank loans should benefit when
interest rates start rising due to the Fed's anticipated policy tightening,
which is likely to occur in 2015.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 9
Please refer to the Schedule of Investments on pages 14-44 for a full listing of
Trust securities.
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, economic, and political conditions.
When interest rates rise, the prices of debt securities in the Trust will
generally fall. Conversely, when interest rates fall the prices of debt
securities in the Trust generally will rise. Investments in the Trust are
subject to possible loss due to the financial failure of the issuers of the
underlying securities and the issuers' inability to meet their debt obligations.
The Trust may invest a significant amount of its total assets in illiquid
securities. Illiquid securities may be difficult to dispose of at a price
reflective of their value at the times when the Trust believes it is desirable
to do so and the market price of illiquid securities is generally more volatile
than that of more liquid securities. Illiquid securities also are more difficult
to value, and investment of the Trust's assets in illiquid securities may
restrict the Trust's ability to take advantage of market opportunities.
The Trust is authorized to borrow from banks and issue debt securities, which
are forms of leverage. Leverage creates significant risks, including the risk
that the Trust's incremental income or capital appreciation for investments
purchased with the proceeds of leverage will not be sufficient to cover the cost
of the leverage, which may adversely affect the return for shareholders.
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.
Risks of investing in the Trust are discussed in greater detail in the Trust's
original offering prospectus and in shareowner reports issued from time to time.
These risks may increase share price volatility.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of opinion as of the date of this report. These statements should not
be relied upon for any other purposes. Past performance is no guarantee of
future results, and there is no guarantee that market forecasts discussed will
be realized.
10 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Portfolio Summary | 4/30/15
Portfolio Diversification*
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(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Corporate Bonds & Notes 64.9%
Senior Secured Floating Rate Loan Interests 21.8%
U.S. Government And Agency Obligations 4.6%
Convertible Bonds & Notes 1.7%
Asset Backed Securities 1.2%
Collateralized Mortgage Obligations 1.2%
Preferred Stocks 1.2%
Common Stocks 1.1%
Sovereign Debt Obligations 1.0%
Commercial Paper 0.7%
Convertible Preferred Stocks 0.3%
Commercial Mortgage-Backed Securities 0.3%
* Includes investments in Insurance Linked Securities totaling 19.3% of total
investment portfolio.
10 Largest Holdings
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(As a percentage of total long-term holdings)**
1. Fixed Income Trust Series 2013-A, 0.0%, 10/15/97 (144A) 2.03%
------------------------------------------------------------------------------------
2. Pangaea Re, 2/1/19 1.48
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3. U.S. Treasury Notes, 0.09%, 7/31/16 1.40
------------------------------------------------------------------------------------
4. U.S. Treasury Notes, 0.073%, 10/31/16 1.39
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5. U.S. Treasury Notes, 0.089%, 4/30/16 1.33
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6. Exeter Segregated Account (Kane SAC Ltd.), Variable Rate Notes, 1/7/16 1.28
------------------------------------------------------------------------------------
7. Berkeley Segregated Account (Kane SAC Ltd.), Variable Rate Notes, 6/12/15 0.98
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8. Queen Street X Re, Ltd., 5.75%, 6/8/18 (144A) (Cat Bond) 0.93
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9. PI-6, Series C - 2014 (Kane SAC Ltd.), Variable Rate Notes, 7/7/16 0.93
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10. MultiCat Mexico, Ltd., Class A, 7.5%, 12/4/15 (144A) (Cat Bond) 0.93
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** 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 Diversified High Income Trust | Annual Report | 4/30/15 11
Prices and Distributions | 4/30/15
Market Value per Common Share
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--------------------------------------------------------------------------------
4/30/15 4/30/14
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Market Value $17.42 $20.85
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(Discount)/Premium (5.6)% 4.1%
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Net Asset Value per Common Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
4/30/15 4/30/14
--------------------------------------------------------------------------------
Net Asset Value $18.39 $20.03
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Distributions per Common Share
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--------------------------------------------------------------------------------
Net Investment Short-Term Long-Term
Income Capital Gains Capital Gains
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5/1/14 - 4/30/15 $1.83* $ -- $ --
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The data shown above represents past performance, which is no guarantee of
future results.
* The amount of distributions made to shareholders during the period was in
excess of the net investment income earned by the Trust during the period.
The Trust has accumulated undistributed net investment income which is part
of the Trust's NAV. A portion of this 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.
12 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Performance Update | 4/30/15
Investment Returns
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The mountain chart on the right shows the change in market value, plus
reinvested dividends and distributions, of a $10,000 investment made in common
shares of Pioneer Diversified High Income Trust during the periods shown,
compared to that of the combined (50%/50%) Bank of America Merrill Lynch Global
High Yield and Emerging Markets Plus Index (BofA ML Global HY and EMP Index) and
the Credit Suisse (CS) Leveraged Loan Index.
Average Annual Total Returns
(As of April 30, 2015)
------------------------------------------------------------------------------------
50% BofA
ML Global
HY and
Net EMP Index
Asset 50% CS
Value Market Leveraged
Period (NAV) Price Loan Index
------------------------------------------------------------------------------------
Life-of-Trust
(5/30/07) 8.16% 6.80% 5.77%
5 Years 8.67 7.19 6.33
1 Year 1.21 (7.90) 0.91
------------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Diversified 50% BofA ML Global HY and EMP Index
High Income Trust 50% CS Leveraged Loan Index
5/31/2007 $10,000 $10,000
4/30/2008 $ 8,933 $ 9,879
4/30/2009 $ 6,868 $ 8,422
4/30/2010 $11,899 $11,487
4/30/2011 $14,034 $12,708
4/30/2012 $14,224 $13,210
4/30/2013 $17,065 $14,786
4/30/2014 $18,280 $15,587
4/30/2015 $16,836 $15,672
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
Performance data shown represents past performance. Past performance is no
guarantee of future results. Investment return and market price will fluctuate,
and your shares may trade below NAV due to such factors as interest rate changes
and the perceived credit quality of borrowers.
Total investment return does not reflect broker sales charges or commissions.
All performance is for common shares of the Trust.
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 common share is total assets less
total liabilities, which include preferred shares or borrowings, as applicable,
divided by the number of common shares outstanding.
When NAV is lower than market price, dividends are assumed to be reinvested at
the greater of NAV or 95% of the market price. When NAV is higher, dividends are
assumed to be reinvested at prices obtained 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 BofA ML Global High Yield and Emerging Markets Plus Index is an unmanaged
index that tracks the performance of the below- and border-line investment-grade
global debt markets denominated in the major developed market currencies. The
Index includes sovereign issuers rated BBB1 and lower along with corporate
issues rated BB1 and lower. There are no restrictions on issuer country of
domicile. The CS Leveraged Loan Index is unmanaged and is designed to mirror
the investible universe of the U.S. dollar-denominated leveraged loan market.
The CS Leveraged Loan Index consists of tradable term loans with at least one
year to maturity and rated BBB or lower.
Index returns are calculated monthly, assume reinvestment of dividends and,
unlike Trust returns, do not reflect any fees, expenses or sales charges. The
indices do not use leverage. It is not possible to invest directly in an index.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 13
Schedule of Investments | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
ASSET BACKED SECURITIES -- 1.7% of
Net Assets
679,932(a) Aircraft Finance Trust, Series 1999-1A, Class A1,
0.662%, 5/15/24 (144A) $ 231,177
200,000 Ascentium Equipment Receivables LLC, Series
2015-1A, Class E, 5.92%, 6/12/23 (144A) 200,428
81,268 Continental Airlines Pass Through Trust, Series 1998-1,
Class B, 6.748%, 3/15/17 86,600
250,000 Delta Air Lines Pass Through Trust, Series 2010-1,
Class B, 6.375%, 1/2/16 (144A) 256,850
290,000(b) GMAT Trust, Series 2013-1A, Class M, 5.0%,
11/25/43 (144A) 277,046
395,669 Monty Parent Issuer LLC, Series 2013-LTR,
Class B, 4.25%, 11/20/28 (144A) 395,674
940,000 Nations Equipment Finance Funding I LLC, Series
2013-1A, Class C, 5.5%, 5/20/21 (144A) 947,332
58,176 Westgate Resorts LLC, Series 2012-2A, Class C,
9.0%, 1/20/25 (144A) 59,110
138,122 Westgate Resorts LLC, Series 2012-BA, Class A,
9.5%, 2/20/25 (144A) 140,405
---------------------------------------------------------------------------------------------------------------
TOTAL ASSET BACKED SECURITIES
(Cost $2,726,784) $ 2,594,622
---------------------------------------------------------------------------------------------------------------
COLLATERALIZED MORTGAGE
OBLIGATIONS -- 1.7% of Net Assets
375,000(a) BAMLL Commercial Mortgage Securities Trust,
Series 2014-INLD, Class F, 2.704%, 12/15/29 (144A) $ 346,326
84,439(c) CAM Mortgage Trust, Series 2014-1, Class M,
5.5%, 12/15/53 (144A) 84,507
200,000(b) Credit Suisse First Boston Mortgage Securities Corp.,
Series 2004-C4, Class E, 5.135%, 10/15/39 (144A) 206,358
115,766(a) EQTY Mezzanine Trust, Series 2014-INMZ, Class M,
4.93%, 5/8/31 (144A) 115,074
170,000(a) EQTY Mortgage Trust, Series 2014-INNS, Class E,
3.63%, 5/8/31 (144A) 169,644
90,121 Global Mortgage Securitization, Ltd., Series 2004-A,
Class B1, 5.25%, 11/25/32 (144A) 86,774
160,965 Global Mortgage Securitization, Ltd., Series 2005-A,
Class B3, 5.25%, 4/25/32 121,261
168,156 Homeowner Assistance Program Reverse Mortgage
Loan Trust, Series 2013-RM1, Class A, 4.0%,
5/26/53 (144A) 165,062
150,000 JP Morgan Chase Commercial Mortgage Securities Trust,
Series 2006-CB16, Class AJ, 5.623%, 5/12/45 152,701
150,000(a) JP Morgan Chase Commercial Mortgage Securities Trust,
Series 2013-FL3, Class E, 3.52%, 4/15/28 (144A) 149,116
The accompanying notes are an integral part of these financial statements.
14 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
COLLATERALIZED MORTGAGE
OBLIGATIONS -- (continued)
556,571(b) LB-UBS Commercial Mortgage Trust, Series 2006-C1,
Class AJ, 5.276%, 2/15/41 $ 562,078
400,000(b) Wachovia Bank Commercial Mortgage Trust, Series
2007-C34, Class AJ, 6.144%, 5/15/46 421,046
---------------------------------------------------------------------------------------------------------------
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS
(Cost $2,555,663) $ 2,579,947
---------------------------------------------------------------------------------------------------------------
COMMERCIAL MORTGAGE-BACKED
SECURITIES -- 0.5% of Net Assets
150,000(b) Bear Stearns Commercial Mortgage Securities Trust,
Series 2005-PWR7, Class B, 5.214%, 2/11/41 $ 150,020
250,000(b) COMM Mortgage Trust, Series 2012-CR2, Class E,
5.019%, 8/15/45 (144A) 254,648
200,000(b) COMM Mortgage Trust, Series 2013-FL3, Class RGC2,
4.5%, 10/13/18 (144A) 200,070
150,600(a) JPMorgan Chase Commercial Mortgage Securities Corp.,
Series 2006-FL2A, Class G, 0.542%, 11/15/18 (144A) 145,319
---------------------------------------------------------------------------------------------------------------
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES
(Cost $694,163) $ 750,057
---------------------------------------------------------------------------------------------------------------
SENIOR SECURED FLOATING RATE LOAN
INTERESTS -- 30.7% of Net Assets*(a)
AUTOMOBILES & COMPONENTS -- 2.9%
Auto Parts & Equipment -- 1.6%
498,747 Crowne Group LLC, First Lien Initial Term Loan,
6.0%, 9/30/20 $ 497,188
186,464 Federal-Mogul Corp., Tranche C Term Loan,
4.75%, 4/15/21 186,441
163,340 Key Safety Systems, Inc., Initial Term Loan,
4.75%, 8/29/21 164,803
316,054 MPG Holdco I, Inc. Initial Term Loan, 4.25%, 10/20/21 317,662
277,232 TI Group Automotive Systems LLC, Facility Term
Loan, 4.25%, 7/2/21 278,098
906,467 Tower Automotive Holdings USA LLC, Refinancing Term
Loan, 4.0%, 4/23/20 910,433
138,838 UCI International, Inc. (United Components), Term
Loan, 5.5%, 7/26/17 136,813
------------
$ 2,491,438
---------------------------------------------------------------------------------------------------------------
Automobile Manufacturers -- 1.0%
1,443,750 Chrysler Group LLC, Term Loan B, 3.5%, 5/24/17 $ 1,448,256
---------------------------------------------------------------------------------------------------------------
Tires & Rubber -- 0.3%
479,167 Goodyear Tire & Rubber Co., Second Lien Term
Loan, 4.75%, 4/30/19 $ 485,156
------------
Total Automobiles & Components $ 4,424,850
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 15
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 3.4%
Aerospace & Defense -- 1.2%
752,795 DAE Aviation Holdings, Inc., Tranche B-1 Loan,
5.0%, 11/2/18 $ 758,595
340,685 DAE Aviation Holdings, Inc., Tranche B-2 Loan,
5.0%, 11/2/18 342,761
132,601 TASC, Inc., First Lien Term Loan, 7.0%, 5/22/20 134,673
15,479 Vencore, Inc. (fka SI Organisation, Inc.), Delayed Draw
Term Loan, 5.75%, 11/23/19 15,605
232,287 Vencore, Inc. (fka SI Organization, Inc.), Initial First
Lien Term Loan, 5.75%, 11/23/19 234,174
320,000 WP CPP Holdings LLC, Second Lien Term Loan B-1,
8.75%, 4/30/21 321,400
------------
$ 1,807,208
---------------------------------------------------------------------------------------------------------------
Building Products -- 0.3%
487,094 Unifrax Holding Co., New Term B Dollar Loan,
4.25%, 11/28/18 $ 487,094
---------------------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy Trucks -- 0.3%
390,000 Navistar, Inc., Tranche B, Term Loan, 5.75%, 8/17/17 $ 393,331
---------------------------------------------------------------------------------------------------------------
Electrical Components & Equipment -- 0.3%
520,862 WireCo WorldGroup, Inc., Term Loan, 6.0%, 2/15/17 $ 522,164
---------------------------------------------------------------------------------------------------------------
Industrial Conglomerates -- 0.9%
498,638 Doosan Infracore International, Inc. (Doosan Holdings
Europe Ltd.), Tranche B Term Loan, 4.5%, 5/28/21 $ 504,872
104,741 Faenza Acquisition GmbH (CeramTec Acquisition Corp.),
Dollar Term B-3 Loan, 4.25%, 8/30/20 105,395
353,301 Faenza Acquisition GmbH (CeramTec Acquisition Corp.),
Initial Dollar Term B-1 Loan, 4.25%, 8/30/20 355,509
35,387 Faenza Acquisition GmbH (CeramTec Acquisition Corp.),
Initial Dollar Term B-2 Loan, 4.25%, 8/30/20 35,608
355,000 Filtration Group Corp., Initial Second Lien Term
Loan, 8.25%, 11/22/21 357,512
25,004 Kleopatra Holdings 2 SCA, US Borrower Term
Loan, 4/8/20 25,168
10,685 Kleopatra Holdings 2 SCA, German Borrower Term
Loan, 4/22/20 10,755
------------
$ 1,394,819
---------------------------------------------------------------------------------------------------------------
Trading Companies & Distributors -- 0.4%
343,681 AWAS Finance Luxembourg 2012 SA, Term Loan,
3.5%, 7/16/18 $ 346,473
284,593 WESCO Distribution, Inc., Tranche B-1 Loan,
3.75%, 12/12/19 285,720
------------
$ 632,193
------------
Total Capital Goods $ 5,236,809
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
16 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
COMMERCIAL & PROFESSIONAL SERVICES -- 0.7%
Environmental & Facilities Services -- 0.3%
500,000 Granite Acquisition, Inc. Second Lien Term B Loan,
8.25%, 12/19/22 $ 511,875
---------------------------------------------------------------------------------------------------------------
Research & Consulting Services -- 0.3%
399,724 Wyle Services Corp., Term Loan, 5.0%, 5/23/21 $ 400,598
---------------------------------------------------------------------------------------------------------------
Security & Alarm Services -- 0.1%
202,188 Protection One, Inc., 2012 Term Loan, 4.25%,
3/21/19 $ 203,324
------------
Total Commercial & Professional Services $ 1,115,797
---------------------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 0.5%
Home Furnishings -- 0.3%
489,714 Tempur Pedic International, Inc., New Term B Loan,
3.5%, 3/18/20 $ 492,238
---------------------------------------------------------------------------------------------------------------
Leisure Products -- 0.2%
300,000 Bombardier Recreational Products, Inc., Term B
Loan, 4.0%, 1/30/19 $ 302,063
------------
Total Consumer Durables & Apparel $ 794,301
---------------------------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 0.9%
Casinos & Gaming -- 0.2%
299,250 Scientific Games International, Inc., Initial Term B-2
Loan, 6.0%, 10/1/21 $ 302,637
---------------------------------------------------------------------------------------------------------------
Leisure Facilities -- 0.1%
131,791 Fitness International LLC, Term B Loan, 5.5%, 7/1/20 $ 125,421
---------------------------------------------------------------------------------------------------------------
Restaurants -- 0.6%
417,839 Landry's, Inc. (fka Landry's Restaurants, Inc.), Term
Loan B, 4.0%, 4/24/18 $ 420,346
538,350 NPC International, Inc., Term Loan, 4.0%, 12/28/18 537,229
------------
$ 957,575
------------
Total Consumer Services $ 1,385,633
---------------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.3%
Consumer Finance -- 0.1%
216,260 Trans Union LLC, Replacement Term Loan,
4.0%, 4/9/21 $ 217,477
---------------------------------------------------------------------------------------------------------------
Specialized Finance -- 0.2%
250,000 DBRS, Inc., Initial Term Loan, 6.25%, 3/4/22 $ 253,125
------------
Total Diversified Financials $ 470,602
---------------------------------------------------------------------------------------------------------------
ENERGY -- 1.4%
Coal & Consumable Fuels -- 0.1%
352,500 PT Bumi Resources Tbk, Term Loan, 18.0%, 8/15/14 $ 128,662
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 17
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Integrated Oil & Gas -- 0.3%
500,000 Chief Exploration & Development LLC, Second Lien
Term Loan, 7.5%, 5/16/21 $ 476,250
---------------------------------------------------------------------------------------------------------------
Oil & Gas Drilling -- 0.3%
444,680 Jonah Energy LLC, Initial Second Lien Initial Loan,
7.5%, 5/12/21 $ 415,776
95,988 Offshore Group Investment, Ltd. (Vantage Delaware
Holdings LLC), Second Lien Term Loan, 5.75%, 3/28/19 63,832
------------
$ 479,608
---------------------------------------------------------------------------------------------------------------
Oil & Gas Equipment & Services -- 0.3%
546,992 FR Dixie Acquisition Corp., Term Loan, 5.75%,
12/18/20 $ 454,004
---------------------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 0.4%
849,204 Fieldwood Energy LLC, Closing Date Second Lien Term
Loan, 8.375%, 9/30/20 $ 664,502
------------
Total Energy $ 2,203,026
---------------------------------------------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 0.9%
Packaged Foods & Meats -- 0.9%
491,838 Dole Food Company, Inc., Tranche B Term Loan,
4.5%, 11/1/18 $ 495,835
930,600 New HB Acquisition LLC, Term B Loan, 6.75%, 4/9/20 951,538
------------
Total Food, Beverage & Tobacco $ 1,447,373
---------------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 3.8%
Health Care Equipment & Services -- 0.7%
498,741 Accellent, Inc., Initial First Lien Term Loan,
4.5%, 3/12/21 $ 500,507
366,000 Accellent, Inc., Initial Second Lien Term Loan,
7.5%, 3/11/22 353,800
237,126 Kinetic Concepts, Inc., Dollar E-1 Term Loan,
4.5%, 5/4/18 239,103
------------
$ 1,093,410
---------------------------------------------------------------------------------------------------------------
Health Care Facilities -- 1.2%
265,757 CHS/Community Health Systems, Inc., Incremental
Term F Loan, 3.434%, 12/31/18 $ 267,639
706,531 CHS/Community Health Systems, Inc., Term D
Loan, 4.25%, 1/27/21 711,609
195,070 HCA, Inc., Tranche B-5 Term Loan, 2.934%, 3/31/17 195,698
319,343 Kindred Healthcare, Inc., Incremental Term Loan,
4.25%, 4/9/21 322,337
404,348 Surgical Care Affiliates, Inc., Initial Term Loan,
4.25%, 3/17/22 406,307
------------
$ 1,903,590
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
18 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Health Care Services -- 1.4%
359,653 AccentCare, Inc., Term Loan, 6.5%, 12/22/16 $ 347,065
208,835 Bioscrip, Inc., Delayed Term Loan, 6.5%, 7/31/20 207,921
348,058 Bioscrip, Inc., Initial Term B Loan, 6.5%, 7/31/20 346,535
202,950 National Mentor Holdings, Inc., Tranche B Term
Loan, 4.25%, 1/31/21 204,028
300,000 Steward Health Care System LLC, Term Loan,
6.75%, 4/10/20 299,438
283,225 Valitas Health Services, Inc., Term Loan B, 6.0%, 6/2/17 280,039
481,250 Virtual Radiologic Corp., Term Loan B, 7.25%, 12/22/16 410,867
------------
$ 2,095,893
---------------------------------------------------------------------------------------------------------------
Health Care Supplies -- 0.1%
185,350 Alere, Inc., Term Loan B, 5.5%, 6/30/17 $ 186,694
---------------------------------------------------------------------------------------------------------------
Health Care Technology -- 0.4%
238,246 IMS Health, Inc., Tranche B-1 Dollar Term Loan,
3.5%, 3/17/21 $ 238,768
330,039 Medical Card System, Inc., Term Loan, 12.0%,
3/17/17 316,837
------------
$ 555,605
------------
Total Health Care Equipment & Services $ 5,835,192
---------------------------------------------------------------------------------------------------------------
HOUSEHOLD & PERSONAL PRODUCTS -- 0.7%
Household Products -- 0.4%
376,392 SRAM LLC, First Lien Term Loan, 4.0%, 4/10/20 $ 377,020
212,733 Wash MultiFamily Laundry Systems LLC, U.S. Term
Loan, 5.75%, 2/21/19 213,131
------------
$ 590,151
---------------------------------------------------------------------------------------------------------------
Personal Products -- 0.2%
100,000 Altrium Innovations, Inc., Second Lien Term Loan,
7.75%, 8/13/21 $ 92,875
215,357 NBTY, Inc., B-2 Term Loan, 3.5%, 10/1/17 214,550
------------
$ 307,425
---------------------------------------------------------------------------------------------------------------
Security & Alarm Services -- 0.1%
120,230 Monitronics International, Inc., 2013 Term Loan B,
3.25%, 3/23/18 $ 120,635
------------
Total Household & Personal Products $ 1,018,211
---------------------------------------------------------------------------------------------------------------
INSURANCE -- 2.4%
Multi-Line Insurance -- 0.4%
561,040 Alliant Holdings I LLC, Initial Term Loan,
5.0%, 12/20/19 $ 563,319
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 19
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Property & Casualty Insurance -- 2.0%
750,000 Confie Seguros Holding II Co., First Lien Term
Loan B, 5.75%, 11/9/18 $ 751,875
593,765 Confie Seguros Holding II Co., Second Lien Term
Loan, 10.25%, 5/8/19 593,394
750,000 Hyperion Insurance Group, Ltd., Term B Loan,
4.5%, 3/26/22 757,969
943,548 USI, Inc., Initial Term Loan, 4.25%, 12/27/19 946,497
------------
$ 3,049,735
------------
Total Insurance $ 3,613,054
---------------------------------------------------------------------------------------------------------------
MATERIALS -- 2.1%
Commodity Chemicals -- 0.1%
101,745 Citadel Plastics Holdings, Inc., First Lien Initial Term
Loan, 5.25%, 11/5/20 $ 101,872
---------------------------------------------------------------------------------------------------------------
Diversified Chemicals -- 0.2%
295,565 Univar, Inc., Term Loan B, 5.0%, 6/30/17 $ 297,135
---------------------------------------------------------------------------------------------------------------
Diversified Metals & Mining -- 0.0%+
75,256(d) PT Bakrie & Brothers Tbk, Facility Term Loan B,
8.0%, 11/25/14 $ 27,468
---------------------------------------------------------------------------------------------------------------
Metal & Glass Containers -- 0.8%
408,998 Tank Holding Corp., Initial Term Loan, 5.25%, 3/16/22 $ 412,405
750,000 Tekni-Plex, Inc., USD Term Loan, 3.5%, 4/15/22 753,870
------------
$ 1,166,275
---------------------------------------------------------------------------------------------------------------
Paper Packaging -- 0.3%
498,750 Caraustar Industries, Inc., Incremental Term Loan,
8.0%, 5/1/19 $ 501,556
---------------------------------------------------------------------------------------------------------------
Paper Products -- 0.4%
596,962 Appvion, Inc., Term Commitment, 5.75%, 6/28/19 $ 555,175
98,750 Exopack Holdings SA, USD Term Loan, 5.25%, 5/8/19 99,532
------------
$ 654,707
---------------------------------------------------------------------------------------------------------------
Specialty Chemicals -- 0.0%+
48,810 Chemtura Corp., New Term Loan, 3.5%, 8/29/16 $ 49,033
---------------------------------------------------------------------------------------------------------------
Steel -- 0.3%
497,500 Essar Steel Algoma, Inc., Initial Term Loan,
7.5%, 8/16/19 $ 455,213
------------
Total Materials $ 3,253,259
---------------------------------------------------------------------------------------------------------------
MEDIA -- 3.4%
Advertising -- 0.7%
950,454 Affinion Group, Inc., Tranche B Term Loan,
6.75%, 4/30/18 $ 914,416
149,617 Getty Images, Inc., Initial Term Loan, 4.75%, 10/18/19 130,279
------------
$ 1,044,695
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
20 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Broadcasting -- 0.7%
296,654 Hubbard Radio LLC, Tranche 1 Term Loan,
4.5%, 4/29/19 $ 297,581
315,000 Learfield Communications, Inc., Initial Second Lien
Term Loan, 8.75%, 10/8/21 317,560
462,240 Univision Communications, Inc., Replacement First-Lien
Term Loan, 4.0%, 3/1/20 462,941
------------
$ 1,078,082
---------------------------------------------------------------------------------------------------------------
Cable & Satellite -- 0.2%
298,500 MediArena Acquisition BV (fka AP NMT Acquisition BV),
First Lien Dollar Term B Loan, 6.75%, 8/13/21 $ 298,034
---------------------------------------------------------------------------------------------------------------
Cable & Telecommunications -- 0.2%
338,324 WideOpenWest Finance LLC, Term Loan B,
4.75%, 4/1/19 $ 340,529
---------------------------------------------------------------------------------------------------------------
Movies & Entertainment -- 0.0%+
60,539 Cinedigm Digital Funding I LLC, Term Loan,
3.75%, 2/28/18 $ 60,765
---------------------------------------------------------------------------------------------------------------
Publishing -- 1.6%
526,141 Cengage Learning Acquisitions, Inc., Term Loan,
7.0%, 3/31/20 $ 530,362
746,241 Interactive Data Corp., Term Loan, 4.75%, 5/2/21 752,187
143,280 Lee Enterprises, Inc., First Lien Term Loan,
7.25%, 3/31/19 144,799
938,125 McGraw-Hill School Education Holdings LLC, Term B
Loan, 6.25%, 12/18/19 945,161
------------
$ 2,372,509
------------
Total Media $ 5,194,614
---------------------------------------------------------------------------------------------------------------
PHARMACEUTICALS, BIOTECHNOLOGY & LIFE
SCIENCES -- 0.4%
Life Sciences Tools & Services -- 0.3%
429,925 Catalent Pharma Solutions, Inc., Dollar Term Loan,
4.25%, 5/20/21 $ 434,339
---------------------------------------------------------------------------------------------------------------
Pharmaceuticals -- 0.1%
249,369 Par Pharmaceutical Co., Inc. (Par Pharmaceutical, Inc.),
Term B-2 Loan, 4.0%, 9/30/19 $ 249,966
------------
Total Pharmaceuticals, Biotechnology & Life Sciences $ 684,305
---------------------------------------------------------------------------------------------------------------
RETAIL REIT -- 0.2%
Retail REIT -- 0.2%
278,074 DTZ U.S. Borrower LLC, Delayed Draw Term Loan,
5.5%, 11/4/21 $ 281,434
------------
Total Retail REIT $ 281,434
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 21
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
RETAILING -- 1.3%
Automobiles & Components -- 0.5%
673,750 CWGS Group LLC, Term Loan, 5.75%, 2/20/20 $ 682,235
---------------------------------------------------------------------------------------------------------------
Computer & Electronics Retail -- 0.4%
714,694 Targus Group International, Inc., Term Loan,
14.75%, 5/24/16 $ 593,196
---------------------------------------------------------------------------------------------------------------
General Merchandise Stores -- 0.3%
500,000 Dollar Tree, Inc., Initial Term B Loan, 4.25%, 3/9/22 $ 507,147
---------------------------------------------------------------------------------------------------------------
Specialty Stores -- 0.1%
158,484 PetSmart, Inc., Term Loan, 5.0%, 3/11/22 $ 160,643
------------
Total Retailing $ 1,943,221
---------------------------------------------------------------------------------------------------------------
SEMICONDUCTORS & SEMICONDUCTOR
EQUIPMENT -- 0.4%
Semiconductor Equipment -- 0.4%
598,489 VAT Lux III S.a.r.l. (fka Polyusus Lux 2 S.a.r.l.), Initial
Term Loan, 4.75%, 2/11/21 $ 604,100
------------
Total Semiconductors & Semiconductor Equipment $ 604,100
---------------------------------------------------------------------------------------------------------------
SOFTWARE & SERVICES -- 1.7%
Application Software -- 1.0%
500,000 Epiq Systems, Inc., Term Loan, 4.25%, 8/27/20 $ 500,000
210,670 Expert Global Solutions, Inc., Advance First Lien Term
Loan B, 8.5%, 4/3/18 211,196
311,371 Houghton Mifflin Holdings, Inc., Term Loan,
4.25%, 5/22/18 310,593
500,000 Vertafore, Inc., Second Lien Term Loan,
9.75%, 10/27/17 504,792
------------
$ 1,526,581
---------------------------------------------------------------------------------------------------------------
IT Consulting & Other Services -- 0.7%
248,125 Evergreen Skills Lux S.a.r.l., First Lien Initial Term
Loan, 5.75%, 4/28/21 $ 247,483
772,637 SunGuard Data Systems, Inc., Tranche C Term
Loan, 3.93%, 2/28/17 775,654
------------
$ 1,023,137
------------
Total Software & Services $ 2,549,718
---------------------------------------------------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 0.7%
` Communications Equipment -- 0.1%
85,102 CommScope, Inc., Tranche 3 Term Loan,
2.829%, 1/21/17 $ 85,049
127,653 CommScope, Inc., Tranche 4 Term Loan,
3.25%, 1/14/18 127,733
------------
$ 212,782
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
22 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Electronic Components -- 0.6%
460,000 Mirion Technologies (Finance), LLC (Mirion
Technologies, Inc.), First Lien Initial Term Loan,
5.75%, 3/31/22 $ 463,160
365,533 Scitor Corp., Term Loan, 5.75%, 2/15/17 366,215
------------
$ 829,375
------------
Total Technology Hardware & Equipment $ 1,042,157
---------------------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 1.0%
Integrated Telecommunication Services -- 0.7%
500,000 GCI Holdings, Inc., Term B Loan, 4.75%, 2/2/22 $ 505,000
500,000 Securus Technologies Holdings, Inc., Term Loan B2,
4/30/20 498,908
------------
$ 1,003,908
---------------------------------------------------------------------------------------------------------------
Wireless Telecommunication Services -- 0.3%
333,333 Syniverse Holdings, Inc., Initial Term Loan,
4.0%, 4/23/19 $ 323,958
166,667 Syniverse Holdings, Inc., Tranche B Term Loan,
4.0%, 4/23/19 161,979
------------
$ 485,937
------------
Total Telecommunication Services $ 1,489,845
---------------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 1.1%
Air Freight & Logistics -- 0.1%
191,588 Ozburn-Hessey Holding Co., LLC, Term Loan,
6.75%, 5/23/19 $ 192,066
---------------------------------------------------------------------------------------------------------------
Marine -- 0.7%
500,000 Commercial Barge Line Co., Initial First Lien Term
Loan, 6.25%, 9/22/19 $ 501,563
474,507 Navios Maritime Partners LP, Term Loan, 5.25%,
6/27/18 478,065
------------
$ 979,628
---------------------------------------------------------------------------------------------------------------
Trucking -- 0.3%
500,000 YRC Worldwide, Inc., Initial Term Loan, 8.25%, 2/13/19 $ 497,188
------------
Total Transportation $ 1,668,882
---------------------------------------------------------------------------------------------------------------
UTILITIES -- 0.5%
Electric Utilities -- 0.5%
480,310 Atlantic Power Limited Partnership, Term Loan,
4.75%, 2/24/21 $ 483,312
280,808 Star West Generation LLC, Advance Term Loan B,
4.25%, 3/13/20 282,563
------------
Total Utilities $ 765,875
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 23
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
TOTAL SENIOR SECURED FLOATING RATE
LOAN INTERESTS
(Cost $47,326,711) $ 47,022,258
---------------------------------------------------------------------------------------------------------------
CORPORATE BONDS & NOTES -- 91.5% of
Net Assets
AUTOMOBILES & COMPONENTS -- 0.8%
Auto Parts & Equipment -- 0.8%
350,000 International Automotive Components Group SA,
9.125%, 6/1/18 (144A) $ 360,500
248,000 Pittsburgh Glass Works LLC, 8.0%, 11/15/18 (144A) 262,260
640,000 Stackpole International Intermediate Co., SA /
Stackpole International Powder, 7.75%,
10/15/21 (144A) 636,800
------------
Total Automobiles & Components $ 1,259,560
---------------------------------------------------------------------------------------------------------------
BANKS -- 2.3%
Diversified Banks -- 1.9%
525,000 Banco de Galicia y Buenos Aires, 8.75%,
5/4/18 (144A) $ 539,438
400,000(b) Banco Macro SA, 9.75%, 12/18/36 400,000
200,000(b)(e) Banco Santander SA, 6.375% 196,750
325,000(b)(e) Bank of America Corp., 6.25% 332,922
350,000(b)(e) ING Groep NV, 6.5% 348,250
200,000 Sberbank of Russia Via SB Capital SA, 5.25%,
5/23/23 (144A) 160,000
750,000 UBS AG / Stamford CT, 7.625%, 8/17/22 901,289
------------
$ 2,878,649
---------------------------------------------------------------------------------------------------------------
Regional Banks -- 0.4%
600,000(b)(e) PNC Financial Services Group, Inc., 4.482% $ 600,948
------------
Total Banks $ 3,479,597
---------------------------------------------------------------------------------------------------------------
CAPITAL GOODS -- 5.0%
Aerospace & Defense -- 0.9%
400,000 ADS Tactical, Inc., 11.0%, 4/1/18 (144A) $ 412,000
680,000 DynCorp International, Inc., 10.375%, 7/1/17 581,400
435,000 LMI Aerospace, Inc., 7.375%, 7/15/19 (144A) 440,437
------------
$ 1,433,837
---------------------------------------------------------------------------------------------------------------
Building Products -- 0.2%
300,000 USG Corp., 7.875%, 3/30/20 (144A) $ 324,750
---------------------------------------------------------------------------------------------------------------
Construction & Engineering -- 0.7%
900,000 Empresas ICA S.A.B. de CV, 8.9%, 2/4/21 (144A) $ 829,980
1,200,000(d) OAS Investments GmbH, 8.25%, 10/19/19 (144A) 210,000
------------
$ 1,039,980
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
24 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Construction & Farm Machinery & Heavy
Trucks -- 0.7%
360,000 Meritor, Inc., 6.75%, 6/15/21 $ 376,200
660,000 Navistar International Corp., 8.25%, 11/1/21 652,575
------------
$ 1,028,775
---------------------------------------------------------------------------------------------------------------
Electrical Components & Equipment -- 0.4%
750,000 WireCo WorldGroup, Inc., 9.5%, 5/15/17 $ 660,000
---------------------------------------------------------------------------------------------------------------
Industrial Conglomerates -- 0.3%
455,000 JB Poindexter & Co., Inc., 9.0%, 4/1/22 (144A) $ 493,675
---------------------------------------------------------------------------------------------------------------
Industrial Machinery -- 0.9%
560,000 Apex Tool Group LLC, 7.0%, 2/1/21 (144A) $ 530,600
450,000 Cleaver-Brooks, Inc., 8.75%, 12/15/19 (144A) 456,750
263,000(f)(g) Liberty Tire Recycling LLC, 11.0% (11.0% PIK
0.0% cash), 3/31/21 (144A) 239,330
150,000 Xerium Technologies, Inc., 8.875%, 6/15/18 155,625
------------
$ 1,382,305
---------------------------------------------------------------------------------------------------------------
Trading Companies & Distributors -- 0.9%
150,000 H&E Equipment Services, Inc., 7.0%, 9/1/22 $ 157,125
1,090,000 TRAC Intermodal LLC / TRAC Intermodal Corp.,
11.0%, 8/15/19 1,193,550
------------
$ 1,350,675
------------
Total Capital Goods $ 7,713,997
---------------------------------------------------------------------------------------------------------------
COMMERCIAL & PROFESSIONAL SERVICES -- 1.7%
Commercial Printing -- 0.5%
700,000 Multi-Color Corp., 6.125%, 12/1/22 (144A) $ 728,000
---------------------------------------------------------------------------------------------------------------
Diversified Support Services -- 0.9%
950,000 NANA Development Corp., 9.5%, 3/15/19 (144A) $ 907,250
260,000 TMS International Corp., 7.625%, 10/15/21 (144A) 260,000
280,000 Transfield Services, Ltd., 8.375%, 5/15/20 (144A) 298,200
------------
$ 1,465,450
---------------------------------------------------------------------------------------------------------------
Security & Alarm Services -- 0.3%
415,000 Interface Security Systems Holdings, Inc. / Interface
Security Systems LLC, 9.25%, 1/15/18 $ 420,188
------------
Total Commercial & Professional Services $ 2,613,638
---------------------------------------------------------------------------------------------------------------
CONSUMER DURABLES & APPAREL -- 2.0%
Home Furnishings -- 0.4%
535,000 Tempur Sealy International, Inc., 6.875%, 12/15/20 $ 569,775
---------------------------------------------------------------------------------------------------------------
Homebuilding -- 0.4%
605,000(d) Desarrolladora Homex SAB de CV, 9.5%,
12/11/19 (144A) $ 39,264
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 25
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Homebuilding -- (continued)
250,000 KB Home, 7.0%, 12/15/21 $ 260,625
340,000 KB Home, 7.625%, 5/15/23 354,025
------------
$ 653,914
---------------------------------------------------------------------------------------------------------------
Household Products -- 0.2%
360,000 Springs Industries, Inc., 6.25%, 6/1/21 $ 355,950
---------------------------------------------------------------------------------------------------------------
Leisure Products -- 0.9%
1,000,000 Icon Health & Fitness, Inc., 11.875%,
10/15/16 (144A) $ 997,500
375,000 PC Nextco Holdings LLC / PC Nextco Finance, Inc.,
8.75%, 8/15/19 382,500
------------
$ 1,380,000
---------------------------------------------------------------------------------------------------------------
Textiles -- 0.1%
195,000 Polymer Group, Inc., 6.875%, 6/1/19 (144A) $ 185,250
------------
Total Consumer Durables & Apparel $ 3,144,889
---------------------------------------------------------------------------------------------------------------
CONSUMER SERVICES -- 2.9%
Business Services -- 0.8%
750,000 Sitel LLC / Sitel Finance Corp., 11.0%, 8/1/17 (144A) $ 774,375
500,000 Sitel LLC / Sitel Finance Corp., 11.5%, 4/1/18 450,000
------------
$ 1,224,375
---------------------------------------------------------------------------------------------------------------
Casinos & Gaming -- 1.0%
780,661(d)(f) Mashantucket Western Pequot Tribe, 6.5% (5.5%
PIK 1.0% cash), 7/1/36 $ 9,758
365,000 MGM Resorts International, 6.0%, 3/15/23 378,003
100,000 Scientific Games International, Inc., 6.25%, 9/1/20 72,750
1,200,000 Scientific Games International, Inc., 10.0%,
12/1/22 (144A) 1,113,000
------------
$ 1,573,511
---------------------------------------------------------------------------------------------------------------
Hotels, Resorts & Cruise Lines -- 0.3%
325,000 Viking Cruises, Ltd., 8.5%, 10/15/22 (144A) $ 360,327
---------------------------------------------------------------------------------------------------------------
Leisure Facilities -- 0.6%
EUR 800,000 Cirsa Funding Luxembourg SA, 8.75%, 5/15/18 (144A) $ 922,008
---------------------------------------------------------------------------------------------------------------
Specialized Consumer Services -- 0.2%
315,000 StoneMor Partners LP / Cornerstone Family Services
of WV, 7.875%, 6/1/21 $ 331,538
------------
Total Consumer Services $ 4,411,759
---------------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 2.1%
Asset Management & Custody Banks -- 0.4%
590,000 Janus Capital Group, Inc., 6.7%, 6/15/17 $ 646,229
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
26 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Consumer Finance -- 0.8%
445,000 Jefferies Finance LLC / JFIN Co-Issuer Corp.,
7.375%, 4/1/20 (144A) $ 439,437
406,687 Tarjeta Naranja SA, 9.0%, 1/28/17 (144A) 422,052
440,000 TMX Finance LLC / TitleMax Finance Corp., 8.5%,
9/15/18 (144A) 314,600
------------
$ 1,176,089
---------------------------------------------------------------------------------------------------------------
Investment Banking & Brokerage -- 0.2%
450,000(b)(e) Goldman Sachs Capital II, 4.0% $ 349,875
---------------------------------------------------------------------------------------------------------------
Multi-Sector Holdings -- 0.3%
520,000 Constellation Enterprises LLC, 10.625%,
2/1/16 (144A) $ 468,000
---------------------------------------------------------------------------------------------------------------
Specialized Finance -- 0.4%
375,000(f) Igloo Holdings Corp., 8.25% (9.0% PIK 8.25% cash),
15/17 (144A) $ 381,094
175,000 Nationstar Mortgage LLC / Nationstar Capital Corp.,
6.5%, 7/1/21 170,625
------------
$ 551,719
------------
Total Diversified Financials $ 3,191,912
---------------------------------------------------------------------------------------------------------------
ENERGY -- 9.2%
Coal & Consumable Fuels -- 0.5%
400,000(d) James River Coal Co., 7.875%, 4/1/19 $ 40
715,000 Penn Virginia Corp., 8.5%, 5/1/20 697,125
------------
$ 697,165
---------------------------------------------------------------------------------------------------------------
Integrated Oil & Gas -- 0.3%
MXN 540,000 Petroleos Mexicanos, 7.19%, 9/12/24 (144A) $ 34,091
325,000 YPF SA, 8.875%, 12/19/18 (144A) 343,281
------------
$ 377,372
---------------------------------------------------------------------------------------------------------------
Oil & Gas Drilling -- 0.5%
730,000 Ocean Rig UDW, Inc., 7.25%, 4/1/19 (144A) $ 490,925
320,000 Shelf Drill Holdings, Ltd., 8.625%, 11/1/18 (144A) 277,600
------------
$ 768,525
---------------------------------------------------------------------------------------------------------------
Oil & Gas Equipment & Services -- 0.2%
425,000 McDermott International, Inc., 8.0%, 5/1/21 (144A) $ 371,742
---------------------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- 6.1%
100,000 Comstock Resources, Inc., 7.75%, 4/1/19 $ 48,110
750,000 Comstock Resources, Inc., 9.5%, 6/15/20 375,000
750,000 EP Energy LLC / EP Energy Finance, Inc.,
9.375%, 5/1/20 802,500
360,000 GeoPark Latin America, Ltd., Agencia en Chile,
7.5%, 2/11/20 (144A) 306,000
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 27
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Oil & Gas Exploration & Production -- (continued)
570,000 Gulfport Energy Corp., 7.75%, 11/1/20 $ 601,350
705,000 Halcon Resources Corp., 9.75%, 7/15/20 578,100
630,000 Memorial Production Partners LP / Memorial
Production Finance Corp., 7.625%, 5/1/21 615,825
600,000 Midstates Petroleum Co., Inc., 9.25%, 6/1/21 318,000
350,000 MIE Holdings Corp., 7.5%, 4/25/19 (144A) 255,500
1,365,000 Northern Oil & Gas, Inc., 8.0%, 6/1/20 1,308,694
450,000 Novatek OAO via Novatek Finance Ltd., 4.422%,
12/13/22 (144A) 378,000
535,000 PDC Energy, Inc., 7.75%, 10/15/22 569,775
750,000 PetroQuest Energy, Inc., 10.0%, 9/1/17 652,500
240,000(d) Quicksilver Resources, Inc., 7.125%, 4/1/16 2,400
375,000 Rice Energy, Inc., 6.25%, 5/1/22 376,875
285,000 Rosetta Resources, Inc., 5.875%, 6/1/24 282,862
310,000 RSP Permian, Inc., 6.625%, 10/1/22 (144A) 321,780
1,170,000 Sanchez Energy Corp., 7.75%, 6/15/21 1,219,725
335,000 Talos Production LLC / Talos Production Finance,
Inc., 9.75%, 2/15/18 (144A) 288,100
------------
$ 9,301,096
---------------------------------------------------------------------------------------------------------------
Oil & Gas Refining & Marketing -- 0.4%
669,000 Calumet Specialty Products Partners LP / Calumet
Finance Corp., 6.5%, 4/15/21 (144A) $ 665,655
---------------------------------------------------------------------------------------------------------------
Oil & Gas Storage & Transportation -- 1.2%
450,000(a) Energy Transfer Partners LP, 3.296%, 11/1/66 $ 388,688
925,000 Sunoco LP / Sunoco Finance Corp., 6.375%,
4/1/23 (144A) 962,000
520,000 Western Refining Logistics LP / WNRL Finance Corp.,
7.5%, 2/15/23 (144A) 540,800
------------
$ 1,891,488
------------
Total Energy $ 14,073,043
---------------------------------------------------------------------------------------------------------------
FOOD & STAPLES RETAILING -- 0.6%
Food Distributors -- 0.6%
900,000 JBS Investments GmbH, 7.25%, 4/3/24 (144A) $ 938,700
------------
Total Food & Staples Retailing $ 938,700
---------------------------------------------------------------------------------------------------------------
FOOD, BEVERAGE & TOBACCO -- 8.2%
Agricultural Products -- 1.0%
900,000 Pinnacle Operating Corp., 9.0%, 11/15/20 (144A) $ 911,250
520,000 Southern States Cooperative, Inc., 10.0%,
8/15/21 (144A) 491,400
225,000 Tonon Luxembourg SA, 10.5%, 5/14/24 (144A) 100,125
------------
$ 1,502,775
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
28 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Packaged Foods & Meats -- 6.1%
225,000 Agrokor DD, 8.875%, 2/1/20 (144A) $ 247,563
EUR 200,000 Agrokor DD, 9.875%, 5/1/19 (144A) 242,218
650,000 Bertin SA / Bertin Finance, Ltd., 10.25%,
10/5/16 (144A) 710,440
500,000 CFG Investment SAC, 9.75%, 7/30/19 (144A) 478,800
136,000 Chiquita Brands International, Inc. / Chiquita
Brands LLC, 7.875%, 2/1/21 148,580
491,000 Corporacion Pesquera Inca SAC, 9.0%,
2/10/17 (144A) 490,754
1,100,000 FAGE Dairy Industry SA / FAGE USA Dairy Industry,
Inc., 9.875%, 2/1/20 (144A) 1,156,375
515,000 Marfrig Holding Europe BV, 6.875%, 6/24/19 (144A) 458,350
800,000 Marfrig Holding Europe BV, 8.375%, 5/9/18 (144A) 777,840
700,000 Marfrig Holding Europe BV, 11.25%, 9/20/21 (144A) 672,070
475,000 Marfrig Overseas, Ltd., 9.5%, 5/4/20 (144A) 464,313
700,000 MHP SA, 8.25%, 4/2/20 (144A) 560,000
1,600,000 Minerva Luxembourg SA, 7.75%, 1/31/23 (144A) 1,596,000
200,000 Minerva Luxembourg SA, 12.25%, 2/10/22 (144A) 219,800
600,000 Pesquera Exalmar SAA, 7.375%, 1/31/20 (144A) 490,500
640,000 Post Holdings, Inc., 6.75%, 12/1/21 (144A) 647,360
------------
$ 9,360,963
---------------------------------------------------------------------------------------------------------------
Soft Drinks -- 0.2%
355,000 Cott Beverages, Inc., 5.375%, 7/1/22 (144A) $ 341,262
---------------------------------------------------------------------------------------------------------------
Tobacco -- 0.9%
1,645,000 Alliance One International, Inc., 9.875%, 7/15/21 $ 1,431,150
------------
Total Food, Beverage & Tobacco $ 12,636,150
---------------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 2.7%
Health Care Equipment & Services -- 0.6%
831,000 Physio-Control International, Inc., 9.875%,
1/15/19 (144A) $ 887,092
---------------------------------------------------------------------------------------------------------------
Health Care Facilities -- 0.6%
700,000 Kindred Healthcare, Inc., 6.375%, 4/15/22 $ 721,000
200,000 United Surgical Partners International, Inc.,
9.0%, 4/1/20 214,750
------------
$ 935,750
---------------------------------------------------------------------------------------------------------------
Health Care Services -- 0.9%
425,000 BioScrip, Inc., 8.875%, 2/15/21 (144A) $ 381,438
990,000 Truven Health Analytics, Inc., 10.625%, 6/1/20 1,041,975
------------
$ 1,423,413
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 29
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Health Care Supplies -- 0.4%
500,000 Immucor, Inc., 11.125%, 8/15/19 $ 537,500
---------------------------------------------------------------------------------------------------------------
Health Care Technology -- 0.2%
275,000 Emdeon, Inc., 11.0%, 12/31/19 $ 301,125
------------
Total Health Care Equipment & Services $ 4,084,880
---------------------------------------------------------------------------------------------------------------
HOUSEHOLD & PERSONAL PRODUCTS -- 0.4%
Household Products -- 0.2%
EUR 350,000(a) Hydra Dutch Holdings 2BV, 5.511%, 4/15/19 (144A) $ 362,057
---------------------------------------------------------------------------------------------------------------
Personal Products -- 0.2%
345,000 Monitronics International, Inc., 9.125%, 4/1/20 $ 341,550
------------
Total Household & Personal Products $ 703,607
---------------------------------------------------------------------------------------------------------------
INDUSTRIALS -- 0.1%
Agricultural & Farm Machinery -- 0.1%
150,000 Titan International, Inc., 6.875%, 10/1/20 $ 136,125
------------
Total Industrials $ 136,125
---------------------------------------------------------------------------------------------------------------
INSURANCE -- 28.8%
Insurance Brokers -- 0.0%+
GBP 10,489(a)(j) Towergate Finance Plc, 8.5%, 3/2/20 (144A) $ 16,096
---------------------------------------------------------------------------------------------------------------
Life & Health Insurance -- 0.4%
GBP 59,442 TIG FINCO Plc, 8.75%, 4/2/20 $ 91,220
500,000(a) Vitality Re VI, Ltd., 2.1%, 1/8/18 (144A) (Cat Bond) 500,600
------------
$ 591,820
---------------------------------------------------------------------------------------------------------------
Property & Casualty Insurance -- 5.4%
6,000,000(c)(g) Fixed Income Trust Series 2013-A, 0.0%,
10/15/97 (144A) $ 4,354,042
2,000,000(a) MultiCat Mexico, Ltd., Class A, 7.5%, 12/4/15
(144A) (Cat Bond) 1,994,200
80,000(b)(e) White Mountains Insurance Group, Ltd., 7.506%,
5/29/49 (144A) 83,800
------------
$ 6,433,042
---------------------------------------------------------------------------------------------------------------
Reinsurance -- 23.0%
1,000,000(a) Alamo Re, Ltd., 6.35%, 6/7/17 (144A) (Cat Bond) $ 1,003,700
1,500,000 Arlington Segregated Account (Kane SAC, Ltd.),
Variable Rate Notes, 8/1/15 1,691,100
EUR 750,000(a) ATLAS Reinsurance VII, 3.65%, 1/7/16 (144A) 851,480
2,008,000 Berkeley Segregated Account (Kane SAC, Ltd.),
Variable Rate Notes, 6/12/15 2,112,215
800,000 Carnoustie Segregated Account (Kane SAC, Ltd.),
Variable Rate Notes, 2/19/16 850,640
1,018,720 Clarendon Segregated Account (Kane SAC, Ltd.),
Variable Rate Notes, 7/14/15 1,007,005
The accompanying notes are an integral part of these financial statements.
30 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Reinsurance -- (continued)
1,750,000(a) East Lane Re VI, Ltd., 2.75%, 3/14/18 (144A)
(Cat Bond) $ 1,719,375
2,740,500 Exeter Segregated Account (Kane SAC, Ltd.),
Variable Rate Notes, 1/7/16 2,754,750
1,000,000 Fairfield Segregated Account (Kane SAC, Ltd.),
Variable Rate Notes, 2/2/16 942,100
2,000,000(a) Gator Re, Ltd., 6.68%, 1/9/17 (144A) (Cat Bond) 1,842,800
2,000,000 Gloucester Segregated Account (Kane SAC, Ltd.),
Variable Rate Notes, 6/12/15 1,978,600
1,500,000(a) Ibis Re II, Ltd., 4.0%, 6/28/16 (144A) (Cat Bond) 1,502,100
2,000,000(h) Lahinch 2015, 6/15/16 1,922,200
1,750,000(a) Longpoint Re, Ltd. III, 3.96%, 5/18/16 (144A)
(Cat Bond) 1,755,425
1,450,000(h) Lorenz Re, Ltd., 3/31/18 1,458,555
1,000,000(a) Merna Reinsurance V, Ltd., 2.0%, 4/7/17 (144A)
(Cat Bond) 994,900
750,000(a) MetroCat Re, Ltd., 4.5%, 8/5/16 (144A) (Cat Bond) 758,850
3,000,000 Pangaea Re, 2/1/19 3,170,100
2,004,948 PI-6, Series C -- 2014 (Kane SAC Ltd.), Variable
Rate Notes, 7/7/16 1,996,126
1,000,000(a) Queen Street VIII Re, Ltd., 6.5%, 6/8/16 (144A)
(Cat Bond) 1,005,800
2,000,000(a) Queen Street X Re, Ltd., 5.75%, 6/8/18 (144A)
(Cat Bond) 2,000,800
1,000,000(a) Residential Reinsurance 2012, Ltd., 22.0%,
6/6/16 (144A) (Cat Bond) 1,111,200
5,731(h) Sector Re V, Ltd., Series 3, Class C, 12/1/17 (144A) 69,810
2,582(h) Sector Re V, Ltd., Series 4, Class A, 3/30/19 (144A) 433,964
1,000,000(h) Silverton RE, Ltd., 9/18/17 (144A) 1,071,000
1,000,000(h) Silverton RE, Ltd., 9/16/16 (144A) 63,800
1,000,000 St. Andrews Segregated Account (Kane SAC, Ltd.),
Variable Rate Notes, 1/22/16 1,015,200
------------
$ 37,083,595
------------
Total Insurance $ 44,123,553
---------------------------------------------------------------------------------------------------------------
MATERIALS -- 8.8%
Commodity Chemicals -- 0.6%
300,000 Basell Finance Co., BV, 8.1%, 3/15/27 (144A) $ 408,539
175,000 Hexion US Finance Corp., 6.625%, 4/15/20 163,625
EUR 250,000 KP Germany Erste GmbH, 11.625%, 7/15/17 (144A) 303,588
------------
$ 875,752
---------------------------------------------------------------------------------------------------------------
Construction Materials -- 0.4%
389,000 Cemex Espana Luxembourg, 9.875%, 4/30/19 (144A) $ 429,604
300,000(e) Magnesita Finance, Ltd., 8.625% (144A) 243,000
------------
$ 672,604
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 31
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Diversified Chemicals -- 0.4%
660,000 Evolution Escrow Issuer LLC, 7.5%, 3/15/22 (144A) $ 668,250
---------------------------------------------------------------------------------------------------------------
Diversified Metals & Mining -- 1.1%
109,000 Boart Longyear Management Pty, Ltd., 10.0%,
10/1/18 (144A) $ 111,725
300,000 FMG Resources August 2006 Pty, Ltd., 9.75%,
3/1/22 (144A) 309,188
390,717 Mirabela Nickel, Ltd., 9.5%, 6/24/19 277,409
180,000 Prince Mineral Holding Corp., 11.5%, 12/15/19 (144A) 173,025
750,000 Vedanta Resources Plc, 9.5%, 7/18/18 (144A) 778,125
------------
$ 1,649,472
---------------------------------------------------------------------------------------------------------------
Gold -- 0.1%
85,000 IAMGOLD Corp., 6.75%, 10/1/20 (144A) $ 72,675
---------------------------------------------------------------------------------------------------------------
Metal & Glass Containers -- 0.2%
250,522(f) Ardagh Finance Holdings SA, 8.625%(8.625%
PIK 0.0% cash), 6/15/19 (144A) $ 267,432
---------------------------------------------------------------------------------------------------------------
Paper Packaging -- 2.5%
606,510(c) Bio Pappel SAB de CV, 10.0%, 8/27/16 $ 604,993
580,000 Exopack Holding Corp., 10.0%, 6/1/18 (144A) 611,900
500,000 Reynolds Group Issuer, Inc., 9.0%, 4/15/19 523,750
475,000 Reynolds Group Issuer, Inc., 9.875%, 8/15/19 506,172
EUR 1,365,000 SIG Combibloc Holdings SCA, 7.75%, 2/15/23 (144A) 1,644,161
------------
$ 3,890,976
---------------------------------------------------------------------------------------------------------------
Paper Products -- 1.7%
675,000 Appvion, Inc., 9.0%, 6/1/20 (144A) $ 442,125
500,000 Mercer International, Inc., 7.0%, 12/1/19 530,525
840,000 Resolute Forest Products, Inc., 5.875%, 5/15/23 809,550
545,000 Sappi Papier Holding GmbH, 8.375%,
6/15/19 (144A) 581,788
255,000 Unifrax I LLC / Unifrax Holding Co., 7.5%,
2/15/19 (144A) 262,650
------------
$ 2,626,638
---------------------------------------------------------------------------------------------------------------
Steel -- 1.8%
500,000 Cliffs Natural Resources, Inc., 8.25%, 3/31/20 (144A) $ 490,000
250,000 Evraz Group SA, 9.5%, 4/24/18 (144A) 255,625
190,000 JMC Steel Group, Inc., 8.25%, 3/15/18 (144A) 158,602
585,000 Optima Specialty Steel, Inc., 12.5%, 12/15/16 (144A) 600,356
850,000 Ryerson, Inc., 9.0%, 10/15/17 865,470
350,000 United States Steel Corp., 7.5%, 3/15/22 358,313
------------
$ 2,728,366
------------
Total Materials $ 13,452,165
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
32 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
MEDIA -- 3.0%
Broadcasting -- 0.2%
400,000 Intelsat Luxembourg SA, 7.75%, 6/1/21 $ 367,500
---------------------------------------------------------------------------------------------------------------
Movies & Entertainment -- 2.2%
1,710,000 AMC Entertainment, Inc., 9.75%, 12/1/20 $ 1,859,625
600,000 Gibson Brands, Inc., 8.875%, 8/1/18 (144A) 613,500
225,000 Regal Entertainment Group, 5.75%, 2/1/25 224,437
625,000 WMG Acquisition Corp., 6.75%, 4/15/22 (144A) 593,750
------------
$ 3,291,312
---------------------------------------------------------------------------------------------------------------
Publishing -- 0.6%
855,000 Gannett Co., Inc., 6.375%, 10/15/23 $ 925,538
------------
Total Media $ 4,584,350
---------------------------------------------------------------------------------------------------------------
PHARMACEUTICALS, BIOTECHNOLOGY &
LIFE SCIENCES -- 1.0%
Biotechnology -- 0.9%
300,000 ConvaTec Healthcare E SA, 10.5%, 12/15/18 (144A) $ 317,250
1,043,000 Lantheus Medical Imaging, Inc., 9.75%, 5/15/17 1,024,748
------------
$ 1,341,998
---------------------------------------------------------------------------------------------------------------
Pharmaceuticals -- 0.1%
208,000 DPx Holdings BV, 7.5%, 2/1/22 (144A) $ 218,140
------------
Total Pharmaceuticals, Biotechnology & Life Sciences $ 1,560,138
---------------------------------------------------------------------------------------------------------------
REAL ESTATE -- 1.4%
Diversified REIT -- 0.1%
200,000 CNL Lifestyle Properties, Inc., 7.25%, 4/15/19 $ 207,000
---------------------------------------------------------------------------------------------------------------
Real Estate Operating Companies -- 0.3%
410,000 IRSA Inversiones y Representaciones SA, 8.5%,
2/2/17 (144A) $ 410,000
---------------------------------------------------------------------------------------------------------------
Specialized REIT -- 1.0%
1,520,000 Communications Sales & Leasing, Inc., 8.25%,
10/15/23 (144A) $ 1,559,900
------------
Total Real Estate $ 2,176,900
---------------------------------------------------------------------------------------------------------------
RETAILING -- 1.7%
Automotive Retail -- 0.7%
1,100,000 DriveTime Automotive Group, Inc. / DT Acceptance
Corp., 8.0%, 6/1/21 (144A) $ 1,069,750
---------------------------------------------------------------------------------------------------------------
Computer & Electronics Retail -- 0.1%
235,000 Rent-A-Center, Inc., 6.625%, 11/15/20 $ 232,039
---------------------------------------------------------------------------------------------------------------
Department Stores -- 0.8%
300,000 Argos Merger Sub, Inc., 7.125%, 3/15/23 (144A) $ 315,000
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 33
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Department Stores -- (continued)
625,000 Grupo Famsa SAB de CV, 7.25%, 6/1/20 (144A) $ 556,250
350,000 Neiman Marcus Group, Ltd., LLC, 8.0%,
10/15/21 (144A) 375,375
------------
$ 1,246,625
---------------------------------------------------------------------------------------------------------------
Specialty Stores -- 0.1%
85,000 Outerwall, Inc., 6.0%, 3/15/19 $ 83,300
------------
Total Retailing $ 2,631,714
---------------------------------------------------------------------------------------------------------------
SEMICONDUCTORS & SEMICONDUCTOR
EQUIPMENT -- 0.5%
Semiconductors -- 0.5%
85,000 Advanced Micro Devices, Inc., 6.75%, 3/1/19 $ 73,950
285,000 Advanced Micro Devices, Inc., 7.0%, 7/1/24 221,588
500,000 Advanced Micro Devices, Inc., 7.5%, 8/15/22 410,000
------------
Total Semiconductors & Semiconductor Equipment $ 705,538
---------------------------------------------------------------------------------------------------------------
SOFTWARE & SERVICES -- 0.5%
Data Processing & Outsourced Services -- 0.5%
404,000 First Data Corp., 8.25%, 1/15/21 (144A) $ 428,365
162,000 First Data Corp., 10.625%, 6/15/21 183,820
225,000 NeuStar, Inc., 4.5%, 1/15/23 198,000
------------
Total Software & Services $ 810,185
---------------------------------------------------------------------------------------------------------------
TECHNOLOGY HARDWARE & EQUIPMENT -- 0.2%
Electronic Equipment & Instruments -- 0.2%
315,000 Zebra Technologies Corp., 7.25%, 10/15/22 (144A) $ 340,200
------------
Total Technology Hardware & Equipment $ 340,200
---------------------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES -- 2.6%
Integrated Telecommunication Services -- 1.5%
186,000 Cincinnati Bell, Inc., 8.75%, 3/15/18 $ 190,129
300,000 Frontier Communications Corp., 8.75%, 4/15/22 328,500
750,000 GCI, Inc., 6.875%, 4/15/25 (144A) 768,750
350,000 PAETEC Holding Corp., 9.875%, 12/1/18 368,288
600,000 Windstream Corp., 7.5%, 6/1/22 571,500
------------
$ 2,227,167
---------------------------------------------------------------------------------------------------------------
Wireless Telecommunication Services -- 1.1%
250,000 Altice Finco SA, 8.125%, 1/15/24 (144A) $ 263,125
300,000 Altice SA, 7.75%, 5/15/22 (144A) 303,003
200,000 Mobile Telesystems OJSC via MTS International
Funding, Ltd., 5.0%, 5/30/23 (144A) 179,100
340,000 Sprint Corp., 7.125%, 6/15/24 326,825
275,000 Sprint Corp., 7.25%, 9/15/21 276,031
The accompanying notes are an integral part of these financial statements.
34 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Wireless Telecommunication Services -- (continued)
250,000 Unison Ground Lease Funding LLC, 5.78%,
3/15/20 (144A) $ 250,747
RUB 6,100,000 VimpelCom Holdings BV, 9.0%, 2/13/18 (144A) 105,763
------------
$ 1,704,594
------------
Total Telecommunication Services $ 3,931,761
---------------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 3.3%
Airlines -- 0.7%
545,000 Gol LuxCo SA, 8.875%, 1/24/22 (144A) $ 417,778
155,000 Intrepid Aviation Group Holdings LLC / Intrepid
Finance Co., 6.875%, 2/15/19 (144A) 146,475
500,000 TAM Capital 3, Inc., 8.375%, 6/3/21 (144A) 510,000
------------
$ 1,074,253
---------------------------------------------------------------------------------------------------------------
Airport Services -- 0.9%
534,520 Aeropuertos Argentina 2000 SA, 10.75%,
12/1/20 (144A) $ 566,591
800,000 Aguila 3 SA, 7.875%, 1/31/18 (144A) 808,000
------------
$ 1,374,591
---------------------------------------------------------------------------------------------------------------
Highways & Railtracks -- 0.2%
MXN 4,500,000 Red de Carreteras de Occidente SAPIB de CV,
9.0%, 6/10/28 (144A) $ 284,749
---------------------------------------------------------------------------------------------------------------
Marine -- 0.4%
500,000 Far East Capital, Ltd. SA, 8.0%, 5/2/18 $ 257,500
375,000 Navios South American Logistics, Inc. / Navios
Logistics Finance US, Inc., 7.25%, 5/1/22 (144A) 363,750
------------
$ 621,250
---------------------------------------------------------------------------------------------------------------
Railroads -- 0.5%
366,315(f) AAF Holdings LLC / AAF Finance Co., 12.0% (12.75%
PIK 12.0% cash), 7/1/19 (144A) $ 335,178
485,000 Florida East Coast Holdings Corp., 6.75%,
5/1/19 (144A) 482,575
------------
$ 817,753
---------------------------------------------------------------------------------------------------------------
Trucking -- 0.6%
1,000,000 Jack Cooper Holdings Corp., 9.25%, 6/1/20 (144A) $ 862,500
------------
Total Transportation $ 5,035,096
---------------------------------------------------------------------------------------------------------------
UTILITIES -- 1.7%
Electric Utilities -- 1.4%
500,000 Cia de Energia Electrica en Alta Tension Transener SA,
9.75%, 8/15/21 (144A) $ 432,500
375,000 ContourGlobal Power Holdings SA, 7.125%,
6/1/19 (144A) 391,313
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 35
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
Electric Utilities -- (continued)
225,000 DTEK Finance Plc, 7.875%, 4/4/18 (144A) $ 101,250
419,000 Empresa Distrbuidora Y Comercializadora Norte,
9.75%, 10/25/22 (144A) 337,295
460,000(b) Enel S.p.A., 8.75%, 9/24/73 (144A) 553,610
225,000 PNM Resources, Inc., 9.25%, 5/15/15 225,451
------------
$ 2,041,419
---------------------------------------------------------------------------------------------------------------
Gas Utilities -- 0.3%
492,450 Transportadora de Gas del Sur SA, 9.625%,
5/14/20 (144A) $ 504,761
------------
Total Utilities $ 2,546,180
---------------------------------------------------------------------------------------------------------------
TOTAL CORPORATE BONDS & NOTES
(Cost $141,755,542) $140,285,637
---------------------------------------------------------------------------------------------------------------
CONVERTIBLE BONDS & NOTES -- 2.4% of
Net Assets
DIVERSIFIED FINANCIALS -- 0.1%
Asset Management & Custody Banks -- 0.1%
120,000 Apollo Investment Corp., 5.75%, 1/15/16 $ 123,300
------------
Total Diversified Financials $ 123,300
---------------------------------------------------------------------------------------------------------------
HEALTH CARE EQUIPMENT & SERVICES -- 1.0%
Health Care Equipment & Services -- 1.0%
1,040,000(c) Hologic, Inc., 2.0%, 12/15/37 $ 1,560,650
---------------------------------------------------------------------------------------------------------------
Health Care Services -- 0.0%+
15,000 Omnicare, Inc., 3.25%, 12/15/35 $ 17,925
------------
Total Health Care Equipment & Services $ 1,578,575
---------------------------------------------------------------------------------------------------------------
MATERIALS -- 1.2%
Diversified Chemicals -- 1.1%
1,900,000(i) Hercules, Inc., 6.5%, 6/30/29 $ 1,730,187
---------------------------------------------------------------------------------------------------------------
Diversified Metals & Mining -- 0.1%
100,000 Vedanta Resources Jersey, Ltd., 5.5%, 7/13/16 $ 98,250
------------
Total Materials $ 1,828,437
---------------------------------------------------------------------------------------------------------------
PHARMACEUTICALS, BIOTECHNOLOGY &
LIFE SCIENCES -- 0.1%
Biotechnology -- 0.1%
250,000 Corsicanto, Ltd., 3.5%, 1/15/32 $ 245,313
------------
Total Pharmaceuticals, Biotechnology & Life Sciences $ 245,313
---------------------------------------------------------------------------------------------------------------
TOTAL CONVERTIBLE BONDS & NOTES
(Cost $2,563,844) $ 3,775,625
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
36 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
---------------------------------------------------------------------------------------------------------------
U.S. GOVERNMENT AND AGENCY
OBLIGATIONS -- 6.5% of Net Assets
3,000,000(a) U.S. Treasury Notes, 0.09%, 7/31/16 $ 3,000,045
1,125,000(a) U.S. Treasury Notes, 0.065%, 1/31/16 1,124,936
2,975,000(a) U.S. Treasury Notes, 0.073%, 10/31/16 2,974,230
2,850,000(a) U.S. Treasury Notes, 0.089%, 4/30/16 2,850,259
------------
$ 9,949,470
---------------------------------------------------------------------------------------------------------------
TOTAL U.S. GOVERNMENT AND AGENCY OBLIGATIONS
(Cost $9,949,503) $ 9,949,470
---------------------------------------------------------------------------------------------------------------
SOVEREIGN DEBT OBLIGATIONS -- 1.4% of
Net Assets
Argentina -- 0.5%
365,000 City of Buenos Aires Argentina, 8.95%,
2/19/21 (144A) $ 390,550
329,440 Province of Salta Argentina, 9.5%, 3/16/22 (144A) 332,734
------------
$ 723,284
---------------------------------------------------------------------------------------------------------------
Ireland -- 0.3%
450,000 Vnesheconombank Via VEB Finance Plc, 6.902%,
7/9/20 (144A) $ 430,875
---------------------------------------------------------------------------------------------------------------
Mexico -- 0.4%
MXN 8,870,000 Mexican Bonos, 7.75%, 11/13/42 $ 665,916
MXN 318,826 Mexican Udibonos, 3.5%, 12/14/17 21,820
------------
$ 687,736
---------------------------------------------------------------------------------------------------------------
Zambia -- 0.2%
300,000 Zambia Government International Bond, 5.375%,
9/20/22 (144A) $ 277,299
---------------------------------------------------------------------------------------------------------------
TOTAL SOVEREIGN DEBT OBLIGATIONS
(Cost $2,133,652) $ 2,119,194
---------------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------
Shares
---------------------------------------------------------------------------------------------------------------
COMMON STOCKS -- 1.5% of Net Assets
CAPITAL GOODS -- 0.0%+
Industrial Machinery -- 0.0%+
10,289(g)(j) Liberty Tire Recycling LLC $ 103
------------
Total Capital Goods $ 103
---------------------------------------------------------------------------------------------------------------
ENERGY -- 0.2%
Oil & Gas Exploration & Production -- 0.2%
207,100(j) Halcon Resources Corp. $ 308,579
------------
Total Energy $ 308,579
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 37
Schedule of Investments | 4/30/15 (continued)
---------------------------------------------------------------------------------------------------------------
Shares Value
---------------------------------------------------------------------------------------------------------------
INSURANCE -- 0.6%
Insurance Brokers -- 0.0%+
GBP 10,233(g)(j) TopCo. Ltd. $ 2,427
GBP 475(g)(j) Towergate Finance Plc 113
------------
$ 2,540
---------------------------------------------------------------------------------------------------------------
Reinsurance -- 0.6%
1,000,000(j) Altair Re III, Ltd. $ 1,019,800
------------
Total Insurance $ 1,022,340
---------------------------------------------------------------------------------------------------------------
MATERIALS -- 0.1%
Diversified Metals & Mining -- 0.1%
AUD 1,275,623(j) Mirabela Nickel, Ltd. $ 136,217
------------
Total Materials $ 136,217
---------------------------------------------------------------------------------------------------------------
TRANSPORTATION -- 0.6%
Air Freight & Logistics -- 0.5%
943(j) CEVA Holdings LLC $ 707,483
---------------------------------------------------------------------------------------------------------------
Marine -- 0.1%
247,509(j) Horizon Lines, Inc., $ 173,256
------------
Total Transportation $ 880,739
---------------------------------------------------------------------------------------------------------------
TOTAL COMMON STOCKS
(Cost $2,924,010) $ 2,347,978
---------------------------------------------------------------------------------------------------------------
CONVERTIBLE PREFERRED STOCKS --
0.4% of Net Assets
DIVERSIFIED FINANCIALS -- 0.4%
Other Diversified Financial Services -- 0.4%
470(e) Bank of America Corp., 7.25% $ 544,730
------------
Total Diversified Financials $ 544,730
---------------------------------------------------------------------------------------------------------------
ENERGY -- 0.0%+
Oil & Gas Exploration & Production -- 0.0%+
200(e) Halcon Resources Corp., 5.75% $ 50,425
------------
Total Energy $ 50,425
---------------------------------------------------------------------------------------------------------------
TOTAL CONVERTIBLE PREFERRED STOCKS
(Cost $524,900) $ 595,155
---------------------------------------------------------------------------------------------------------------
PREFERRED STOCKS -- 2.1% of Net Assets
BANKS -- 0.4%
Diversified Banks -- 0.4%
500(b)(e) AgStar Financial Services ACA, 6.75%, (144A) $ 522,781
------------
Total Banks $ 522,781
---------------------------------------------------------------------------------------------------------------
DIVERSIFIED FINANCIALS -- 0.7%
Other Diversified Financial Services -- 0.7%
40,675(b) GMAC Capital Trust I, 8.125% $ 1,068,939
------------
Total Diversified Financials $ 1,068,939
---------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
38 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
---------------------------------------------------------------------------------------------------------------
Shares Value
---------------------------------------------------------------------------------------------------------------
INSURANCE -- 1.0%
Insurance Brokers -- 0.4%
GBP 452,745(g)(j) Towergate Finance Plc Class B $ 671,036
---------------------------------------------------------------------------------------------------------------
Reinsurance -- 0.6%
1,563,217(j) Altair Re II, Ltd. $ 904,321
15,000(j) Lorenz Re, Ltd. 37,500
------------
$ 941,821
------------
Total Insurance $ 1,612,857
---------------------------------------------------------------------------------------------------------------
TOTAL PREFERRED STOCKS
(Cost $2,834,102) $ 3,204,577
---------------------------------------------------------------------------------------------------------------
WARRANTS -- 0.0%+
Insurance -- 0.0%+
Insurance Brokers
452,745(h)(k) Towergate Finance Plc (m) $ --
---------------------------------------------------------------------------------------------------------------
TOTAL WARRANTS
(Cost $ --) $ --
---------------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------
Principal
Amount
USD ($)
---------------------------------------------------------------------------------------------------------------
TEMPORARY CASH INVESTMENTS --
0.9% of Net Assets
COMMERCIAL PAPER -- 0.9%
550,000 Barclays Bank Plc, 0.13%, 5/1/15 $ 550,000
550,000 BNP Paribas SA, 0.05%, 5/1/15 549,998
355,000 Prudential Funding LLC, 0.07%, 5/1/15 354,999
------------
$ 1,454,997
---------------------------------------------------------------------------------------------------------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $1,455,000) $ 1,454,997
---------------------------------------------------------------------------------------------------------------
TOTAL INVESTMENTS IN SECURITIES -- 141.3%
(Cost -- $217,443,874) (k)(l) $216,679,517
---------------------------------------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- (41.3)% $(63,403,579)
---------------------------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO
COMMON SHAREOWNERS -- 100.0% $153,275,938
================================================================================================================
+ Amount rounds to less than 0.1%.
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 April 30, 2015, the value of these securities
amounted to $87,464,093, or 57.1% of total net assets applicable to
common shareowners.
(Cat Bond) A catastrophe bond is a high-yield debt instrument this is usually
insurance linked and meant to raise money in case of a catastrophe.
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 39
Schedule of Investments | 4/30/15 (continued)
* 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 April 30, 2015.
(a) Floating rate note. The rate shown is the coupon rate at April 30,
2015.
(b) The interest rate is subject to change periodically. The interest
rate shown is the rate at April 30, 2015.
(c) Debt obligation initially issued at one coupon which converts to a
higher coupon at a specific date. The rate shown is the rate at
April 30, 2015.
(d) Security is in default and is non income producing.
(e) Security is perpetual in nature and has no stated maturity date.
(f) Payment in Kind (PIK) security which may pay interest in the form of
additional principal amount.
(g) Security is valued using fair value methods (other than prices
supplied by independent pricing services or broker-dealers).
(h) Security issued with a zero coupon. Income is recognized through
accretion of discount.
(i) Security is priced as a unit.
(j) Non-income producing.
(k) At April 30, 2015, the net unrealized depreciation on investments
based on cost for federal tax purposes of $219,521,966 was as
follows:
Aggregate gross unrealized appreciation for all investments in which
there is an excess of value over tax cost $ 9,778,379
Aggregate gross unrealized depreciation for all investments in which
there is an excess of tax cost over value (12,620,828)
-------------
Net unrealized depreciation $ (2,842,449)
=============
For financial reporting purposes net unrealized depreciation on investments was
$764,357 and cost of investments aggregated $217,443,874.
(l) Distributions of Investments by country of issue, as a percentage of
total investments in securities, is as follows:
United States 68.0%
Bermuda 8.5
Luxembourg 4.6
Cayman Islands 4.5
Argentina 2.2
Ireland 1.9
Netherlands 1.7
Mexico 1.4
Other (individually less than 1%) 7.2
------
100.0%
======
(m) Towergate B Preferred warrants are exercisable into 136 Tig FinCo
A shares.
The accompanying notes are an integral part of these financial statements.
40 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Purchases and sales of securities (excluding temporary cash investments) for the
year ended April 30, 2015 aggregated $107,445,539 and $109,206,095,
respectively.
Principal amounts are denominated in U.S. dollars unless otherwise noted.
AUD -- Australian Dollar
EUR -- Euro
GBP -- Great British Pound
MXN -- Mexican Peso
RUB -- Russian Ruble
Various inputs are used in determining the value of the Trust's investments.
These inputs are summarized in the three broad levels below.
Level 1 -- quoted prices in active markets for identical securities.
Level 2 -- other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit
risks, etc.). See Notes to Financial Statements -- Note 1A.
Level 3 -- significant unobservable inputs (including the Trust's own
assumptions in determining fair value of investments). See Notes
to Financial Statements -- Note 1A.
Generally, equity securities are categorized as Level 1, fixed income securities
and senior loans are categorized as Level 2, and securities valued using fair
value methods (other than prices supplied by independent pricing services or
broker-dealers) as Level 3. See Notes to Financial Statements -- Note 1A.
The following is a summary of the inputs used as of April 30, 2015, in valuing
the Trust's investments.
-------------------------------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
-------------------------------------------------------------------------------------------------------
Asset Backed Securities $ -- $ 2,594,622 $ -- $ 2,594,622
Collateralized Mortgage
Obligations -- 2,414,885 165,062 2,579,947
Commercial Mortgage-Backed
Securities -- 750,057 -- 750,057
Senior Secured Floating Rate Loan
Interests -- 47,022,258 -- 47,022,258
Corporate Bonds & Notes
Capital Goods
Industrial Machinery -- 1,142,975 239,330 1,382,305
Insurance
Insurance Brokers -- -- 16,096 16,096
Life & Health Insurance -- 91,220 500,600 591,820
Property & Casualty Insurance -- 2,078,000 4,354,042 6,432,042
Reinsurance -- 14,546,430 22,537,165 37,083,595
All Other Corporate Bonds & Notes -- 94,779,779 -- 94,779,779
Convertible Bonds & Notes -- 3,775,625 -- 3,775,625
U.S. Government and Agency
Obligations -- 9,949,470 -- 9,949,470
Sovereign Debt Obligations -- 2,119,194 -- 2,119,194
Common Stocks
Capital Goods
Industrial Machinery -- -- 103 103
Insurance
Insurance Brokers -- -- 2,540 2,540
Reinsurance -- -- 1,019,800 1,019,800
Transportation
Air Freight & Logistics -- 707,483 -- 707,483
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 41
Schedule of Investments | 4/30/15 (continued)
--------------------------------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
--------------------------------------------------------------------------------------------------------
All Other Common Stocks $ 618,052 $ -- $ -- $ 618,052
Convertible Preferred Stocks
Energy
Oil & Gas Exploration &
Production -- 50,425 -- 50,425
All Other Convertible Preferred
Stocks 544,730 -- -- 544,730
Preferred Stocks
Banks
Diversified Banks -- 522,781 -- 522,781
Insurance
Insurance Brokers -- -- 671,036 671,036
Reinsurance -- -- 941,821 941,821
All Other Preferred Stocks 1,068,939 -- -- 1,068,939
Warrants
Insurance Brokers -- -- --* --*
Commercial Paper -- 1,454,997 -- 1,454,997
--------------------------------------------------------------------------------------------------------
Total Investments in Securities $ 2,231,721 $ 184,000,201 $ 30,447,595 $ 216,679,517
========================================================================================================
Other Financial Instruments
Net unrealized appreciation on forward
foreign currency contracts $ -- $ 35 $ -- $ 35
Net unrealized depreciation on forward
foreign currency contracts -- (267,071) -- (267,071)
--------------------------------------------------------------------------------------------------------
Total Other Financial Instruments $ -- $ (267,036) $ -- $ (267,036)
========================================================================================================
The following is a summary of the fair valuation of certain of the Trust's
assets and liabilities as of April 30, 2015
--------------------------------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
--------------------------------------------------------------------------------------------------------
Assets:
Foreign currencies, at value $ -- $ 2,727,733 $ -- $ 2,727,733
Liabilities:
Outstanding borrowings -- (64,000,000) -- (64,000,000)
--------------------------------------------------------------------------------------------------------
Total $ -- $ (61,272,267) $ -- $ (61,272,267)
========================================================================================================
* Includes securities that are fair valued at $0.
The accompanying notes are an integral part of these financial statements.
42 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
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
4/30/14 (loss)(1) (depreciation)(2) Purchases Sales premiums Level 3* Level 3* 4/30/15
-----------------------------------------------------------------------------------------------------------------------------------
Collateralized
Mortgage
Obligations $ -- $ 490 $ 736 $ -- $ (35,641) $ 62 $199,415 $ -- $ 165,062
Corporate Bonds
& Notes
Capital Goods
Industrial
Machinery -- -- (471) 239,330 -- 471 -- -- 239,330
Insurance
Insurance
Brokers -- -- 1,143 14,953 -- -- -- -- 16,096
Life & Health
Insurance -- -- 600 500,000 -- -- -- -- 500,600
Property &
Casualty
Insurance 3,588,313 -- 765,543 -- -- 186 -- -- 4,354,042
Reinsurance 8,046,566 6,978 655,271 20,030,095 (6,502,563) 300,818 -- -- 22,537,165
Materials
Diversified
Metals &
Mining 146,250 -- 3,750 50,000 (200,000) -- -- -- --
Common
Stocks
Capital
Goods
Industrial
Machinery -- -- -- 103 -- -- -- -- 103
Insurance
Insurance
Brokers -- -- -- 2,540 -- -- -- -- 2,540
Reinsurance -- -- 23,300 996,500 -- -- -- -- 1,019,800
Preferred Stocks
Insurance
Insurance
Brokers -- -- (1,290) 672,326 -- -- -- -- 671,036
Reinsurance 6,852,231 156,024 (473,502) -- (5,592,932) -- -- -- 941,821
Warrants
Insurance
Brokers -- -- -- -- -- -- -- -- --*
-----------------------------------------------------------------------------------------------------------------------------------
Total $18,633,360 $163,492 $ 975,080 $22,505,847 $(12,331,136) $301,537 $199,415 $ -- $30,447,595
===================================================================================================================================
* Transfers are calculated on the beginning of period value. For the year
ended 4/30/15, there were no transfers between Levels 1 and 2. For the year
ended 4/30/15, securities with an aggregate market value of $199,415
transferred from Level 2 to Level 3 as there were no longer observable
inputs available to determine their value.
(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.
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 43
Schedule of Investments | 4/30/15 (continued)
Net change in unrealized appreciation of Level 3 investments still held and
considered Level 3 at 4/30/15: $1,734,692.
* Includes securities that are fair valued at $0.
The following table presents additional information about valuation techniques
and inputs used for investments categorized as Level 3 at April 30, 2015. These
amounts exclude valuations provided by a broker or through a third party
insurance industry pricing model.
--------------------------------------------------------------------------------------------------------
Fair Value Valuation Unobservable
Asset Type 4/30/15 Technique (s) Input Value/Range
--------------------------------------------------------------------------------------------------------
Common Stocks $ 2,643 Market Comparables EBITDA Multiples(1) 5.0x to 6.5x
--------------------------------------------------------------------------------------------------------
Preferred Stocks $ 671,036 Market Comparables EBITDA Multiples(1) 5.0x to 5.5x
--------------------------------------------------------------------------------------------------------
Corporate Bonds $4,593,372 Market Comparables EBITDA Multiples(1) 5.0x to 6.5x
Yield Premium(2) 1.05%
--------------------------------------------------------------------------------------------------------
Warrants $ 0 Enterprise Value Residual Value $0
--------------------------------------------------------------------------------------------------------
(1) An increase in this unobservable input would result in a higher fair value
measurement, while a decrease would result in a lower fair value
measurement.
(2) An increase in this unobservable input would result in a lower fair value
measurement, while a decrease would result in a higher fair value
measurement.
The accompanying notes are an integral part of these financial statements.
44 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Statement of Assets and Liabilities | 4/30/15
ASSETS:
Investments in securities, at value (cost $217,443,874) $216,679,517
Foreign currencies, at value (cost $2,748,480) 2,727,733
Receivables --
Investment securities sold 2,038,532
Interest receivable 2,763,310
Net unrealized appreciation on forward foreign currency contracts 35
------------------------------------------------------------------------------------------
Total assets $224,209,127
------------------------------------------------------------------------------------------
LIABILITIES:
Due to custodian $ 1,318,932
Payables --
Outstanding borrowing 64,000,000
Trustees' fees 374
Investment securities purchased 4,998,080
Net unrealized depreciation on forward foreign currency contracts 267,071
Due to affiliates 151,355
Administration fee payable 70,438
Interest expense payable 5,862
Accrued expenses 121,077
------------------------------------------------------------------------------------------
Total liabilities $ 70,933,189
------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Paid-in capital $194,643,780
Distributions in excess of net investment income (470,263)
Accumulated net realized loss on investments, written options, and
foreign currency transactions (39,844,058)
Net unrealized depreciation on investments (764,357)
Net unrealized depreciation on forward foreign currency contracts
and other assets and liabilities denominated in foreign currencies (289,164)
------------------------------------------------------------------------------------------
Net assets applicable to common shareowners $153,275,938
------------------------------------------------------------------------------------------
NET ASSET VALUE PER COMMON SHARE:
No par value (unlimited number of shares authorized)
Based on $153,275,938 / 8,332,790 common shares $ 18.39
==========================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 45
Statement of Operations
For the Year Ended 4/30/15
INVESTMENT INCOME:
Interest $17,566,930
Dividends 337,063
Facility and fees collected 209,444
------------------------------------------------------------------------------------------------
Total investment income $ 18,113,437
------------------------------------------------------------------------------------------------
EXPENSES:
Management fees $ 1,914,827
Administrative reimbursements 121,162
Transfer agent fees and expenses 5,191
Shareholder communications expense 12,571
Custodian fees 40,535
Professional fees 75,090
Printing expenses 12,012
Trustees' fees 5,895
Pricing fees 27,091
Interest expense 681,002
Miscellaneous 46,855
------------------------------------------------------------------------------------------------
Net operating expenses $ 2,942,231
------------------------------------------------------------------------------------------------
Net investment income $ 15,171,206
------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS,
WRITTEN OPTIONS, AND FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) on:
Investments $(8,743,542)
Written options 11,073
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies 1,546,636 $ (7,185,833)
------------------------------------------------------------------------------------------------
Change in net unrealized depreciation on:
Investments $(6,081,043)
Written options (7,021)
Forward foreign currency contracts and other assets
and liabilities denominated in foreign currencies (241,260) $ (6,329,324)
------------------------------------------------------------------------------------------------
Net loss on investments, written options, and foreign
currency transactions $(13,515,157)
------------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 1,656,049
================================================================================================
The accompanying notes are an integral part of these financial statements.
46 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Statements of Changes in Net Assets
--------------------------------------------------------------------------------------------------
Year Ended Year Ended
4/30/15 4/30/14
--------------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment income $ 15,171,206 $ 16,463,899
Net realized loss on investments, written options, and
foreign currency transactions (7,185,833) (4,012,420)
Change in net unrealized appreciation (depreciation)
on investments, written options, and foreign
currency transactions (6,329,324) 958,090
--------------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 1,656,049 $ 13,409,569
--------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO COMMON SHAREOWNERS:
Net investment income and previously undistributed net
investment income ($1.83 and $2.29 per
share, respectively) $ (15,241,784) $ (19,031,655)
--------------------------------------------------------------------------------------------------
Total distributions to common shareowners $ (15,241,784) $ (19,031,655)
--------------------------------------------------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
Reinvestment of distributions $ 250,324 $ 587,349
--------------------------------------------------------------------------------------------------
Net increase in net assets from Trust share transactions $ 250,324 $ 587,349
--------------------------------------------------------------------------------------------------
Net decrease in net assets $ (13,335,411) $ (5,034,737)
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Beginning of year 166,611,349 171,646,086
--------------------------------------------------------------------------------------------------
End of year $ 153,275,938 $ 166,611,349
--------------------------------------------------------------------------------------------------
Distributions in excess of net investment income $ (470,263) $ (1,667,878)
==================================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 47
Statement of Cash Flows
For the Year Ended 4/30/15
Cash Flows From Operating Activities:
Net increase in net assets resulting from operations $ 1,656,049
-----------------------------------------------------------------------------------------------
Adjustments to reconcile net increase in net assets resulting from
operations to net cash and foreign currencies from operating activities:
Inflation indexed bond income $ (702)
Purchases of investment securities (102,748,302)
Proceeds from disposition and maturity of investment securities 110,483,288
Net purchases of temporary cash investments (1,455,000)
Net accretion and amortization of discount/premium on investment securities (927,790)
Decrease in interest receivable 740,402
Decrease in reinvestment of distributions 40,953
Decrease in other assets 61,700
Decrease in due to affiliates (11,725)
Increase in trustees' fees payable 374
Increase in administration fees payable 12,259
Increase in accrued expenses payable 1,814
Increase in interest expense payable 2,791
Change in unrealized depreciation on investments 6,081,043
Change in unrealized depreciation on forward foreign currency contracts
and foreign currency 265,935
Change in unrealized depreciation on written options 7,021
Net realized loss on investments 8,743,542
Expiration of written options (11,073)
-----------------------------------------------------------------------------------------------
Net cash and foreign currencies from operating activities $ 22,942,579
-----------------------------------------------------------------------------------------------
Cash Flows Used in Financing Activities:
Decrease in due to custodian $ (2,185,910)
Payments on borrowings (3,000,000)
Distributions to common shareowners (15,241,784)
Reinvestment of distributions 250,324
-----------------------------------------------------------------------------------------------
Net cash and foreign currencies used in financing activities $ (20,177,370)
-----------------------------------------------------------------------------------------------
Effect of Foreign Exchange Fluctuations on Cash:
Effect of foreign exchange fluctuations on cash $ (37,476)
-----------------------------------------------------------------------------------------------
Cash and Foreign Currencies:
Beginning of the year $ --
-----------------------------------------------------------------------------------------------
End of the year $ 2,727,733
===============================================================================================
Cash Flow Information:
Cash paid for interest $ 678,211
-----------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
48 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Financial Highlights
------------------------------------------------------------------------------------------------------------------------------------
Year Year
Year Year Year Ended Ended
Ended Ended Ended 4/30/12 4/30/11
4/30/15 4/30/14 4/30/13 (Consolidated) (Consolidated)
------------------------------------------------------------------------------------------------------------------------------------
Per Share Operating Performance
Net asset value, beginning of year $ 20.03 $ 20.70 $ 19.51 $ 21.01 $ 20.17
------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations: (a)
Net investment income $ 1.82 $ 1.98 $ 2.24 $ 2.10 $ 2.03
Net realized and unrealized gain (loss) on investments,
written options, and foreign currency transactions (1.63) (0.36) 0.99 (1.64) 0.73
------------------------------------------------------------------------------------------------------------------------------------
Net increase from investment operations $ 0.19 $ 1.62 $ 3.23 $ 0.46 $ 2.76
------------------------------------------------------------------------------------------------------------------------------------
Distributions to common shareowners from:
Net investment income and previously undistributed net
investment income $ (1.83)* $ (2.29)* $ (2.04) $ (1.96) $ (1.92)
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ (1.64) $ (0.67) $ 1.19 $ (1.50) $ 0.84
------------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of year (b) $ 18.39 $ 20.03 $ 20.70 $ 19.51 $ 21.01
------------------------------------------------------------------------------------------------------------------------------------
Market value, end of year (b) $ 17.42 $ 20.85 $ 21.82 $ 20.13 $ 21.95
====================================================================================================================================
Total return at market value (c) (7.90)% 7.12% 19.98% 1.35% 17.95%
Ratios to average net assets of common shareowners:
Total expenses plus interest expense (d)(e) 1.85% 1.86% 1.97% 2.04% 2.20%
Net investment income available to common shareowners 9.52% 9.88% 11.26% 10.75% 10.02%
Portfolio turnover 48% 38% 34% 24% 30%
Net assets of common shareowners, end of year (in thousands) $153,276 $166,611 $171,646 $161,146 $172,882
The accompanying notes are an integral part of these financial statements.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 49
----------------------------------------------------------------------------------------------------------------------
Year Year
Year Year Year Ended Ended
Ended Ended Ended 4/30/12 4/30/11
4/30/15 4/30/14 4/30/13 (Consolidated) (Consolidated)
----------------------------------------------------------------------------------------------------------------------
Total amount of debt outstanding (in thousands) $ 64,000 $ 67,000 $ 69,000 $ 69,000 $ 69,000
Asset coverage per indebtedness (in thousands) $ 3,395 $ 3,487 $ 3,488 $ 3,335 $ 3,506
======================================================================================================================
* 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 has 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) Net asset value and market value are published in Barron's on Saturday, The
Wall Street Journal on Monday and The New York Times on Monday and Saturday.
(c) Total investment return is calculated assuming a purchase of common shares
at the current market value on the first day and a sale at the current
market value on the last day of the periods reported. Dividends and
distributions, if any, are assumed for purposes of this calculation to be
reinvested at prices obtained under the Trust's dividend reinvestment plan.
Total investment return does not reflect brokerage commissions. Past
performance is not a guarantee of future results.
(d) Expense ratios do not reflect the effect of distribution payments to
preferred shareowners.
(e) Includes interest expense of 0.43%, 0.45%, 0.48%, 0.56%, and 0.58%,
respectively.
The accompanying notes are an integral part of these financial statements.
50 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Notes to Financial Statements | 4/30/15
1. Organization and Significant Accounting Policies
Pioneer Diversified High Income Trust (the Trust) was organized as a Delaware
statutory trust on January 30, 2007. Prior to commencing operations on May 30,
2007, the Trust had no operations other than matters relating to its
organization and registration as a diversified, closed-end management investment
company under the Investment Company Act of 1940, as amended. The investment
objective of the Trust is to seek a high level of current income and the Trust
may, as a secondary objective, also seek capital appreciation to the extent that
it is consistent with its investment objective.
The Trust's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the
Trust to, among other things, make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosure of contingent assets
and liabilities at the date of the financial statements, and the reported
amounts of income, expenses and gain or loss on investments during the reporting
period. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Trust in the preparation of its financial statements, which are consistent with
those policies generally accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded as of trade date. Fixed-income securities
are valued at prices supplied by independent pricing services, which
consider such factors as market prices, market events, quotations from one
or more brokers, Treasury spreads, yields, maturities and ratings.
Valuations may be supplemented by dealers and other sources, as required.
Senior floating rate loan interests (senior loans) are valued in accordance
with guidelines established by the Board of Trustees at the mean between the
last available bid and asked prices from one or more brokers or dealers as
obtained from Loan Pricing Corporation, an independent pricing service. If
price information 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 are valued at
the bid price obtained from an independent third party pricing service.
Other insurance-linked securities 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 estimate value of the instrument.
Equity securities that have traded on an exchange are
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 51
valued at the last sale price on the principal exchange where they are
traded. Equity securities that have not traded on the date of valuation or
securities for which sale prices are not available, generally are valued
using the mean between the last bid and asked prices. Shares of money market
mutual funds are valued at such funds' net asset value.
Trading in foreign securities is substantially completed each day at various
times prior to the close of the New York Stock Exchange (NYSE). The values
of such securities used in computing the net asset value of the Trust's
shares are determined as of such times.
Securities and senior loans 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 valuation team is responsible for monitoring
developments that may impact fair valued securities and for discussing and
assessing fair value 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 April 30, 2015, seven securities were valued using fair value methods
(in addition to securities valued using prices supplied by independent
pricing services or broker-dealers) representing 3.4% of net assets. The
value of these fair valued securities are $5,267,051.
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.
52 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
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.
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.
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
(see Note 5).
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 taxable income and net realized capital gains, if any, to its
shareowners. Therefore, no federal income tax provision is required. As of
April 30, 2015,
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 53
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.
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 April 30, 2015, the Trust reclassified $1,268,193 to decrease
distributions in excess of net investment income and $1,268,193 to increase
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 April 30, 2015, the Trust was permitted to carryforward $806,616 of
short-term capital losses and $8,599,595 of long-term capital losses without
limitation. Additionally, at April 30, 2015, the Trust had a net capital
loss carryforward of $23,843,173 of which the following amounts will expire
between 2016 and 2019 if not utilized: $231,744 in 2016, $413,150 in 2017,
$21,948,862 in 2018, and $1,249,417 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 $633,267 of short-term capital losses and
$5,939,394 of long-term capital losses recognized between November 1, 2014
and April 30, 2015 to its fiscal year ending April 30, 2016.
The tax character of distributions paid to shareowners during the years
ended April 30, 2015 and April 30, 2014 were as follows:
-----------------------------------------------------------------------------
2015 2014
-----------------------------------------------------------------------------
Distributions paid from:
Ordinary income $15,241,784 $19,031,655
-----------------------------------------------------------------------------
Total $15,241,784 $19,031,655
=============================================================================
54 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
The following shows the components of distributable earnings (losses) on a
federal income tax basis at April 30, 2015:
-----------------------------------------------------------------------------
2015
-----------------------------------------------------------------------------
Distributable earnings:
Undistributed ordinary income $ 1,318,771
Capital loss carryforward (33,249,374)
Late year loss deferrals (6,572,661)
Other book/tax temporary differences (1,811,057)
Unrealized depreciation (1,053,521)
-----------------------------------------------------------------------------
Total $(41,367,842)
=============================================================================
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. 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
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 55
irregular trading activity and extended settlement periods. Additionally,
the Trust may invest in "event-linked" bonds, which sometimes are referred
to as "insurance-linked" or "catastrophe" bonds. The return of principal and
the payment of interest on event-linked instruments are contingent on the
nonoccurrence of pre-defined "trigger" events, such as hurricane or an
earthquake of a specific magnitude. In addition to the specific trigger
events, event-linked bonds may expose the Trust to other risks, including
but not limited to issuer (credit) default, adverse regulatory or
jurisdictional interpretations and adverse tax consequences. The Trust's
investments in certain foreign markets or countries with limited developing
markets may subject the Trust to a greater degree of risk than would
investments in a developed market. These risks include disruptive political
or economic conditions and the possible imposition of adverse governmental
laws or currency exchange restrictions.
G. Repurchase Agreements
With respect to repurchase agreements entered into by the Trust, the value
of the underlying securities (collateral), including accrued interest, is
required to be equal to or in excess of the repurchase price. The collateral
for all repurchase agreements is held in safekeeping in the customer-only
account of the Trust's custodian or a sub-custodian of the Trust. PIM is
responsible for determining that the value of the collateral remains at
least equal to the repurchase price.
H. Automatic Dividend Reinvestment Plan
All common shareowners whose shares are registered in their own names
automatically participate in the Automatic Dividend Reinvestment Plan (the
Plan), under which participants receive all dividends and capital gain
distributions (collectively, dividends) in full and fractional common shares
of the Trust in lieu of cash. Shareowners may elect not to participate in
the Plan. Shareowners not participating in the Plan receive all dividends
and capital gain distributions in cash. Participation in the Plan is
completely voluntary and may be terminated or resumed at any time without
penalty by notifying American Stock Transfer & Trust Company, the agent for
shareowners in administering the Plan (the Plan Agent), in writing prior to
any dividend record date; otherwise such termination or resumption will be
effective with respect to any subsequently declared dividend or other
distribution.
If a shareowner's shares are held in the name of a brokerage firm, bank or
other nominee, the shareowner can ask the firm or nominee to participate in
the Plan on the shareowner's behalf. If the firm or nominee does not offer
the Plan, dividends will be paid in cash to the shareowner of record. A firm
or nominee may reinvest a shareowner's cash dividends in common shares of
the Trust on terms that differ from the terms of the Plan.
56 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Whenever the Trust declares a dividend on common shares payable in cash,
participants in the Plan will receive the equivalent in common shares
acquired by the Plan Agent either (i) through receipt of additional unissued
but authorized common shares from the Trust or (ii) by purchase of
outstanding common shares on the New York Stock Exchange or elsewhere. If,
on the payment date for any dividend, the net asset value per common share
is equal to or less than the market price per share plus estimated brokerage
trading fees (market premium), the Plan Agent will invest the dividend
amount in newly issued common shares. The number of newly issued common
shares to be credited to each account will be determined by dividing the
dollar amount of the dividend by the net asset value per common share on the
date the shares are issued, provided that the maximum discount from the then
current market price per share on the date of issuance does not exceed 5%.
If, on the payment date for any dividend, the net asset value per common
share is greater than the market value (market discount), the Plan Agent
will invest the dividend amount in common shares acquired in open-market
purchases. There are no brokerage charges with respect to newly issued
common shares. However, each participant will pay a pro rata share of
brokerage trading fees incurred with respect to the Plan Agent's open-market
purchases. Participating in the Plan does not relieve shareowners from any
federal, state or local taxes which may be due on dividends paid in any
taxable year. Shareowners holding Plan shares in a brokerage account may be
able to transfer the shares to another broker and continue to participate in
the Plan.
I. Option Writing
The Trust may write put and covered call options to seek to increase total
return. When an option is written, the Trust receives a premium and becomes
obligated to purchase or sell the underlying security at a fixed price, upon
the exercise of the option. When the Trust writes an option, an amount equal
to the premium received by the Trust is recorded as a liability and is
subsequently adjusted to the current value of the option written. Premiums
received from writing options that expire unexercised are treated by the
Trust on the expiration date as realized gains from investments. The
difference between the premium and the amount paid on effecting a closing
purchase transaction, including brokerage commissions, is also treated as a
realized gain, or, if the premium is less than the amount paid for the
closing purchase transaction, as a realized loss. If a call option is
exercised, the premium is added to the proceeds from the sale of the
underlying security in determining whether the Trust has realized a gain or
loss. The Trust as a writer of an option bears the market risk of an
unfavorable change in the price of the security underlying the written
option.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 57
The average value of option contracts open for the year ended April 30, 2015
was $659. There were no written call and put option contracts outstanding at
year end.
Transactions in written call options for the year ended April 30, 2015 are
summarized as follows:
-----------------------------------------------------------------------------
Number of Contracts Premiums Received
-----------------------------------------------------------------------------
Options open at beginning of year 672,138 $ 11,073
Options written -- --
Options terminated in closing transactions -- --
Options expired (672,138) (11,073)
-----------------------------------------------------------------------------
Options open at end of period -- $ --
=============================================================================
J. Purchased Options
The Trust may purchase put and call options to seek increase total return.
Purchased call and put options entitle the Trust to buy and sell a specified
number of shares or units of a particular security, currency or index at a
specified price at a specific date or within a specific period of time. Upon
the purchase of a call or put option, the premium paid by the Trust is
included in the Statement of Assets and Liabilities as an investment. All
premiums are marked-to-market daily, and any unrealized gains or losses are
recorded in the Trust's financial statements. As the purchaser of an index
option, the Trust has the right to receive a cash payment equal to any
depreciation in the value of the index below the strike price of the option
(in the case of a put) or equal to any appreciation in the value of the
index over the strike price of the option (in the case of a call) as of the
valuation date of the option. Premiums paid for purchased calls and put
options which have expired are treated as realized losses on investments in
the Statement of Operations. Upon the exercise or closing of a purchased put
option, the premium is offset against the proceeds on the sale of the
underlying security or financial instrument in order to determine the
realized gain or loss on investments. Upon the exercise or closing of a
purchased call option, the premium is added to the cost of the security or
financial instrument. The risk associated with purchasing options is limited
to the premium originally paid. The average value of purchased options
during the year ended April 30, 2015 was $2,044. There were no purchased
option contracts outstanding at year end.
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 0.85% of the
Trust's average daily managed assets. "Managed assets" means (a) the
58 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
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 April 30, 2015, the net management fee
was 0.85% of the Trust's average daily managed assets, which was equivalent to
1.20% 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 April 30,
2015, $221,793 was payable to PIM related to management costs, administrative
costs and certain other services is included in "Affiliated expenses payable"
and "Administration fees payable" on the Statement of Assets and Liabilities.
3. Transfer Agents
Pioneer Investment Management Shareholder Services, Inc. (PIMSS), a wholly owned
indirect subsidiary of UniCredit, through a sub-transfer agency agreement with
American Stock Transfer & Trust Company, provides substantially all transfer
agent and shareowner services related to the Trust's common shares at negotiated
rates.
In addition, the Trust reimburses PIMSS for out-of-pocket expenses incurred by
PIMSS related to shareowner communications activities such as proxy and
statement mailings and outgoing 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 April 30, 2015, the Trust
expenses were not reduced under such arrangement.
5. Forward Foreign Currency Contracts
At April 30, 2015, the Trust had entered into various forward foreign currency
contracts that obligate the Trust to deliver or take delivery of currencies at
specified future maturity dates. Alternatively, prior to the settlement date of
a forward foreign currency contract, the Trust may close out such contract by
entering into an offsetting contract. The average value of contracts open during
the year ended April 30, 2015 was $12,692,322.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 59
Open forward foreign currency contracts at April 30, 2015, were as follows:
-----------------------------------------------------------------------------------------------------
Quantity/
Security Purchased/ Book Settlement US$ Value Unrealized
Description Counterparty (Sold) Value Date at 4/30/15 Appreciation
-----------------------------------------------------------------------------------------------------
GBP (Great Citibank NA (159,003) $(243,988) 6/03/15 $(243,953) $ 35
British Pound)
-----------------------------------------------------------------------------------------------------
Total $ 35
=====================================================================================================
-----------------------------------------------------------------------------------------------------
Quantity/
Security Purchased/ Book Settlement US$ Value Unrealized
Description Counterparty (Sold) Value Date at 4/30/15 Depreciation
-----------------------------------------------------------------------------------------------------
EUR (Euro) Societe General (6,010,882) $(6,541,502) 4/27/16 $(6,808,297) $ (266,795)
RUB (Russian JP Morgan (5,515,000) (106,017) 5/20/15 (106,294) (276)
Ruble) Chase Bank
-----------------------------------------------------------------------------------------------------
Total $ (267,071)
=====================================================================================================
6. Unfunded and Bridge Loan Commitments
As of April 30, 2015, the Trust had no unfunded loan commitments.
The Trust had the following bridge loans outstanding at April 30, 2015:
-----------------------------------------------------------------------------------------------------
Unrealized
Appreciation
Borrower Par Cost Value (Depreciation)
-----------------------------------------------------------------------------------------------------
MJ Acquisition Corp. $500,000 $500,000 $500,000 $--
Rite Aid Corp. 770,000 770,000 770,000 --
Tenet Healthcare Corp. 310,000 310,000 310,000 --
Tenet Healthcare Corp. 100,000 100,000 100,000 --
Sterigenics-Nordion Holdings LLC 830,000 830,000 830,000 --
A. Schulman, Inc. 750,000 750,000 750,000 --
-----------------------------------------------------------------------------------------------------
Total $--
=====================================================================================================
7. Trust Shares
There are an unlimited number of common shares of beneficial interest
authorized.
Transactions in common shares of beneficial interest for the year ended
April 30, 2015 and the year ended April 30, 2014 were as follows:
-----------------------------------------------------------------------------------------------------
4/30/15 4/30/14
-----------------------------------------------------------------------------------------------------
Shares outstanding at beginning of year 8,320,167 8,290,790
Reinvestment of distributions 12,623 29,377
-----------------------------------------------------------------------------------------------------
Shares outstanding at end of year 8,332,790 8,320,167
=====================================================================================================
60 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
8. Additional Disclosures about Derivative Instruments and Hedging Activities:
Values of derivative instruments as of April 30, 2015 were as follows:
-----------------------------------------------------------------------------------------------
Derivatives Not
Accounted for as Assets Derivatives 2015 Liabilities Derivatives 2015
Hedging Instruments --------------------------- -------------------------------------
Under Accounting Statement of Assets Statement of Assets
Standards Codification and Liabilities and Liabilities
(ASC) 815 Location Value Location Value
-----------------------------------------------------------------------------------------------
Forward foreign Net unrealized Net unrealized
currency contracts appreciation on depreciation on
forward foreign forward foreign
currency contracts $ 35 currency contracts $(267,071)
-----------------------------------------------------------------------------------------------
Total $ 35 $(267,071)
===============================================================================================
The effect of derivative instruments on the Statement of Operations for the year
ended April 30, 2015 was as follows:
----------------------------------------------------------------------------------------------------------
Change in
Derivatives Not Realized Unrealized
Accounted for as Gain or Appreciation or
Hedging Instruments (Loss) on (Depreciation)
Under Accounting Location of Gain or (Loss) Derivatives on Derivatives
Standards Codification on Derivatives Recognized Recognized Recognized
(ASC) 815 in Income in Income in Income
----------------------------------------------------------------------------------------------------------
Forward foreign Net realized gain (loss) on
currency contracts forward foreign currency contracts $ 1,694,303
Forward foreign Change in net unrealized
currency contracts appreciation (depreciation) on
forward foreign currency contracts $228,459
Written options Net realized gain (loss) on
written options $ 11,073
Written options Change in unrealized appreciation
(depreciation) on written options $ (7,021)
----------------------------------------------------------------------------------------------------------
9. Loan Agreement
The Trust is in a credit agreement with the Bank of Nova Scotia. There is a $75
million borrowing limit.
At April 30, 2015, the Trust had a borrowing outstanding under the margin
agreement totaling $64,000,000. The interest rate charged at April 30, 2015 was
1.06%. During the year ended April 30, 2015, the average daily balance was
$65,912,000 at an average interest rate of 1.03%. With respect to the credit
agreement, interest expense of $681,002 is included in the Statement of
Operations.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 61
The Trust is required to maintain 300% asset coverage with respect to amounts
outstanding under the margin loan financing 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.
10. Subsequent Event
A monthly dividend was declared on May 5, 2015 from undistributed and
accumulated net investment income of $0.1350 per common share, payable May 29,
2015, to common shareowners of record on May 19, 2015.
11. Change in Independent Registered Public Accounting Firm
The Board of Trustees of the Trust, with the approval and recommendation of the
Audit Committee, appointed Deloitte & Touche LLP to serve as the Trust's
independent registered public accounting firm. Deloitte & Touche LLP replaces
Ernst & Young LLP, which resigned as the Trust's independent registered public
accounting firm effective upon completion of the audit of the Trust's financial
statements for the fiscal year ended April 30, 2014.
During the periods that Ernst & Young LLP served as the Trust's independent
registered public accounting firm, including the Trust's fiscal years ending
April 30, 2014 and April 30, 2013, Ernst & Young LLP's reports on the financial
statements of the Trust have not contained an adverse opinion or disclaimer of
opinion and have not been qualified or modified as to uncertainty, audit scope
or accounting principles. Further, there have been no disagreements with Ernst &
Young LLP on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which, if not resolved to
the satisfaction of Ernst & Young LLP would have caused Ernst & Young LLP to
make reference to the subject matter of the disagreement in connection with its
report on the financial statements. In addition, there have been no reportable
events of the kind described in Item 304(a)(1)(v) of Regulation S-K under the
Securities Exchange Act of 1934.
62 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Report of Independent Registered Public Accounting Firm
To the Board of Trustees and the Shareowners of
Pioneer Diversified High Income Trust:
--------------------------------------------------------------------------------
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of Pioneer Diversified High Income Trust (the
"Trust") as of April 30, 2015, and the related statements of operations, cash
flows, changes in net assets, and the financial highlights for the year 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
audit. The statement of changes in net assets of the Fund for the year ended
April 30, 2014, and the financial highlights for the years ended April 30, 2014,
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 June 25, 2014.
We conducted our audit 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 Fund is not required to have, nor were we
engaged to perform an audit of its internal control over financial reporting.
Our audit 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 Fund'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
April 30, 2015, by correspondence with the custodian, brokers and agent banks;
where replies were not received from brokers and agent backs, we performed other
auditing procedures. We believe that our audit provides 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 Diversified High Income Trust as of April 30, 2015, the results of its
operations, cash flows, changes in its net assets and financial highlights for
the year then ended, in conformity with accounting principles generally accepted
in the United States of America.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
June 24, 2015
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 63
ADDITIONAL INFORMATION (unaudited)
PIM, the Trust's investment adviser, is currently an indirect, wholly-owned
subsidiary of UniCredit. On April 23, 2015, UniCredit announced that it signed a
preliminary and exclusive 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").
Pursuant to the preliminary agreement, the Transaction will entail the
establishment of 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 the Adviser.
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 completion of the Transaction is subject to the
signing of a definitive agreement, as well as certain regulatory and corporate
approvals, and other conditions.
Under the Investment Company Act of 1940, completion of the Transaction will
cause the Trust's investment advisory agreement with the Adviser to terminate.
In connection with the Transaction, the Trust's Board of Trustees will be asked
to approve a new investment advisory agreement for the Trust. If approved by the
Board, the Trust's new investment advisory agreement will be submitted to the
shareholders of the Trust for their approval.
During the period, there have been no material changes in the Trust's investment
objective or fundamental policies that have not been approved by the
shareowners. There have been no changes in the Trust's charter or By-Laws that
would delay or prevent a change in control of the Trust which has not been
approved by the shareowners. During the period, there have been no changes in
the principal risk factors associated with investment in the Trust. There were
no changes in the persons who are primarily responsible for the day-to-day
management of the Trust's portfolio.
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Trust may purchase, from time to time, its common
shares in the open market.
IMPORTANT TAX INFORMATION (unaudited)
Interest-Related Dividends for Non-U.S. Residents 42.52%*
* Represents the portion of the taxable ordinary income dividends eligible
for tax exemption from U.S. withholding tax for non-resident aliens and
foreign corporations.
64 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
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
Pioneer Investment Management Shareholder Services, Inc.
Proxy Voting Policies and Procedures of the Fund are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Fund voted proxies relating to portfolio securities during the
most recent 12-month period ended June 30 is publicly available to shareowners
at us.pioneerinvestments.com. This information is also available on the
Securities and Exchange Commission's web site at www.sec.gov.
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 52 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.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 65
Independent Trustees
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Trust Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Thomas J. Perna (64) Class II Trustee Private investor (2004-2008 and 2013-present); Director, Broadridge Financial
Chairman of the Board since 2006. Term Chairman (2008 - 2013) and Chief Executive Solutions, Inc. (investor
and Trustee expires in 2015. Officer (2008 - 2012), Quadriserv, Inc. communications and securities
(technology products for securities lending processing provider for
industry); and Senior Executive Vice financial services industry)
President, The Bank of New York (financial and (2009 - present); Director,
securities services) (1986 - 2004) Quadriserv, Inc. (2005 -
2013); and Commissioner, New
Jersey State Civil Service
Commission (2011 - present)
------------------------------------------------------------------------------------------------------------------------------------
David R. Bock (71) Class III Trustee Managing Partner, Federal City Capital Director of New York Mortgage
Trustee since 2007. Term Advisors (corporate advisory services company) Trust (publicly traded
expires in 2016. (1997 - 2004 and 2008 - present); Interim mortgage REIT) (2004 - 2009,
Chief Executive Officer, Oxford Analytica, 2012 - present); Director of
Inc. (privately-held research and consulting The Swiss Helvetia Fund, Inc.
company) (2010); Executive Vice President and (closed-end fund) (2010 -
Chief Financial Officer, I-trax, Inc. present); Director of Oxford
(publicly traded health care services company) Analytica, Inc. (2008 -
(2004 - 2007); Executive Vice President and present); and Director of
Chief Financial Officer, Pedestal Inc. Enterprise Community
(internet-based mortgage trading company) Investment, Inc.
(2000 - 2002); Private Consultant (1995 - (privately-held affordable
1997); Managing Director, Lehman Brothers housing finance company) (1985
(1992 -1995); and Executive, The World Bank - 2010)
(1979 - 1992)
------------------------------------------------------------------------------------------------------------------------------------
Benjamin M. Friedman (70) Class I 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)
------------------------------------------------------------------------------------------------------------------------------------
66 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Independent Trustees (continued)
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Trust Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (67) Class I Trustee Founding Director, Vice President and None
Trustee since 2007. Term Corporate Secretary, The Winthrop Group, Inc.
expires in 2017. (consulting firm) (1982 - present); Desautels
Faculty of Management, McGill University
(1999 - present); and Manager of Research
Operations and Organizational Learning, Xerox
PARC, Xerox's advance research center (1990 -
1994)
------------------------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (66) Class II Trustee President and Chief Executive Officer, Director of New America High
Trustee since 2007. Term Newbury, Piret & Company, Inc. (investment Income Fund, Inc. (closed-end
expires in 2015. banking firm) (1981 - present) investment company) (2004 -
present); and member, Board of
Governors, Investment Company
Institute (2000 - 2006)
------------------------------------------------------------------------------------------------------------------------------------
Fred J. Ricciardi (68) Class II Trustee Consultant (investment company services) None
Trustee since 2014. Term (2012 - present); Executive Vice President,
expires in 2015. BNY Mellon (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)
------------------------------------------------------------------------------------------------------------------------------------
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 67
Interested Trustees
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Trust Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Lisa M. Jones (53)* Class III Trustee Chair, Director, CEO and President of Pioneer None
Trustee, President and since 2014. Investment Management-USA (since September
Chief Executive Officer Term expires in 2014); Chair, Director, CEO and President of
2016. Pioneer Investment Management, Inc. (since
September 2014); Chair, Director, CEO and
President 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 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 (56)* Class I Trustee Director and Executive Vice President (since None
Trustee since 2014. 2008) and Chief Investment Officer, U.S.
Term expires in (since 2010), of PIM-USA; Executive Vice
2017. President 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
or directors of the Trust's investment adviser and certain of its
affiliates.
68 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Advisory Trustee
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Trust Length of Service Principal Occupation Held by Trustee
------------------------------------------------------------------------------------------------------------------------------------
Lorraine H. Monchak (58)** Advisory Trustee Chief Investment Officer, 1199 SEIU Funds None
since 2014. (health care workers union pension Funds)
(2001 - present); Vice President -
International Investments Group, American
International Group, 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 Corp. (government-sponsored
Issuer of debt securities) (1988 - 1990);
Mortgage Strategies Group, Shearson Lehman
Hutton, Inc. (investment bank) (1987 - 1988);
and Mortgage Securities Group, Drexel Burnham
Lambert, Ltd. (investment bank) (1986 - 1987)
------------------------------------------------------------------------------------------------------------------------------------
** Ms. Monchak in a non-voting Advisory Trustee.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 69
Trust Officers
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Trust Length of Service Principal Occupation Held by Officer
------------------------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (50) Since 2007. Serves at the Vice President and Associate General Counsel of None
Secretary and Chief Legal discretion of the Board. Pioneer since January 2008; Secretary and Chief
Officer 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 at the Fund Governance Director of Pioneer since December None
Assistant Secretary discretion of the Board. 2006 and Assistant Secretary of all the Pioneer
Funds since June 2010; Manager - Fund Governance of
Pioneer from December 2003 to November 2006; and
Senior Paralegal of Pioneer from January 2000 to
November 2003
------------------------------------------------------------------------------------------------------------------------------------
Thomas Reyes (52) Since 2010. Serves at the Senior Counsel of Pioneer since May 2013 and None
Assistant Secretary discretion of the Board. Assistant Secretary of all the Pioneer Funds since
June 2010; and Counsel of Pioneer from June 2007 to
May 2013
------------------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (55) Since 2008. Serves at the Vice President - Fund Treasury of Pioneer; Treasurer None
Treasurer and Chief Financial discretion of the Board. of all of the Pioneer Funds since March 2008; Deputy
and Accounting Officer Treasurer of Pioneer from March 2004 to February
of the Trust 2008; and Assistant Treasurer of all of the Pioneer
Funds from March 2004 to February 2008
------------------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (49) Since 2007. Serves at the Director - Fund Treasury of Pioneer; and Assistant None
Assistant Treasurer discretion of the Board. Treasurer of all of the Pioneer Funds
------------------------------------------------------------------------------------------------------------------------------------
70 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
Trust Officers (continued)
------------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held with the Trust Length of Service Principal Occupation Held by Officer
------------------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (56) Since 2007. Serves at the Fund Accounting Manager - Fund Treasury of Pioneer; None
Assistant Treasurer discretion of the Board. and Assistant Treasurer of all of the Pioneer Funds
------------------------------------------------------------------------------------------------------------------------------------
David F. Johnson (35) Since 2009. Serves at the Fund Administration Manager - Fund Treasury of None
Assistant Treasurer discretion of the Board. Pioneer since November 2008; Assistant Treasurer of
all of the Pioneer Funds since January 2009; and
Client Service Manager - Institutional Investor
Services at State Street Bank from March 2003 to
March 2007
------------------------------------------------------------------------------------------------------------------------------------
Jean M. Bradley (62) Since 2010. Serves at the Chief Compliance Officer of Pioneer and of all the None
Chief Compliance Officer discretion of the Board. Pioneer Funds since March 2010; Chief 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 2007. Serves at the Director - Transfer Agency Compliance of Pioneer and None
Anti-Money Laundering Officer discretion of the Board. Anti-Money Laundering Officer of all the Pioneer
funds since 2006
------------------------------------------------------------------------------------------------------------------------------------
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 71
This page for your notes.
72 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
This page for your notes.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 73
This page for your notes.
74 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
This page for your notes.
Pioneer Diversified High Income Trust | Annual Report | 4/30/15 75
This page for your notes.
76 Pioneer Diversified High Income Trust | Annual Report | 4/30/15
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) 2015 Pioneer Investments 21909-07-0615
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.
The audit services provided to the Trust were totaled
approximately $40,803 payable to Deloitte & Touche
LLP for the year ended April 30, 2015 and $38,581
were paid to the former auditor, Ernst & Young LLP
for the year ended April 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 fees and other fees for
the Trust payable to Deloitte & Touche LLP for
the year ended April 30, 2015 and no audit related fees and
other fees were paid to the former auditor, Ernst & Young LLP for the year
ended April 30, 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.
Fees for tax compliance services, primarily for tax
returns, totaled approximately $9,876 payable to
Deloitte & Touche LLP for the year ended April 30,
2015 and $8,131 were paid to the former auditor,
Ernst & Young LLP for the year ended April 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 audit related fees and other fees for
the Trust payable to Deloitte & Touche LLP for
the year ended April 30, 2015 and no audit related fees and
other fees were paid to the former auditor, Ernst & Young LLP for the year
ended April 30, 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 April 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
April 30, 2015 and $8,131 were paid to the former
auditor, Ernst & Young LLP for the year ended April 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 MANAGERS
OTHER ACCOUNTS MANAGED BY THE PORTFOLIO MANAGERS
The table below indicates, for the portfolio managers 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 April 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)
------------------- ---------------------------------- ----------- ----------------- ---------------- --------------
Charles Melchreit Other Registered Investment $15,886,071
Companies 11 N/A N/A
$ 6,457,122
Other Pooled Investment Vehicles 4 N/A N/A
Other Accounts 8 $ 1,558,260 N/A N/A
------------------- ---------------------------------- -- ----------- ---------------- ----------
Andrew Feltus Other Registered $12,308,147
Investment Companies 12 N/A N/A
$7,356,570
Other Pooled Investment Vehicles 7 $11,512,801 3
2,461,217
-------------------
Other Accounts 6 N/A N/A
---------------------------------- -- ----------- ---------------- ----------
Jonathan Sharkey Other Registered Investment $ 3,494,297
Companies 3 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.
0
o A portfolio manager could favor one account over another in allocating new
investment opportunities that have limited supply, such as initial public
offerings and private placements. If, for example, an initial public
offering that was expected to appreciate in value significantly shortly
after the offering was allocated to a single account, that account may be
expected to have better investment performance than other accounts that did
not receive an allocation of the initial public offering. Generally,
investments for which there is limited availability are allocated based upon
a range of factors including available cash and consistency with the
accounts' investment objectives and policies. This allocation methodology
necessarily involves some subjective elements but is intended over time to
treat each client in an equitable and fair manner. Generally, the investment
opportunity is allocated among participating accounts on a pro rata basis.
Although Pioneer believes that its practices are reasonably designed to
treat each client in an equitable and fair manner, there may be instances
where a fund may not participate, or may participate to a lesser degree than
other clients, in the allocation of an investment opportunity.
o A portfolio manager could favor one account over another in the order in
which trades for the accounts are placed. If a portfolio manager determines
to purchase a security for more than one account in an aggregate amount that
may influence the market price of the security, accounts that purchased or
sold the security first may receive a more favorable price than accounts
that made subsequent transactions. The less liquid the market for the
security or the greater the percentage that the proposed aggregate purchases
or sales represent of average daily trading volume, the greater the
potential for accounts that make subsequent purchases or sales to receive a
less favorable price. When a portfolio manager intends to trade the same
security on the same day for more than one account, the trades typically are
"bunched," which means that the trades for the individual accounts are
aggregated and each account receives the same price. There are some types of
accounts as to which bunching may not be possible for contractual reasons
(such as directed brokerage arrangements). Circumstances may also arise
where the trader believes that bunching the orders may not result in the
best possible price. Where those accounts or circumstances are involved,
Pioneer will place the order in a manner intended to result in as favorable
a price as possible for such client.
o A portfolio manager could favor an account if the portfolio manager's
compensation is tied to the performance of that account to a greater degree
than other accounts managed by the portfolio manager. If, for example, the
portfolio manager receives a bonus based upon the performance of certain
accounts relative to a benchmark while other accounts are disregarded for
this purpose, the portfolio manager will have a financial incentive to seek
to have the accounts that determine the portfolio manager's bonus achieve
the best possible performance to the possible detriment of other accounts.
Similarly, if Pioneer receives a performance-based advisory fee, the
portfolio manager may favor that account, whether or not the performance of
that account directly determines the portfolio manager's compensation.
o A portfolio manager could favor an account if the portfolio manager has a
beneficial interest in the account, in order to benefit a large client or to
compensate a client that had poor returns. For example, if the portfolio
manager held an interest in an investment partnership that was one of the
accounts managed by the portfolio manager, the portfolio manager would have
an economic incentive to favor the account in which the portfolio manager
held an interest.
o If the different accounts have materially and potentially conflicting
investment objectives or strategies, a conflict of interest could arise. For
example, if a portfolio manager purchases a security for one account and
sells the same security for another account, such trading pattern may
disadvantage either the account that is long or short. In making portfolio
manager assignments, Pioneer seeks to avoid such potentially conflicting
situations. However, where a portfolio manager is responsible for accounts
with differing investment objectives and policies, it is possible that the
portfolio manager will conclude that it is in the best interest of one
account to sell a portfolio security while another account continues to hold
or increase the holding in such security.
1
COMPENSATION OF PORTFOLIO MANAGERS
Pioneer has adopted a system of compensation for portfolio managers that seeks
to align the financial interests of the portfolio managers with those of
shareholders of the accounts (including Pioneer funds) the portfolio managers
manage, as well as with the financial performance of Pioneer. The compensation
program for all Pioneer portfolio managers includes a base salary (determined
by the rank and tenure of the employee) and an annual bonus program, as well as
customary benefits that are offered generally to all full-time employees. Base
compensation is fixed and normally reevaluated on an annual basis. Pioneer
seeks to set base compensation at market rates, taking into account the
experience and responsibilities of the portfolio manager. The bonus plan is
intended to provide a competitive level of annual bonus compensation that is
tied to the portfolio manager achieving superior investment performance and
align the interests of the investment professional with those of shareholders,
as well as with the financial performance of Pioneer. Any bonus under the plan
is completely discretionary, with a maximum annual bonus that may be in excess
of base salary. The annual bonus is based upon a combination of the following
factors:
o QUANTITATIVE INVESTMENT PERFORMANCE. The quantitative investment performance
calculation is based on pre-tax investment performance of all of the
accounts managed by the portfolio manager (which includes the fund and any
other accounts managed by the portfolio manager) over a one-year period (20%
weighting) and four-year period (80% weighting), measured for periods ending
on December 31. The accounts, which include the fund, are ranked against a
group of mutual funds with similar investment objectives and investment
focus (60%) and a broad-based securities market index measuring the
performance of the same type of securities in which the accounts invest
(40%), which, in the case of the fund, is the Merrill Lynch Global High
Yield and Emerging Markets Index and the CSFB Leveraged Loan 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 MANAGERS
The following table indicates as of April 30, 2015 the value, within the
indicated range, of shares beneficially owned by the portfolio managers of the
fund.
BENEFICIAL OWNERSHIP
NAME OF PORTFOLIO MANAGER OF THE FUND*
--------------------------- ---------------------
Charles Melchreit A
--------------------------- ---------------------
Andrew Feltus E
--------------------------- ---------------------
Jonathan Sharkey B
--------------------------- ---------------------
* Key to Dollar Ranges
2
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
3
- The significant investment strategies for Pioneer Diversified High Income
Trust (a closed-end fund) and certain other similarly managed accounts
with investment objectives of a high level of current income, with a
potential for capital appreciation as a secondary objective. The fund
invests in a unique blend of higher yielding asset classes, including
global high yield bonds, leveraged bank loans and event-linked bonds (cat
bonds).
Under normal market conditions, the fund invests at least 80% of its managed
assets (net assets plus borrowings or other leverage for investment purposes)
in diversified portfolio of below investment grade (high yield) debt
securities, loans and preferred stocks. The fund allocates its investments
principally among three sectors of the fixed income securities markets: (i)
below investment grade debt securities and preferred stocks of U.S. and
non-U.S. issuers, including governmental and corporate issuers in emerging
markets ("global high yield debt securities"), (ii) floating rate loans and
(iii) "event-linked" bonds, which sometimes are referred to as
"insurance-linked" or "catastrophe" bonds.
PIM believes that this actively managed, diversified portfolio of asset classes
- global high yield debt securities, floating rate loans and event-linked bonds
- may provide investors with a range of potential benefits across various
market cycles and under various market conditions. These benefits include,
among others, the potential to provide investors with a relatively high level
of current income without undue risk as a result of the low correlation among
these asset classes, reduced volatility due to limited exposure to interest
rate and duration risk, as well as a favorable risk return profile.
Specifically, the floating rate feature of both floating rate loans and
event-linked bonds serves to reduce sensitivity to changes in prevailing
interest rates. In addition, the introduction of event-linked bonds to the
diversified portfolio enhances these benefits by reducing volatility, while
providing the potential for above average returns. Moreover, the fund's
investments in event-linked bonds offer investors access to a unique asset
class that otherwise may be unavailable to them.
The fund does not have a policy of maintaining a specific average credit
quality or a targeted maturity range for its portfolio. The fund may invest any
portion of its assets in securities and other instruments of non-U.S. issuers,
including emerging market issuers, and may engage in certain strategic
transactions.
PIM is responsible for managing the fund's overall investment program,
including allocating the fund's investments among the different asset classes
and managing the fund's investments in global high income debt securities and
floating rate loans. PIM considers both broad economic and issuer specific
factors in selecting a portfolio designed to achieve the fund's investment
objectives. PIM selects individual securities based upon the terms of the
securities (such as yields compared to U.S. Treasuries or comparable issues),
liquidity and rating, sector and issuer diversification. PIM also employs due
diligence and fundamental quantitative and qualitative research to assess an
issuer's credit quality, taking into account financial condition and
profitability, future capital needs, potential for change in rating, industry
outlook, the competitive environment and management ability. PIM may sell a
portfolio security when it believes the security no longer will contribute to
meeting the fund's investment objectives. PIM makes that determination based on
the same criteria it uses to select portfolio securities. In making these
portfolio decisions, PIM relies on the knowledge, experience and judgment of
its staff and the staff of its affiliates who have access to a wide variety of
research.
The fund may use financial leverage on an ongoing basis for investment purposes
by borrowing from banks through a revolving credit facility. Leverage creates
special risks not associated with unleveraged funds having a similar investment
objectives and policies. These include the possibility of higher volatility of
both the net asset value of the fund and the value of assets serving as asset
coverage for the preferred shares.
4
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 Diversified High Income Trust
By (Signature and Title)* /s/ Lisa M. Jones
Lisa M. Jones, President & Chief Executive Officer
Date June 26, 2015
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 June 26, 2015
By (Signature and Title)* /s/ Mark Bradley
Mark Bradley, Treasurer & Chief Accounting & Financial Officer
Date June 26, 2015
* Print the name and title of each signing officer under his or her signature.