Docoh
Loading...

Pioneer Series Trust X

Filed: 29 Apr 14, 8:00pm


ABX

VIA EDGAR
--- -----
April 30, 2014

Securities and Exchange Commission
Division of Investment Management
100 F Street, NE
Washington, D.C. 20549

Re:  Staff Review of Pioneer Funds' Financial Statements
     ---------------------------------------------------

Ladies and Gentlemen:

     This letter is to respond to comments received by email on March 25, 2014
and by telephone on March 26, 2014 from Mr. Jeffrey W. Long of the Staff of the
Securities and Exchange Commission (the "Commission") in connection with the
Staff's review of financial statements and other filings filed by open-end and
closed-end Pioneer funds (the "Funds").

A. GENERAL COMMENT

1. COMMENT: The Staff asked that the Registrants provide a letter to the
            Commission that includes certain "Tandy" acknowledgments with the
            Registrants' response to the Staff's comments.

  RESPONSE: A Tandy representation letter executed in connection with the
            filing of this response is attached hereto as Exhibit A.
                                                          ---------

B. MANAGEMENT DISCUSSION OF FUND PERFORMANCE

1. COMMENT: The Staff suggested that the Registrants consider disclosing
            the returns of the applicable benchmark index in each Fund's
            total returns table.

  RESPONSE: The Registrants will revise future disclosure to address the
            Staff's comments.

C. SCHEDULE OF INVESTMENTS

1. COMMENT: The Staff noted that the table summarizing inputs used in
            valuing a Fund's investments shows inputs by category of
            investments (e.g., common stocks, preferred stocks, corporate
            bonds, etc.).  The Staff requested that, if a table shows material
            balances for inputs in multiple levels (i.e., Level 1, Level 2
            and/or Level 3), the Registrants break out the inputs shown into
            the applicable industry components (e.g., energy, materials,
            capital goods, etc.), as reported in the Schedule of Investments.

  RESPONSE: The Registrants will expand the table in future reports to
            include subcategories when multiple levels within a category are
            present. Categories that do not have different levels will be
            shown in aggregate.  The Registrants respectfully submit that this
            approach enables the reader to clearly identify how securities are
            being leveled and valued.




2. COMMENT: The Staff requested that, for Funds that invest in payment
            in kind ("PIK") bonds, the Registrants disclose both the PIK
            portion of the interest rate and the cash portion of the interest
            rate in the Schedule of Investments.

  RESPONSE: The Registrants confirm that, for Funds that invest in payment in
            kind ("PIK") bonds, future disclosure will include both the PIK
            portion of the interest rate and the cash portion of the interest
            rate in the Schedule of Investments.

D. STATEMENT OF ASSETS AND LIABILITIES

1. COMMENT: The Staff noted that the Form N-CSR filed for Pioneer Dynamic
            Credit Fund (formerly, Pioneer Absolute Return Credit Fund) for
            the fiscal year ended March 31, 2013 shows a payable due to the
            custodian of $2,307,630, with a cost of $2,351,255. The Staff
            requested that the Registrant explain in the response the nature
            of the payable, and why the cost and payable due amounts are
            different.

  RESPONSE: The Registrant notes that the "Due to Custodian" payable of
            $2,307,630 referenced by the Staff was related to a negative
            foreign cash balance at the Fund's fiscal year-end.  The
            Registrant notes that the difference between the payable amount
            and the cost basis was attributable to changes to the cost basis
            due to currency exchange rates. The Registrant will consider
            changing the line item to "Foreign cash overdraft" should a similar
            situation occur in the future.

2. COMMENT: The Staff requested that, to the extent that there is a payable
            due to a Fund's officers and directors on the Fund's balance sheet,
            such payable should be disclosed separately in accordance with
            Regulation S-X, Rule 6-04, Item 12.

  RESPONSE: The Registrants confirm that future reports will disclose the
            "Trustees' fees" payable as a separate line item in the Statement
            of Assets and Liabilities.

E. STATEMENT OF OPERATIONS

1. COMMENT: The Staff noted that Form N-CSR filed for Pioneer Dynamic Credit
            Fund (formerly, Pioneer Absolute Return Credit Fund) for the
            fiscal year ended March 31, 2013 shows a line item for
            miscellaneous expenses in an amount that is greater than 5% of
            the Fund's total expenses shown.  The Staff requested that if
            any individual miscellaneous expense is greater than 5% of the
            Fund's total expenses, such expense should be broken out as a
            separate line item in accordance with Regulation S-X, Rule 6-07,
            Item 2.(b).

 RESPONSE:  The Registrants confirm that in future reports any individual
            miscellaneous expense will be broken out as a separate line
            item if such miscellaneous expense is greater than 5% of the
            Fund's total expenses.

F. STATEMENT OF CHANGES IN NET ASSETS

1. COMMENT: The Staff noted that Form N-CSR filed for Pioneer Emerging
            Markets Local Currency Debt Fund for the fiscal year ended October
            31, 2013 shows distributions to shareholders representing a tax
            return of capital.  The Staff requested that the Registrant
            confirm that it complied with Section 19(a) of the 1940 Act and
            Rule 19a-1 notice requirements with respect to such return of
            capital distributions.

                                  2



 RESPONSE:  The Registrant notes that the tax return of capital referenced
            by the Staff did not represent an over distribution of income on a
            book/GAAP basis.  Rather, the tax return of capital referenced by
            the Staff was the direct result of foreign currency losses
            reclassified from capital gains to ordinary income as required for
            federal income tax purposes under Internal Revenue Code (S)988.
            Accordingly, the Registrant respectfully submits that a
            Section 19(a) notice was not required with respect to the tax
            return of capital referenced by the Staff.

G. FINANCIAL HIGHLIGHTS

1. COMMENT: The Staff noted that Form N-CSR filed for Pioneer Oak Ridge Small
            Cap Growth Fund for the fiscal year ended November 30, 2013
            indicates that the expense and other ratios were annualized for
            the most recent fiscal year. The Staff requested that the
            Registrant confirm that this was a typographical error or
            otherwise explain why such ratios were annualized.

  RESPONSE: The Registrant confirms that Pioneer Oak Ridge Small Cap Growth
            Fund's expense ratios were not annualized and that this was a
            typographical error.  Corrected financial statements will be posted
            to Pioneer's website and filed on Form N-CSR/A.

2. COMMENT: The Staff noted that Form N-CSR filed for Pioneer Diversified High
            Income Trust for the fiscal year ended April 30, 2013 breaks
            out the Fund's operating expenses into "net operating expenses" of
            1.49%, "interest expense" of 0.48%, and "net expenses" of 1.97%.
            The Staff noted that (i) the Registrant should disclose the Fund's
            total expense ratio as 1.97% as required by Form N-2, (ii) to the
            extent that Registrant breaks out interest expense or other
            components of the Fund's total expense ratio, such interest expense
            and any other expenses should be shown in a footnote to the
            financial highlights, and (iii) the Registrant should not use the
            term "net expenses" if such expenses do not reflect a fee waiver.

  RESPONSE: The Registrant confirms that in future reports (i) it will disclose
            the Fund's total expense ratio as required by Form N-2, (ii)
            interest expense (or other components of the fund's total expense
            ratio) will be disclosed in a footnote to the financial highlights
            rather than in the body of the statement, and (iii) the term "net
            expenses" will only apply to Funds that are subject to expense
            waivers/reductions.

H. NOTES TO THE FINANCIAL STATEMENTS

1. COMMENT: The Staff noted that the Notes to the Financial Statements for
            certain Funds, including Pioneer Dynamic Credit Fund (formerly,
            Pioneer Absolute Return Credit Fund), Pioneer Floating Rate Fund
            and Pioneer Strategic Income Fund, indicate that the Fund invested
            in credit default swaps.

         a. COMMENT: The Staff requested that the Registrants confirm that
            each Fund is covering the full notional value of any credit default
            swap where the Fund is the seller of protection.

            RESPONSE: The Registrants confirm that each Fund covers the full
            notional value of any single name credit default swap where the
            Fund is the seller  of protection.

                                  3



         b. COMMENT: The Staff requested that the Registrants make clear in the
            Schedule of Investments whether the Fund is the buyer of protection
            or the seller of protection on a credit default swap.  The Staff
            noted that some fund complexes list buy protection and sell
            protection credit default swaps separately in the Schedule of
            Investments.

            RESPONSE: The Registrants confirm that in future reports modified
            swap disclosure tables will be incorporated into the Schedule of
            Investments that clearly differentiate "Credit Default Swaps - Buy
            Protection" from "Credit Default Swaps - Sell Protection."

         c. COMMENT: The Staff noted that Form N-CSR filed for Pioneer Dynamic
            Credit Fund (formerly, Pioneer Absolute Return Credit Fund) for the
            fiscal year ended March 31, 2013 appears to indicate that upfront
            payments received by the Fund as the seller of protection were
            recorded as liabilities in the Fund's records, while Form N-CSR
            filed for Pioneer Floating Rate Fund for the fiscal year ended
            October 31, 2013 appears to indicate that such upfront payments were
            recorded as assets. The Staff requested that the Registrants
            explain in the response why such payments were treated differently.

            RESPONSE: The Registrant confirms that the line item description
            for Pioneer Dynamic Credit Fund was mislabeled.  It should have
            stated "swap premiums paid" instead of "swap premiums received."

         d. COMMENT: The Staff requested that, to the extent that a Fund buys
            or sells protection with respect to a reference index, the Fund
            provide a general description in plain English of the reference
            index and the constituents of the index, in order to provide
            shareholders with an understanding of the instruments with respect
            to which the Fund is buying or selling protection.  As an example,
            the Staff referred to Form N-CSR filed for Pioneer Floating Rate
            Trust for the fiscal year ended October 31, 2013, which indicates
            in the Schedule of Investments that the Fund sold protection on a
            credit default swap listed as "JPMorgan Chase & Co., Markit
            CDX.NA.HY.20."

            RESPONSE: The Registrant confirms that in future reports swap
            disclosures will provide a general description in plain English of
            the referenced  index in a footnote to the swap tables.

2. COMMENT: The Staff noted that Note 2 in Form N-CSR filed for Pioneer
            Diversified High Income Trust for the fiscal year ended April 30,
            2013 states that for the year ended April 30, 2013, the net
            management fee was 0.85% of the Fund's average daily managed
            assets, which was equivalent to 0.60% of the Fund's average daily
            net assets.  The Staff requested that the Registrant confirm the
            Fund's management fee as a percentage of the Fund's average daily
            net assets for the fiscal year ended April 30, 2013.  The Staff
            noted that it generally would expect the fee expressed as a
            percentage of the Fund's average daily net assets to be higher
            than the fee expressed as a percentage of the Fund's average
            daily managed assets.

  RESPONSE: The Registrant confirms that for the year ended April 30,
            2013, it should have reported a net management fee of 0.85% of the
            Fund's average daily managed assets, which was equivalent to 1.20%
            of the Fund's average daily net assets.  The Registrant notes
            that it correctly reported the Fund's management fee as a
            percentage of the Fund's average daily net assets in its
            semi-annual report for the period ended October 31, 2013.

                                  4



3. COMMENT: The Staff requested that the Registrants disclose any provision of
            a Fund's expense limitation arrangement that permits the adviser to
            recoup any amounts waived or expenses reimbursed.

  RESPONSE: The Registrants confirm that the adviser has no ability to recoup
            any amounts waived or expenses reimbursed with respect to a Fund
            under the expense limit agreement.

I. FILING HISTORY

1. COMMENT: The Staff requested that the Registrants explain why the following
            amended filings were made.  In the future, Registrants should
            include a cover sheet or explanatory paragraph detailing the
            reason for the amended filing.  In addition, for amended filings
            with certification requirements, the Staff would expect those
            certifications to be updated to the amended filing date.

  RESPONSE: The Registrants have provided explanations below for the amended
            filings.  The Registrants confirm that in the future amended
            filings will include a paragraph explaining the reason for the
            amended filing.  The Registrants also confirm that amended filings
            with certification requirements will include updated certifications.

ORIGINAL AMENDED REGISTRANT FILE NO. FORM FILING DATE FILING DATE EXPLANATION ----------------- ----------- -------- ------------ ------------ ------------------------------ Pioneer Floating 811-21654 N-CSR/A 7/30/13 9/13/13 The total returns at net asset Rate Trust value and at market price were incorrectly reported in the Portfolio Management Discussion, Performance Update and Financial Highlights sections. The information was corrected and the filing was amended. Pioneer High 811-21043 N-Q/A 2/26/14 3/4/14 During an internal quality Income Trust review, it was noticed that one of the two areas on the Sarbanes-Oxley certification where the president's name appears showed the former president's name. The Sarbanes-Oxley certification was corrected and the filing was amended. Pioneer Municipal 811-21409 N-CSR/A 11/29/12 3/6/13 Net investment income High Income was revised due to certain Advantage Trust income and expense accounts not being closed out correctly at their last fiscal year end by the sub-administrator. This error occurred after the transition to a new sub-administrator.
5
ORIGINAL AMENDED REGISTRANT FILE NO. FORM FILING DATE FILING DATE EXPLANATION ----------------- ----------- -------- ------------ ------------ ------------------------------ Pioneer Municipal 811-21409 N-Q/A 2/26/14 3/4/14 During an internal quality High Income review, it was noticed that Advantage Trust one of the two areas on the Sarbanes-Oxley certification where the president's name appears showed the former president's name. The Sarbanes-Oxley certification was corrected and the filing was amended. Pioneer Municipal 811-21321 N-CSR/A 12/28/12 3/6/13 Net investment income was High Income Trust revised due to certain income and expense accounts not being closed out correctly at their last fiscal year end by the sub-administrator. This error occurred after the transition to a new sub-administrator. Pioneer Series 811-21978 N-CSR/A 12/27/13 1/30/14 Pioneer Multi-Asset Real Trust VI Return Fund restated its Class K expense ratios in the financial highlights. Originally, the total expense waiver was allocated to each share class based on average net assets instead of on amounts actually accrued. The $0.42 adjustment to Class K caused a significant distortion to the expense ratios due to the size of the new share class.
J. SERIES AND CLASS INFORMATION 1. COMMENT: The Staff requested that the Registrants update the series and class information in Edgar to include the ticker symbols for certain classes of Fund shares. RESPONSE: The Registrants confirm that they will update the series and class information in Edgar to include the ticker symbols for certain classes of Fund shares. 2. COMMENT: The Staff requested that the Registrants update the status for certain classes of Fund shares marked as "Active" in Edgar, but appear to be inactive. RESPONSE: The Registrants confirm that they will update the status for certain classes of Fund shares from active to inactive, as appropriate. 3. COMMENT: The Staff noted that several funds have been acquired by other funds or liquidated. The Staff requested that the Registrants file Form N-8Fs to deregister the following trusts: Pioneer Equity Opportunity Fund and Pioneer Research Fund. RESPONSE: The Registrants confirm that they will file Form N-8Fs to deregister the following trusts: Pioneer Equity Opportunity Fund and Pioneer Research Fund. 6 Please contact me directly at 617-422-4468 if you require any further clarification. Very truly yours, /s/ Mark E. Bradley ------------------------ Mark E. Bradley Treasurer, Pioneer Funds cc: Michael Melnick Christopher Frazier Christopher Kelley Thomas Reyes 7