UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 7, 2021

 

 

PIONEER FLOATING RATE TRUST

(Registrant)

PIONEER DIVERSIFIED HIGH INCOME TRUST

PIONEER MUNICIPAL HIGH INCOME TRUST

PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST

PIONEER HIGH INCOME TRUST

(Co-Registrants)

(Exact name of registrant as specified in its charter)

 

 

 

Delaware  

811-21654 (Pioneer Floating Rate Trust)

811-22014 (Pioneer Diversified High Income Trust)

811-21321 (Pioneer Municipal High Income Trust)

811-21409 (Pioneer Municipal High Income Advantage Trust)

811-21043 (Pioneer High Income Trust)

 

58-2683903 (Pioneer Floating Rate Trust)

20-8779403 (Pioneer Diversified High Income Trust)

03-0512430 (Pioneer Municipal High Income Trust)

81-0634319 (Pioneer Municipal High Income Advantage Trust)

02-0563892 (Pioneer High Income Trust)

(State or other jurisdiction
of incorporation) 		  (Commission
File Numbers) 		  (I.R.S. Employer
Identification Nos.)

60 State Street,

Boston, MA

  02109
(Address of principal executive offices)   (Zip Code)

1-800-859-8508

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock   PHD   New York Stock Exchange
Common Stock   HNW   NYSE American
Common Stock   MHI   New York Stock Exchange
Common Stock   MAV   New York Stock Exchange
Common Stock   PHT   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act.  ☐

 

 

 

Item 8.01

Other Events.

On April 7, 2021, the Registrants issued a press release announcing that the Board of Trustees of each Registrant has voted to redomicile the Registrant from a Delaware statutory trust to a Maryland corporation (in each case, the “redomiciling”). For each Registrant, the redomiciling will be effected through a statutory merger of the current Delaware statutory trust with and into a newly-established Maryland corporation formed for the purpose of effecting the redomiciling, with the Maryland corporation as the surviving entity.

The press release also announced that, although the ticker symbol of each Registrant on the New York Stock Exchange and the NYSE American, as applicable, will not change, the name of each Registrant will change in connection with the redomiciling, as follows:

 

Current Name    New Name
Pioneer Diversified High Income Trust    Pioneer Diversified High Income Fund, Inc.
Pioneer Floating Rate Trust    Pioneer Floating Rate Fund, Inc.
Pioneer High Income Trust    Pioneer High Income Fund, Inc.
Pioneer Municipal High Income Advantage Trust    Pioneer Municipal High Income Advantage Fund, Inc.
Pioneer Municipal High Income Trust    Pioneer Municipal High Income Fund, Inc.

The redomiciling will not, in and of itself, result in any change to the investment adviser, investment objective and strategies, portfolio management team, policies and procedures or the members of the Board overseeing each Registrant.

However, following each Registrant’s redomiciling, the rights of shareholders will be governed by Maryland General Corporation Law and the Articles of Incorporation and Bylaws of the surviving Maryland corporation. In addition, the Board of Directors of each surviving Maryland corporation has adopted a resolution to cause the entity to be subject to the Maryland Control Share Acquisition Act following redomiciling.

Each redomiciling is expected to be consummated mid-April.

A copy of the Registrants’ April 7, 2021 press release is attached hereto as Exhibit 99.1.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

99.1 Registrants’ press release dated April 7, 2021

This Current Report may contain statements regarding plans and expectations for the future that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”), and such statements are intended to qualify for the safe harbors from liability established by the PSLRA. All statements other than statements of historical fact are forward-looking and can sometimes be identified as such by the context of the statements, including words such as “believe,” “could,” “expect,” “anticipate,” “plan,” “may,” “will,” “would,” “should,” “intend,” “possible,” “continue” “project,” “estimate,” “guidance” and other similar terms and phrases, whether in the negative or affirmative, although not all forward-looking statements include these words. Similarly, statements that describe the objectives, plans, or goals of the Registrants or their investment adviser are forward-looking. Such forward-looking statements are based upon the Registrants’ current plans, estimates and expectations and are not a representation that such plans, estimates, or expectations will be achieved. Because such statements include risks, uncertainties and contingencies, actual events may differ materially from the expectations, intentions, beliefs, plans or predictions of the future expressed or implied by such forward-looking statements. Additionally, past performance is no guarantee of future results. Additional information concerning such risks and uncertainties are or will be contained in each Registrant’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including the Registrant’s Annual Report to Shareholders on Form N-CSR, and its subsequent filings with the SEC which are available at http://www.sec.gov. These factors should be considered carefully and readers are cautioned not to place undue reliance on such forward-looking statements. Except as required by applicable law, the Registrants undertake no obligation to update publicly these statements for any reason, whether to reflect new information or the occurrence of unanticipated events or otherwise, following the date of this press release.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: April 7, 2021    
    Pioneer Floating Rate Trust
    Pioneer Diversified High Income Trust
    Pioneer Municipal High Income Trust
    Pioneer Municipal High Income Advantage Trust
    Pioneer High Income Trust
   

/s/ Christopher Kelley

    Name: Christopher Kelley
    Title: Secretary

EXHIBIT INDEX

 

Exhibit
Number

  

Description

99.1    Press Release dated April 7, 2021

LOGO

PIONEER US CLOSED-END FUNDS TO REDOMICILE TO MARYLAND

FOR IMMEDIATE RELEASE

April 7, 2021

Boston, Massachusetts — The Board of each of Pioneer Diversified High Income Trust (NYSE American: HNW), Pioneer

Floating Rate Trust (NYSE: PHD), Pioneer High Income Trust (NYSE: PHT), Pioneer Municipal High Income Advantage Trust

(NYSE: MAV) and Pioneer Municipal High Income Trust (NYSE: MHI) (each, a “Fund”) announced today that it has voted to redomicile the Fund from a Delaware statutory trust to a Maryland corporation (in each case, the “redomiciling”).

Each Fund’s name will change in connection with the redomiciling, as follows:

 

Current Name    New Name    Ticker Symbol (Not Changing)
Pioneer Diversified High Income Trust    Pioneer Diversified High Income Fund, Inc.    NYSE American: HNW
Pioneer Floating Rate Trust    Pioneer Floating Rate Fund, Inc.    NYSE: PHD
Pioneer High Income Trust    Pioneer High Income Fund, Inc.    NYSE: PHT
Pioneer Municipal High Income Advantage Trust    Pioneer Municipal High Income Advantage Fund, Inc.    NYSE: MAV
Pioneer Municipal High Income Trust    Pioneer Municipal High Income Fund, Inc.    NYSE: MHI

Amundi Asset Management US, Inc. will continue to serve as each Fund’s investment adviser following the redomiciling. There will be no change to a Fund’s investment objective and strategies, portfolio management team, policies and procedures or the members of the Board overseeing the Fund as a result of the Fund’s redomiciling.

For each Fund, the redomiciling will be effected through a statutory merger of the current Delaware statutory trust with and into a newly-established Maryland corporation formed for the purpose of effecting the redomiciling. For each Fund, each outstanding share of beneficial interest of the Delaware statutory trust will be automatically converted into one share of common stock of the Maryland corporation. There will be no tax impact to a Fund or its shareholders as a direct result of the Fund’s redomiciling. It is anticipated that each Fund’s redomiciling will be consummated mid-April.

Following each Fund’s redomiciling, the rights of shareholders will be governed by Maryland General Corporation Law and the Articles of Incorporation and Bylaws of the Fund. Each Fund’s Board has adopted a resolution to cause the Fund to be subject to the Maryland Control Share Acquisition Act (the “Control Share Act”) following the redomiciling, as reflected in each Fund’s Bylaws.

The Control Share Act protects the interests of all stockholders by generally providing that any holder of “control shares” acquired in a “control share acquisition” may not exercise voting rights with respect to the “control shares,” except to the extent approved by a vote of two-thirds of all the votes entitled to be cast on the matter. Generally, “control shares” are shares that, when aggregated with shares already owned by an acquiring person, would entitle the acquiring person to exercise 10% or more, 33 1/3% or more, or a majority of the total voting power of shares entitled to vote in the election of directors. The Control Share Act provides that a “control share acquisition” does not include the acquisition of shares in a merger, consolidation or share exchange. Therefore, a Fund shareholder that acquires shares of a successor fund as a result of the merger of a Fund will be able to exercise voting rights as to those shares even if the number of such shares acquired by the shareholder in the merger exceeds one or more of the thresholds of the Control Share Act.

The above description of the Control Share Act is only a high-level summary and does not purport to be complete. Investors should refer to the actual provisions of the Control Share Act for more information, including definitions of key terms, various exclusions and exemptions from the statute’s scope, and the procedures by which stockholders may approve the reinstatement of voting rights to holders of “control shares.”

About the Funds

Pioneer Diversified High Income Trust is an NYSE American listed closed-end fund that seeks a high level of current income. It also seeks capital appreciation as a secondary objective to the extent consistent with its primary goal.

Pioneer Floating Rate Trust is an NYSE listed closed-end fund that seeks a high level of current income by investing primarily in floating-rate loans. It also seeks capital preservation as a secondary objective to the extent consistent with its primary goal.

Pioneer High Income Trust is an NYSE listed closed-end fund that seeks a high level of current income by investing in a portfolio of below-investment grade bonds and convertible securities. It also seeks capital appreciation as a secondary objective.

Pioneer Municipal High Income Advantage Trust is an NYSE listed closed-end fund that seeks high current income exempt from regular federal income tax. It also seeks capital appreciation as a secondary objective.

Pioneer Municipal High Income Trust is an NYSE listed closed-end fund that seeks high current income exempt from regular federal income tax. It also seeks capital appreciation as a secondary objective.

Keep in mind, distribution rates are not guaranteed. A fund’s distribution rate may be affected by numerous factors, including changes in actual or projected investment income, the level of undistributed net investment income, if any, and other factors. Shareholders should not draw any conclusions about a fund’s investment performance based on a fund’s current distributions. Closed-end funds, unlike open-end funds, are not continuously offered. Once issued, common 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 net asset value. Net Asset Value (NAV) is total assets less total liabilities divided by the number of common shares outstanding. For performance data on Amundi US’ closed-end funds, please call 800-225-6292 or visit our closed-end pricing page.

About Amundi US

Amundi US is the US business of Amundi, Europe’s largest asset manager by assets under management and ranked among the ten largest globally[1]. Boston is one of Amundi’s six main global investment hubs[2] and offers a broad range of fixed-income, equity, and multi-asset investment solutions in close partnership with wealth management firms, distribution platforms, and institutional investors across the Americas, Europe, and Asia-Pacific.

With our financial and extra-financial research capabilities and long-standing commitment to responsible investment, Amundi is a key player in the asset management landscape. Amundi clients benefit from the expertise and advice of 4,500 employees in nearly 40 countries. A subsidiary of the Crédit Agricole group and listed on the Paris stock exchange, Amundi currently manages approximately $2.1 trillion of assets[3].

Amundi, a Trusted Partner, working every day in the interest of our clients and society

www.amundi.com/us

Follow us on linkedin.com/company/amundi-us/ and twitter.com/amundi_us.

1. Source: IPE “Top 500 Asset Managers” published in June 2020, based on assets under management as of 12/31/2019

2. Boston, Dublin, London, Milan, Paris, and Tokyo

3. Amundi data as of 12/31/2020

Shareholder Inquiries: Please contact your financial advisor or visit www.amundi.com/us.

Broker/Advisor Inquiries Please Contact: 800-622-9876

Media Inquiries Please Contact: Geoff Smith, 617-504-8520

Amundi Distributor US, Inc., Member SIPC

(Formerly Amundi Pioneer Distributor, Inc.)

60 State Street, Boston, MA 02109

©2021 Amundi Asset Management US, Inc.