8-K
Pioneer Floating Rate Fund, Inc. (PHD)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENTREPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 19, 2024
PIONEER FLOATING RATE FUND, INC.
(Registrant)
PIONEERDIVERSIFIED HIGH INCOME FUND, INC.
PIONEER HIGH INCOME FUND, INC.
PIONEER MUNICIPAL HIGH INCOME FUND, INC.
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE FUND, INC.
PIONEER MUNICIPAL HIGH INCOME OPPORTUNITIES FUND, INC.
(Co-Registrants)
(Exact name of registrant as specified in its charter)
| Maryland | 811-21654<br><br><br>(Pioneer Floating Rate Fund, Inc.)<br><br><br>811-22014<br><br><br>(Pioneer Diversified High Income Fund, Inc.)<br><br><br>811-21043<br><br><br>(Pioneer High Income Fund, Inc.)<br><br><br>811-21321<br><br><br>(Pioneer Municipal High Income Fund, Inc.)<br><br><br>811-21409<br><br><br>(Pioneer Municipal High Income Advantage Fund, Inc.)<br><br><br>811-23699<br> <br>(PioneerMunicipal High Income Opportunities Fund, Inc.) | 58-2683903<br><br><br>(Pioneer Floating Rate Fund, Inc.)<br><br><br>20-8779403<br><br><br>(Pioneer Diversified High Income Fund, Inc.)<br><br><br>02-0563892<br><br><br>(Pioneer High Income Fund, Inc.)<br><br><br>03-0512430<br><br><br>(Pioneer Municipal High Income Fund, Inc.)<br><br><br>81-0634319<br><br><br>(Pioneer Municipal High Income Advantage Fund, Inc.)<br><br><br>87-0966308<br><br><br>(Pioneer Municipal High Income Opportunities Fund, Inc.) |
|---|---|---|
| (State or other jurisdictionof incorporation) | (Commission<br><br><br>File Numbers) | (I.R.S. Employer<br><br><br>Identification Nos.) |
| 60 State Street,<br><br><br>Boston, MA | 02109 | |
| (Address of principal executive offices) | (Zip Code) |
1-617-742-7825
(Registrant’s telephone number, including area code)
Not Applicable
(Formername 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<br>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<br><br><br>Symbol(s) | Name of each exchange<br><br><br>on which registered |
|---|---|---|
| Common Stock | PHD | New York Stock Exchange |
| Common Stock | HNW | NYSE American |
| Common Stock | PHT | New York Stock Exchange |
| Common Stock | MHI | New York Stock Exchange |
| Common Stock | MAV | New York Stock Exchange |
| Common Stock | MIO | 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<br>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. |
| --- | --- |
Amundi Asset Management US, Inc. (the “Adviser”), each fund’s investment adviser, is currently an indirect, wholly-owned subsidiary of Amundi. On July 9, 2024, Amundi announced that it had entered into a definitive agreement with Victory Capital Holdings, Inc. (“Victory Capital”) to combine the Adviser with Victory Capital, and for Amundi to become a strategic shareholder of Victory Capital (the “Transaction”). Victory Capital is headquartered in San Antonio, Texas. The closing of the Transaction is subject to certain regulatory approvals and other conditions. There is no assurance that the Transaction will close.
The closing of the Transaction would cause each fund’s current investment advisory agreement with the Adviser to terminate. Under the terms of the Transaction, each fund’s Board of Directors will be asked to approve a new investment advisory agreement for the fund with Victory Capital Management Inc., an affiliate of Victory Capital. If approved by the Board, each fund’s new investment advisory agreement will be submitted to the shareholders of the fund for their approval. There is no assurance that the Board or the shareholders of the fund will approve the new investment advisory agreement.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits:
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release, dated July 19, 2024 |
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: July 19, 2024
| Pioneer Floating Rate Fund, Inc. |
|---|
| Pioneer High Income Fund, Inc. |
| Pioneer Diversified High Income Fund, Inc. |
| Pioneer Municipal High Income Fund, Inc. |
| Pioneer Municipal High Income Advantage Fund, Inc. |
| Pioneer Municipal High Income Opportunities Fund, Inc. |
| /s/ Christopher Kelley |
| Name: Christopher Kelley |
| Title: Secretary |
EX-99.1
Exhibit 99.1
AMUNDI US ANNOUNCES PROPOSED TRANSACTION RELATING TO
PIONEER CLOSED-END FUNDS
FOR IMMEDIATE RELEASE
July 19, 2024
Boston, Massachusetts— Amundi US today announced a proposed transaction affecting the following Pioneer closed-end funds:
| • | Pioneer Diversified High Income Fund, Inc. (NYSEAMER: HNW) |
|---|---|
| • | Pioneer Floating Rate Fund, Inc. (NYSE: PHD) |
| --- | --- |
| • | Pioneer High Income Fund, Inc. (NYSE: PHT) |
| --- | --- |
| • | Pioneer Municipal High Income Advantage Fund, Inc. (NYSE: MAV) |
| --- | --- |
| • | Pioneer Municipal High Income Fund, Inc. (NYSE: MHI) |
| --- | --- |
| • | Pioneer Municipal High Income Opportunities Fund, Inc. (NYSE: MIO) |
| --- | --- |
Amundi Asset Management US, Inc. (the “Adviser”), each fund’s investment adviser, is currently an indirect, wholly-owned subsidiary of Amundi. On July 9, 2024, Amundi announced that it had entered into a definitive agreement with Victory Capital Holdings, Inc. (“Victory Capital”) to combine the Adviser with Victory Capital, and for Amundi to become a strategic shareholder of Victory Capital (the “Transaction”). Victory Capital is headquartered in San Antonio, Texas. The closing of the Transaction is subject to certain regulatory approvals and other conditions. There is no assurance that the Transaction will close.
The closing of the Transaction would cause each fund’s current investment advisory agreement with the Adviser to terminate. Under the terms of the Transaction, the fund’s Board of Directors will be asked to approve a new investment advisory agreement for the fund with Victory Capital Management Inc., an affiliate of Victory Capital. If approved by the Board, the fund’s new investment advisory agreement will be submitted to the shareholders of the fund for their approval. There is no assurance that the Board or the shareholders of the fund will approve the new investment advisory agreement.
The funds are closed-end investment companies. Five of these funds trade on the New York Stock Exchange (NYSE) under the following symbols: PHD, PHT, MAV, MHI, and MIO; HNW trades on the NYSE American (NYSEAMER).
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 5,500^3^ team members and market professionals in 35 countries^3^. A subsidiary of the Crédit Agricole group and listed on the Paris stock exchange, Amundi currently manages approximately $2.286 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 2024, based on assets under management as of<br>December 31, 2023. |
|---|---|
| ^2^ | Boston, Dublin, London, Milan, Paris, and Tokyo |
| --- | --- |
| ^3^ | Amundi data as of 3/31/2024 |
| --- | --- |
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements within the meaning of applicable U.S. federal and non-U.S. securities laws. These statements may include, without limitation, any statements preceded by, followed by or including words such as “target,” “believe,” “expect,” “aim,” “intend,” “may,” “anticipate,” “assume,” “budget,” “continue,” “estimate,” “future,” “objective,” “outlook,” “plan,” “potential,” “predict,” “project,” “will,” “can have,” “likely,” “should,” “would,” “could” and other words and terms of similar meaning or the negative thereof and include, but are not limited to, statements regarding the proposed transaction. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond Amundi US’s and the Pioneer Funds’ control and could cause actual results, performance or achievements to be materially different from the expected results, performance or achievements expressed or implied by such forward-looking statements. Although it is not possible to identify all such risks and factors, they include, among others, the risk that conditions to closing will fail to be satisfied and that the transaction will fail to close on the anticipated timeline, if at all.
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
60 State Street, Boston, MA 02109
^©^2024 Amundi Asset Management US, Inc.