Oppenheimer International Small-Mid Company Fund

Projected Benefit Obligations Increased

Payments Made to Retired Trustees

Accumulated Liability as of February 28, 2018

N-CSRS 1 d517846dncsrs.htm OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND Oppenheimer International Small-Mid Company Fund

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 811-08299

Oppenheimer International Small-Mid Company Fund

(Exact name of registrant as specified in charter)

6803 South Tucson Way, Centennial, Colorado 80112-3924

(Address of principal executive offices) (Zip code)

Cynthia Lo Bessette

OFI Global Asset Management, Inc.

225 Liberty Street, New York, New York 10281-1008

(Name and address of agent for service)

Registrant’s telephone number, including area code: (303) 768-3200

Date of fiscal year end: August 31

Date of reporting period: 2/28/2018

Item 1. Reports to Stockholders.

LOGO

Table of Contents



Fund Performance Discussion			3

Top Holdings and Allocations			6

Fund Expenses			9

Statement of Investments			11

Statement of Assets and Liabilities			16

Statement of Operations			18

Statements of Changes in Net Assets			20

Financial Highlights			21

Notes to Financial Statements			33

Board Approval of the Fund’s Investment Advisory and Sub-Advisory Agreements			45

Portfolio Proxy Voting Policies and Procedures; Updates to Statement of Investments			48

Distribution Sources			49

Trustees and Officers			50

Privacy Notice			51

Class A Shares

AVERAGE ANNUAL TOTAL RETURNS AT 2/28/18


	Class A Shares of the Fund
		Without Sales Charge	With Sales Charge	MSCI ACWI Ex USA SMID Net Index	MSCI ACWI Ex USA Small Cap Net Index
6-Month		11.25%	4.85%	8.67%	9.71%
1-Year		33.18	25.53	23.41	24.51
5-Year		16.94	15.56	8.43	9.16
10-Year		9.91	9.26	4.51	5.40

2 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

Fund Performance Discussion

The Fund’s Class A shares (without sales charge) returned 11.25% during the six-month period ended February 28, 2018. In comparison, the MSCI ACWI ex USA SMID Net Index (the “Index”) returned 8.67% over the same period. Over the longer-term, the Fund’s Class A shares (without sales charge) produced 1-, 5- and 10-year returns of 33.18%, 16.94% and 9.91% for the periods ended February 28, 2018, respectively. The Index returned 23.41%, 8.43% and 4.51%, respectively, over those same periods.

MARKET OVERVIEW

We do not engage in macroeconomic or market analysis. Over the last five years we have established an edge in identifying advantaged businesses within meta trends, such as the adoption of e-commerce, advances in life sciences, high tech logistics, industrial automation, and a deepening integration of technology in our daily lives. These are all examples of concepts which we believe will markedly advance in the years ahead, largely irrespective of macro factors like GDP growth, interest rates or political developments. This is a key understanding of what we do. Many things affect the success of any active investment approach, and a critical one is to focus on what you do best, and that takes an effort all its own. There is no durable advantage to be found for any company, or any investment manager, wading into areas where they possess no expertise, or demonstrated competence or advantage. We are micro analysts focused on the prospects of individual businesses within ecosystems that are expanding structurally. Matching the proper companies with appropriate prices has

been and we believe will continue to be a durable source of advantage for us.

PORTFOLIO REVIEW

Sector Analysis

The portfolio outperformed in 10 of the 11 sectors of the Index during the reporting period. Outperformance was most pronounced in the Information Technology and Health Care sectors. Our stock selection primarily drove each, though our overweight allocations to both sectors were also important. Elsewhere, the Fund experienced outperformance in the Utilities, Real Estate, Materials, Consumer Discretionary, Financials, and Telecommunication Services sectors. We have no exposure to Utilities or Telecommunication Services, so our underweights formed all the outperformance in those two sectors. Our results in the Real Estate sector was mainly due to our underweight position, although stock selection also contributed positively to performance. The Fund’s outperformance in the Materials, Consumer Discretionary, and

3 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

Financials sectors was mainly the result of our stock selection. We underperformed in just one sector, Consumer Staples, as a result of stock selection.

Individual Holdings

Top performing contributors to performance this reporting period included Ocado Group, Bioverativ, and Ambu A/S.

Ocado Group is two businesses. One is an online grocer in the UK, with under 2% share of the UK grocery market. The second is more interesting. Ocado runs a highly sophisticated, robotics driven, logistics and online distribution effort, which supports their in-house grocer and is now being offered to traditional grocers. The reality of online encroachment and Amazon is here. Ocado provides traditional grocers with the delivery capability they need in order to fight back. Ocado’s stock price leaped at the end of November when they announced that Casino, a large French supermarket chain, would be using Ocado’s back end logistics and distribution capability. We expect more announcements of this type will be coming now that Amazon has acquired Whole Foods in the U.S.

Bioverativ, which was spun-off from Biogen in February 2017, is a global biotechnology company focused on hemophilia and other rare blood disorders, including sickle cell disease and beta-thalassemia. Shares of Bioverativ rallied in January 2018 after Sanofi announced plans to acquire the company. We

believe the company is fully valued at Sanofi’s acquisition price and we sold the shares.

Ambu A/S is a Danish company that produces a variety of patient monitoring and anesthesia-related devices. We believe the opportunity for Ambu remains compelling as they move into single-use devices such as disposable endoscopes, where the cost advantage and lower potential for infection will drive adoption. Its shares have done well since our first investment in July 2014.

Detractors from performance this reporting period included DBV Technologies SA, H. Lundbeck A/S and Morinaga & Co., Ltd.

DBV Technologies SA is a French pharma company that had a setback in a Phase III trial for the treatment of peanut allergies, an issue which affects about 1 in 10 Americans, for which there is no approved treatment. While the results of the trial were not as strong as hoped, the drug shows sufficient efficacy, with very mild side effects, that we believe will ultimately come to market in the U.S. We first invested in the company in 2013.

H. Lundbeck A/S has had some recent turmoil. Their CEO, who was an effective one, announced his resignation in September 2017 to become CEO of Teva Pharmaceuticals Inc. The share price slipped following the announcement. Though we did trim the position slightly, we still hold a favorable view of it.

4 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

Morinaga & Co. is a Japan-based company engaged in the manufacture, purchase, and sale of candy and other confectioneries. Its shares experienced declines in February after reporting fiscal year third quarter earnings results that were under consensus forecasts. However, we continue to view the prospects for the company favorably and we continue to hold the company.

STRATEGY & OUTLOOK

We have been through an extremely good period in markets, with strong performance across the world in 2017. It is not surprising that, after such a strong run, we should experience some market volatility in 2018; it has already begun and it may continue throughout the year. The portfolio is constructed on a well-diversified basis with the potential to be resilient in periods of stress.

Our experience, and view, is that risk should be viewed as the probability of permanent loss rather than mere volatility. We are very attentive to the prices and fundamental developments in our companies, and we are comfortable with our portfolio.

We find appeal in companies with enduring franchises and look to continuously understand the value of these companies and take advantage of sudden price dislocations. Macro dislocations often precipitate sharp selloffs where high quality companies trade down in tandem with low quality ones, despite the possibility of vast differences in long-term potential. This is where we often locate compelling opportunity and expect that to continue to be so.



		Rezo Kanovich
		Portfolio Manager

5 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

Top Holdings and Allocations

TOP TEN COMMON STOCK HOLDINGS


Nice Ltd., Sponsored ADR	2.3	%
Ocado Group plc	2.1
LIXIL Group Corp.	1.8
Carl Zeiss Meditec AG	1.4
Obic Co. Ltd.	1.4
Lonza Group AG	1.3
Tecan Group AG	1.2
TOTO Ltd.	1.1
H. Lundbeck AS	1.1
Abcam plc	1.1

Portfolio holdings and allocations are subject to change. Percentages are as of February 28, 2018, and are based on net assets. For more current Fund holdings, please visit oppenheimerfunds.com.

TOP TEN GEOGRAPHICAL HOLDINGS


Japan	20.7	%
United States	14.1
United Kingdom	13.7
Germany	9.8
Switzerland	8.0
Israel	4.2
Denmark	3.6
Finland	3.5
Italy	2.4
Netherlands	2.4

Portfolio holdings and allocation are subject to change. Percentages are as of February 28, 2018, and are based on total market value of investments.

REGIONAL ALLOCATION

LOGO

Portfolio holdings and allocations are subject to change. Percentages are as of February 28, 2018, and are based on the total market value of investments.

6 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

Share Class Performance

AVERAGE ANNUAL TOTAL RETURNS WITHOUT SALES CHARGE AS OF 2/28/18


	Inception Date	6-Month	1-Year	5-Year	10-Year
Class A (OSMAX)	11/17/97	11.25%	33.18%	16.94%	9.91%
Class B (OSMBX)	11/17/97	10.80	32.14	16.03	9.34
Class C (OSMCX)	11/17/97	10.82	32.15	16.06	9.07
Class I (OSCIX)	12/29/11	11.48	33.73	17.44	19.38*
Class R (OSMNX)	3/1/01	11.12	32.84	16.64	9.58
Class Y (OSMYX)	9/7/05	11.38	33.48	17.22	10.28

AVERAGE ANNUAL TOTAL RETURNS WITH SALES CHARGE AS OF 2/28/18


	Inception Date	6-Month	1-Year	5-Year	10-Year
Class A (OSMAX)	11/17/97	4.85%	25.53%	15.56%	9.26%
Class B (OSMBX)	11/17/97	5.80	27.14	15.81	9.34
Class C (OSMCX)	11/17/97	9.82	31.15	16.06	9.07
Class I (OSCIX)	12/29/11	11.48	33.73	17.44	19.38*
Class R (OSMNX)	3/1/01	11.12	32.84	16.64	9.58
Class Y (OSMYX)	9/7/05	11.38	33.48	17.22	10.28

* Shows performance since inception.

Performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. Returns do not consider capital gains or income taxes on an individual’s investment. For performance data current to the most recent month-end, visit oppenheimerfunds.com or call 1.800. CALL OPP (225.5677). Fund returns include changes in share price, reinvested distributions, and the applicable sales charge: for Class A shares, the current maximum initial sales charge of 5.75%; for Class B shares, the contingent deferred sales charge of 5% (1-year) and 2% (5-year); and for Class C shares, the contingent deferred sales charge of 1% for the 1-year period. There is no sales charge for Class I, Class R and Class Y shares. Because Class B shares convert to Class A shares 72 months after purchase, the 10-year return for Class B shares uses Class A performance for the period after conversion. Returns for periods of less than one year are cumulative and not annualized. See Fund prospectuses and summary prospectuses for more information on share classes and sales charges.

The Fund’s performance is compared to the MSCI ACWI ex USA SMID Net Index and the MSCI ACWI ex USA Small Cap Net Index. The MSCI ACWI ex USA SMID Net Index is designed to measure the equity market performance of small- and mid-cap developed and emerging markets, excluding the United States. The MSCI ACWI ex USA Small Cap Net Index is designed to measure the equity market performance of small capitalization developed and emerging markets, excluding the United States. The indices are unmanaged and cannot be purchased

7 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

directly by investors. While index comparisons may be useful to provide a benchmark for the Fund’s performance, it must be noted that the Fund’s investments are not limited to the investments comprising the indices. Index performance includes reinvestment of income, but does not reflect transaction costs, fees, expenses or taxes. Index performance is shown for illustrative purposes only as a benchmark for the Fund’s performance, and does not predict or depict performance of the Fund. The Fund’s performance reflects the effects of the Fund’s business and operating expenses.

The views in the Fund Performance Discussion represent the opinions of this Fund’s portfolio managers and are not intended as investment advice or to predict or depict the performance of any investment. These views are as of the close of business on February 28, 2018, and are subject to change based on subsequent developments. The Fund’s portfolio and strategies are subject to change.

Before investing in any of the Oppenheimer funds, investors should carefully consider a fund’s investment objectives, risks, charges and expenses. Fund prospectuses and summary prospectuses contain this and other information about the funds, and may be obtained by asking your financial advisor, visiting oppenheimerfunds.com, or calling 1.800.CALL OPP (225.5677). Read prospectuses and summary prospectuses carefully before investing.

Shares of Oppenheimer funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including the possible loss of the principal amount invested.

8 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

Fund Expenses

Fund Expenses. As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments and/or contingent deferred sales charges on redemptions; and (2) ongoing costs, including management fees; distribution and service fees; and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000.00 invested at the beginning of the period and held for the entire 6-month period ended February 28, 2018.

Actual Expenses. The first section of the table provides information about actual account values and actual expenses. You may use the information in this section for the class of shares you hold, together with the amount you invested, to estimate the expense that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 = 8.60), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During 6 Months Ended February 28, 2018” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes. The second section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio for each class of shares, and an assumed rate of return of 5% per year for each class before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example for the class of shares you hold with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or contingent deferred sales charges (loads). Therefore, the “hypothetical” section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

9 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND


Actual	Beginning Account Value September 1, 2017	Ending Account Value February 28, 2018	Expenses Paid During 6 Months Ended February 28, 2018
Class A	$ 1,000.00	$ 1,112.50	$ 7.20
Class B	1,000.00	1,108.00	11.19
Class C	1,000.00	1,108.20	11.14
Class I	1,000.00	1,114.80	4.99
Class R	1,000.00	1,111.20	8.51
Class Y	1,000.00	1,113.80	5.89

Hypothetical (5% return before expenses)
Class A	1,000.00	1,018.00	6.88
Class B	1,000.00	1,014.23	10.69
Class C	1,000.00	1,014.28	10.64
Class I	1,000.00	1,020.08	4.77
Class R	1,000.00	1,016.76	8.13
Class Y	1,000.00	1,019.24	5.62

Expenses are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Those annualized expense ratios, excluding indirect expenses from affiliated funds, based on the 6-month period ended February 28, 2018 are as follows:


Class	Expense Ratios
Class A		1.37%
Class B		2.13
Class C		2.12
Class I		0.95
Class R		1.62
Class Y		1.12

The expense ratios reflect voluntary and/or contractual waivers and/or reimbursements of expenses by the Fund’s Manager and Transfer Agent. Some of these undertakings may be modified or terminated at any time, as indicated in the Fund’s prospectus. The “Financial Highlights” tables in the Fund’s financial statements, included in this report, also show the gross expense ratios, without such waivers or reimbursements and reduction to custodian expenses, if applicable.

10 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

STATEMENT OF INVESTMENTS February 28, 2018 Unaudited


	Shares		Value
Common Stocks—91.1%
Consumer Discretionary—12.3%
Automobiles—0.5%
Ferrari NV		396,493	$	49,305,329

Distributors—0.2%
Paltac Corp.		490,800		25,335,284

Hotels, Restaurants & Leisure—1.7%
BK Brasil Operacao e Assessoria a
Restaurantes SA¹		8,037,700		40,969,520
OPAP SA		3,253,259		39,550,190
SSP Group plc		12,102,389		100,246,646
				180,766,356

Household Durables—1.5%
Cairn Homes plc¹		22,981,530		49,406,529
De’ Longhi SpA¹		1,895,149		53,340,340
SEB SA		269,330		55,067,451
				157,814,320

Internet & Catalog Retail—5.7%
ASKUL Corp.		2,452,841		89,036,830
ASOS plc¹		650,426		66,425,418
boohoo.com plc¹		19,816,630		50,290,735
Ocado Group plc^1,2		30,124,030		226,031,329
Qliro Group AB^1,2		7,679,933		13,273,291
Rakuten, Inc.		5,892,500		53,583,946
Start Today Co. Ltd.		1,358,174		34,994,913
Zalando SE^1,3		1,264,717		72,200,814
				605,837,276

Media—0.3%
LIFULL Co. Ltd.		3,448,100		33,077,671

Multiline Retail—1.1%
B&M European
Value Retail SA		14,637,790		82,772,636
Seria Co. Ltd.		645,200		32,199,512
				114,972,148

Specialty Retail—0.4%
Superdry plc		1,905,130		44,733,419

Textiles, Apparel & Luxury Goods—0.9%
Asics Corp.		1,271,200		20,347,692
Salvatore Ferragamo
SpA		2,593,941		72,856,367
				93,204,059

Consumer Staples—8.1%
Beverages—3.3%
Britvic plc		8,159,189		75,854,437
Carlsberg AS, Cl. B		595,848		73,015,934


	Shares		Value
Beverages (Continued)
Davide Campari-
Milano SpA		12,097,470	$	86,752,005
Treasury Wine
Estates Ltd.		8,328,907		112,478,953
				348,101,329

Food & Staples Retailing—0.7%
Booker Group plc		23,551,520		73,333,151

Food Products—2.6%
Ariake Japan Co.
Ltd.		1,454,700		114,666,528
Aryzta AG¹		2,787,169		69,420,134
Morinaga & Co. Ltd.		2,082,500		94,856,320
				278,942,982

Household Products—1.5%
Kose Corp.		610,800		114,205,926
Rohto
Pharmaceutical
Co. Ltd.		1,515,333		42,049,446
				156,255,372

Financials—7.9%
Capital Markets—0.9%
3i Group plc		7,232,128		93,156,491

Commercial Banks—2.0%
Bank of Ireland
Group plc¹		9,748,685		91,343,691
Bankinter SA		5,494,677		60,437,803
Metro Bank plc¹		1,158,080		62,897,670
				214,679,164

Consumer Finance—0.6%
Shriram Transport
Finance Co. Ltd.		3,074,062		62,541,898

Insurance—3.2%
Baloise Holding AG		396,115		62,233,540
Grupo Catalana
Occidente SA		2,359,741		98,715,117
Helvetia Holding AG		113,126		68,085,843
NN Group NV		1,406,380		62,707,521
St James’s Place plc		3,361,230		53,120,696
				344,862,717

Real Estate Investment Trusts (REITs)—0.6%
Hibernia REIT plc²		38,486,294		66,610,455

Real Estate Management & Development—0.6%
DLF Ltd.		8,683,954		29,847,681
Oberoi Realty Ltd.		4,151,083		32,612,895
				62,460,576

11 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

STATEMENT OF INVESTMENTS Unaudited / Continued


	Shares		Value
Health Care—21.8%
Biotechnology—5.6%
Abcam plc		6,636,210	$	115,541,357
Amarin Corp. plc,
ADR¹		7,834,530		27,185,819
Argenx SE¹		522,655		40,655,050
Ascendis Pharma
AS, ADR¹		424,570		26,404,008
BeiGene Ltd., ADR¹		450,370		64,614,584
FibroGen, Inc.¹		351,750		19,381,425
Galapagos NV¹		491,865		51,583,095
Genmab AS¹		218,000		44,325,461
Hansa Medical AB¹		369,363		10,104,771
Ironwood
Pharmaceuticals,
Inc., Cl. A¹		1,866,160		26,499,472
Neurocrine
Biosciences, Inc.¹		498,200		42,063,026
Ovid therapeutics,
Inc.¹		421,080		2,774,917
Radius Health, Inc.¹		825,980		31,461,578
Repligen Corp.¹		1,210,410		41,504,959
Spark Therapeutics,
Inc.¹		422,930		24,149,303
Wilson Therapeutics
AB^1,2,3		1,637,318		28,106,190
				596,355,015

Health Care Equipment & Supplies—6.7%
Ambu AS, Cl. B		4,442,593		85,498,034
BioMerieux		866,120		66,430,913
Carl Zeiss Meditec
AG		2,451,632		151,524,954
DBV Technologies
SA¹		754,989		32,152,533
DexCom, Inc.¹		1,483,700		83,294,918
Elekta AB, Cl. B		8,083,002		73,735,348
Mazor Robotics
Ltd., Sponsored
ADR¹		734,150		46,559,793
Ossur HF²		22,966,074		104,182,388
STRATEC
Biomedical AG²		751,899		67,478,499
				710,857,380

Health Care Providers & Services—0.4%
ConvaTec Group plc³		15,088,000		42,606,080

Health Care Technology—0.2%
CompuGroup
Medical SE		432,033		24,496,768


	Shares		Value
Life Sciences Tools & Services—3.8%
Bio-Techne Corp.		150,660	$	21,294,284
Bruker Corp.		1,632,990		50,051,144
Genfit¹		449,840		12,571,988
Lonza Group AG¹		555,050		141,175,395
MorphoSys AG¹		551,095		54,867,031
Tecan Group AG²		586,159		122,708,452
				402,668,294

Pharmaceuticals—5.1%
H. Lundbeck AS		2,202,524		115,581,214
Ipsen SA		582,830		85,406,355
Kyowa Hakko Kirin
Co. Ltd.		1,816,200		38,436,912
Medicines Co. (The)¹		694,030		21,251,199
Nippon Shinyaku
Co. Ltd.		1,436,700		80,201,911
Santen
Pharmaceutical
Co. Ltd.		2,194,600		35,057,291
Teva Pharmaceutical
Industries Ltd.,
Sponsored ADR		4,197,210		78,571,771
UCB SA		982,356		81,049,053
				535,555,706

Industrials—18.0%
Aerospace & Defense—0.9%
CAE, Inc.		5,438,344		100,273,706

Air Freight & Couriers—1.0%
Panalpina
Welttransport
Holding AG		646,852		101,492,281

Building Products—3.5%
Belimo Holding AG		14,457		63,588,791
LIXIL Group Corp.		7,853,600		191,730,866
TOTO Ltd.		2,315,400		121,399,179
				376,718,836

Commercial Services & Supplies—0.4%
Loomis AB, Cl. B		1,259,697		45,677,931

Construction & Engineering—0.7%
Balfour Beatty plc		20,326,312		74,011,818

Electrical Equipment—0.5%
Fuji Electric Co. Ltd.		6,313,000		47,814,129

Machinery—6.6%
Burckhardt
Compression
Holding AG		130,606		45,005,523

12 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND


	Shares		Value
Machinery (Continued)
Harmonic Drive
Systems, Inc.		599,900	$	35,989,467
Hoshizaki Corp.		714,500		64,318,226
IMI plc		6,367,240		106,832,468
Konecranes OYJ,
Cl. A		1,961,349		86,182,035
Metso OYJ		2,885,850		92,391,178
Nabtesco Corp.		991,300		42,476,191
OSG Corp.		1,457,900		34,314,070
Spirax-Sarco
Engineering plc		632,439		49,584,706
Trelleborg AB, Cl. B		2,360,931		60,211,806
Wartsila OYJ Abp		1,156,950		81,228,577
				698,534,247

Marine—0.2%
Hapag-Lloyd AG^1,3		536,706		21,807,377

Road & Rail—0.6%
Rumo SA¹		14,005,900		61,425,981

Trading Companies & Distributors—2.7%
Brenntag AG		869,047		54,329,453
Bunzl plc		1,315,622		35,334,928
Cramo OYJ²		1,982,969		46,275,374
Howden Joinery
Group plc		10,242,880		62,209,249
IMCD Group NV		800,121		51,213,955
MonotaRO Co. Ltd.		1,149,900		36,830,582
				286,193,541

Transportation Infrastructure—0.9%
Flughafen Zurich AG		398,907		94,947,461

Information Technology—19.2%
Electronic Equipment, Instruments, &
Components—5.2%
Azbil Corp.		1,392,600		61,520,658
Cognex Corp.		867,340		46,584,831
Electrocomponents plc		2,941,831		25,348,844
Jenoptik AG		2,311,800		79,862,320
LivaNova plc¹		1,195,190		107,256,351
Renishaw plc		532,870		35,299,802
Topcon Corp.		3,298,800		73,203,506
Yaskawa Electric
Corp.		898,000		41,541,489
Yokogawa Electric
Corp.		3,772,600		76,221,800
				546,839,601


	Shares		Value
Internet Software & Services—3.0%
Auto Trader Group
plc³		5,672,500	$	28,435,389
Infomart Corp.		3,149,900		27,469,766
Istyle, Inc.²		5,267,100		80,415,397
Moneysupermarket.
com Group plc		10,610,382		37,793,821
XING SE²		333,071		103,819,739
ZPG plc³		8,658,040		40,300,397
				318,234,509

IT Services—3.0%
Fujitsu Ltd.		8,767,000		52,485,380
Obic Co. Ltd.		1,787,300		147,910,135
SCSK Corp.		969,708		39,782,325
Tech Mahindra Ltd.		3,324,319		31,111,739
Wirecard AG		393,315		47,198,843
				318,488,422

Semiconductors & Semiconductor
Equipment—2.7%
AIXTRON SE¹		2,883,020		57,589,512
Cree, Inc.¹		1,159,390		43,859,724
Disco Corp.		125,000		29,166,407
Mellanox
Technologies Ltd.¹		1,112,080		76,511,104
Rohm Co. Ltd.		800,200		84,637,441
				291,764,188

Software—5.3%
BlackBerry Ltd.¹		4,649,886		56,420,453
Descartes Systems
Group, Inc. (The)¹		1,730,953		45,863,780
Nemetschek SE		1,093,705		111,876,948
Nice Ltd.,
Sponsored ADR¹		2,508,896		242,334,265
OBIC Business
Consultants Co. Ltd.		1,081,200		63,386,483
SimCorp AS		669,615		41,891,639
				561,773,568

Materials—3.4%
Chemicals—2.8%
Koninklijke DSM NV		947,153		97,532,603
LANXESS AG		1,226,473		102,048,884
Sika AG		4,969		40,858,042
Symrise AG		747,448		60,766,931
				301,206,460

Containers & Packaging—0.6%
Huhtamaki OYJ		1,488,353		62,698,454

13 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

STATEMENT OF INVESTMENTS Unaudited / Continued


	Shares		Value
Telecommunication Services—0.4%
Diversified Telecommunication Services—0.4%
VZ Holding AG		148,682	$	46,842,282
Total Common Stocks (Cost $6,650,731,682)				9,675,274,032

Preferred Stock—0.4%
Sartorius AG, Preference (Cost $3,802,002)		281,992		38,182,620


	Shares		Value
Investment Company—8.8%
Oppenheimer Institutional Government Money Market Fund, Cl. E, 1.31%^2,4(Cost $937,027,686)		937,027,686	$	937,027,686

Total Investments, at Value (Cost $7,591,561,370)		100.3%		10,650,484,338
Net Other Assets (Liabilities)		(0.3)		(32,682,208	)
Net Assets		100.0%	$	10,617,802,130

Footnotes to Statement of Investments

1. Non-income producing security.

2. Is or was an affiliate, as defined in the Investment Company Act of 1940, as amended, at or during the reporting period, by virtue of the Fund owning at least 5% of the voting securities of the issuer or as a result of the Fund and the issuer having the same investment adviser. Transactions during the reporting period in which the issuer was an affiliate are as follows:


		Shares August 31, 2017		Gross Additions		Gross Reductions		Shares February 28, 2018
Cramo OYJ^a		2,164,550		228,149		409,730		1,982,969
Hibernia REIT plc		38,486,294		—		—		38,486,294
Istyle, Inc.		5,267,100		—		—		5,267,100
Ocado Group plc^a		31,732,400		—		1,608,370		30,124,030
Oppenheimer Institutional
Government Money Market Fund,
Cl. E		826,950,070		1,088,629,257		978,551,641		937,027,686
Ossur HF		21,836,901		1,129,173		—		22,966,074
Qliro Group AB		7,836,819		—		156,886		7,679,933
STRATEC Biomedical AG		684,124		67,775		—		751,899
Tecan Group AG		448,416		137,743		—		586,159
Wilson Therapeutics AB		—		1,637,318		—		1,637,318
XING SE		380,318		—		47,247		333,071

	Value		Income		Realized Gain (Loss)		Change in Unrealized Gain (Loss)
Cramo OYJ^a	$	—^b	$	—	$	244,164	$	(9,679,603)
Hibernia REIT plc		66,610,455		408,972		—		1,182,951
Istyle, Inc.		80,415,397		—		—		49,491,666
Ocado Group plc^a		—^b		—		100,584		109,570,277
Oppenheimer Institutional
Government Money Market Fund,
Cl. E		937,027,686		5,860,993		—		—
Ossur HF		104,182,388		—		—		(6,407,637)
Qliro Group AB		13,273,291		—		(470,502)		(3,642,474)
STRATEC Biomedical AG		67,478,499		—		—		19,758,443
Tecan Group AG		122,708,452		—		—		4,456,646

14 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

Footnotes to Statement of Investments (Continued)



	Value		Income		Realized Gain (Loss)		Change in Unrealized Gain (Loss)
Wilson Therapeutics AB	$	28,106,190	$	—	$	—	$	9,756,995
XING SE		103,819,739		—		5,466,068		(3,892,067)

Total	$	1,523,622,097	$	6,269,965	$	5,340,314	$	170,595,197

a. No longer an affiliate at period end.

b. The security is no longer an affiliate. Therefore, the value has been excluded from this table.

3. Represents securities sold under Rule 144A, which are exempt from registration under the Securities Act of 1933, as amended. These securities have been determined to be liquid under guidelines established by the Board of Trustees. These securities amount to $233,456,247 or 2.20% of the Fund’s net assets at period end.

4. Rate shown is the 7-day yield at period end.

Distribution of investments representing geographic holdings, as a percentage of total investments at value, is as follows:


Geographic Holdings	Value		Percent
Japan	$	2,200,964,078	20.7%
United States		1,498,454,816	14.1
United Kingdom		1,459,088,455	13.7
Germany		1,048,050,693	9.8
Switzerland		856,357,743	8.0
Israel		443,976,933	4.2
Denmark		386,716,290	3.6
Finland		368,775,619	3.5
Italy		262,254,041	2.4
Netherlands		252,109,128	2.4
France		251,629,241	2.4
Ireland		234,546,494	2.2
Sweden		231,109,336	2.2
Canada		202,557,938	1.9
Spain		159,152,919	1.5
India		156,114,214	1.5
Belgium		132,632,148	1.2
Australia		112,478,953	1.0
Iceland		104,182,388	1.0
Brazil		102,395,501	0.9
Luxembourg		82,772,636	0.8
China		64,614,584	0.6
Greece		39,550,190	0.4

Total	$	10,650,484,338	100.0%

See accompanying Notes to Financial Statements.

15 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

STATEMENT OF ASSETS AND LIABILITIES February 28, 2018 Unaudited



Assets
Investments, at value—see accompanying statement of investments:
Unaffiliated companies (cost $6,287,737,629)	$	9,126,862,241
Affiliated companies (cost $1,303,823,741)		1,523,622,097

		10,650,484,338

Cash		1,904,420

Cash—foreign currencies (cost $21,269)		32

Receivables and other assets:
Dividends		13,115,361
Shares of beneficial interest sold		7,390,575
Investments sold		2,692,851
Other		367,345

Total assets		10,675,954,922


Liabilities
Payables and other liabilities:
Investments purchased		36,421,506
Shares of beneficial interest redeemed		20,528,195
Distribution and service plan fees		548,867
Trustees’ compensation		274,222
Shareholder communications		10,351
Other		369,651

Total liabilities		58,152,792


Net Assets	$	10,617,802,130



Composition of Net Assets
Paid-in capital	$	7,381,511,302

Accumulated net investment loss		(141,581,432)

Accumulated net realized gain on investments and foreign currency transactions		318,431,575

Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currencies		3,059,440,685

Net Assets	$	10,617,802,130

16 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND



Net Asset Value Per Share
Class A Shares:

Net asset value and redemption price per share (based on net assets of $2,394,335,308 and 47,069,643 shares of beneficial interest outstanding)	$	50.87

Maximum offering price per share (net asset value plus sales charge of 5.75% of offering price)	$	53.97


Class B Shares:

Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $1,515,117 and 31,890 shares of beneficial interest outstanding)	$	47.51


Class C Shares:

Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $335,488,938 and 7,164,990 shares of beneficial interest outstanding)	$	46.82


Class I Shares:

Net asset value, redemption price and offering price per share (based on net assets of $2,920,145,069 and 57,754,226 shares of beneficial interest outstanding)	$	50.56


Class R Shares:

Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $101,726,375 and 2,092,802 shares of beneficial interest outstanding)	$	48.61


Class Y Shares:

Net asset value, redemption price and offering price per share (based on net assets of $4,864,591,323 and 96,438,953 shares of beneficial interest outstanding)	$	50.44

See accompanying Notes to Financial Statements.

17 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

STATEMENT OF OPERATIONS For the Six Months Ended February 28, 2018 Unaudited



Investment Income
Dividends:
Unaffiliated companies (net of foreign withholding taxes of $1,845,196)	$	23,983,915
Affiliated companies (net of foreign withholding taxes of $102,243)		6,269,965

Interest		825

Total investment income		30,254,705


Expenses
Management fees		45,665,944

Distribution and service plan fees:
Class A		2,869,935
Class B		11,087
Class C		1,644,235
Class R		240,455

Transfer and shareholder servicing agent fees:
Class A		2,479,058
Class B		2,391
Class C		348,490
Class I		389,681
Class R		102,421
Class Y		4,872,285

Shareholder communications:
Class A		15,301
Class B		64
Class C		1,661
Class I		4,339
Class R		236
Class Y		18,049

Custodian fees and expenses		429,932

Borrowing fees		165,778

Trustees’ compensation		65,502

Other		264,235

Total expenses		59,591,079
Less reduction to custodian expenses		(1,880)
Less waivers and reimbursements of expenses		(888,023)

Net expenses		58,701,176


Net Investment Loss		(28,446,471)

18 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND



Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investment transactions in:
Unaffiliated companies	$	463,923,914
Affiliated companies		5,340,314
Foreign currency transactions		(796,236)

Net realized gain		468,467,992

Net change in unrealized appreciation/depreciation on:
Investment transactions in:
Unaffiliated companies		467,031,393
Affiliated companies		170,595,197
Translation of assets and liabilities denominated in foreign currencies		272,358

Net change in unrealized appreciation/depreciation		637,898,948


Net Increase in Net Assets Resulting from Operations	$	1,077,920,469

See accompanying Notes to Financial Statements.

19 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

STATEMENTS OF CHANGES IN NET ASSETS


	Six Months Ended February 28, 2018 (Unaudited)		Year Ended August 31, 2017

Operations
Net investment income (loss)	$	(28,446,471)	$	1,084,683

Net realized gain		468,467,992		165,252,891

Net change in unrealized appreciation/depreciation		637,898,948		1,445,306,914

Net increase in net assets resulting from operations		1,077,920,469		1,611,644,488


Dividends and/or Distributions to Shareholders
Dividends from net investment income:
Class A		(17,435,256)		(3,791,976)
Class B		—		—
Class C		(589,523)		—
Class I		(31,883,527)		(7,982,939)
Class R		(653,837)		—
Class Y		(51,120,814)		(9,943,499)

		(101,682,957)		(21,718,414)

Distributions from net realized gain:
Class A		(51,025,753)		—
Class B		(49,335)		—
Class C		(7,819,114)		—
Class I		(57,687,411)		—
Class R		(2,220,215)		—
Class Y		(104,009,426)		—

		(222,811,254)		—


Beneficial Interest Transactions
Net increase (decrease) in net assets resulting from beneficial interest transactions:
Class A		(48,654,806)		(952,972,877)
Class B		(1,732,313)		(4,281,847)
Class C		(13,224,032)		(78,001,705)
Class I		444,850,064		681,150,112
Class R		3,347,671		1,570,307
Class Y		390,755,343		1,242,198,512

		775,341,927		889,662,502


Net Assets
Total increase		1,528,768,185		2,479,588,576

Beginning of period		9,089,033,945		6,609,445,369

End of period (including accumulated net investment loss of $141,581,432 and $11,452,004, respectively)	$	10,617,802,130	$	9,089,033,945

See accompanying Notes to Financial Statements.

20 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

FINANCIAL HIGHLIGHTS


Class A	Six Months Ended February 28, 2018 (Unaudited)		Year Ended August 31, 2017		Year Ended August 31, 2016		Year Ended August 31, 2015		Year Ended August 29, 2014¹		Year Ended August 30, 2013¹

Per Share Operating Data
Net asset value, beginning of period		$47.11		$38.28		$36.38		$33.92		$27.32		$20.56

Income (loss) from investment operations:
Net investment income (loss)²		(0.19)		(0.06)		0.05		0.06		0.14		0.20
Net realized and unrealized gain		5.41		8.95		1.87		2.55		6.69		6.81

Total from investment operations		5.22		8.89		1.92		2.61		6.83		7.01

Dividends and/or distributions to shareholders:
Dividends from net investment income		(0.37)		(0.06)		(0.02)		(0.15)		(0.23)		(0.25)
Distributions from net realized gain		(1.09)		0.00		0.00		0.00		0.00		0.00

Total dividends and/or distributions to shareholders		(1.46)		(0.06)		(0.02)		(0.15)		(0.23)		(0.25)

Net asset value, end of period		$50.87		$47.11		$38.28		$36.38		$33.92		$27.32



Total Return, at Net Asset Value³		11.25%		23.25%		5.29%		7.77%		25.06%		34.40%


Ratios/Supplemental Data
Net assets, end of period (in thousands)		$2,394,335		$2,260,943		$2,678,644		$1,968,434		$1,076,376		$593,624

Average net assets (in thousands)		$2,357,069		$2,591,050		$2,462,620		$1,373,719		$922,903		$517,067

Ratios to average net assets:⁴
Net investment income (loss)		(0.76)%		(0.15)%		0.14%		0.18%		0.42%		0.83%
Expenses excluding specific expenses listed below		1.39%		1.41%		1.29%		1.19%		1.20%		1.24%
Interest and fees from borrowings		0.00%⁵		0.00%⁵		0.00%⁵		0.00%⁵		0.00%		0.00%

Total expenses⁶		1.39%		1.41%		1.29%		1.19%		1.20%		1.24%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		1.37%		1.39%		1.28%		1.18%		1.19%		1.24%⁷

Portfolio turnover rate		15%		22%		19%		15%		18%		25%

21 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

FINANCIAL HIGHLIGHTS Continued

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods less than one full year. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:


Six Months Ended February 28, 2018			1.40%
Year Ended August 31, 2017			1.42%
Year Ended August 31, 2016			1.30%
Year Ended August 31, 2015			1.20%
Year Ended August 29, 2014			1.21%
Year Ended August 30, 2013			1.24%

7. Waiver was less than 0.005%.

See accompanying Notes to Financial Statements.

22 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND


Class B	Six Months Ended February 28, 2018 (Unaudited)		Year Ended August 31, 2017		Year Ended August 31, 2016		Year Ended August 31, 2015		Year Ended August 29, 2014¹		Year Ended August 30, 2013¹

Per Share Operating Data
Net asset value, beginning of period		$43.91		$35.90		$34.35		$32.11		$25.87		$19.47

Income (loss) from investment operations:
Net investment loss²		(0.33)		(0.37)		(0.23)		(0.21)		(0.13)		(0.03)
Net realized and unrealized gain		5.02		8.38		1.78		2.45		6.37		6.45

Total from investment operations		4.69		8.01		1.55		2.24		6.24		6.42

Dividends and/or distributions to shareholders:
Dividends from net investment income		0.00		0.00		0.00		0.00		0.00		(0.02)
Distributions from net realized gain		(1.09)		0.00		0.00		0.00		0.00		0.00

Total dividends and/or distributions to shareholders		(1.09)		0.00		0.00		0.00		0.00		(0.02)

Net asset value, end of period		$47.51		$43.91		$35.90		$34.35		$32.11		$25.87



Total Return, at Net Asset Value³		10.80%		22.31%		4.51%		6.98%		24.12%		33.01%


Ratios/Supplemental Data
Net assets, end of period (in thousands)		$1,515		$3,050		$6,611		$9,416		$12,523		$12,246

Average net assets (in thousands)		$2,245		$4,373		$8,073		$9,751		$13,627		$12,556

Ratios to average net assets:⁴
Net investment loss		(1.47)%		(0.99)%		(0.67)%		(0.65)%		(0.43)%		(0.13)%
Expenses excluding specific expenses listed below		2.15%		2.17%		2.02%		1.94%		1.96%		2.29%
Interest and fees from borrowings		0.00%⁵		0.00%⁵		0.00%⁵		0.00%⁵		0.00%		0.00%

Total expenses⁶		2.15%		2.17%		2.02%		1.94%		1.96%		2.29%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		2.13%		2.15%		2.01%		1.93%		1.95%		2.13%

Portfolio turnover rate		15%		22%		19%		15%		18%		25%

23 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

FINANCIAL HIGHLIGHTS Continued

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:


Six Months Ended February 28, 2018	2.16	%
Year Ended August 31, 2017	2.18	%
Year Ended August 31, 2016	2.03	%
Year Ended August 31, 2015	1.95	%
Year Ended August 29, 2014	1.97	%
Year Ended August 30, 2013	2.29	%

See accompanying Notes to Financial Statements.

24 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND


Class C	Six Months Ended February 28, 2018 (Unaudited)		Year Ended August 31, 2017		Year Ended August 31, 2016		Year Ended August 31, 2015		Year Ended August 29, 2014¹		Year Ended August 30, 2013¹

Per Share Operating Data
Net asset value, beginning of period		$43.36		$35.45		$33.92		$31.71		$25.61		$19.30

Income (loss) from investment operations:
Net investment income (loss)²		(0.34)		(0.34)		(0.21)		(0.18)		(0.10)		0.02
Net realized and unrealized gain		4.97		8.25		1.74		2.39		6.28		6.39

Total from investment operations		4.63		7.91		1.53		2.21		6.18		6.41

Dividends and/or distributions to shareholders:
Dividends from net investment income		(0.08)		0.00		0.00		0.00		(0.08)		(0.10)
Distributions from net realized gain		(1.09)		0.00		0.00		0.00		0.00		0.00

Total dividends and/or distributions to shareholders		(1.17)		0.00		0.00		0.00		(0.08)		(0.10)

Net asset value, end of period		$46.82		$43.36		$35.45		$33.92		$31.71		$25.61



Total Return, at Net Asset Value³		10.82%		22.35%		4.48%		6.97%		24.14%		33.33%


Ratios/Supplemental Data
Net assets, end of period (in thousands)		$335,489		$323,084		$339,118		$281,439		$193,529		$104,547

Average net assets (in thousands)		$332,411		$314,796		$327,473		$211,533		$161,291		$88,338

Ratios to average net assets:⁴
Net investment income (loss)		(1.51)%		(0.91)%		(0.62)%		(0.57)%		(0.34)%		0.07%
Expenses excluding specific expenses listed below		2.14%		2.16%		2.04%		1.94%		1.96%		2.02%
Interest and fees from borrowings		0.00%⁵		0.00%⁵		0.00%⁵		0.00%⁵		0.00%		0.00%

Total expenses⁶		2.14%		2.16%		2.04%		1.94%		1.96%		2.02%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		2.12%		2.14%		2.03%		1.93%		1.95%		2.02%⁷

Portfolio turnover rate		15%		22%		19%		15%		18%		25%

25 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

FINANCIAL HIGHLIGHTS Continued

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:


Six Months Ended February 28, 2018	2.15	%
Year Ended August 31, 2017	2.17	%
Year Ended August 31, 2016	2.05	%
Year Ended August 31, 2015	1.95	%
Year Ended August 29, 2014	1.97	%
Year Ended August 30, 2013	2.02	%

7. Waiver was less than 0.005%.

See accompanying Notes to Financial Statements.

26 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND


Class I	Six Months Ended February 28, 2018 (Unaudited)		Year Ended August 31, 2017		Year Ended August 31, 2016		Year Ended August 31, 2015		Year Ended August 29, 2014¹		Year Ended August 30, 2013¹

Per Share Operating Data
Net asset value, beginning of period		$46.95		$38.17		$36.23		$33.76		$27.17		$20.40

Income (loss) from investment operations:
Net investment income (loss)²		(0.09)		0.12		0.21		0.21		0.26		0.30
Net realized and unrealized gain		5.39		8.88		1.87		2.54		6.66		6.83

Total from investment operations		5.30		9.00		2.08		2.75		6.92		7.13

Dividends and/or distributions to shareholders:
Dividends from net investment income		(0.60)		(0.22)		(0.14)		(0.28)		(0.33)		(0.36)
Distributions from net realized gain		(1.09)		0.00		0.00		0.00		0.00		0.00

Total dividends and/or distributions to shareholders		(1.69)		(0.22)		(0.14)		(0.28)		(0.33)		(0.36)

Net asset value, end of period		$50.56		$46.95		$38.17		$36.23		$33.76		$27.17



Total Return, at Net Asset Value³		11.48%		23.76%		5.75%		8.27%		25.59%		35.34%


Ratios/Supplemental Data
Net assets, end of period (in thousands)		$2,920,145		$2,285,847		$1,272,537		$1,032,630		$893,125		$571,154

Average net assets (in thousands)		$2,626,087		$1,497,363		$1,132,539		$911,969		$787,902		$114,975

Ratios to average net assets:⁴
Net investment income (loss)		(0.35)%		0.30%		0.57%		0.60%		0.81%		1.15%
Expenses excluding specific expenses listed below		0.96%		0.97%		0.85%		0.76%		0.77%		0.83%
Interest and fees from borrowings		0.00%⁵		0.00%⁵		0.00%⁵		0.00%⁵		0.00%		0.00%

Total expenses⁶		0.96%		0.97%		0.85%		0.76%		0.77%		0.83%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses		0.95%		0.96%		0.84%		0.75%		0.76%		0.83%⁷

Portfolio turnover rate		15%		22%		19%		15%		18%		25%

27 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

FINANCIAL HIGHLIGHTS Continued

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and

distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Sales charges are not reflected in the total returns. Total returns are not annualized for periods less than one full year. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:


Six Months Ended February 28, 2018			0.97%
Year Ended August 31, 2017			0.98%
Year Ended August 31, 2016			0.86%
Year Ended August 31, 2015			0.77%
Year Ended August 29, 2014			0.78%
Year Ended August 30, 2013			0.83%

7. Waiver was less than 0.005%.

See accompanying Notes to Financial Statements.

28 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND


Class R	Six Months Ended February 28, 2018 (Unaudited)	Year Ended August 31, 2017	Year Ended August 31, 2016	Year Ended August 31, 2015	Year Ended August 29, 2014¹	Year Ended August 30, 2013¹

Per Share Operating Data
Net asset value, beginning of period	$45.08	$36.67	$34.92	$32.55	$26.22		$19.75

Income (loss) from investment operations:
Net investment income (loss)²	(0.24)	(0.15)	(0.05)	(0.02)	0.04		0.12
Net realized and unrealized gain	5.18	8.56	1.80	2.46	6.44		6.53

Total from investment operations	4.94	8.41	1.75	2.44	6.48		6.65

Dividends and/or distributions to shareholders:
Dividends from net investment income	(0.32)	0.00	0.00	(0.07)	(0.15)		(0.18)
Distributions from net realized gain	(1.09)	0.00	0.00	0.00	0.00		0.00

Total dividends and/or distributions to shareholders	(1.41)	0.00	0.00	(0.07)	(0.15)		(0.18)

Net asset value, end of period	$48.61	$45.08	$36.67	$34.92	$32.55		$26.22



Total Return, at Net Asset Value³	11.12%	22.93%	5.01%	7.53%	24.74%		33.90%


Ratios/Supplemental Data
Net assets, end of period (in thousands)	$101,727	$91,019	$73,150	$60,908	$39,082		$27,641

Average net assets (in thousands)	$97,844	$77,120	$68,089	$45,566	$35,888		$26,402

Ratios to average net assets:⁴
Net investment income (loss)	(1.01)%	(0.39)%	(0.15)%	(0.07)%	0.13%		0.50%
Expenses excluding specific expenses listed below	1.64%	1.66%	1.53%	1.44%	1.46%		1.57%
Interest and fees from borrowings	0.00%⁵	0.00%⁵	0.00%⁵	0.00%⁵	0.00%		0.00%

Total expenses⁶	1.64%	1.66%	1.53%	1.44%	1.46%		1.57%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses	1.62%	1.64%	1.52%	1.43%	1.45%		1.57%⁷

Portfolio turnover rate	15%	22%	19%	15%	18%		25%

29 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

FINANCIAL HIGHLIGHTS Continued

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:


Six Months Ended February 28, 2018			1.65%
Year Ended August 31, 2017			1.67%
Year Ended August 31, 2016			1.54%
Year Ended August 31, 2015			1.45%
Year Ended August 29, 2014			1.47%
Year Ended August 30, 2013			1.57%

7. Waiver was less than 0.005%.

See accompanying Notes to Financial Statements.

30 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND


Class Y	Six Months Ended February 28, 2018 (Unaudited)	Year Ended August 31, 2017	Year Ended August 31, 2016	Year Ended August 31, 2015	Year Ended August 29, 2014¹	Year Ended August 30, 2013¹

Per Share Operating Data
Net asset value, beginning of period	$46.82	$38.06	$36.16	$33.71	$27.14		$20.45

Income (loss) from investment operations:
Net investment income (loss)²	(0.13)	0.05	0.15	0.16	0.26		0.32
Net realized and unrealized gain	5.37	8.87	1.85	2.52	6.61		6.73

Total from investment operations	5.24	8.92	2.00	2.68	6.87		7.05

Dividends and/or distributions to shareholders:
Dividends from net investment income	(0.53)	(0.16)	(0.10)	(0.23)	(0.30)		(0.36)
Distributions from net realized gain	(1.09)	0.00	0.00	0.00	0.00		0.00

Total dividends and/or distributions to shareholders	(1.62)	(0.16)	(0.10)	(0.23)	(0.30)		(0.36)

Net asset value, end of period	$50.44	$46.82	$38.06	$36.16	$33.71		$27.14



Total Return, at Net Asset Value³	11.38%	23.55%	5.53%	8.05%	25.40%		34.85%


Ratios/Supplemental Data
Net assets, end of period (in thousands)	$4,864,591	$4,125,091	$2,239,385	$1,397,394	$622,170		$106,696

Average net assets (in thousands)	$4,668,718	$2,865,168	$1,932,568	$819,230	$357,072		$429,700

Ratios to average net assets:⁴
Net investment income (loss)	(0.52)%	0.13%	0.41%	0.47%	0.79%		1.35%
Expenses excluding specific expenses listed below	1.14%	1.16%	1.04%	0.95%	0.96%		0.83%
Interest and fees from borrowings	0.00%⁵	0.00%⁵	0.00%⁵	0.00%⁵	0.00%		0.00%

Total expenses⁶	1.14%	1.16%	1.04%	0.95%	0.96%		0.83%
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses	1.12%	1.14%	1.03%	0.94%	0.95%		0.83%⁷

Portfolio turnover rate	15%	22%	19%	15%	18%		25%

31 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

FINANCIAL HIGHLIGHTS Continued

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:


Six Months Ended February 28, 2018			1.15%
Year Ended August 31, 2017			1.17%
Year Ended August 31, 2016			1.05%
Year Ended August 31, 2015			0.96%
Year Ended August 29, 2014			0.97%
Year Ended August 30, 2013			0.83%

7. Waiver was less than 0.005%.

See accompanying Notes to Financial Statements.

32 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

NOTES TO FINANCIAL STATEMENTS February 28, 2018 Unaudited

1. Organization

Oppenheimer International Small-Mid Company Fund (the “Fund”) is a diversified open-end management investment company registered under the Investment Company Act of 1940 (“1940 Act”), as amended. The Fund’s investment objective is to seek capital appreciation. The Fund’s investment adviser is OFI Global Asset Management, Inc. (“OFI Global” or the “Manager”), a wholly-owned subsidiary of OppenheimerFunds, Inc. (“OFI” or the “Sub-Adviser”). The Manager has entered into a sub-advisory agreement with OFI. Effective as of the close of the New York Stock Exchange (“NYSE”) on April 1, 2016 (the “Closing Date”), the Fund no longer accepts purchase orders from new investors and existing Fund shareholders no longer are able to purchase new shares or exchange shares of other Oppenheimer funds into the Fund. Please see the Fund’s prospectus for exceptions and additional information.

The Fund offers Class A, Class C, Class I, Class R and Class Y shares, and previously offered Class B shares for new purchase through June 29, 2012. Subsequent to that date, no new purchases of Class B shares are permitted, however reinvestment of dividend and/or capital gain distributions and exchanges of Class B shares into and from other Oppenheimer funds are allowed. Class A shares are sold at their offering price, which is normally net asset value plus a front-end sales charge. Class C and Class R shares are sold, and Class B shares were sold, without a front-end sales charge but may be subject to a contingent deferred sales charge (“CDSC”). Class R shares are sold only through retirement plans. Retirement plans that offer Class R shares may impose charges on those accounts. Class I and Class Y shares are sold to certain institutional investors or intermediaries without either a front-end sales charge or a CDSC, however, the intermediaries may impose charges on their accountholders who beneficially own Class I and Class Y shares. All classes of shares have identical rights and voting privileges with respect to the Fund in general and exclusive voting rights on matters that affect that class alone. Earnings, net assets and net asset value per share may differ due to each class having its own expenses, such as transfer and shareholder servicing agent fees and shareholder communications, directly attributable to that class. Class A, B, C and R shares have separate distribution and/or service plans under which they pay fees. Class I and Class Y shares do not pay such fees. Class B shares will automatically convert to Class A shares 72 months after the date of purchase.

The following is a summary of significant accounting policies followed in the Fund’s preparation of financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”).

2. Significant Accounting Policies

Security Valuation. All investments in securities are recorded at their estimated fair value, as described in Note 3.

Foreign Currency Translation. The books and records of the Fund are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:

(1) Value of investment securities, other assets and liabilities — at the exchange rates prevailing at Market Close as described in Note 3.

33 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

2. Significant Accounting Policies (Continued)

(2) Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.

Although the net assets and the values are presented at the foreign exchange rates at Market Close, the Fund does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses from investments shown in the Statement of Operations.

For securities, which are subject to foreign withholding tax upon disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.

Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding tax reclaims recorded on the Fund’s books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities, resulting from changes in the exchange rate.

Allocation of Income, Expenses, Gains and Losses. Income, expenses (other than those attributable to a specific class), gains and losses are allocated on a daily basis to each class of shares based upon the relative proportion of net assets represented by such class. Operating expenses directly attributable to a specific class are charged against the operations of that class.

Dividends and Distributions to Shareholders. Dividends and distributions to shareholders, which are determined in accordance with income tax regulations and may differ from U.S. GAAP, are recorded on the ex-dividend date. Income and capital gain distributions, if any, are declared and paid annually or at other times as determined necessary by the Manager.

The tax character of distributions is determined as of the Fund’s fiscal year end. Therefore, a portion of the Fund’s distributions made to shareholders prior to the Fund’s fiscal year end may ultimately be categorized as a tax return of capital.

Investment Income. Dividend income is recorded on the ex-dividend date or upon ex-dividend notification in the case of certain foreign dividends where the ex-dividend date may have passed. Non-cash dividends included in dividend income, if any, are recorded at the fair value of the securities received. Withholding taxes on foreign dividends, if any, and capital gains taxes on foreign investments, if any, have been provided for in accordance with the Fund’s understanding of the applicable tax rules and regulations. Interest income, if any, is recognized on an accrual basis. Discount and premium, which are included in interest income on the Statement of Operations, are amortized or accreted daily.

Return of Capital Estimates. Distributions received from the Fund’s investments in Real

34 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

2. Significant Accounting Policies (Continued)

Estate Investments Trusts (REITs), generally are comprised of income and return of capital. The Fund records investment income and return of capital based on estimates. Such estimates are based on historical information available from each REIT and other industry sources. These estimates may subsequently be revised based on information received from REITs after their tax reporting periods are concluded.

Custodian Fees. “Custodian fees and expenses” in the Statement of Operations may include interest expense incurred by the Fund on any cash overdrafts of its custodian account during the period. Such cash overdrafts may result from the effects of failed trades in portfolio securities and from cash outflows resulting from unanticipated shareholder redemption activity. The Fund pays interest to its custodian on such cash overdrafts, to the extent they are not offset by positive cash balances maintained by the Fund, at a rate equal to the Federal Funds Rate plus 2.00%. The “Reduction to custodian expenses” line item, if applicable, represents earnings on cash balances maintained by the Fund during the period. Such interest expense and other custodian fees may be paid with these earnings.

Security Transactions. Security transactions are recorded on the trade date. Realized gains and losses on securities sold are determined on the basis of identified cost.

Indemnifications. The Fund’s organizational documents provide current and former Trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Federal Taxes. The Fund intends to comply with provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its investment company taxable income to shareholders. Therefore, no federal income or excise tax provision is required. The Fund files income tax returns in U.S. federal and applicable state jurisdictions. The statute of limitations on the Fund’s tax return filings generally remains open for the three preceding fiscal reporting period ends. The Fund has analyzed its tax positions for the fiscal year ended August 31, 2017, including open tax years, and does not believe there are any uncertain tax positions requiring recognition in the Fund’s financial statements.

During the fiscal year ended August 31, 2017, the Fund utilized $51,708,575 of capital loss carryforward to offset capital gains realized in that fiscal year. Capital loss carryforwards with no expiration, if any, must be utilized prior to those with expiration dates. Capital losses with no expiration will be carried forward to future years if not offset by gains.

At period end, it is estimated that the Fund would have no capital loss carryforwards. The estimated capital loss carryforward represents the carryforward as of the end of the last fiscal year, increased or decreased by capital losses or gains realized in the first six months of the current fiscal year. During the reporting period, it is estimated that the Fund will not utilize any

35 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

2. Significant Accounting Policies (Continued)

capital loss carryforward to offset realized capital gains.

Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of dividends and distributions made during the fiscal year from net investment income or net realized gains are determined in accordance with federal income tax requirements, which may differ from the character of net investment income or net realized gains presented in those financial statements in accordance with U.S. GAAP. Also, due to timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or net realized gain was recorded by the Fund.

The aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes at period end are noted in the following table. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses or tax realization of financial statement unrealized gain or loss.



Federal tax cost of securities	$	7,592,861,821

Federal tax cost of other investments		21,269



Total federal tax cost	$	7,592,883,090



Gross unrealized appreciation	$	3,339,454,567

Gross unrealized depreciation		(281,314,333)



Net unrealized appreciation	$	3,058,140,234

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

3. Securities Valuation

The Fund calculates the net asset value of its shares as of 4:00 P.M. Eastern time, on each day the New York Stock Exchange (the “Exchange”) is open for trading, except in the case of a scheduled early closing of the Exchange, in which case the Fund will calculate net asset value of the shares as of the scheduled early closing time of the Exchange.

The Fund’s Board has adopted procedures for the valuation of the Fund’s securities and has delegated the day-to-day responsibility for valuation determinations under those procedures to the Manager. The Manager has established a Valuation Committee which is responsible for determining a fair valuation for any security for which market quotations are not readily available. The Valuation Committee’s fair valuation determinations are subject to review, approval and ratification by the Fund’s Board at least quarterly or more frequently, if necessary.

36 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

3. Securities Valuation (Continued)

Valuation Methods and Inputs

Securities are valued primarily using unadjusted quoted market prices, when available, as supplied by third party pricing services or broker-dealers.

The following methodologies are used to determine the market value or the fair value of the types of securities described below:

Equity securities traded on a securities exchange (including exchange-traded derivatives other than futures and futures options) are valued based on the official closing price on the principal exchange on which the security is traded, as identified by the Manager, prior to the time when the Fund’s assets are valued. If the official closing price is unavailable, the security is valued at the last sale price on the principal exchange on which it is traded, or if no sales occurred, the security is valued at the mean between the quoted bid and asked prices. Over-the-counter equity securities are valued at the last published sale price, or if no sales occurred, at the mean between the quoted bid and asked prices. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the time when the Fund’s assets are valued.

Shares of a registered investment company that are not traded on an exchange are valued at that investment company’s net asset value per share.

Securities for which market quotations are not readily available, or when a significant event has occurred that would materially affect the value of the security, are fair valued either (i) by a standardized fair valuation methodology applicable to the security type or the significant event as previously approved by the Valuation Committee and the Fund’s Board or (ii) as determined in good faith by the Manager’s Valuation Committee. The Valuation Committee considers all relevant facts that are reasonably available, through either public information or information available to the Manager, when determining the fair value of a security. Those standardized fair valuation methodologies include, but are not limited to, valuing securities at the last sale price or initially at cost and subsequently adjusting the value based on: changes in company specific fundamentals, changes in an appropriate securities index, or changes in the value of similar securities which may be further adjusted for any discounts related to security-specific resale restrictions. When possible, such methodologies use observable market inputs such as unadjusted quoted prices of similar securities, observable interest rates, currency rates and yield curves. The methodologies used for valuing securities are not necessarily an indication of the risks associated with investing in those securities nor can it be assured that the Fund can obtain the fair value assigned to a security if it were to sell the security.

Classifications

Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Various data inputs may be used in determining the value of each of the Fund’s investments as of the reporting period end.

These data inputs are categorized in the following hierarchy under applicable financial accounting standards:

1) Level 1-unadjusted quoted prices in active markets for identical assets or liabilities

37 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

3. Securities Valuation (Continued)

(including securities actively traded on a securities exchange)

2) Level 2-inputs other than unadjusted quoted prices that are observable for the asset or liability (such as unadjusted quoted prices for similar assets and market corroborated inputs such as interest rates, prepayment speeds, credit risks, etc.)

3) Level 3-significant unobservable inputs (including the Manager’s own judgments about assumptions that market participants would use in pricing the asset or liability).

The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities.

The Fund classifies each of its investments in investment companies which are publicly offered as Level 1. Investment companies that are not publicly offered, if any, are classified as Level 2 in the fair value hierarchy.

The table below categorizes amounts that are included in the Fund’s Statement of Assets and Liabilities at period end based on valuation input level:


	Level 1— Unadjusted Quoted Prices		Level 2— Other Significant Observable Inputs		Level 3— Significant Unobservable Inputs		Value

Assets Table
Investments, at Value:
Common Stocks
Consumer Discretionary	$	—	$	1,305,045,862	$	—	$	1,305,045,862
Consumer Staples		—		856,632,834		—		856,632,834
Financials		—		844,311,301		—		844,311,301
Health Care		607,062,200		1,705,477,043		—		2,312,539,243
Industrials		100,273,706		1,808,623,602		—		1,908,897,308
Information Technology		618,830,508		1,418,269,780		—		2,037,100,288
Materials		—		363,904,914		—		363,904,914
Telecommunication Services		—		46,842,282		—		46,842,282
Preferred Stock		—		38,182,620		—		38,182,620
Investment Company		937,027,686		—		—		937,027,686

Total Assets	$	2,263,194,100	$	8,387,290,238	$	—	$	10,650,484,338

Forward currency exchange contracts and futures contracts, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract’s value from trade date. All additional assets and liabilities included in the above table are reported at their market value at measurement date.

4. Investments and Risks

Risks of Foreign Investing. The Fund may invest in foreign securities which are subject to special risks. Securities traded in foreign markets may be less liquid and more volatile than those traded in U.S. markets. Foreign issuers are usually not subject to the same accounting and disclosure requirements that U.S. companies are subject to, which may make it difficult for the Fund to evaluate a foreign company’s operations or financial condition. A change in the value of a foreign currency against the U.S. dollar will result in a change in the U.S. dollar

38 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

4. Investments and Risks (Continued)

value of investments denominated in that foreign currency and in the value of any income or distributions the Fund may receive on those investments. The value of foreign investments may be affected by exchange control regulations, foreign taxes, higher transaction and other costs, delays in the settlement of transactions, changes in economic or monetary policy in the United States or abroad, expropriation or nationalization of a company’s assets, or other political and economic factors. In addition, due to the inter-relationship of global economies and financial markets, changes in political and economic factors in one country or region could adversely affect conditions in another country or region. Investments in foreign securities may also expose the Fund to time-zone arbitrage risk. Foreign securities may trade on weekends or other days when the Fund does not price its shares. At times, the Fund may emphasize investments in a particular country or region and may be subject to greater risks from adverse events that occur in that country or region. Foreign securities and foreign currencies held in foreign banks and securities depositories may be subject to limited or no regulatory oversight.

Investments in Affiliated Funds. The Fund is permitted to invest in other mutual funds advised by the Manager (“Affiliated Funds”). Affiliated Funds are open-end management investment companies registered under the 1940 Act, as amended. The Manager is the investment adviser of, and the Sub-Adviser provides investment and related advisory services to, the Affiliated Funds. When applicable, the Fund’s investments in Affiliated Funds are included in the Statement of Investments. Shares of Affiliated Funds are valued at their net asset value per share. As a shareholder, the Fund is subject to its proportional share of the Affiliated Funds’ expenses, including their management fee. The Manager will waive fees and/ or reimburse Fund expenses in an amount equal to the indirect management fees incurred through the Fund’s investment in the Affiliated Funds.

Each of the Affiliated Funds in which the Fund invests has its own investment risks, and those risks can affect the value of the Fund’s investments and therefore the value of the Fund’s shares. To the extent that the Fund invests more of its assets in one Affiliated Fund than in another, the Fund will have greater exposure to the risks of that Affiliated Fund.

Investments in Money Market Instruments. The Fund is permitted to invest its free cash balances in money market instruments to provide liquidity or for defensive purposes. The Fund may invest in money market instruments by investing in Class E shares of Oppenheimer Institutional Government Money Market Fund (“IGMMF”), which is an Affiliated Fund. IGMMF is regulated as a money market fund under the 1940 Act, as amended. The Fund may also invest in money market instruments directly or in other affiliated or unaffiliated money market funds.

Equity Security Risk. Stocks and other equity securities fluctuate in price. The value of the Fund’s portfolio may be affected by changes in the equity markets generally. Equity markets may experience significant short-term volatility and may fall sharply at times. Different markets may behave differently from each other and U.S. equity markets may move in the opposite direction from one or more foreign stock markets. Adverse events in any part of the equity or

39 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

4. Investments and Risks (Continued)

fixed-income markets may have unexpected negative effects on other market segments.

The prices of individual equity securities generally do not all move in the same direction at the same time and a variety of factors can affect the price of a particular company’s securities. These factors may include, but are not limited to, poor earnings reports, a loss of customers, litigation against the company, general unfavorable performance of the company’s sector or industry, or changes in government regulations affecting the company or its industry.

5. Market Risk Factors

The Fund’s investments in securities and/or financial derivatives may expose the Fund to various market risk factors:

Commodity Risk. Commodity risk relates to the change in value of commodities or commodity indexes as they relate to increases or decreases in the commodities market.

Commodities are physical assets that have tangible properties. Examples of these types of assets are crude oil, heating oil, metals, livestock, and agricultural products.

Credit Risk. Credit risk relates to the ability of the issuer of debt to meet interest and principal payments, or both, as they come due. In general, lower-grade, higher-yield debt securities are subject to credit risk to a greater extent than lower-yield, higher-quality securities.

Equity Risk. Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market.

Foreign Exchange Rate Risk. Foreign exchange rate risk relates to the change in the U.S. dollar value of a security held that is denominated in a foreign currency. The U.S. dollar value of a foreign currency denominated security will decrease as the dollar appreciates against the currency, while the U.S. dollar value will increase as the dollar depreciates against the currency.

Interest Rate Risk. Interest rate risk refers to the fluctuations in value of fixed-income securities resulting from the inverse relationship between price and yield. For example, an increase in general interest rates will tend to reduce the market value of already issued fixed-income investments, and a decline in general interest rates will tend to increase their value. In addition, debt securities with longer maturities, which tend to have higher yields, are subject to potentially greater fluctuations in value from changes in interest rates than obligations with shorter maturities.

Volatility Risk. Volatility risk refers to the magnitude of the movement, but not the direction of the movement, in a financial instrument’s price over a defined time period. Large increases or decreases in a financial instrument’s price over a relative time period typically indicate greater volatility risk, while small increases or decreases in its price typically indicate lower volatility risk.

6. Shares of Beneficial Interest

The Fund has authorized an unlimited number of no par value shares of beneficial interest of each class. Transactions in shares of beneficial interest were as follows:

40 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

6. Shares of Beneficial Interest (Continued)


	Six Months Ended February 28, 2018				Year Ended August 31, 2017
	Shares		Amount		Shares		Amount

Class A
Sold		11,522,321	$	551,600,948		2,349,129	$	46,108,138
Dividends and/or distributions reinvested		1,368,135		66,067,207		97,740		3,592,936
Redeemed		(13,815,452)		(666,322,961)		(24,424,206)		(1,002,673,951)

Net decrease		(924,996)	$	(48,654,806)		(21,977,337)	$	(952,972,877)



Class B
Sold		178	$	8,143		2,056	$	79,418
Dividends and/or distributions reinvested		1,070		48,335		—		—
Redeemed		(38,816)		(1,788,791)		(116,743)		(4,361,265)

Net decrease		(37,568)	$	(1,732,313)		(114,687)	$	(4,281,847)



Class C
Sold		159,505	$	7,211,696		449,095	$	17,249,064
Dividends and/or distributions reinvested		177,003		7,880,164		—		—
Redeemed		(623,146)		(28,315,892)		(2,564,745)		(95,250,769)

Net decrease		(286,638)	$	(13,224,032)		(2,115,650)	$	(78,001,705)



Class I
Sold		12,857,742	$	631,612,889		23,204,260	$	1,004,774,436
Dividends and/or distributions reinvested		1,808,714		86,745,923		205,228		7,496,982
Redeemed		(5,595,167)		(273,508,748)		(8,066,606)		(331,121,306)

Net increase		9,071,289	$	444,850,064		15,342,882	$	681,150,112



Class R
Sold		223,553	$	10,616,662		622,634	$	24,434,847
Dividends and/or distributions reinvested		56,861		2,625,261		—		—
Redeemed		(206,556)		(9,894,252)		(598,451)		(22,864,540)

Net increase		73,858	$	3,347,671		24,183	$	1,570,307



Class Y
Sold		20,316,735	$	992,159,638		59,982,572	$	2,538,816,021
Dividends and/or distributions reinvested		2,969,347		142,112,973		249,068		9,083,488
Redeemed		(14,946,602)		(743,517,268)		(30,965,547)		(1,305,700,997)

Net increase		8,339,480	$	390,755,343		29,266,093	$	1,242,198,512

7. Purchases and Sales of Securities

The aggregate cost of purchases and proceeds from sales of securities, other than short-term obligations and investments in IGMMF, for the reporting period were as follows:


	Purchases		Sales
Investment securities	$	1,740,183,050	$	1,345,462,638

41 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

8. Fees and Other Transactions with Affiliates

Management Fees. Under the investment advisory agreement, the Fund pays the Manager a management fee based on the daily net assets of the Fund at an annual rate as shown in the following table:


Fee Schedule Through October 26, 2017		Fee Schedule Effective October 27, 2017
Up to $500 million	1.00%	Up to $500 million	1.00%
Next $500 million	0.95	Next $500 million	0.95
Next $4 billion	0.92	Next $4 billion	0.92
Over $5 billion	0.90	Next $5 billion	0.90
		Over $10 billion	0.88

The Fund’s effective management fee for the reporting period was 0.91% of average annual net assets before any applicable waivers.

Sub-Adviser Fees. The Manager has retained the Sub-Adviser to provide the day-to-day portfolio management of the Fund. Under the Sub-Advisory Agreement, the Manager pays the Sub-Adviser an annual fee in monthly installments, equal to a percentage of the investment management fee collected by the Manager from the Fund, which shall be calculated after any investment management fee waivers. The fee paid to the Sub-Adviser is paid by the Manager, not by the Fund.

Transfer Agent Fees. OFI Global (the “Transfer Agent”) serves as the transfer and shareholder servicing agent for the Fund. The Fund pays the Transfer Agent a fee based on annual net assets, which shall be calculated after any applicable fee waivers. Fees incurred and average net assets for each class with respect to these services are detailed in the Statement of Operations and Financial Highlights, respectively.

Sub-Transfer Agent Fees. The Transfer Agent has retained Shareholder Services, Inc., a wholly-owned subsidiary of OFI (the “Sub-Transfer Agent”), to provide the day-to-day transfer agent and shareholder servicing of the Fund. Under the Sub-Transfer Agency Agreement, the Transfer Agent pays the Sub-Transfer Agent an annual fee in monthly installments, equal to a percentage of the transfer agent fee collected by the Transfer Agent from the Fund, which shall be calculated after any applicable fee waivers. The fee paid to the Sub-Transfer Agent is paid by the Transfer Agent, not by the Fund.

Trustees’ Compensation. The Fund has adopted an unfunded retirement plan (the “Plan”) for the Fund’s Independent Trustees. Benefits are based on years of service and fees paid to each Trustee during their period of service. The Plan was frozen with respect to adding new participants effective December 31, 2006 (the “Freeze Date”) and existing Plan Participants as of the Freeze Date will continue to receive accrued benefits under the Plan. Active Independent Trustees as of the Freeze Date have each elected a distribution method with respect to their benefits under the Plan.

During the reporting period, the Fund’s projected benefit obligations, payments to retired

42 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

8. Fees and Other Transactions with Affiliates (Continued)

Trustees and accumulated liability were as follows:

The Fund’s Board of Trustees (“Board”) has adopted a compensation deferral plan for Independent Trustees that enables Trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from the Fund. For purposes of determining the amount owed to the Trustee under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of the Fund or in other Oppenheimer funds selected by the Trustee. The Fund purchases shares of the funds selected for deferral by the Trustee in amounts equal to his or her deemed investment, resulting in a Fund asset equal to the deferred compensation liability. Such assets are included as a component of “Other” within the asset section of the Statement of Assets and Liabilities. Deferral of Trustees’ fees under the plan will not affect the net assets of the Fund and will not materially affect the Fund’s assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance with the compensation deferral plan.

Distribution and Service Plan (12b-1) Fees. Under its General Distributor’s Agreement with the Fund, OppenheimerFunds Distributor, Inc. (the “Distributor”) acts as the Fund’s principal underwriter in the continuous public offering of the Fund’s classes of shares.

Service Plan for Class A Shares. The Fund has adopted a Service Plan (the “Plan”) for Class A shares pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund reimburses the Distributor for a portion of its costs incurred for services provided to accounts that hold Class A shares. Reimbursement is made periodically at an annual rate of up to

0.25% of the daily net assets of Class A shares of the Fund. The Distributor currently uses all of those fees to pay dealers, brokers, banks and other financial institutions periodically for providing personal service and maintenance of accounts of their customers that hold Class A shares. Any unreimbursed expenses the Distributor incurs with respect to Class A shares in any fiscal year cannot be recovered in subsequent periods. Fees incurred by the Fund under the Plan are detailed in the Statement of Operations.

Distribution and Service Plans for Class B, Class C and Class R Shares. The Fund has adopted Distribution and Service Plans (the “Plans”) for Class B, Class C and Class R shares pursuant to Rule 12b-1 under the 1940 Act to compensate the Distributor for distributing those share classes, maintaining accounts and providing shareholder services. Under the Plans, the Fund pays the Distributor an annual asset-based sales charge of 0.75% on Class B and Class C shares’ daily net assets and 0.25% on Class R shares’ daily net assets. The Fund also pays a service fee under the Plans at an annual rate of 0.25% of daily net assets. The Plans continue in effect from year to year only if the Fund’s Board of Trustees votes annually to approve their continuance at an in person meeting called for that purpose. Fees incurred by

43 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

NOTES TO FINANCIAL STATEMENTS Unaudited / Continued

8. Fees and Other Transactions with Affiliates (Continued)

the Fund under the Plans are detailed in the Statement of Operations.

Sales Charges. Front-end sales charges and CDSC do not represent expenses of the Fund. They are deducted from the proceeds of sales of Fund shares prior to investment or from redemption proceeds prior to remittance, as applicable. The sales charges retained by the Distributor from the sale of shares and the CDSC retained by the Distributor on the redemption of shares is shown in the following table for the period indicated.

Six Months Ended

Class A
Front-End
Sales Charges
Retained by
Distributor

Class A
Contingent
Deferred
Sales Charges
Retained by
Distributor

Class B
Contingent
Deferred
Sales Charges
Retained by
Distributor

Class C
Contingent
Deferred
Sales Charges
Retained by
Distributor

Class R

Contingent

Deferred

Sales Charges

Retained by

Distributor

February 28, 2018

$46,671

$—

$797

$3,460

$—

Waivers and Reimbursements of Expenses. Effective for the period January 1, 2017 through December 31, 2017, the Transfer Agent waived and/or reimbursed Fund expenses in an amount equal to 0.015% of average annual net assets for Classes A, B, C, R and Y.

During the reporting period, the Transfer Agent waived fees and/or reimbursed the Fund for transfer agent and shareholder servicing agent fees as follows:


Class A	$	116,306
Class B		126
Class C		16,377
Class R		4,761
Class Y		224,481

The Manager will waive fees and/or reimburse Fund expenses in an amount equal to the indirect management fees incurred through the Fund’s investment in IGMMF. During the reporting period, the Manager waived fees and/or reimbursed the Fund $525,972 for IGMMF management fees. This fee waiver and/or expense reimbursement may not be amended or withdrawn for one year from the date of the Fund’s prospectus, unless approved by the Board.

9. Borrowings and Other Financing

Joint Credit Facility. A number of mutual funds managed by the Manager participate in a $1.875 billion revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with atypical redemption activity. Expenses and fees related to the Facility are paid by the participating funds and are disclosed separately or as other expenses on the Statement of Operations. The Fund did not utilize the Facility during the reporting period.

44 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

BOARD APPROVAL OF THE FUND’S INVESTMENT ADVISORY

AND SUB-ADVISORY AGREEMENTS Unaudited

The Fund has entered into an investment advisory agreement with OFI Global Asset Management, Inc. (“OFI Global” or the “Adviser”), a wholly-owned subsidiary of OppenheimerFunds, Inc. (“OFI” or the “Sub-Adviser”) (“OFI Global” and “OFI” together the “Managers”) and OFI Global has entered into a sub-advisory agreement with OFI whereby OFI provides investment sub-advisory services to the Fund (collectively, the “Agreements”). Each year, the Board of Trustees (the “Board”), including a majority of the independent Trustees, is required to determine whether to approve the terms of the Agreements and the renewal thereof. The Investment Company Act of 1940, as amended, requires that the Board request and evaluate, and that the Managers provide, such information as may be reasonably necessary to evaluate the terms of the Agreements. The Board employs an independent consultant to prepare a report that provides information, including comparative information that the Board requests for that purpose. In addition to in-person meetings focused on this evaluation, the Board receives information throughout the year regarding Fund services, fees, expenses and performance.

The Managers and the independent consultant provided information to the Board on the following factors: (i) the nature, quality and extent of the Managers’ services, (ii) the comparative investment performance of the Fund and the Managers, (iii) the fees and expenses of the Fund, including comparative fee and expense information, (iv) the profitability of the Managers and their affiliates, including an analysis of the cost of providing services, (v) whether economies of scale are realized as the Fund grows and whether fee levels reflect these economies of scale for Fund investors and (vi) other benefits to the Managers from their relationship with the Fund. The Board was aware that there are alternatives to retaining the Managers.

Outlined below is a summary of the principal information considered by the Board as well as the Board’s conclusions.

Nature, Quality and Extent of Services. The Board considered information about the nature, quality and extent of the services provided to the Fund and information regarding the Managers’ key personnel who provide such services. The Managers’ duties include providing the Fund with the services of the portfolio manager and the Sub-Adviser’s investment team, who provide research, analysis and other advisory services in regard to the Fund’s investments; and securities trading services. OFI Global is responsible for oversight of third-party service providers; monitoring compliance with applicable Fund policies and procedures and adherence to the Fund’s investment restrictions; risk management; and oversight of the Sub-Adviser. OFI Global is also responsible for providing certain administrative services to the Fund. Those services include providing and supervising all administrative and clerical personnel who are necessary in order to provide effective corporate administration for the Fund; compiling and maintaining records with respect to the Fund’s operations; preparing and filing reports required by the U.S. Securities and Exchange Commission; preparing periodic reports regarding the operations of the Fund for its shareholders; preparing proxy materials for shareholder meetings; and preparing the registration statements required by federal and state securities laws for the sale of the Fund’s shares. OFI Global also provides the Fund with office space, facilities and equipment.

45 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

BOARD APPROVAL OF THE FUND’S INVESTMENT ADVISORY

AND SUB-ADVISORY AGREEMENTS Unaudited / Continued

The Board also considered the quality of the services provided and the quality of the Managers’ resources that are available to the Fund. The Board took account of the fact that the Sub-Adviser has over fifty years of experience as an investment adviser and that its assets under management rank it among the top mutual fund managers in the United States. The Board evaluated the Managers’ advisory, administrative, accounting, legal, compliance and risk management services, among other services, and information the Board has received regarding the experience and professional qualifications of the Managers’ key personnel and the size and functions of its staff. In its evaluation of the quality of the portfolio management services provided, the Board considered the experience of Rezo Kanovich, the portfolio manager for the Fund, and the Sub-Adviser’s investment team and analysts. The Board members also considered the totality of their experiences with the Managers as directors or trustees of the Fund and other funds advised by the Managers. The Board considered information regarding the quality of services provided by affiliates of the Managers, which the Board members have become knowledgeable about through their experiences with the Managers and in connection with the review or renewal of the Fund’s service agreements or service providers. The Board concluded, in light of the Managers’ experience, reputation, personnel, operations and resources that the Fund benefits from the services provided under the Agreements.

Investment Performance of the Managers and the Fund. Throughout the year, the Managers provided information on the investment performance of the Fund, the Adviser and the Sub-Adviser, including comparative performance information. The Board also reviewed information, prepared by the Managers and by the independent consultant, comparing the Fund’s historical performance to relevant benchmarks or market indices and to the performance of other retail funds in the foreign small/mid growth category. The Board noted that the Fund’s one-year, three-year, five-year and ten-year performance was better than its category median.

Fees and Expenses of the Fund. The Board reviewed the fees paid to the Adviser and the other expenses borne by the Fund. The Board also considered the comparability of the fees charged and the services provided to the Fund to the fees and services for other clients or accounts advised by the Adviser. The independent consultant provided comparative data in regard to the fees and expenses of the Fund and other retail front-end load foreign small/mid growth funds with comparable asset levels and distribution features. The Board noted that the Fund’s contractual management fee and total expenses were lower than its peer group median and category median.

Economies of Scale and Profits Realized by the Managers. The Board considered information regarding the Managers’ costs in serving as the Fund’s investment adviser and sub-adviser, including the costs associated with the personnel and systems necessary to manage the Fund, and information regarding the Managers’ profitability from their relationship with the Fund. The Board also considered that the Managers must be able to pay and retain experienced professional personnel at competitive rates to provide quality services to the Fund. The Board reviewed whether the Managers may realize economies of scale in managing and supporting the Fund. The Board noted that the Fund currently has management fee breakpoints, which are intended to share with Fund shareholders

46 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

economies of scale that may exist as the Fund’s assets grow. Based on the Board’s evaluation, the Manager agreed to a revised breakpoint schedule as negotiated by the Board that, effective October 27, 2017, a new breakpoint will be added to the advisory fee schedule, whereby the Fund will pay the Manager an advisory fee at an annual rate of

0.88% of average annual net assets over $10 billion.

Other Benefits to the Managers. In addition to considering the profits realized by the Managers, the Board considered information that was provided regarding the direct and indirect benefits the Managers receive as a result of their relationship with the Fund, including compensation paid to the Managers’ affiliates and research provided to the Adviser in connection with permissible brokerage arrangements (soft dollar arrangements).

Conclusions. These factors were also considered by the independent Trustees meeting separately from the full Board, assisted by experienced counsel to the Fund and to the independent Trustees. Fund counsel and the independent Trustees’ counsel are independent of the Managers within the meaning and intent of the Securities and Exchange Commission Rules.

Based on its review of the information it received and its evaluations described above, the Board, including a majority of the independent Trustees, decided to continue the Agreements through September 30, 2018. In arriving at its decision, the Board did not identify any factor or factors as being more important than others, but considered all of the above information, and considered the terms and conditions of the Agreements, including the management fees, in light of all the surrounding circumstances.

47 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

PORTFOLIO PROXY VOTING POLICIES AND PROCEDURES;

UPDATES TO STATEMENT OF INVESTMENTS Unaudited

The Fund has adopted Portfolio Proxy Voting Policies and Guidelines under which the Fund votes proxies relating to securities (“portfolio proxies”) held by the Fund. A description of the Fund’s Portfolio Proxy Voting Policies and Guidelines is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.CALL OPP (225.5677), (ii) on the Fund’s website at www.oppenheimerfunds.com, and (iii) on the SEC’s website at www.sec.gov. In addition, the Fund is required to file Form N-PX, with its complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. The Fund’s voting record is available (i) without charge, upon request, by calling the Fund toll-free at 1.800.CALL OPP (225.5677), and (ii) in the Form N-PX filing on the SEC’s website at www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first quarter and the third quarter of each fiscal year on Form N-Q. The Fund’s Form N-Q filings are available on the SEC’s website at www.sec.gov. Those forms may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Householding—Delivery of Shareholder Documents

This is to inform you about OppenheimerFunds’ “householding” policy. If more than one member of your household maintains an account in a particular fund, OppenheimerFunds will mail only one copy of the fund’s prospectus (or, if available, the fund’s summary prospectus), annual and semiannual report and privacy policy. The consolidation of these mailings, called householding, benefits your fund through reduced mailing expense, and benefits you by reducing the volume of mail you receive from OppenheimerFunds. Householding does not affect the delivery of your account statements.

Please note that we will continue to household these mailings for as long as you remain an OppenheimerFunds shareholder, unless you request otherwise. If you prefer to receive multiple copies of these materials, please call us at 1.800.CALL-OPP (225-5677). You may also notify us in writing or via email. We will begin sending you individual copies of the prospectus (or, if available, the summary prospectus), reports and privacy policy within 30 days of receiving your request to stop householding.

48 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

DISTRIBUTION SOURCES Unaudited

For any distribution that took place over the last six months of the Fund’s reporting period, the table below details on a per-share basis the percentage of the Fund’s total distribution payment amount that was derived from the following sources: net income, net profit from the sale of securities, and other capital sources. Other capital sources represent a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the Fund is paid back to you. A return of capital distribution does not necessarily reflect the Fund’s investment performance and should not be confused with “yield” or “income.” You should not draw any conclusions about each Fund’s investment performance from the amounts of these distributions. This information is based upon income and capital gains using generally accepted accounting principles as of the date of each distribution. Because the Fund is actively managed, the relative amount of the Fund’s total distributions derived from various sources over the calendar year may change. Please note that this information should not be used for tax reporting purposes as the tax character of distributable income may differ from the amounts used for this notification. You will receive IRS tax forms in the first quarter of each calendar year detailing the actual amount of the taxable and non-taxable portion of distributions paid to you during the tax year.

For the most current information, please go to oppenheimerfunds.com. Select your Fund, and scroll down to the ‘Dividends’ table under ‘Analytics’. The Fund’s latest distribution information will be followed by the sources of any distribution, updated daily.

Fund Name

Pay

Date

Net Income

Net Profit

from Sale

Other

Capital

Sources

Oppenheimer International Small-Mid Company Fund

12/12/17

0.3%

68.7%

31.0%

49 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND


Trustees and Officers		Brian F. Wruble, Chairman of the Board of Trustees and Trustee
		Beth Ann Brown, Trustee
		Edmund P. Giambastiani, Jr., Trustee
		Elizabeth Krentzman, Trustee
		Mary F. Miller, Trustee
		Joel W. Motley, Trustee
		Joanne Pace, Trustee
		Daniel Vandivort, Trustee
		Rezo Kanovich, Vice President
		Arthur P. Steinmetz, Trustee, President and Principal Executive Officer
		Cynthia Lo Bessette, Secretary and Chief Legal Officer
		Jennifer Foxson, Vice President and Chief Business Officer
		Mary Ann Picciotto, Chief Compliance Officer and Chief Anti-Money
		Laundering Officer
		Brian S. Petersen, Treasurer and Principal Financial & Accounting Officer

Manager		OFI Global Asset Management, Inc.

Sub-Adviser		OppenheimerFunds, Inc.

Distributor		OppenheimerFunds Distributor, Inc.

Transfer and Shareholder		OFI Global Asset Management, Inc.
Servicing Agent

Sub-Transfer Agent		Shareholder Services, Inc. DBA OppenheimerFunds Services

Independent Registered		KPMG LLP
Public Accounting Firm

Legal Counsel		Kramer Levin Naftalis & Frankel LLP

		The financial statements included herein have been taken from the records of the Fund without examination of those records by the independent registered public accounting firm.

50 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

PRIVACY NOTICE

As an Oppenheimer fund shareholder, you are entitled to know how we protect your personal information and how we limit its disclosure.

Information Sources

We obtain non-public personal information about our shareholders from the following sources:

●

Applications or other forms.

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When you create a user ID and password for online account access.

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When you enroll in eDocs Direct,^SMour electronic document delivery service.

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If you visit oppenheimerfunds.com and do not log on to the secure account information areas, we do not obtain any personal information about you. When you do log on to a secure area, we do obtain your user ID and password to identify you. We also use this information to provide you with products and services you have requested, to inform you about products and services that you may be interested in and assist you in other ways.

We do not collect personal information through our website unless you willingly provide it to us, either directly by email or in those areas of the website that request information. In order to update your personal information (including your mailing address, email address and phone number) you must first log on and visit your user profile.

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We use cookies to help us improve and manage our website. For example, cookies help us recognize new versus repeat visitors to the site, track the pages visited, and enable some special features on the website. This data helps us provide better service for our website visitors.

Protection of Information

We do not disclose any non-public personal information (such as names on a customer list) about current or former customers to anyone, except as permitted by law.

Disclosure of Information

Copies of confirmations, account statements and other documents reporting activity in your fund accounts are made available to your financial advisor (as designated by you). We may also use details about you and your investments to help us, our financial service affiliates, or firms that jointly market their financial products and services with ours, to better serve your investment needs or suggest educational material that may be of interest to you. If this requires us to provide you with an opportunity to “opt in” or “opt out” of such information sharing with a firm not affiliated with us, you will receive notification on how to do so, before any such sharing takes place.

Right of Refusal

We will not disclose your personal information to unaffiliated third parties (except as permitted by law), unless we first offer you a reasonable opportunity to refuse or “opt out” of such disclosure.

51 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

PRIVACY NOTICE Continued

Internet Security and Encryption

In general, the email services provided by our website are encrypted and provide a secure and private means of communication with us. To protect your own privacy, confidential and/ or personal information should only be communicated via email when you are advised that you are using a secure website.

As a security measure, we do not include personal or account information in non-secure emails, and we advise you not to send such information to us in non-secure emails. Instead, you may take advantage of the secure features of our website to encrypt your email correspondence. To do this, you will need to use a browser that supports Secure Sockets Layer (SSL) protocol.

●

All transactions conducted via our websites, including redemptions, exchanges and purchases, are secured by the highest encryption standards available. SSL is used to establish a secure connection between your PC and OppenheimerFunds’ server. It transmits information in an encrypted and scrambled format.

●

Encryption is achieved through an electronic scrambling technology that uses a “key” to code and then decode the data. Encryption acts like the cable converter box you may have on your television set. It scrambles data with a secret code so that no one can make sense of it while it is being transmitted. When the data reaches its destination, the same software unscrambles the data.

●

You can exit the secure area by closing your browser or, for added security, you can use the Log Out button before you close your browser.

Other Security Measures

We maintain physical, electronic and procedural safeguards to protect your personal account information. Our employees and agents have access to that information only so that they may offer you products or provide services, for example, when responding to your account questions.

How You Can Help

You can also do your part to keep your account information private and to prevent unauthorized transactions. If you obtain a user ID and password for your account, safeguard that information. Strengthening your online credentials–your online security profile–typically your user name, password, and security questions and answers, can be one of your most important lines of defense on the Internet. For additional information on how you can help prevent identity theft, visit https://www. oppenheimerfunds.com/security.

Who We Are

This joint notice describes the privacy policies of the Oppenheimer funds, OppenheimerFunds, Inc., each of its investment adviser subsidiaries, OppenheimerFunds Distributor, Inc. and OFI Global Trust Co. It applies to all Oppenheimer fund accounts you presently have, or may open in the future, using your Social Security number—whether or not you remain a shareholder of our funds. This notice was last updated as of November 2017. In the event it is updated or changed, we will post an updated notice on our website at oppenheimerfunds.com. If you have any questions about this privacy policy, email us by clicking on the Contact Us section of our website at oppenheimerfunds.com, write to us at P.O. Box 5270, Denver, CO 80217-5270, or call us at 800 CALL OPP (225 5677).

52 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

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55 OPPENHEIMER INTERNATIONAL SMALL-MID COMPANY FUND

LOGO

Visit us at oppenheimerfunds.com for 24-hr access to account information and transactions or call us at 800.CALL OPP (800.225.5677) for 24-hr automated information and automated transactions. Representatives also available Mon–Fri 8am-8pm ET.

Visit Us

oppenheimerfunds.com

Call Us

800 225 5677

Follow Us

LOGO

Oppenheimer funds are distributed by OppenheimerFunds Distributor, Inc.

225 Liberty Street, New York, NY 10281-1008

RS0815.001.0218 April 24, 2018

Item 2. Code of Ethics.

Not applicable to semiannual reports.

Item 3. Audit Committee Financial Expert.

Not applicable to semiannual reports.

Item 4. Principal Accountant Fees and Services.

Not applicable to semiannual reports.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments.

a) Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.

b) Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

The Fund’s Governance Committee Provisions with Respect to Nominations of Directors/Trustees to the Respective Boards

None

Item 11. Controls and Procedures.

Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c)) as of 2/28/2018, the registrant’s principal executive officer and principal financial officer found the registrant’s disclosure controls and procedures to provide reasonable assurances that information required to be disclosed by the registrant in the reports that it files under the Securities Exchange Act of 1934 (a) is accumulated and communicated to registrant’s management, including its principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure, and (b) is recorded, processed, summarized and reported, within the time

periods specified in the rules and forms adopted by the U.S. Securities and Exchange Commission.

There have been no changes in the registrant’s internal controls over financial reporting that occurred during the registrant’s 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.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13. Exhibits.

(a)	(1) Exhibit attached hereto.

(2) Exhibits attached hereto.

SIGNATURES

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.

Oppenheimer International Small-Mid Company Fund


By:		/s/ Arthur P. Steinmetz
		Arthur P. Steinmetz
		Principal Executive Officer
Date:		4/20/2018

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:		/s/ Arthur P. Steinmetz
		Arthur P. Steinmetz
		Principal Executive Officer
Date:		4/20/2018


By:		/s/ Brian S. Petersen
		Brian S. Petersen
		Principal Financial Officer
Date:		4/20/2018