STATEMENT OF INVESTMENTS March 31, 2019 Unaudited | |||||||||||
Shares | Value | Shares | Value | ||||||||
Common Stocks97.6% | Financials4.9% | ||||||||||
Consumer Discretionary21.5% | Commercial Banks2.4% | ||||||||||
Auto Components3.7% | ICICI Bank Ltd. , Sponsored ADR | 1,051,053 $ | 12,045,067 | ||||||||
Continental AG | 40,762 $ | 6,136,013 | Insurance2.5% | ||||||||
Koito Manufacturing Co. Ltd. | 136,900 | 7,791,439 | Legal & General Group plc | 1,669,146 | 5,989,747 | ||||||
Valeo SA | 170,353 | 4,959,639 | Prudential plc | 345,431 | 6,923,616 | ||||||
18,887,091 | 12,913,363 | ||||||||||
Automobiles2.3% | Health Care13.2% | ||||||||||
Bayerische Motoren Werke AG | 60,589 | 4,672,372 | Biotechnology3.2% | ||||||||
Hero MotoCorp Ltd. | 100,923 | 3,722,395 | CSL Ltd. | 55,844 | 7,757,919 | ||||||
Subaru Corp. | 147,700 | 3,376,140 | Grifols SA | 314,457 | 8,808,670 | ||||||
11,770,907 | 16,566,589 | ||||||||||
Entertainment1.0% | Health Care Equipment & Supplies3.5% | ||||||||||
Ubisoft Entertainment SA1 | 55,530 | 4,955,255 | Hoya Corp. | 117,893 | 7,800,960 | ||||||
Hotels, Restaurants & Leisure3.1% | Medtronic plc | 16,830 | 1,532,876 | ||||||||
Carnival Corp. | 134,728 | 6,833,404 | ResMed, Inc. | 17,050 | 1,772,689 | ||||||
Domino's Pizza Group plc | 820,124 | 2,585,813 | Siemens Healthineers AG3 | 156,813 | 6,535,850 | ||||||
Whitbread plc | 91,526 | 6,066,581 | 17,642,375 | ||||||||
15,485,798 | Health Care Providers & Services0.7% | ||||||||||
Household Durables1.5% | Fresenius Medical Care AG & Co. KGaA | 41,646 | 3,349,880 | ||||||||
SEB SA2 | 6,430 | 1,082,534 | Life Sciences Tools & Services1.8% | ||||||||
SEB SA1,2 | 39,200 | 6,599,584 | Lonza Group AG1 | 28,786 | 8,941,992 | ||||||
SEB SA1,2 | 850 | 143,103 | |||||||||
7,825,221 | Pharmaceuticals4.0% | ||||||||||
Bayer AG | 67,508 | 4,362,936 | |||||||||
Interactive Media & Services1.1% | Novo Nordisk AS, Cl. B | 191,394 | 10,020,385 | ||||||||
Baidu, Inc. , Sponsored ADR1 | 34,500 | 5,687,325 | Roche Holding AG | 22,418 | 6,179,736 | ||||||
Internet & Catalog Retail1.1% | 20,563,057 | ||||||||||
Alibaba Group Holding Ltd. , Sponsored | Industrials18.7% | ||||||||||
ADR1 | 30,905 | 5,638,617 | Aerospace & Defense1.8% | ||||||||
Media1.1% | Airbus SE | 67,830 | 8,994,574 | ||||||||
SES SA, Cl. A, FDR | 371,470 | 5,782,667 | Commercial Services & Supplies3.2% | ||||||||
Multiline Retail0.8% | Edenred | 190,244 | 8,664,496 | ||||||||
Dollarama, Inc. | 156,201 | 4,166,996 | Prosegur Cash SA3 | 1,318,289 | 2,911,724 | ||||||
Specialty Retail1.1% | Prosegur Cia de Seguridad SA | 882,031 | 4,780,663 | ||||||||
Nitori Holdings Co. Ltd. | 44,200 | 5,719,581 | 16,356,883 | ||||||||
Textiles, Apparel & Luxury Goods4.7% | Construction & Engineering1.1% | ||||||||||
Cie Financiere Richemont SA | 66,664 | 4,863,148 | Boskalis Westminster | 223,940 | 5,797,280 | ||||||
EssilorLuxottica SA | 15,973 | 1,745,595 | Electrical Equipment3.3% | ||||||||
Hermes International | 15,606 | 10,313,594 | Legrand SA | 82,910 | 5,558,046 | ||||||
LVMH Moet Hennessy Louis Vuitton SE | 18,990 | 7,003,132 | Melrose Industries plc | 1,662,820 | 3,973,609 | ||||||
23,925,469 | Nidec Corp. | 54,900 | 7,008,188 | ||||||||
Consumer Staples11.2% | 16,539,843 | ||||||||||
Beverages2.5% | Machinery5.8% | ||||||||||
Heineken NV | 62,235 | 6,574,577 | Aalberts Industries NV | 120,582 | 4,173,278 | ||||||
Pernod Ricard SA | 35,350 | 6,349,211 | Atlas Copco AB, Cl. A | 224,546 | 6,035,868 | ||||||
12,923,788 | Epiroc AB, Cl. A1 | 396,708 | 4,008,652 | ||||||||
Food & Staples Retailing2.8% | Kubota Corp. | 378,600 | 5,494,684 | ||||||||
Alimentation Couche-Tard, Inc. , Cl. B | 144,903 | 8,535,761 | VAT Group AG1,3 | 58,290 | 6,137,751 | ||||||
CP ALL PCL | 2,375,100 | 5,598,777 | Weir Group plc (The) | 185,716 | 3,786,308 | ||||||
14,134,538 | 29,636,541 | ||||||||||
Food Products4.0% | Professional Services0.8% | ||||||||||
Barry Callebaut AG | 3,035 | 5,483,010 | Intertek Group plc | 62,350 | 3,948,962 | ||||||
Saputo, Inc. | 185,579 | 6,325,531 | Trading Companies & Distributors2.7% | ||||||||
WH Group Ltd.3 | 7,884,000 | 8,434,630 | Bunzl plc | 330,436 | 10,902,284 | ||||||
20,243,171 | Ferguson plc | 46,586 | 2,973,091 | ||||||||
Household Products0.9% | 13,875,375 | ||||||||||
Reckitt Benckiser Group plc | 57,994 | 4,832,505 | Information Technology22.0% | ||||||||
Tobacco1.0% | Communications Equipment1.9% | ||||||||||
Swedish Match AB | 99,138 | 5,048,638 | Nokia OYJ | 1,719,359 | 9,781,236 | ||||||
Energy1.1% | Electronic Equipment, Instruments, & Components3.8% | ||||||||||
Energy Equipment & Services1.1% | Hitachi Ltd. | 278,600 | 9,051,788 | ||||||||
TechnipFMC plc | 235,332 | 5,498,031 | |||||||||
1 | OPPENHEIMER INTERNATIONAL GROWTH FUND/VA |
STATEMENT OF INVESTMENTS Unaudited / Continued | |||||||||||||
Shares | Value | Shares | Value | ||||||||||
Electronic Equipment, Instruments, & Components (Continued) | Chemicals (Continued) | ||||||||||||
Keyence Corp. | 16,612 $ | 10,378,586 | Sika AG | 50,315 | $ | 7,036,744 | |||||||
19,430,374 | 10,950,874 | ||||||||||||
IT Services—3.3% | Construction Materials—0.6% | ||||||||||||
Amadeus IT Group SA | 72,501 | 5,810,535 | James Hardie Industries plc | 238,331 | 3,074,976 | ||||||||
Atos SE | 53,030 | 5,133,542 | Containers & Packaging—1.3% | ||||||||||
EPAM Systems, Inc.1 | 35,430 | 5,992,276 | CCL Industries, Inc. , Cl. B | 159,328 | 6,450,140 | ||||||||
16,936,353 | |||||||||||||
Telecommunication Services—1.0% | |||||||||||||
Semiconductors & Semiconductor Equipment—6.0% | Diversified Telecommunication Services—1.0% | ||||||||||||
ams AG | 84,102 | 2,274,080 | Nippon Telegraph & Telephone Corp. | 118,300 | 5,028,388 | ||||||||
ASML Holding NV | 51,857 | 9,745,156 | Total Common Stocks (Cost $359,321,420) | 497,223,176 | |||||||||
Infineon Technologies AG | 575,649 | 11,420,358 | |||||||||||
STMicroelectronics NV | 472,960 | 6,999,621 | |||||||||||
30,439,215 | Preferred Stock—0.0% | ||||||||||||
Zee Entertainment Enterprises Ltd. , 6% Cum. | |||||||||||||
Software—7.0% | Non-Cv. (Cost $—) | 599,541 | 47,686 | ||||||||||
Atlassian Corp. plc, Cl. A1 | 12,100 | 1,359,919 | |||||||||||
Dassault Systemes SE | 34,987 | 5,216,956 | |||||||||||
SAP SE | 115,222 | 13,313,244 | Investment Company—2.0% | ||||||||||
Temenos AG1 | 66,010 | 9,747,013 | Oppenheimer Institutional Government | ||||||||||
Xero Ltd.1 | 167,330 | 5,797,109 | Money Market Fund, Cl. E, 2.42%4,5 (Cost | ||||||||||
35,434,241 | $10,400,709) | 10,400,709 | 10,400,709 | ||||||||||
Total Investments, at Value (Cost | |||||||||||||
Materials—4.0% | $369,722,129) | 99.6 | % | 507,671,571 | |||||||||
Chemicals—2.1% | Net Other Assets (Liabilities) | 0.4 | 2,033,932 | ||||||||||
Novozymes AS, Cl. B | 85,088 | 3,914,130 | Net Assets | 100.0% | $ | 509,705,503 |
Footnotes to Statement of Investments
1. Non-income producing security.
2. The Fund holds securities which have been issued by the same entity and that trade on separate exchanges.
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 $24,019,955 or 4.71% of the Fund's net assets at period end.
4. Rate shown is the 7-day yield at period end.
5. 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 | Gross | Gross | Shares | |||||
December 31, 2018 | Additions | Reductions | March 31, 2019 | |||||
Investment Company | ||||||||
Oppenheimer Institutional Government Money Market Fund, Cl. E | 17,692,763 | 30,604,691 | 37,896,745 | 10,400,709 | ||||
Realized | Change in Unrealized | |||||||
Value | Income | Gain (Loss) | Gain (Loss) | |||||
Investment Company | ||||||||
Oppenheimer Institutional Government Money Market Fund, Cl. E | $ | 10,400,709 | $ | 108,045 | $ | — | $ | — |
Distribution of investments representing geographic holdings, as a percentage of total investments at value, is as follows: | ||||||
Geographic Holdings | Value | Percent | ||||
France | $ | 76,719,261 | 15.1% | |||
Japan | 61,649,753 | 12.2 | ||||
Switzerland | 55,389,015 | 10.9 | ||||
United Kingdom | 54,507,454 | 10.7 | ||||
Germany | 49,790,654 | 9.8 | ||||
United States | 29,505,045 | 5.8 | ||||
Netherlands | 26,290,291 | 5.2 | ||||
Canada | 25,478,429 | 5.0 | ||||
Spain | 22,311,592 | 4.4 | ||||
India | 15,815,149 | 3.1 | ||||
Sweden | 15,093,158 | 3.0 | ||||
Denmark | 13,934,515 | 2.8 | ||||
China | 11,325,942 | 2.2 | ||||
Finland | 9,781,236 | 1.9 | ||||
Australia | 9,117,838 | 1.8 | ||||
Hong Kong | 8,434,630 | 1.7 | ||||
New Zealand | 5,797,108 | 1.1 | ||||
Luxembourg | 5,782,667 | 1.1 | ||||
Thailand | 5,598,778 | 1.1 | ||||
Ireland | 3,074,976 | 0.6 | ||||
Austria | 2,274,080 | 0.5 | ||||
Total | $ | 507,671,571 | 100.0% |
2 OPPENHEIMER INTERNATIONAL GROWTH FUND/VA
NOTES TO STATEMENT OF INVESTMENTS March 31, 2019 Unaudited
1. Organization
Oppenheimer International Growth Fund/VA (the Fund) is a separate series of Oppenheimer Variable Account Funds, which is registered under the
Investment Company Act of 1940 (1940 Act), as amended, as a diversified open-end management investment company. The Funds investment
objective is to seek capital appreciation. The Funds 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.
Shares of the Fund are sold only to separate accounts of life insurance companies.
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.
(2) Purchases and sales of investment securities, income and expenses at the rates of exchange prevailing on the respective dates of such
transactions.
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" or
"NYSE") 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 Funds Board has adopted procedures for the valuation of the Funds 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 Committees fair valuation determinations are subject to
review, approval and ratification by the Funds Board at least quarterly or more frequently, if necessary.
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 Funds 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 Funds assets
are valued.
Shares of a registered investment company that are not traded on an exchange are valued at that investment companys 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 Funds Board or (ii) as determined in good faith by the Managers 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 Funds 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 (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 Managers 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.
3 OPPENHEIMER INTERNATIONAL GROWTH FUND/VA
NOTES TO STATEMENT OF INVESTMENTS Unaudited / Continued
3. Securities Valuation (Continued)
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 at period end based on valuation input level: | ||||||||
Level 3 | ||||||||
Level 1 | Level 2 | Significant | ||||||
Unadjusted | Other Significant | Unobservable | ||||||
Quoted Prices | Observable Inputs | Inputs | Value | |||||
Assets Table | ||||||||
Investments, at Value: | ||||||||
Common Stocks | ||||||||
Consumer Discretionary | $ | 22,469,445 | $ | 87,375,482 | $ | | $ | 109,844,927 |
Consumer Staples | 14,861,292 | 42,321,348 | | 57,182,640 | ||||
Energy | | 5,498,031 | | 5,498,031 | ||||
Financials | 12,045,067 | 12,913,363 | | 24,958,430 | ||||
Health Care | 3,305,566 | 63,758,327 | | 67,063,893 | ||||
Industrials | | 95,149,458 | | 95,149,458 | ||||
Information Technology | 7,352,195 | 104,669,224 | | 112,021,419 | ||||
Materials | 6,450,140 | 14,025,850 | | 20,475,990 | ||||
Telecommunication Services | | 5,028,388 | | 5,028,388 | ||||
Preferred Stock | 47,686 | | | 47,686 | ||||
Investment Company | 10,400,709 | | | 10,400,709 | ||||
Total Assets | $ | 76,932,100 | $ | 430,739,471 | $ | | $ | 507,671,571 |
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 contracts value from trade date. All additional assets and liabilities included in the above table are reported at their market
value at measurement date.
For the reporting period, there were no transfers between levels.
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 companys 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 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 companys 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 or an affiliate of the
Manager (Affiliated Funds). Affiliated Funds are management investment companies registered under the 1940 Act, as amended. Unless otherwise
stated, 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 Funds
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 Funds investments and
therefore the value of the Funds 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 Funds portfolio may be affected by changes in the equity
4 OPPENHEIMER INTERNATIONAL GROWTH FUND/VA
4. Investments and Risks (Continued)
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 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 companys 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 companys sector or industry, or changes in government regulations affecting the company or its
industry.
5. Market Risk Factors
The Funds 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 instruments price over
a defined time period. Large increases or decreases in a financial instruments 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. Pending Acquisition
On October 18, 2018, Massachusetts Mutual Life Insurance Company, an indirect corporate parent of the Sub-Adviser and the Manager, announced
that it has entered into an agreement whereby Invesco Ltd. (Invesco), a global investment management company, will acquire the Sub-Adviser
(the Transaction). In connection with the Transaction, on January 11, 2019, the Funds Board unanimously approved an Agreement and Plan of
Reorganization (the Agreement), which provides for the transfer of the assets and liabilities of the Fund to a corresponding, newly formed fund (the
Acquiring Fund) in the Invesco family of funds (the Reorganization) in exchange for shares of the corresponding Acquiring Fund of equal value to
the value of the shares of the Fund as of the close of business on the closing date. Although the Acquiring Fund will be managed by Invesco Advisers,
Inc., the Acquiring Fund will, as of the closing date, have the same investment objective and substantially similar principal investment strategies and risks
as the Fund. After the Reorganization, Invesco Advisers, Inc. will be the investment adviser to the Acquiring Fund, and the Fund will be liquidated and
dissolved under applicable law and terminate its registration under the Investment Company Act of 1940, as amended. The Reorganization is expected
to be a tax-free reorganization for U.S. federal income tax purposes.
As of 5 p.m. Eastern Standard Time on April 12, 2019, the Reorganization has been approved by shareholders of record of the Fund as of January 14,
2019. Accordingly, if certain other closing conditions are satisfied or waived, the Reorganization is currently expected to close on or about May 24, 2019,
or as soon as practicable thereafter. This is subject to change.
5 OPPENHEIMER INTERNATIONAL GROWTH FUND/VA