-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Jr4DP1wbZOob25Qbl34prx+mAMjHeusXBe2twfrYh5oEqCsv4p9r6uH55CrlumfH jFTb/dr8bZ9I3/hlqh8chg== 0000898432-05-000640.txt : 20050809 0000898432-05-000640.hdr.sgml : 20050809 20050809170837 ACCESSION NUMBER: 0000898432-05-000640 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050809 DATE AS OF CHANGE: 20050809 EFFECTIVENESS DATE: 20050809 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMSOUTH MUTUAL FUNDS CENTRAL INDEX KEY: 0000832544 IRS NUMBER: 311236730 STATE OF INCORPORATION: MA FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-05551 FILM NUMBER: 051010841 BUSINESS ADDRESS: STREET 1: 3435 STELZER RD STREET 2: STE 1000 CITY: COLUMBUS STATE: OH ZIP: 43219 BUSINESS PHONE: 8004518382 MAIL ADDRESS: STREET 1: 3435 STELZER RD STREET 2: STE 1000 CITY: COLUMBUS STATE: OH ZIP: 43219 FORMER COMPANY: FORMER CONFORMED NAME: ASO OUTLOOK GROUP DATE OF NAME CHANGE: 19920703 DEFA14A 1 defa14a.txt August 10, 2005 Dear Valued Client, At AmSouth, we value your relationship and appreciate the opportunity to serve your needs. For that reason, we want to inform you of an upcoming event that will affect your account. Recently the AmSouth Funds Board of Trustees approved, subject to AmSouth Funds shareholder approval, the reorganization of the AmSouth Funds into either existing Pioneer Funds or new Pioneer Funds created specifically to receive the assets of the corresponding AmSouth Fund. Attached is a table setting out for each AmSouth Fund the corresponding Pioneer Fund with which a reorganization is proposed. Your account currently has one or more AmSouth Funds as an investment. As account holder, you will soon receive a proxy statement/prospectus relating to the proposed reorganizations. Some of the fund fees disclosed in the proxy statement/prospectus may be paid to AmSouth Bank. Additionally, AmSouth may receive compensation from Pioneer that is not paid from the Pioneer Funds after the reorganizations. The proposed reorganizations will be voted on by AmSouth Fund shareholders at a meeting to be held on September 22, 2005. If you do not vote promptly, a proxy solicitor hired by AmSouth Bancorporation may contact you to take your vote over the phone. If approved, the reorganizations are expected to become effective on or about September 26, 2005. Once approved, shares of the AmSouth Funds will be exchanged, dollar for dollar (based on net asset value), for comparable shares of the corresponding Pioneer Funds. After the reorganizations, the AmSouth Funds will cease operations. QUALIFIED RETIREMENT PLANS If you sponsor a qualified participant directed retirement plan, please be advised that participants may continue to purchase shares of the AmSouth Funds through the plan, until the close of business September 20, 2005, approximately three business days prior to the date of the reorganizations. After September 20th, no new purchases will be accepted. Exchange orders received after the close of business on September 20th will be processed in the following manner. Upon the receipt of an exchange order, a redemption order will be placed with the relevant AmSouth Fund. The sales price will be the next net asset value determined after a redemption order is received. Exchanges will not be completed until approximately Monday, September 26th, when shares of the corresponding Pioneer Fund will be purchased, assuming the proposed reorganizations are approved by shareholders. PARTICIPANTS SHOULD BE ADVISED THAT THE REDEMPTION PROCEEDS OF SHARES EXCHANGED FOR SHARES OF AN AMSOUTH FUND WILL REMAIN UNINVESTED FROM THE DATE THE REDEMPTION ORDER IS EXECUTED UNTIL APPROXIMATELY MONDAY, SEPTEMBER 26TH. ADDITIONALLY, PARTICIPANTS SHOULD BE REMINDED THAT THEY MAY, OF COURSE, REQUEST AN ALTERNATIVE INVESTMENT, IN LIEU OF AN EXCHANGE DURING THIS PERIOD. If the reorganizations are approved, the necessary participant voice response and Internet account information changes will be made. Enclosed is a sample notice regarding these matters that can be used with your plan participants. Participants should receive the notice as soon as possible. ALL OTHER CLIENTS For clients other than qualified participant directed retirement plans, the AmSouth Funds will continue to process redemptions, exchanges and purchases of Money Market Fund shares until the close of business on September 23rd. After September 20th, no new purchases will be accepted by any AmSouth Fund other than the Money Market Funds. Exchange orders received after the close of business on September 20th will be processed in the same manner for qualified retirement plans and other clients. However, exchanges into a Money Market Fund will be completed. Exchanges into any other AmSouth Fund will not be completed until approximately Monday, September 26th, when shares of the corresponding Pioneer Fund will be purchased. PLEASE NOTE THAT THE REDEMPTION PROCEEDS OF SHARES EXCHANGED FOR SHARES OF AN AMSOUTH FUND, OTHER THAN A MONEY MARKET FUND, WILL REMAIN UNINVESTED FROM THE DATE THE REDEMPTION ORDER IS EXECUTED UNTIL APPROXIMATELY MONDAY, SEPTEMBER 26TH. YOU MAY, OF COURSE, REQUEST A PAYOUT OF YOUR REDEMPTION PROCEEDS IN LIEU OF AN EXCHANGE DURING THIS PERIOD. * * * * * * * * * * * * * * ** AmSouth Funds, its Board of Trustees, and AmSouth Bancorporation may be deemed to be participants with respect to the solicitation of proxies. INFORMATION ABOUT THEIR INTERESTS IN THE SOLICITATION, IF ANY, IS CONTAINED IN THE PROXY STATEMENT/PROSPECTUS THAT WILL BE MAILED TO YOU. WE URGE YOU TO READ THE PROXY STATEMENT/PROSPECTUS WHEN IT IS AVAILABLE. IT CONTAINS IMPORTANT INFORMATION REGARDING THE PROPOSED REORGANIZATIONS. COPIES OF THE PROXY STATEMENT/PROSPECTUS AND DOCUMENTS FILED WITH THE SEC BY THE AMSOUTH FUNDS ARE AVAILABLE FREE OF CHARGE AT THE SEC'S WEBSITE, WWW.SEC.GOV AND FROM AMSOUTH FUNDS, 3435 STELZER ROAD, COLUMBUS, OHIO 43219 TELEPHONE (800) 451-8382. DOCUMENTS FILED WITH THE SEC BY PIONEER ARE AVAILABLE FREE OF CHARGE ON THE SEC'S WEBSITE AND FROM PIONEER INVESTMENT MANAGEMENT SHAREHOLDER SERVICES, INC., 60 STATE STREET, BOSTON, MASSACHUSETTS 02109, TELEPHONE (800) 225-6292. Pioneer Fund prospectuses and fund sheets are available on-line at www.pioneerfunds.com or from your AmSouth Client Service Officer. Thank you for your attention to this matter, and for your relationship with AmSouth. If you have any questions, please contact your Client Service Officer. Sincerely, /s/ Kent Lytle - -------------- Kent Lytle AMSOUTH/PIONEER FUNDS MAPPING DOCUMENT - -------------------------------------------------------------------------------- AmSouth Capital Growth Fund Pioneer Oak Ridge Large Cap Growth Fund - -------------------------------------------------------------------------------- AmSouth Large Cap Fund Pioneer Oak Ridge Large Cap Growth Fund - -------------------------------------------------------------------------------- AmSouth Enhanced Market Fund Pioneer Fund - -------------------------------------------------------------------------------- AmSouth Value Fund Pioneer Value Fund - -------------------------------------------------------------------------------- AmSouth Mid Cap Fund Pioneer Mid Cap Value Fund - -------------------------------------------------------------------------------- AmSouth Small Cap Fund Pioneer Growth Opportunities Fund - -------------------------------------------------------------------------------- AmSouth International Equity Fund PIONEER INTERNATIONAL CORE EQUITY FUND (NEW) - -------------------------------------------------------------------------------- AmSouth Select Equity Fund PIONEER FOCUSED EQUITY FUND (NEW) - -------------------------------------------------------------------------------- AmSouth Balanced Fund PIONEER CLASSIC BALANCED FUND (NEW) - -------------------------------------------------------------------------------- AmSouth Strategic Aggressive Growth Pioneer Ibbotson Aggressive Portfolio Allocation Fund - -------------------------------------------------------------------------------- AmSouth Strategic Growth Portfolio Pioneer Ibbotson Growth Allocation Fund - -------------------------------------------------------------------------------- AmSouth Strategic Growth and Income Pioneer Ibbotson Moderate Allocation Portfolio Fund - -------------------------------------------------------------------------------- AmSouth Strategic Moderate Growth & Pioneer Ibbotson Moderate Allocation Income Portfolio Fund - -------------------------------------------------------------------------------- AmSouth High Quality Bond Fund Pioneer Bond Fund - -------------------------------------------------------------------------------- AmSouth Government Income Fund PIONEER GOVERNMENT INCOME FUND (NEW) - -------------------------------------------------------------------------------- AmSouth Limited Term Bond Fund Pioneer Short Term Income Fund - -------------------------------------------------------------------------------- AmSouth Treasury Reserve Money PIONEER TREASURY RESERVES FUND (NEW) Market Fund - -------------------------------------------------------------------------------- AmSouth Prime Money Market Fund Pioneer Cash Reserves Fund - -------------------------------------------------------------------------------- AmSouth Tax-Exempt Money Market Fund Pioneer Tax Free Money Market Fund - -------------------------------------------------------------------------------- AmSouth Institutional Prime PIONEER INSTITUTIONAL MONEY MARKET Obligations Money Market Fund FUND (NEW) - -------------------------------------------------------------------------------- TAX-EXEMPT FIXED INCOME FUNDS NOT SHOWN Dear Valued Client, At AmSouth Investment Services, Inc., we value your business and appreciate the opportunity to serve your investment needs. For that reason, we want to inform you of an upcoming event that will affect your investment holdings. Recently the AmSouth Funds Board of Trustees approved, subject to shareholder approval, the reorganization of the AmSouth Funds into either existing Pioneer Funds or new Pioneer Funds created specifically to receive the assets of the corresponding AmSouth Fund. Attached is a table setting forth the corresponding Pioneer Fund for each AmSouth Fund for which a reorganization is proposed. You currently hold one or more AmSouth Funds in your account. You will soon receive a proxy statement/prospectus relating to the proposed reorganizations. The proposed reorganizations will be voted on by AmSouth Fund shareholders at a meeting to be held on September 22, 2005. If you do not vote promptly, a proxy solicitor hired by AmSouth Bancorporation may contact you to take your vote over the phone. If approved, the reorganizations are expected to become effective on or about September 26, 2005. Once approved, shares of the AmSouth Funds will be exchanged, dollar for dollar (based on net asset value), for comparable shares of the corresponding Pioneer Funds. After the reorganizations, the AmSouth Funds will cease operations. New purchases of shares of the AmSouth Funds may be made until the close of business September 20, 2005, approximately three business days prior to the date of the proposed reorganization. After September 20th, no new purchases will be accepted by any AmSouth Fund other than the Money Market Funds. The AmSouth Funds will continue to process redemptions and exchanges for all AmSouth Funds and purchases of Money Market Fund shares until the close of business on September 23rd. Exchange orders received after the close of business on September 20th will be processed in the following manner. Upon the receipt of an exchange order, a redemption order will be placed with the relevant AmSouth Fund. The sales price will be the next net asset value determined after a redemption order is received. Exchanges into a Money Market Fund will be completed. Exchanges into any other AmSouth Fund will not be completed until approximately Monday, September 26th, when shares of the corresponding Pioneer Fund will be purchased, assuming the proposed reorganizations are approved by shareholders. PLEASE NOTE THAT THE REDEMPTION PROCEEDS OF SHARES EXCHANGED FOR SHARES OF AN AMSOUTH FUND, OTHER THAN A MONEY MARKET FUND, WILL REMAIN UNINVESTED FROM THE DATE THE REDEMPTION ORDER IS EXECUTED UNTIL APPROXIMATELY MONDAY, SEPTEMBER 26TH. YOU MAY, OF COURSE, REQUEST A PAYOUT OF YOUR REDEMPTION PROCEEDS IN LIEU OF AN EXCHANGE DURING THIS PERIOD. AmSouth Funds, its Board of Trustees, and AmSouth Bancorporation may be deemed to be participants with respect to the solicitation of proxies. INFORMATION ABOUT THEIR INTERESTS IN THE SOLICITATION, IF ANY, IS CONTAINED IN THE PROXY STATEMENT/PROSPECTUS THAT WILL BE MAILED TO YOU. WE URGE YOU TO READ THE PROXY STATEMENT/PROSPECTUS WHEN IT IS AVAILABLE. IT CONTAINS IMPORTANT INFORMATION REGARDING THE PROPOSED REORGANIZATIONS. COPIES OF THE PROXY STATEMENT/PROSPECTUS AND DOCUMENTS FILED WITH THE SEC BY THE AMSOUTH FUNDS ARE AVAILABLE FREE OF CHARGE AT THE SEC'S WEBSITE, WWW.SEC.GOV AND FROM AMSOUTH FUNDS, 3435 STELZER ROAD, COLUMBUS, OHIO 43219 TELEPHONE (800) 451-8382. Pioneer Fund prospectuses and fund sheets are available on-line at www.pioneerfunds.com or from your AmSouth Investment Services Financial Consultant. Thank you for your attention to this matter, and for your relationship with AmSouth. If you have any questions, please contact your Financial Consultant at the number listed on your most recent statement. Sincerely, Tom Twitty AMSOUTH/PIONEER FUNDS MAPPING DOCUMENT - -------------------------------------------------------------------------------- AmSouth Capital Growth Fund Pioneer Oak Ridge Large Cap Growth Fund - -------------------------------------------------------------------------------- AmSouth Large Cap Fund Pioneer Oak Ridge Large Cap Growth Fund - -------------------------------------------------------------------------------- AmSouth Enhanced Market Fund Pioneer Fund - -------------------------------------------------------------------------------- AmSouth Value Fund Pioneer Value Fund - -------------------------------------------------------------------------------- AmSouth Mid Cap Fund Pioneer Mid Cap Value Fund - -------------------------------------------------------------------------------- AmSouth Small Cap Fund Pioneer Growth Opportunities Fund - -------------------------------------------------------------------------------- AmSouth International Equity Fund Pioneer International Core Equity Fund (new) - -------------------------------------------------------------------------------- AmSouth Select Equity Fund Pioneer Focused Equity Fund (new) - -------------------------------------------------------------------------------- AmSouth Balanced Fund Pioneer Classic Balanced Fund (new) - -------------------------------------------------------------------------------- AmSouth Strategic Aggressive Growth Pioneer Ibbotson Aggressive Portfolio Allocation Fund - -------------------------------------------------------------------------------- AmSouth Strategic Growth Portfolio Pioneer Ibbotson Growth Allocation Fund - -------------------------------------------------------------------------------- AmSouth Strategic Growth and Income Pioneer Ibbotson Moderate Allocation Fund Portfolio - -------------------------------------------------------------------------------- AmSouth Strategic Moderate Growth & Pioneer Ibbotson Moderate Allocation Fund Income Portfolio - -------------------------------------------------------------------------------- AmSouth High Quality Bond Fund Pioneer Bond Fund - -------------------------------------------------------------------------------- AmSouth Government Income Fund Pioneer Government Income Fund (new) - -------------------------------------------------------------------------------- AmSouth Limited Term Bond Fund Pioneer Short Term Income Fund - -------------------------------------------------------------------------------- AmSouth High Quality Municipal Bond Pioneer Tax Free Income Fund Fund - -------------------------------------------------------------------------------- AmSouth Florida Tax-Exempt Fund Pioneer Florida Tax Free Income Fund (new) - -------------------------------------------------------------------------------- AmSouth Tennessee Tax-Exempt Fund Pioneer Tax Free Income Fund - -------------------------------------------------------------------------------- AmSouth Treasury Reserve Money Pioneer Treasury Reserves Fund (new) Market Fund - -------------------------------------------------------------------------------- AmSouth Prime Money Market Fund Pioneer Cash Reserves Fund - -------------------------------------------------------------------------------- AmSouth Tax-Exempt Money Market Fund Pioneer Tax Free Money Market Fund - -------------------------------------------------------------------------------- AmSouth Institutional Prime Pioneer Institutional Money Market Obligations Money Market Fund Fund (new) - -------------------------------------------------------------------------------- Dear Valued Client, At AmSouth, we value your relationship and appreciate the opportunity to serve your investment needs. For that reason, we want to inform you of an upcoming event that will affect your investment holdings. Recently the AmSouth Funds Board of Trustees approved, subject to shareholder approval, the reorganization of the AmSouth Funds into either existing Pioneer Funds or new Pioneer Funds created specifically to receive the assets of the corresponding AmSouth Fund. Attached is a table setting out for each AmSouth Fund the corresponding Pioneer Fund with which a reorganization is proposed. You currently hold one or more AmSouth Funds in your account. You will soon receive a proxy statement/prospectus relating to the proposed reorganizations. The proposed reorganizations will be voted on by AmSouth Fund shareholders at a meeting to be held on September 22, 2005. If you do not vote promptly, a proxy solicitor hired by AmSouth Bancorporation may contact you to take your vote over the phone. If approved, the reorganizations are expected to become effective on or about September 26, 2005. Once approved, shares of the AmSouth Funds will be exchanged, dollar for dollar (based on net asset value), for comparable shares of the corresponding Pioneer Funds. After the reorganizations, the AmSouth Funds will cease operations. New purchases of shares of the AmSouth Funds may be made until the close of business September 20, 2005, approximately three business days prior to the date of the proposed reorganization. After September 20th, no new purchases will be accepted by any AmSouth Fund other than the Money Market Funds. The AmSouth Funds will continue to process redemptions and exchanges for all AmSouth Funds and purchases of Money Market Fund shares until the close of business on September 23rd. Exchange orders received after the close of business on September 20th will be processed in the following manner. Upon the receipt of an exchange order, a redemption order will be placed with the relevant AmSouth Fund. The sales price will be the next net asset value determined after a redemption order is received. Exchanges into a Money Market Fund will be completed. Exchanges into any other AmSouth Fund will not be completed until approximately Monday, September 26th, when shares of the corresponding Pioneer Fund will be purchased, assuming the proposed reorganizations are approved by shareholders. PLEASE NOTE THAT THE REDEMPTION PROCEEDS OF SHARES EXCHANGED FOR SHARES OF AN AMSOUTH FUND, OTHER THAN A MONEY MARKET FUND, WILL REMAIN UNINVESTED FROM THE DATE THE REDEMPTION ORDER IS EXECUTED UNTIL APPROXIMATELY MONDAY, SEPTEMBER 26TH. YOU MAY, OF COURSE, REQUEST A PAYOUT OF YOUR REDEMPTION PROCEEDS IN LIEU OF AN EXCHANGE DURING THIS PERIOD. AmSouth Funds, its Board of Trustees, and AmSouth Bancorporation may be deemed to be participants with respect to the solicitation of proxies. INFORMATION ABOUT THEIR INTERESTS IN THE SOLICITATION, IF ANY, IS CONTAINED IN THE PROXY STATEMENT/PROSPECTUS THAT WILL BE MAILED TO YOU. WE URGE YOU TO READ THE PROXY STATEMENT/PROSPECTUS WHEN IT IS AVAILABLE. IT CONTAINS IMPORTANT INFORMATION REGARDING THE PROPOSED REORGANIZATIONS. COPIES OF THE PROXY STATEMENT/PROSPECTUS AND DOCUMENTS FILED WITH THE SEC BY THE AMSOUTH FUNDS ARE AVAILABLE FREE OF CHARGE AT THE SEC'S WEBSITE, WWW.SEC.GOV AND FROM AMSOUTH FUNDS, 3435 STELZER ROAD, COLUMBUS, OHIO 43219 TELEPHONE (800) 451-8382. DOCUMENTS FILED WITH THE SEC BY PIONEER ARE AVAILABLE FREE OF CHARGE ON THE SEC'S WEBSITE AND FROM PIONEER INVESTMENT MANAGEMENT SHAREHOLDER SERVICES, INC., 60 STATE STREET, BOSTON, MASSACHUSETTS 02109, TELEPHONE (800) 225-6292. Pioneer Fund prospectuses and fund sheets are available on-line at www.pioneerfunds.com or from your Trust Specialist. Thank you for your attention to this matter, and for your relationship with AmSouth.. If you have any questions, please contact your Trust Specialist. Sincerely, Kent Lytle AMSOUTH/PIONEER FUNDS MAPPING DOCUMENT - -------------------------------------------------------------------------------- AmSouth Capital Growth Fund Pioneer Oak Ridge Large Cap Growth Fund - -------------------------------------------------------------------------------- AmSouth Large Cap Fund Pioneer Oak Ridge Large Cap Growth Fund - -------------------------------------------------------------------------------- AmSouth Enhanced Market Fund Pioneer Fund - -------------------------------------------------------------------------------- AmSouth Value Fund Pioneer Value Fund - -------------------------------------------------------------------------------- AmSouth Mid Cap Fund Pioneer Mid Cap Value Fund - -------------------------------------------------------------------------------- AmSouth Small Cap Fund Pioneer Growth Opportunities Fund - -------------------------------------------------------------------------------- AmSouth International Equity Fund PIONEER INTERNATIONAL CORE EQUITY FUND (NEW) - -------------------------------------------------------------------------------- AmSouth Select Equity Fund PIONEER FOCUSED EQUITY FUND (NEW) - -------------------------------------------------------------------------------- AmSouth Balanced Fund PIONEER CLASSIC BALANCED FUND (NEW) - -------------------------------------------------------------------------------- AmSouth Strategic Aggressive Growth Pioneer Ibbotson Aggressive Portfolio Allocation Fund - -------------------------------------------------------------------------------- AmSouth Strategic Growth Portfolio Pioneer Ibbotson Growth Allocation Fund - -------------------------------------------------------------------------------- AmSouth Strategic Growth and Income Pioneer Ibbotson Moderate Allocation Fund Portfolio - -------------------------------------------------------------------------------- AmSouth Strategic Moderate Growth & Pioneer Ibbotson Moderate Allocation Fund Income Portfolio - -------------------------------------------------------------------------------- AmSouth High Quality Bond Fund Pioneer Bond Fund - -------------------------------------------------------------------------------- AmSouth Government Income Fund PIONEER GOVERNMENT INCOME FUND (NEW) - -------------------------------------------------------------------------------- AmSouth Limited Term Bond Fund Pioneer Short Term Income Fund - -------------------------------------------------------------------------------- AmSouth High Quality Municipal Bond Pioneer Tax Free Income Fund Fund - -------------------------------------------------------------------------------- AmSouth Florida Tax-Exempt Fund PIONEER FLORIDA TAX FREE INCOME FUND (NEW) - -------------------------------------------------------------------------------- AmSouth Tennessee Tax-Exempt Fund Pioneer Tax Free Income Fund - -------------------------------------------------------------------------------- AmSouth Treasury Reserve Money PIONEER TREASURY RESERVES FUND (NEW) Market Fund - -------------------------------------------------------------------------------- AmSouth Prime Money Market Fund Pioneer Cash Reserves Fund - -------------------------------------------------------------------------------- AmSouth Tax-Exempt Money Market Fund Pioneer Tax Free Money Market Fund - -------------------------------------------------------------------------------- AmSouth Institutional Prime PIONEER INSTITUTIONAL MONEY MARKET Obligations Money Market Fund FUND (NEW) - -------------------------------------------------------------------------------- -----END PRIVACY-ENHANCED MESSAGE-----