AIM INTERNATIONAL FUNDS INC
497, 2000-02-04
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<PAGE>   1
                           AIM ASIAN GROWTH FUND

                    CLASS A, CLASS B AND CLASS C SHARES

                     Supplement dated February 4, 2000
                   to the Prospectus dated March 1,1999,
                       as revised September 27, 1999
                   and as supplemented December 21, 1999

This supplement supersedes and replaces in its entirety the supplemented
dated December 21, 1999.

At a meeting held on February 3, 2000, the Board of Directors of AIM
International Funds, Inc. (the company), on behalf of AIM Asian Growth Fund
(the fund), voted to request shareholders to approve the following items
that will affect the fund:

- -        An Agreement and Plan of Reorganization which provides for the
         reorganization of the company, which is currently a Maryland
         corporation, as a Delaware business trust;

- -        A new advisory agreement between the company and A I M Advisors,
         Inc. (AIM). The principal changes to the advisory agreement are
         (i) the deletion of references to the provision of administrative
         services and certain expense limitations  that are no longer
         applicable, and (ii) the clarification of provisions relating to
         delegations of responsibilities  and the non-exclusive nature of
         AIM's services. The revised advisory agreement does not change the
         fees paid by the fund (except that the agreement permits the fund
         to pay a fee to AIM in connection with any new securities lending
         program implemented in the future);

- -        Changing the fund's fundamental investment restrictions. The
         proposed revisions to the fund's fundamental investment
         restrictions are described in a supplement to the fund's statement
         of additional information; and

- -        Changing the fund's investment objective so that it is
         non-fundamental. If the investment objective of the fund becomes
         non-fundamental, it can be changed in the future by the Board of
         Directors of the company without further approval by shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 22, 2000.

Effective March 1, 2000, the following replaced in its entirety the second
paragraph appearing under the heading "INVESTMENT OBJECTIVE AND STRATEGIES"
on page 1 of the Prospectus:

        "The fund seeks to meet this objective by investing, normally, at
        least 65% of its assets in marketable equity securities issued by
        Asian companies (except Japanese companies), including companies
        with market capitalizations of less than $1 billion. The fund
        considers Asian companies to be those (1) organized under the laws
        of a country in Asia and having a principal office in a country in
        Asia; (2) that derive 50% or more of their total revenues from
        business in Asia; or (3) whose equity securities are traded
        principally on a stock exchange, or in an over-the-counter market,
        in Asia."




<PAGE>   2
                       AIM EUROPEAN DEVELOPMENT FUND

                    CLASS A, CLASS B AND CLASS C SHARES

                     Supplement dated February 4, 2000
                   to the Prospectus dated March 1, 1999,
                       as revised September 27, 1999

At a meeting held on February 3, 2000, the Board of Directors of AIM
International Funds, Inc. (the company), on behalf of AIM European
Development Fund (the fund), voted to request shareholders to approve the
following items that will affect the fund:

- -        An Agreement and Plan of Reorganization which provides for the
         reorganization of the company, which is currently a Maryland
         corporation, as a Delaware business trust;

- -        A new advisory agreement between the company and A I M Advisors,
         Inc. (AIM). The principal changes to the advisory agreement are
         (i) the deletion of references to the provision of administrative
         services and certain expense limitations that are no longer
         applicable, and (ii) the clarification of provisions relating to
         delegations of responsibilities and the non-exclusive nature of
         AIM's services. The revised advisory agreement does not change the
         fees paid by the fund (except that the agreement permits the fund
         to pay a fee to AIM in connection with any new securities lending
         program implemented in the future);

- -        Changing the fund's fundamental investment restrictions. The
         proposed revisions to the fund's fundamental investment
         restrictions are described in a supplement to the fund's statement
         of additional information; and

- -        Changing the fund's investment objective so that it is
         non-fundamental. If the investment objective of the fund becomes
         non-fundamental, it can be changed in the future by the Board of
         Directors of the company without further approval by shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 26, 2000.



<PAGE>   3
                     AIM GLOBAL AGGRESSIVE GROWTH FUND

                    CLASS A, CLASS B AND CLASS C SHARES

                     Supplement dated February 4, 2000
                   to the Prospectus dated March 1, 1999,
                        as revised December 28, 1999

At a meeting held on February 3, 2000, the Board of Directors of AIM
International Funds, Inc. (the company), on behalf of AIM Global Aggressive
Growth Fund (the fund), voted to request shareholders to approve the
following items that will affect the fund:

- -        An Agreement and Plan of Reorganization which provides for the
         reorganization of the company, which is currently a Maryland
         corporation, as a Delaware business trust;

- -        A new advisory agreement between the company and A I M Advisors,
         Inc. (AIM). The principal changes to the advisory agreement are
         (i) the deletion of references to the provision of administrative
         services and certain expense limitations that are no longer
         applicable, and (ii) the clarification of provisions relating to
         delegations of responsibilities and the non-exclusive nature of
         AIM's services. The revised advisory agreement does not change the
         fees paid by the fund (except that the agreement permits the fund
         to pay a fee to AIM in connection with any new securities lending
         program implemented in the future);

- -        Changing the fund's fundamental investment restrictions. The
         proposed revisions to the fund's fundamental investment
         restrictions are described in a supplement to the fund's statement
         of additional information; and

- -        Changing the fund's investment objective so that it is
         non-fundamental. If the investment objective of the fund becomes
         non-fundamental, it can be changed in the future by the Board of
         Directors of the company without further approval by shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 26, 2000.



<PAGE>   4
                           AIM GLOBAL GROWTH FUND

                    CLASS A, CLASS B AND CLASS C SHARES

                     Supplement dated February 4, 2000
                   to the Prospectus dated March 1, 1999,
                        as revised November 8, 1999

At a meeting held on February 3, 2000, the Board of Directors of AIM
International Funds, Inc. (the company), on behalf of AIM Global Growth
Fund (the fund), voted to request shareholders to approve the following
items that will affect the fund:

- -        An Agreement and Plan of Reorganization which provides for the
         reorganization of the company, which is currently a Maryland
         corporation, as a Delaware business trust;

- -        A new advisory agreement between the company and A I M Advisors,
         Inc. (AIM). The principal changes to the advisory agreement are
         (i) the deletion of references to the provision of administrative
         services and certain expense limitations that are no longer
         applicable, and (ii) the clarification of provisions relating to
         delegations of responsibilities and the non-exclusive nature of
         AIM's services. The revised advisory agreement does not change the
         fees paid by the fund (except that the agreement permits the fund
         to pay a fee to AIM in connection with any new securities lending
         program implemented in the future);

- -        Changing the fund's fundamental investment restrictions. The
         proposed revisions to the fund's fundamental investment
         restrictions are described in a supplement to the fund's statement
         of additional information; and

- -        Changing the fund's investment objective so that it is
         non-fundamental. If the investment objective of the fund becomes
         non-fundamental, it can be changed in the future by the Board of
         Directors of the company without further approval by shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 26, 2000.



<PAGE>   5
                           AIM GLOBAL INCOME FUND

                    CLASS A, CLASS B AND CLASS C SHARES

                     Supplement dated February 4, 2000
                   to the Prospectus dated March 1,1999,
                      as revised November 5, 1999 and
                      as supplemented January 24, 2000

This supplement supersedes and replaces in its entirety the supplement
dated January 24, 2000.

At a meeting held on February 3, 2000, the Board of Directors of AIM
International Funds, Inc. (the company), on behalf of AIM Global Income
Fund (the fund), voted to request shareholders to approve the following
items that will affect the fund:

- -        An Agreement and Plan of Reorganization which provides for the
         reorganization of the company, which is currently a Maryland
         corporation, as a Delaware business trust;

- -        A new advisory agreement between the company and A I M Advisors,
         Inc. (AIM). The principal changes to the advisory agreement are
         (i) the deletion of references to the provision of administrative
         services and certain expense limitations that are no longer
         applicable, and (ii) the clarification of provisions relating to
         delegations of responsibilities and the non-exclusive nature of
         AIM's services. The revised advisory agreement does not change the
         fees paid by the fund (except that the agreement permits the fund
         to pay a fee to AIM in connection with any new securities lending
         program implemented in the future);

- -        Changing the fund's fundamental investment restrictions. The
         proposed revisions to the fund's fundamental investment
         restrictions are described in a supplement to the fund's statement
         of additional information; and

- -        Changing the fund's investment objective so that it is
         non-fundamental. The investment objective of the fund would be
         changed by deleting references to the types of securities that the
         fund will purchase to achieve its objective of long-term growth of
         capital. If the investment objective of the fund becomes
         non-fundamental, it can be changed in the future by the Board of
         Directors of the company without further approval by shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 26, 2000.

The sixth paragraph appearing under the heading "PRINCIPAL RISKS OF
INVESTING IN THE FUND" on page 2 of the prospectus is deleted in its
entirety.

The following replaces in its entirety the paragraph appearing under the
heading "PERFORMANCE INFORMATION" on page 3 of the prospectus:

         "The bar chart and table shown below provide an indication of the
         risks of investing in the fund. The fund's past performance is not
         necessarily an indication of its future performance."

The fourth paragraph appearing under the heading "FINANCIAL HIGHLIGHTS" on
page 6 of the prospectus is deleted in its entirety.


<PAGE>   6
                       AIM INTERNATIONAL EQUITY FUND

                    CLASS A, CLASS B AND CLASS C SHARES

                     Supplement dated February 4, 2000
                   to the Prospectus dated March 1, 1999,
                         as revised October 8, 1999

At a meeting held on February 3, 2000, the Board of Directors of AIM
International Funds, Inc. (the company), on behalf of AIM International
Equity Fund (the fund), voted to request shareholders to approve the
following items that will affect the fund:

- -        An Agreement and Plan of Reorganization which provides for the
         reorganization of the company, which is currently a Maryland
         corporation, as a Delaware business trust;

- -        A new advisory agreement between the company and A I M Advisors,
         Inc. (AIM). The principal changes to the advisory agreement are
         (i) the deletion of references to the provision of administrative
         services and certain expense limitations that are no longer
         applicable, and (ii) the clarification of provisions relating to
         delegations of responsibilities and the non-exclusive nature of
         AIM's services. The revised advisory agreement does not change the
         fees paid by the fund (except that the agreement permits the fund
         to pay a fee to AIM in connection with any new securities lending
         program implemented in the future);

- -        Changing the fund's fundamental investment restrictions. The
         proposed revisions to the fund's fundamental investment
         restrictions are described in a supplement to the fund's statement
         of additional information; and

- -        Changing the fund's investment objective and making it
         non-fundamental. The investment objective of the fund would be
         changed by deleting references to the types of securities that the
         fund will purchase to achieve its objective. If the investment
         objective of the fund becomes non-fundamental, it can be changed
         in the future by the Board of Directors of the company without
         further approval by shareholders. Pursuant to this proposal, the
         fund's investment objective would read: "The fund's investment
         objective is to provide long-term growth of capital."

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 26, 2000.


<PAGE>   7
                              AIM ASIAN GROWTH FUND
                          AIM EUROPEAN DEVELOPMENT FUND
                        AIM GLOBAL AGGRESSIVE GROWTH FUND
                             AIM GLOBAL GROWTH FUND
                             AIM GLOBAL INCOME FUND
                          AIM INTERNATIONAL EQUITY FUND

              (SERIES PORTFOLIOS OF AIM INTERNATIONAL FUNDS, INC.)

                        Supplement dated February 4, 2000
         to the Statement of Additional Information dated March 1, 1999
                 as revised October 1, 1999, and as supplemented
                     December 21, 1999 and January 24, 2000


At a meeting held on February 3, 2000, the Board of Directors of AIM
International Funds, Inc. (the "Company"), on behalf of its series portfolios
(the "Funds"), voted to request shareholder approval to amend the Funds'
fundamental investment restrictions. The Board of Directors has called a meeting
of the Funds' shareholders to be held on or about May 3, 2000. Only shareholders
of record as of February 18, 2000 are entitled to vote at the meeting. Proposals
that are approved are expected to become effective on or about May 22, 2000.

If shareholders approve the proposal to amend the Funds' fundamental investment
restrictions, each of Asian Fund, European Fund, Aggressive Growth Fund, Growth
Fund, Income Fund and Equity Fund will operate under the following fundamental
investment restrictions:

Each Fund is subject to the following investment restrictions, which may be
changed only by a vote of a majority of such Fund's outstanding shares, except
that Income Fund is not subject to restriction (a):

          (a) the Fund is a "diversified company" as defined in the 1940 Act.
     The Fund will not purchase the securities of any issuer if, as a result,
     the Fund would fail to be a diversified company within the meaning of the
     1940 Act, and the rules and regulations promulgated thereunder, as such
     statute, rules and regulations are amended from time to time or are
     interpreted from time to time by the SEC staff (collectively, the 1940 Act
     laws and interpretations) or except to the extent that the Fund may be
     permitted to do so by exemptive order or similar relief (collectively, with
     the 1940 Act laws and interpretations, the 1940 Act laws, interpretations
     and exemptions). In complying with this restriction, however, the Fund may
     purchase securities of other investment companies to the extent permitted
     by the 1940 Act laws, interpretations and exemptions.

          (b) the Fund may not borrow money or issue senior securities, except
     as permitted by the 1940 Act laws, interpretations and exemptions.

          (c) the Fund may not underwrite the securities of other issuers. This
     restriction does not prevent the Fund from engaging in transactions
     involving the acquisition, disposition or resale of its portfolio
     securities, regardless of whether the Fund may be considered to be an
     underwriter under the Securities Act of 1933.

          (d) the Fund will not make investments that will result in the
     concentration (as that term may be defined or interpreted by the 1940 Act
     laws, interpretations and exemptions) of its investments in the securities
     of issuers primarily engaged in the same industry. This restriction does
     not limit the Fund's investments in (i) obligations issued or guaranteed by
     the U.S. Government, its agencies or instrumentalities (ii) tax-exempt
     obligations issued by governments or political subdivisions of governments.
     In complying with this restriction, the Fund will not consider a
     bank-issued guaranty or financial guaranty insurance as a separate
     security.

          (e) the Fund may not purchase real estate or sell real estate unless
     acquired as a result of ownership of securities or other instruments. This
     restriction does not prevent the Fund from investing in issuers that
     invest, deal, or otherwise engage in transactions in real estate or
     interests therein, or investing in securities that are secured by real
     estate or interests therein.



                                       1
<PAGE>   8

          (f) the Fund may not purchase physical commodities or sell physical
     commodities unless acquired as a result of ownership of securities or other
     instruments. This restriction does not prevent the Fund from engaging in
     transactions involving futures contracts and options thereon or investing
     in securities that are secured by physical commodities.

          (g) the Fund may not make personal loans or loans of its assets to
     persons who control or are under common control with the Fund, except to
     the extent permitted by 1940 Act laws, interpretations and exemptions. This
     restriction does not prevent the Fund from, among other things, purchasing
     debt obligations, entering into repurchase agreements, loaning its assets
     to broker-dealers or institutional investors, or investing in loans,
     including assignments and participation interests.

          (h) the Fund may, notwithstanding any other fundamental investment
     policy or limitation, invest all of its assets in the securities of a
     single open-end management investment company with substantially the same
     fundamental investment objectives, policies and restrictions as the Fund.

The investment restrictions set forth above provide the Funds with the ability
to operate under new interpretations of the 1940 Act or pursuant to exemptive
relief from the SEC without receiving prior shareholder approval of the change.
Even though the Funds have this flexibility, the Board of Directors has adopted
internal guidelines for each Fund relating to certain of these restrictions
which the adviser must follow in managing the Funds. Any changes to these
guidelines, which are set forth below, require the approval of the Board of
Directors.

     1.   In complying with the fundamental restriction regarding issuer
          diversification, the Fund will not, with respect to 75% of its total
          assets, purchase securities of any issuer (other than securities
          issued or guaranteed by the U.S. Government or any of its agencies or
          instrumentalities), if, as a result, (i) more than 5% of the Fund's
          total assets would be invested in the securities of that issuer, or
          (ii) the Fund would hold more than 10% of the outstanding voting
          securities of that issuer. The Fund may (i) purchase securities of
          other investment companies as permitted by Section 12(d)(1) of the
          1940 Act and (ii) invest its assets in securities of other money
          market funds and lend money to other investment companies and their
          series portfolios that have AIM as an investment adviser, subject to
          the terms and conditions of any exemptive orders issued by the SEC.
          (This restriction does not apply to Income Fund.)

     2.   In complying with the fundamental restriction regarding borrowing
          money and issuing senior securities, the Fund may borrow money in an
          amount not exceeding 33 1/3% of its total assets (including the amount
          borrowed) less liabilities (other than borrowings). The Fund may
          borrow from banks, broker/dealers or other investment companies or
          their series portfolios that have AIM or an affiliate of AIM as an
          investment advisor (an AIM fund). The Fund may not borrow for
          leveraging, but may borrow for temporary or emergency purposes, in
          anticipation of or in response to adverse market conditions, or for
          cash management purposes. The Fund may not purchase additional
          securities when any borrowings from banks exceed 5% of the Fund's
          total assets.

     3.   In complying with the fundamental restriction regarding industry
          concentration, the Fund may invest up to 25% of its total assets in
          the securities of issuers whose principal business activities are in
          the same industry.

     4.   In complying with the fundamental restriction with regard to making
          loans, the Fund may lend up to 33 1/3% of its total assets and may
          lend money to another AIM fund, on such terms and conditions as the
          SEC may require in an exemptive order.

     5.   Notwithstanding the fundamental restriction with regard to investing
          all assets in an open-end fund, the Fund may not invest all of its
          assets in the securities of a single open-end management investment
          company with the same fundamental investment objectives, policies and
          limitations as the Fund.

If a percentage restriction is adhered to at the time of investment, a later
change in percentage resulting from changes in values of assets will not be
considered a violation of the restriction.



                                       2
<PAGE>   9

Effective immediately, the following paragraph is added at the top of page 26 of
the Statement of Additional Information:

     "EQUITY-LINKED DERIVATIVES

          Each of the funds other than Income Fund may invest in equity-linked
     derivative products designed to replicate the composition and performance
     of particular indices. Examples of such products include S&P Depositary
     Receipts ("SPDRs"), World Equity Benchmark Series ("WEBs"), NASDAQ 100
     tracking shares ("QQQs"), Dow Jones Industrial Average Instruments
     ("DIAMONDS") and Optomised Portfolios as Listed Securities ("OPALS").
     Investments in equity-linked derivatives involve the same risks associated
     with a direct investment in the types of securities included in the indices
     such products are designed to track. There can be no assurance that the
     trading price of the equity-linked derivatives will equal the underlying
     value of the basket of securities purchased to replicate a particular index
     or that such basket will replicate the index. Investments in equity-linked
     derivatives may constitute investment in other investment companies. See
     "Investment in Other Investment Companies.""

Effective immediately, the following replaces in its entirety the paragraph
appearing under the HEADING "INVESTMENT STRATEGIES AND RISKS - INVESTMENT IN
OTHER INVESTMENT COMPANIES" on page 26 of the Statement of Additional
Information:

     "Each of the Funds may invest in other investment companies to the extent
     permitted by the 1940 Act, and rules and regulations thereunder, and if
     applicable, exemptive orders granted by the SEC. The following restrictions
     apply to investments in other investment companies other than Affiliated
     Money Market Funds (defined below): (i) a Fund may not purchase more than
     3% of the total outstanding voting stock of another investment company;
     (ii) a Fund may not invest more than 5% of its total assets in securities
     issued by another investment company; and (iii) a Fund may not invest more
     than 10% of its total assets in securities issued by other investment
     companies other than Affiliated Money Market Funds. With respect to a
     Fund's purchase of shares of another investment company, including
     Affiliated Money Market Funds, the Fund will indirectly bear its
     proportionate share of the advisory fees and other operating expenses of
     such investment company. The Funds have obtained an exemptive order from
     the SEC allowing them to invest in money market funds that have AIM or an
     affiliate of AIM as an investment adviser (the "Affiliated Money Market
     Funds"), provided that investments in Affiliated Money Market Funds do not
     exceed 25% of the total assets of such Fund. With respect to a Fund's
     purchase of shares of the Affiliated Money Market Funds, the Fund will
     indirectly pay the advisory fees and other operating expenses of the
     Affiliated Money Market Funds."



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