10-K 1 d670878d10k.htm 10-K 10-K
Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 10-K

 

 

 

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended December 31, 2013

OR

 

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                  to                 

Commission File Number 000-53764

 

 

SUPERFUND GOLD, L.P.

(Exact name of registrant as specified in its charter)

 

 

 

DELAWARE   98-0574019 (Series A); 98-0574020 (Series B)

(State or other jurisdiction of

incorporation or organization)

 

(IRS Employer

Identification Number)

 

SUPERFUND OFFICE BUILDING

P.O. BOX 1479

GRAND ANSE

ST. GEORGE’S, GRENADA

WEST INDIES

  Not applicable
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (473) 439-2418

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

Units of Limited Partnership Interest

(Title of Class)

 

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ¨    No  x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  ¨    No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer   ¨    Accelerated filer   ¨
Non-accelerated filer   ¨  (do not check if a smaller reporting company)    Smaller reporting company   x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.

Not applicable.

DOCUMENTS INCORPORATED BY REFERENCE

Prospectus dated May 1, 2013, included within the Post-Effective Amendment No. 1 to Superfund Gold, L.P.’s Registration Statement on Form S-1 (File No. 333-179534), is incorporated by reference into Item 1 and Item 5.

 

 

 


Table of Contents

TABLE OF CONTENTS

 

PART I

     3   

ITEM 1. BUSINESS

     3   

ITEM 1A. RISK FACTORS

     4   

ITEM 1B. UNRESOLVED STAFF COMMENTS

     4   

ITEM 2. PROPERTIES

     4   

ITEM 3. LEGAL PROCEEDINGS

     4   

ITEM 4. MINE SAFETY DISCLOSURES

     4   

PART II

     4   

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND  ISSUER PURCHASES OF EQUITY SECURITIES

     4   

ITEM 6. SELECTED FINANCIAL DATA

     6   

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     6   

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     14   

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     14   

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

     14   

ITEM 9A. CONTROLS AND PROCEDURES

     14   

ITEM 9B. OTHER INFORMATION

     15   

PART III

     15   

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

     15   

ITEM 11. EXECUTIVE COMPENSATION

     16   

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

     17   

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

     17   

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

     17   

PART IV

     18   

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

     18   

SIGNATURES

     59   

EXHIBIT INDEX

     60   

Exhibit 31.1

  

Exhibit 31.2

  

Exhibit 32.1

  

Exhibit 32.2

  

 

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PART I

Item 1. Business.

Superfund Gold, L.P. (the “Fund”) is a limited partnership which was organized on March 19, 2008 under the Delaware Revised Uniform Limited Partnership Act, as amended. In accordance with the Third Amended and Restated Limited Partnership Agreement (the “Limited Partnership Agreement”) under which it operates, the Fund offers two series of limited partnership units (the “Units”): Series A and Series B (each, a “Series”). Series B implements the Fund’s futures and forward trading program at a leverage level equal to approximately 1.5 times that implemented on behalf of Series A. Over the long term (periods of several years), the targeted average ratio of margin to equity for Series A is approximately 20% and approximately 30% for Series B. The leverage with which each of the Series is traded is the only difference between the Series.

Within each Series, Units are issued in two sub-Series (each a “Sub-Series”). Sub-Series within a Series are not managed differently. Rather Series A-1 Units and Series B-1 Units are subject to selling commissions. Series A-2 Units and Series B-2 Units are not subject to selling commissions but are available exclusively to: (i) limited partners of the Fund (“Limited Partners”) participating in selling agent asset-based or fixed-fee investment programs or a registered investment adviser’s asset-based fee or fixed-fee advisory program through which an investment adviser recommends a portfolio allocation to the Fund and for which Superfund USA, LLC (“Superfund USA”) serves as selling agent, (ii) investors who purchased the Units through Superfund USA or an affiliated broker and who are commodity pools operated by commodity pool operators registered as such with the Commodity Futures Trading Commission (the “CFTC”), and (iii) investors who have paid the maximum selling commission on their Series A-1 or Series B-1 Units (by redesignation of such Units as Series A-2 Units or Series B-2 Units as described herein). The foregoing eligibility requirements and selling commissions are the only differences between the Sub-Series within a Series.

The Fund operates as a commodity investment pool, whose purpose is speculative trading in the United States (“U.S.”) and international futures and forwards markets. Specifically, the Fund trades a portfolio of more than 120 futures and forward contracts using a fully-automated, proprietary, computerized trading system. The Fund also seeks to maintain an investment in gold approximately equal to the total capital of each Series, as of the beginning of each month and as periodically readjusted during each month to reflect the profits and losses from the Series’ futures and forward trading activities during the month. The gold investment is intended to delink each Series’ net asset value, which is determined in U.S. dollars, from the value of the U.S. dollar relative to gold, effectively denominating the Series’ net asset value in terms of gold. The general partner and trading manager of the Fund is Superfund Capital Management, Inc. (“Superfund Capital Management”), a Grenada corporation. Superfund Capital Management is registered as a commodity pool operator with the CFTC and is a member of the National Futures Association (“NFA”) and is therefore subject to the provisions of the Commodity Exchange Act, the regulations of the CFTC and the rules of the NFA.

Narrative Description of the Business

A description of the business of the Fund, including trading approach, rights and obligations of the Limited Partners, and compensation arrangements is contained in the Fund’s current Prospectus dated May 1, 2013, under “Summary,” “The Risks You Face,” “Superfund Capital Management, Inc.,” “Conflicts of Interest,” and “Charges” and such description is incorporated herein by reference from the Prospectus.

The Fund conducts its business in one industry segment: the speculative trading of futures and forward contracts and options thereon. The Fund is a market participant in the “managed futures” industry. Market participants include all types of investors, such as corporations, employee benefit plans, individuals and foreign investors. Service providers of the managed futures industry include (a) pool operators, which conduct and manage all aspects of trading funds, such as the Fund, (b) trading advisors, which make the specific trading decisions, and (c) commodity brokers, which execute and clear the trades pursuant to the instructions of the trading advisor. The Fund has no employees and does not engage in the sale of goods or services.

The Fund trades on domestic and international exchanges in more than 120 futures and forward contracts. The Fund also seeks to maintain a long position in gold futures contracts approximately equal to the total capital of each Series as of the beginning of each month and as periodically readjusted during each month to reflect profits and losses from the Series’ futures and forward trading activities during the month. The gold position is intended to delink each Series’ net asset value, which is determined in U.S. dollars, from the value of the U.S. dollar relative to gold, essentially denominating the Series’ net asset value in terms of gold. Trading decisions are made using a fully-automated, proprietary, computerized trading system which emphasizes instruments with low correlation and high liquidity for order execution. The particular contracts traded by the Fund will vary from time to time.

The Fund may, in the future, experience increased competition for the commodity futures and other contracts in which it trades. Superfund Capital Management will recommend similar or identical trades for other accounts under its management. Such competition may also increase due to what Superfund Capital Management believes is an increasing utilization of computerized trading methods similar in general to those used by Superfund Capital Management.

 

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Under the Commodity Exchange Act, commodity exchanges and commodity futures trading are subject to regulation by the CFTC. The NFA, a registered futures association under the Commodity Exchange Act, is the only non-exchange self-regulatory organization for commodity industry professionals. The CFTC has delegated to the NFA responsibility for the registration of “commodity trading advisors,” “commodity pool operators,” “futures commission merchants,” “introducing brokers” and their respective associated persons and “floor brokers.” The Commodity Exchange Act requires “commodity pool operators” such as Superfund Capital Management and commodity brokers or “futures commission merchants” such as the Fund’s commodity brokers to be registered and to comply with various reporting and recordkeeping requirements. Superfund Capital Management and the Fund’s commodity brokers are members of the NFA. The CFTC may suspend a commodity pool operator’s registration if it finds that its trading practices tend to disrupt orderly market conditions, or as the result of violations of the Commodity Exchange Act or rules and regulations promulgated thereunder. In the event Superfund Capital Management’s registration as a commodity pool operator was terminated or suspended, Superfund Capital Management would be unable to continue to manage its business or the Fund. Should Superfund Capital Management’s registration be suspended, termination of the Fund might result.

In addition to such registration requirements, the CFTC and certain commodity exchanges have established limits on the maximum net long and net short positions which any person, including the Fund, may hold or control in certain futures contracts. Most exchanges also limit the maximum changes in futures contract prices that may occur during a single trading day. In November 2011, the CFTC adopted a new position limits regime for 28 so-called “exempt” (i.e., metals and energy) and agricultural futures and options contracts and their economically equivalent swap contracts. A U.S. District Court vacated the new position limits regime, but the CFTC proposed a new set of speculative position rules which are not yet finalized or effective. All accounts controlled by Superfund Capital Management, including the accounts of each Series, are combined for speculative position limit purposes. If positions in those accounts were to approach the level of the particular speculative position limit Superfund Capital Management may modify the trading decisions for the Fund or be forced to liquidate certain futures positions, possibly resulting in losses.

The Fund may also trade in dealer markets for forward and swap contracts. In addition, the Fund trades on foreign commodity exchanges, which are not currently subject to regulation by any U.S. government agency. The Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”) was enacted in July 2010. As a result of the rules being implemented by the CFTC pursuant to Dodd-Frank, the regulatory landscape affecting the Fund is evolving. For example, Dodd-Frank mandates that a substantial portion of over-the-counter derivatives be executed in regulated markets and submitted for clearing to regulated clearinghouses. The mandates imposed by Dodd-Frank may result in the Fund bearing higher upfront and mark-to-market margin, less favorable trade pricing, and the possible imposition of new or increased fees including account maintenance fees.

The Fund itself has no employees. Rather it is operated by Superfund Capital Management. Superfund Capital Management employs approximately nine people on a full-time basis.

Item 1A. Risk Factors.

Not required.

Item 1B. Unresolved Staff Comments.

Not required.

Item 2. Properties.

The Fund does not own or use any physical properties in the conduct of its business. Its assets currently consist of futures and other contracts, cash and U.S. Treasury Bills. Superfund Capital Management’s office is located at Superfund Office Building, P.O. Box 1479, Grand Anse, St. George’s, Grenada, West Indies.

Item 3. Legal Proceedings.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

 

(a) Market Information

There is no trading market for the Units, and none is likely to develop. Units may be redeemed upon five (5) business days prior notice to Superfund Capital Management at their net asset value as of the last day of the month in which the redemption request is received.

 

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(b) Holders

As of February 28, 2014, there were 329 holders of Series A-1 Units, 93 holders of Series A-2 Units, 57 holders of Series B-1 Units, and 79 holders of Series B-2 Units.

 

(c) Dividends

Superfund Capital Management has sole discretion in determining what distributions, if any, the Fund will make to its Limited Partners. Superfund Capital Management has not made any distributions as of the date hereof and has no present intention to make any.

 

(d) Securities Authorized for Issuance Under Equity Compensation Plans

None.

 

(e) Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities

There were no sales of unregistered securities during the year ended December 31, 2013. A description of the use of proceeds from the sale of registered securities is contained in the Fund’s current Prospectus, dated May 1, 2013, included within the Post-Effective Amendment No. 1 to Superfund Gold, L.P.’s Registration Statement on Form S-1 (File No. 333-179534), under “Use of Proceeds” and such description is incorporated herein by reference from the Prospectus.

 

(f) Purchases of Equity Securities by the Issuer and Affiliated Purchasers

Pursuant to the Fund’s Limited Partnership Agreement, Limited Partners may redeem their Units at the end of each calendar month at the then current month-end net asset value per Unit. The redemption of Units has no impact on the value of the Units that remain outstanding, and Units are not reissued once redeemed.

The following tables summarize the redemptions by Limited Partners during the fourth calendar quarter of 2013:

Series A-1:

 

Month

   Units Redeemed      Net Asset Value
per Unit ($)
 

October 31, 2013

     217.234         1,155.74   

November 30, 2013

     211.831         1,096.62   

December 31, 2013

     199.070         1,083.46   
  

 

 

    

Total

     628.135      
  

 

 

    

Series A-2:

 

Month

   Units Redeemed      Net Asset Value
per Unit ($)
 

October 31, 2013

     21.385         1,302.76   

November 30, 2013

     0.000         1,238.19   

December 31, 2013

     51.784         1,225.37   
  

 

 

    

Total

     73.169      
  

 

 

    

Series B-1:

 

Month

   Units Redeemed      Net Asset Value
per Unit ($)
 

October 31, 2013

     39.613         955.53   

November 30, 2013

     58.188         906.34   

December 31, 2013

     122.773         913.20   
  

 

 

    

Total

     220.574      
  

 

 

    

Series B-2:

 

Month

   Units Redeemed      Net Asset Value
per Unit ($)
 

October 31, 2013

     32.064         1,038.62   

November 30, 2013

     8.965         986.80   

December 31, 2013

     193.487         995.94   
  

 

 

    

Total

     234.516      
  

 

 

    

 

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Item 6. Selected Financial Data.

Not required.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Introduction

The Fund commenced the offering of Units on February 17, 2009. The initial offering terminated on March 31, 2009, and the Fund commenced operations on April 1, 2009. The continuing offering period commenced at the termination of the initial offering period and is ongoing. For the year ended December 31, 2013, subscriptions totaling $2,375,231 for the Fund as a whole, $464,627 in Series A-1, $709,288 in Series A-2, $238,752 in Series B-1, and $962,564 in Series B-2 had been accepted and redemptions over the same period totaled $8,117,904 for the Fund as a whole, $3,829,066 in Series A-1, $1,410,894 in Series A-2, $1,756,050 in Series B-1, and $1,121,894 in Series B-2.

Liquidity

Most U.S. commodity exchanges limit fluctuations in futures contracts prices during a single day by regulations referred to as “daily price fluctuation limits” or “daily limits.” During a single trading day, no trades may be executed at prices beyond the daily limit. This may affect the Fund’s ability to initiate new positions or close existing ones or may prevent it from having orders executed. Futures prices have occasionally moved the daily limit for several consecutive days with little or no trading. Similar occurrences could prevent the Fund from promptly liquidating unfavorable positions and subject the Fund to substantial losses, which could exceed the margin initially committed to such trades. In addition, even if futures prices have not moved the daily limit, the Fund may not be able to execute futures trades at favorable prices if little trading in such contracts is taking place.

Trading in forward contracts introduces a possible further impact on liquidity. Because such contracts are executed “off exchange” between private parties, the time required to offset or “unwind” these positions may be greater than that for regulated instruments. This potential delay could be exacerbated to the extent a counterparty is not a U.S. person.

Other than these limitations on liquidity, which are inherent in the Fund’s futures and forward trading operations, the Fund’s assets are expected to be highly liquid.

Capital Resources

The Fund will raise additional capital only through the sale of Units offered pursuant to the continuing offering and does not intend to raise any capital through borrowings. Due to the nature of the Fund’s business, it will make no capital expenditures and will have no capital assets which are not operating capital or assets.

Results of Operations

2013

Series A:

Net results for the year ended December 31, 2013, were a loss of 23.9% in net asset value for Series A-1 and a loss of 22.3% in net asset value for Series A-2. In this period, Series A experienced a net decrease in net assets from operations of $2,960,177. The 2013 results consisted of interest income of $1,395, other income of $44, trading losses of $2,180,243 and total expenses of $781,373. Expenses included $267,413 in management fees, $89,141 in operating expenses, $186,577 in selling commissions, $231,669 in brokerage commissions and $6,573 in other expenses. At December 31, 2013 and December 31, 2012, the net asset value per Unit of Series A-1 was $1,083.46 and $1,423.03, respectively, and of Series A-2 was $1,225.37 and $1,577.45, respectively.

Series B:

Net results for the year ended December 31, 2013, were a loss of 17.8% in net asset value for Series B-1 and a loss of 16.1% in net asset value for Series B-2. In this period, Series B experienced a net decrease in net assets from operations of $997,432. The 2013 results consisted of interest income of $902, other income of $19, trading losses of $581,187 and total expenses of $417,166. Expenses included $136,131 in management fees, $45,377 in operating expenses, $51,716 in selling commissions, $172,723 in brokerage commissions and $11,219 in other expenses. At December 31, 2013 and December 31, 2012, the net asset value per Unit of Series B-1 was $913.20 and $1,110.58, respectively, and of Series B-2 was $995.94 and $1,187.13, respectively.

 

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Fund results for 4th Quarter 2013:

The Fund’s managed futures strategies produced positive returns in December, led by the Fund’s positions in the bond, currency and energy sectors. The Dow Jones Industrial Average (the “Dow”) and the Standard & Poor’s 500 (“S&P 500”) each reached new highs as the U.S. Federal Reserve (the “Fed”) announced plans to cut its monthly bond purchases to $75 billion from $85 billion, the first step toward unwinding its economic stimulus program. The euro gained against the U.S. dollar as reports showed Italy’s industrial production expanded, boosting optimism of economic recovery. Crude oil gained on declines in inventories coupled with above-forecast U.S. economic data and news that internal strife in South Sudan may further threaten oil inventories. The Fund’s perpetual long gold position negatively impacted performance in December.

In November, the Fund’s managed futures strategy experienced positive returns as its positions in indices and metals produced significant gains. Both the Dow and the S&P 500 set all-time highs as stocks rose sharply on better-than-expected corporate profit reports and news that the Fed would continue its easy-money policies. The Fund’s positions in the currency, money market and grains sectors also produced positive results. The Fund’s allocation to the energy sector performed negatively in November as its positions in NYMEX gasoline, natural gas and crude oil all produced losses after a temporary trade agreement was reached with Iran – the world’s fourth largest oil producer. U.S. crude oil production rose by 45,000 bbl/day to 8.02 million, placing it at the highest point in 25 years. The Fund’s short positions in COMEX gold and silver posted gains on reports of lackluster Chinese manufacturing growth, which fell to a two-month low. The Fund’s perpetual long gold position negatively impacted performance in November.

The Fund’s managed futures strategy yielded positive results in October, as the Fund benefitted from its allocations to indices and bonds. For the first time since 2011, Japanese Government Bonds (“JGB”) rose for the fourth consecutive month, producing strong gains for the Fund’s long positions. The Fund’s long positions in indices also performed well as the S&P500 rose to a record high. The Fund’s allocation to the energy sector produced disappointing results. The Fund’s long NYMEX natural gas positions suffered on speculation the U.S. Energy Information Administration would report increases in supply. The Fund’s allocation to metals also produced negative results as the Fed fueled speculation that it would trim the U.S. monetary stimulus sooner than anticipated. The Fund’s perpetual long gold position negatively impacted performance in October.

Fund results for 3rd Quarter 2013:

The Fund’s managed futures strategies produced negative returns in September. The Fund’s long positions in the energy sector hurt performance as natural gas futures continued to retrace from near three-month highs amid reduced anticipated demand based on U.S. weather forecasts. The Fund’s long positions in the metals markets also underperformed as gold futures tumbled following a report that U.S. jobless claims fell to the lowest level since April 2006. Gold and silver continued to decline on concerns over a possible shutdown of the U.S. government in October. The Fund’s positions in the bonds sector produced favorable returns as Japan’s inflation rate soared to its highest level since 2008. The Fund’s perpetual long gold position negatively impacted performance in September.

In August, the Fund’s managed futures strategies underperformed as gold and silver continued their recovery from the previous month on news that U.S. home sales fell below consensus forecast indicating that the Fed will continue its stimulus program. The Fund’s short positions in the grain markets produced negative returns as soybeans rose to a nine-month high. The Fund’s long positions in crude yielded positive results as prices rose at the end of the month to its highest level since April 2011. Crude’s rally coincided with signs of accelerating economic growth in Europe and the contemplation of Western military action against Syria. The Fund’s perpetual long gold position had a positive impact on performance in August.

The Fund’s managed futures strategies produced slightly negative returns in July. The Fund’s short positions in the metals and bonds markets suffered as the market weighed the Fed’s next move on monetary stimulus against the prospects for demand amid higher prices. Gold also recovered from a three-year low on news that the Fed would only start phasing out the stimulus once the economy was strong enough to stand on its own. This news allayed fears of imminent cuts to the Fed’s monthly bond purchases. The losses from the Fund’s metals and bond positions was partly offset by gains from the Fund’s long positions in the energy sector as U.S. Energy Information Administration data showed oil inventories feel for a fourth consecutive week. The Fund’s perpetual long gold position had a positive effect on performance in July.

Fund results for 2nd Quarter 2013:

The Fund’s strategies produced negative returns in June, driven primarily by losses from the Fund’s allocation to energies markets as U.S. Department of Energy data showed higher than expected returns as a rise in the U.S. dollar produced sharp downward pressure on interest rate products. Based on the aforementioned decrease in price, the Fund’s perpetual long gold position negatively affected performance in June.

 

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In May, the Fund yielded disappointing results due primarily to its positions in the bonds and energy sectors. The Fund’s long natural gas positions negatively affected performance amid reports from the U.S. Energy Information Administration of rising inventories. The U.S. Environmental Protection Agency also issued reports that downplayed the environmental impact of natural gas fracking. The Fund’s long soybean positions produced sold returns in May as China, the world’s largest soybean consumer, continued to show increased demand. The Fund’s perpetual long gold position had a negative effect on performance amid speculation that the Fed will scale back its aggressive bond purchasing program.

In April, the Fund’s managed futures strategy posted positive returns amidst high volatility in several key markets. The Fund’s positions in the metals sector generated positive returns, as did its long natural gas positions. The Fund’s allocation to the grains sector suffered in April after the U.S. Department of Agriculture (“USDA”) reported that farmers had planted 2 million more acres of corn than expected. The Fund’s perpetual long gold position had a negative effect on performance as gold experienced its sharpest monthly decline since December 2011.

Fund results for 1st Quarter 2013:

In March, the Fund’s trading strategies produced positive returns. U.S. stock indices rose for a third consecutive month with the S&P 500 approaching an all-time high, leading to profitable returns for the Fund’s long positions. The Fund’s long positions in European long-term interest rate futures produced significant gains as investors feared the banking crisis in Cyprus could spill over into neighboring economies. Short positions in base metals added to positive returns as markets were pressured by the debt crisis in Europe, slumping Chinese stocks, and the rising U.S. dollar. The Fund also benefited from long natural gas positions as below normal temperatures forecasted for April lifted futures to an 18-month high. Larger than expected U.S. inventories and record projected planting acreage sent Chicago Board of Trade (“CBOT”) corn to limit down conditions on the last day of trading, resulting in losses for the Fund’s long positions across the grain sector. The Fund’s perpetual long gold position had a small positive effect on performance in March.

The Fund’s managed futures strategy produced positive results in February as unmet expectations for global demand sent commodities lower while unsettling election results in Italy and negative growth renewed European debt concerns. Long positions in equity indices yielded losses for the Fund as European political instability and the slow pace of economic activity again raised concerns over regional finances. The Fund’s long bond positions generated solid returns in treasuries as European debt crisis fears were reignited in reaction to inconclusive Italian election results. Long positions in the money market sector generated favorable returns for the Funds as rising interbank borrowing costs prompted European Central Bank (“ECB”) President Mario Draghi to restate the ECB’s readiness to loosen monetary policy, lowering yield expectations. The U.S. dollar strengthened dramatically against a basket of world currencies leading to disappointing results for the Fund’s long positions in counter-currencies. The Fund’s short position in London Metal Exchange (“LME”) aluminum generated healthy returns as anticipated increases in demand had yet to be realized, Chinese production swelled and stockpiles tracked by LME rose for a fifth straight month. After climbing 6% in January, the crude oil complex fell back as the slow pace of recovery across the globe was unable to support a further advance, leading to losses for the Fund’s long positions in the energies sector. The Fund’s perpetual long gold position had a negative impact on performance in February as growing optimism for a U.S. economic recovery led investors to exit safe-haven assets, sending gold lower for a fifth consecutive month.

In January, the Fund produced positive returns to start 2013 with gains across multiple market sectors. The Fund’s strategies performed well in global equities as indices reached multi-year highs on growing investor optimism, producing profits for the Fund’s long positions. The Fund’s long positions in base metals produced favorable results with the rebound in the global economy leading to increased industrial demand. Long allocations across the energies sector also generated healthy returns for the Fund as improving global economic conditions lifted demand prospects while unrest across North Africa and the Middle East injected geopolitical risk premium. Growing global economic stability eroded demand for the safety of government securities in January, leading to negative returns for the Fund’s long positions in the bonds sector. Expectations for the removal of excess liquidity from the financial system led to losses for the Fund’s long positions in money market futures. The Fund’s perpetual long gold position negatively affected performance in January as positive economic metrics, fading inflation concerns, and prospects for an end to the Fed monetary stimulus led to the fourth straight monthly decline for gold.

2012

Series A:

Net results for the year ended December 31, 2012, were a loss of 4.8% in net asset value for Series A-1 and a loss of 2.9% in net asset value for Series A-2. In this period, Series A experienced a net decrease in net assets from operations of $760,807. The 2012 results consisted of interest income of $1,885, other income of $520, trading gains of $379,297 and total expenses of $1,142,509. Expenses included $382,247 in management fees, $127,416 in operating expenses, $270,220 in selling commissions, $347,717 in brokerage commissions and $7,984 in other expenses. At December 31, 2012 and December 31, 2011, the net asset value per Unit of Series A-1 was $1,423.03 and $1,496.15, respectively, and of Series A-2 was $1,577.45 and $1,625.63, respectively.

 

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Series B:

Net results for the year ended December 31, 2012, were a loss of 10.5% in net asset value for Series B-1 and a loss of 8.8% in net asset value for Series B-2. In this period, Series B experienced a net decrease in net assets from operations of $708,640. The 2012 results consisted of interest income of $1,540, $450 in other income, trading losses of $17,528 and total expenses of $693,102. Expenses included $211,520 in management fees, $70,506 in operating expenses, $104,986 in selling commissions, $289,361 in brokerage commissions and $10,890 in other expenses. At December 31, 2012 and December 31, 2011, the net asset value per Unit of Series B-1 was $1,110.58 and $1,241.61, respectively, and of Series B-2 was $1,187.13 and $1,300.90, respectively.

Fund results for 4th Quarter 2012:

In December, the Fund’s strategies ended 2012 on a positive note with gains despite the uncertainty resulting from U.S. budgetary negotiations. The Fund’s allocations to currency markets profited in December as trends in the euro and yen persisted. The U.S. dollar was lower against major currencies due to the increasing threat of fiscal cliff tax increases and spending cuts. The euro remained relatively strong as the ECB again held the line on interest rates and the recent recovery in equity markets boosted confidence. The British pound also gained despite the relative weakness of the U.K. economy. The Fund’s models generated positive returns in global equity indices in December as tensions over European finances eased. The Fund’s positions in the bond sector resulted in loss in December as U.S. fiscal cliff negotiations continued to drive market movement. Fiscal cliff uncertainty, expectations for poor U.S. employment data, and downbeat euro-zone forecasts drove global yields lower at the start of December. The addition of 146,000 jobs and the Fed’s expansion of the third round of quantitative easing (“QE3”) reversed the trend as investors turned to risk. The Fund’s grain positions generated losses in December after China canceled U.S. soybean purchases and favorable weather in South America increased harvest expectations. Soybeans and soybean by-products initially climbed to a one-month high, aided by solid exports and crush data. Soybean markets were then abruptly sent lower as China canceled purchases totaling 840,000 metric tons. The Fund’s short-term strategies produced mixed returns with gains in stocks and metals and losses in energies. The Fund’s perpetual long gold position negatively affected performance in December as anxieties surrounding U.S. fiscal cliff budget negotiations and signs of recovery in the U.S. housing market reduced both commodity and safe-haven demand for gold.

In November, the Fund’s strategies produced disappointing results as U.S. budgetary negotiations injected headline risk and volatility across market sectors. The Fund’s allocation to long-term interest rates generated positive results in November as U.S. budgetary concerns lifted bond prices. Fiscal cliff anxieties drove U.S. 30-year bonds to all-time highs, settling up 1.2%. German bunds, Europe’s preeminent safe-haven instrument, also reached all-time highs. The Fund’s allocation to currencies produced positive returns in November as U.S. dollar weakness continued with the Fed intent on keeping interest rates extremely low. The euro fell versus the U.S. dollar before rebounding late as the ECB kept rates unchanged and European equities strengthened. The Fund’s positions in metals failed to perform in November as bearish trends reversed on hopes for additional fiscal stimulus, alternative investment demand and accelerating growth in China. The Fund’s energies positions also produced negative results in November, as crude prices edged up after the breakout of hostilities between Israel and Hamas and ongoing political tensions in Syria and Iran injected risk premium into energies. After climbing as much as 5.6%, natural gas plummeted late on an unexpected gain in U.S. stockpiles due to unusually mild winter weather in the northern hemisphere. Natural gas finished down 6.8% in volatile trade. The Fund’s short-term strategies yielded positive returns in interest rates and equities while underperforming in energies. The Fund’s perpetual long gold position produced modest negative returns in November as rapidly changing expectations for a U.S. budget deal injected volatility into the gold market.

In October, the Fund’s strategies produced disappointing results as encouraging economic data supported equities while commodity demand remained tepid. The Fund’s equity positions generated mixed results in October. While economic conditions remained challenging across Europe, equities finished modestly higher on improved economic data. Equities in the east were mixed as uncertainty drove investor sentiment. Chinese H-Shares (+7.6%) rose as GDP and retail sales surpassed expectations. The South Korean Kospi (-5.2%) fell as growth remained sluggish while the Nikkei (+0.5%) rose on anticipated government stimulus. The Fund’s allocations to long-term interest rates underperformed in October as European peripheral woes created a risk-on, risk-off environment, while economic data in the U.S. pressured treasury futures. The Fund’s positions in the metals sector underperformed in October as prospects for additional stimulus measures diminished and the U.S. dollar firmed. The Fed avoided addressing the approaching expiration of their Operation Twist program, reducing demand for gold and silver as inflation hedges. COMEX copper and LME aluminum declined 6.4% and 9.8% respectively as the debt crisis continued to weigh on world economies. The Fund’s energy portfolio underperformed in October as markets gave back recent gains. Crude oil fell another 7% as the global economy remained weak. The Fund’s allocations to foreign exchange markets generated moderate gains as the U.S. dollar fluctuated relative to world currencies. The British pound was steady against the U.S. dollar as GDP rose 1.0%, taking the U.K. out of recessionary territory. The Euro (+0.7%) rose modestly as the ECB took no action, citing elevated but acceptable levels of inflation. The Australian dollar weakened as the RBA unexpectedly cut rates by 25 bps to 3.25% before a sharp climb in consumer prices (+1.4%) dampened expectations for further easing. The Fund’s short-term strategies yielded mixed returns with gains currencies and losses in metals and interest rates. The Fund’s perpetual long gold position negatively impacted performance in October as signs of economic stability reduced precious metal demand.

 

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For the fourth quarter of 2012, the most profitable market group overall was the currencies sector while the greatest losses were attributable to positions in the metals sector.

Fund results for 3rd Quarter 2012:

In September, the Fund’s managed futures trading strategy produced negative results as the expansion of accommodative policies by central bankers led investors to add risk. The Fund’s bond positions produced moderate losses in September as central bank intervention drove market movement. German bund yields climbed sharply as the ECB’s plan to purchase Italian and Spanish debt reduced safe-haven demand. The BOJ also eased, adding 10 trillion yen to its existing asset purchase program, suppressing JGB yields. The Fund’s allocation to currencies underperformed in September as the U.S. dollar lost ground against all major currencies in response to the Fed stimulus. The Fund’s positions in the metals sector generated positive results in September as plans for open-ended asset purchases by U.S. and European central bankers and new infrastructure spending in China lifted both precious and base metal alike. The Fund’s allocations to the energies sector yielded disappointing results in September as the 30% climb in crude since June abruptly reversed on demand concerns and a build in supplies. Saudi Arabia’s commitment to increase production, concern over a Spanish bailout and a reduced profit outlook from economic bellwether Fedex sent prices lower. The Fund’s short-term strategies posted mixed results with gains in metals and losses in currencies. The Fund’s perpetual long gold position produced strong results as investors flocked to gold in order to hedge away inflation risk brought on by the currency debasing polices of the ECB and the Fed. Gold’s attraction as a value store drove it 5.1% higher, reaching a 6-month high ($1,787/Troy oz). The quarterly gain of 11% was its best since June of 2010.

In August, apart from its perpetual long gold position, the Fund’s strategies produced moderately disappointing results as guidance from central bankers increased investor appetite for risk. Energy markets rallied markedly, lifted by U.S. and euro-zone optimism, heightened tensions in the Middle East, and the falling U.S. dollar. The drought gripping the U.S. Midwest drove corn and soybean to all-time highs. The Fund’s positions in equities underperformed in August as European leaders worked to improve the region’s fiscal position, reducing anxiety over euro-zone debt issues. ECB president Mario Draghi’s late July statement that the he would do “whatever it takes” to preserve the euro proved to be the driving force behind a rally in European equity markets. U.S. equities rallied in tandem with Europe, aided by a series of positive economic data, with the S&P 500 reaching a four-year high. The Fund’s bond positions posted disappointing results in August as U.S. treasuries sold off steadily throughout the first half of the month in response to positive economic data and euro-zone optimism. Reduced demand for safe-haven assets lifted U.S. 10-year note yields to an intraday three-month high of 1.86% before falling after Fed minutes alluded to the possible need for further stimulus. The Fund’s positions in the energies sector benefited in August as the uptrend in the crude oil complex that began in July continued. Natural gas prices fell back sharply, -12.8% to $2.799 per million btu, as the supply glut rose still further and temperatures moderated. The Fund's allocation to currencies produced negative results in August. High expectations on the latest ECB meeting went unmet as little new information was revealed and rates were left unchanged. Both the euro (+2.2%) and British pound (+1.3%) gained ground versus the U.S. dollar. The Fund’s short-term strategies underperformed with losses in equities, energies and currencies. The Fund’s perpetual long gold position posted strong gains in August as gold regained its preferred status as an inflationary hedge. Gold had its best month since January, gaining 4.6%.

In July, the Fund’s trading strategies returned to positive territory as capital preservation was the primary goal for investors. The Fund’s equity positions underperformed in July. Volatility persisted as the overhang of European economic difficulties and slowing global growth continued to weigh on markets. In the U.S., the Dow (+1.1%) was supported by a drop in jobless claims and encouraging durable goods data. In China (+1.1%), slowing growth prompted a second cut to its key lending rate while Japanese stocks (-3.7%) lost ground, pressured by the yen’s appreciation. The Fund’s bond positions were profitable in July as investors poured money into safe-haven debt instruments despite record low yields. The Fund’s allocation to short-term interest rates generated positive returns in July as markets welcomed action from the ECB while looking to the Fed to follow suit. The ECB cut its benchmark lending rate to a record low of 0.75% and its overnight deposit rate to 0% in an effort to stave off recession. The Fund’s allocation to currencies produced moderate gains in July as global economic uncertainly drove money flows into safe-haven sovereign currencies at the expense of the euro. The yen maintained its favored status, up 7.2% since mid-March, while the Aussie dollar (+2.9%) also remained strong. The Fund’s strategies produced strong returns in grains in July as the U.S. Midwest experienced its worst drought in nearly six decades. As of July 30th, only 25% of the crop was in good condition, the lowest since 1988. The Fund’s positions in the metals sector underperformed in July as COMEX gold continued to trade in a narrow range and global instability hurt base metal demand. The Fund’s allocation to the energy sector yielded disappointing results in July as crude oil mounted a rally from the dramatic decline over the last several months. Natural gas (+13.6%) rebounded further from lows as hot weather drove up cooling demand from utilities. The Fund’s short-term strategies produced mixed results with gains in interest rates and losses in metals. The Fund’s perpetual long gold position posted modest gains in July as gold remained bound to its established trading range, crossing the $1,600/troy oz. level ten times since early May.

For the third quarter of 2012, the most profitable market group overall was the money market sector while the greatest losses were attributable to positions in the currencies sector.

 

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Fund results for 2nd Quarter 2012:

In June, the Fund’s trading strategies yielded disappointing results as market sensitivity to European debt crisis news led to choppy market conditions. Commodity demand remained weak as supplies build in base metals and energies. The Fund’s allocation to equities underperformed in June due to volatile and directionless trading as European economic conditions weighed on global markets. The Fund’s bond portfolio experienced losses in June as the recent rally stagnated due to a lack of substantial central bank stimulus. Investors hoping for new asset purchases from the Fed were disappointed as they chose only to expand their Operation Twist program by $267 billion. Europe’s bond rally also retreated as area-wide interest rates climbed in response to the increasingly insolvent Spanish banking sector. The Fund’s allocation to currencies produced negative results in June as the U.S. dollar declined versus major currencies. The Fund’s grain allocations generated moderate losses in June as hot and dry conditions in the U.S. threatened to damage the largest projected corn crop since 1937. December corn surged 21.6% as the market digested rapidly deteriorating crop conditions. The Fund’s positions in the metals sector generated moderately negative results in June as gains in short base metal positions were offset by losses in range-bound COMEX gold (-0.4%). Demand for base metals has suffered as Chinese growth slowed and the broader world economy failed to show significant signs of recovery. After spending nearly the entire month in negative territory, however, base metals took part in a global rally spurred by European leaders’ agreement on short-term measures to assist Spanish banks. The Fund’s allocation to the energy sector produced gains in June as weak demand and ample supplies pushed prices lower. Global economic weakness continued to be the key driver of prices near-term as slowing global growth hurt overall energy demand. The Fund’s short-term trading strategies underperformed in June. The Fund’s perpetual long gold position posted disappointing results in June as conflicting market influences produced trendless trading.

In May, the Fund’s trading strategies produced strong results as uncertainty and eroding optimism dominated market sentiment, sending investors on a broad-based flight to safety. Falling business confidence in Germany, rising euro-zone unemployment, and a shrinking manufacturing sector led to dramatic risk reduction across all sectors. The Fund’s equity positions excelled in May as markets fell sharply on weakening economic conditions. The Fund’s bond exposure returned substantial profits in May as the risk-off trade prevailed in response to the unresolved debt crisis in Europe. Elevated fears that Greece may leave the euro-zone and an increasingly troubled Spanish banking sector combined to lift borrowing costs for at-risk sovereigns. Fear-driven investment poured into safe-haven assets in Germany, the U.S., and Australia. The Fund’s allocations to currencies yielded strong results in May as the U.S. dollar advanced sharply in a general flight to safety. The Fund’s positions in the metals sector generated significant gains in May. Precious and industrial metals fell as a risk-off mentality began to permeate futures markets once again on renewed fears of a global economic recession. All base metals, with the exception of zinc, established new lows for 2012 in May, as did COMEX gold
(-6.1%) and silver (-10.3%). The Fund’s allocation to the energy sector produced robust gains, benefitting from the sharp decline in the petroleum complex as ample supply and slack demand pressured prices. In natural gas, the well-established down-trend was finally broken as multi-year lows spurred buying interest. Mild spring weather and warm near-term forecasts helped support prices on increased cooling needs. The Fund’s short-term models enhanced monthly gains with profitable positions in CME Australian dollar, COMEX gold and CBT U.S. T-Bonds. The Fund’s perpetual long gold position underperformed in May as gold experienced its worst month in 11 years. Investors concerned over the European debt crisis favored the perceived safety of the U.S. dollar over alternative assets such as precious metals.

In April, the Fund’s trading strategies produced mixed results as markets digested signs of moderating growth and concerns over European sovereign debt. The Fund’s bond exposure produced robust returns in April as investment poured into safe-haven assets on renewed euro-zone weakness and concerns over slowing growth. Despite mixed economic signals and signs of stagnation, the U.S. maintained its favored position relative to struggling European economies, driving demand for U.S. debt. The Fund’s allocation to foreign exchange markets underperformed in April as markets ended little changed in volatile trade. Concerns over sovereign debt and slowing economic growth left European currencies seeking solid direction. The Fund’s positions in the metals sector generated moderate losses in April due to sharp reversals in the LME and COMEX copper markets. Poor U.S. monthly payroll and industrial production figures, slowing Chinese growth and heightened euro-zone debt concerns drove copper 6.6% lower to 3-month lows before being turned markedly higher on falling inventories. Short positions in COMEX silver (-4.7%) helped to offset losses while COMEX gold (-0.3%) had its smallest monthly change since March of 2010 as traders waited for clarity on global economic conditions. The Fund’s allocation to the energy sector yielded losses in April as encouraging U.S. manufacturing and consumer spending supported energy markets despite reduced geopolitical risk, slowing growth in China, and renewed recession fears in Europe. The Fund’s perpetual long gold position was relatively flat in April, as gold traded in its tightest range (4.3%) since August of 2009.

For the second quarter of 2012, the most profitable market group overall was the bonds sector while the greatest losses were attributable to positions in the grains sector.

Fund results for 1st Quarter 2012:

In March, the Fund’s trading strategies produced disappointing returns as rapidly shifting macroeconomic factors led to trendless and choppy market conditions. The Fund’s allocation to currency markets yielded poor results in March. The U.S. dollar (+0.5%) advanced early as improvements in the U.S. economy and positive investor sentiment drove up equities and sent interest rates modestly higher. Later in the month Chairman Bernanke of the Fed reiterated his commitment to low interest rates, pressuring the U.S. dollar and erasing previous gains. The Fund’s bond exposure experienced losses during a turbulent March as U.S. and European bonds sold off precipitously only to rebound later in the month. JGB came under pressure as the BOJ resisted calls to increase asset purchases beyond the 30 trillion yen committed at their February meeting. The Fund experienced negative results in the global equity markets in March. European stocks fell sharply on euro-zone GDP contraction (-0.3%) before optimistic U.S. data helped lift futures to 8-month highs. The Nikkei (+1.5%) managed to gain as the BOJ continued to ease in an effort to boost growth and weaken the

 

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yen. The Fund’s grains positions experienced moderate losses for the month. Directionless trading led to losses in corn and wheat while trending soybeans benefited long soybean meal positions. The Fund’s exposure to the metals sectors generated moderate losses as precious metals declined on increasingly positive sentiment surrounding the stability of the global economy. The Fund’s allocation to money market futures also produced negative results. Short-rate price movement closely mirrored the volatility seen in longer-term maturities as central banks continued to hold overnight lending rates between 0 and 25 basis points. Although targeted rates are expected to remain near zero for an extended period, the strength of the equity rally precipitated a decline in global short-rate prices, negatively impacting the Fund’s long positions. The Fund’s short-term strategies produced mixed to slightly negative results. The Fund’s perpetual long gold position underperformed in March as investors exited the precious metal in exchange for risk.

In February, the Fund’s trading strategies generated positive returns as geopolitical and economic forces pushed energies and equities decidedly higher. Intensifying tensions with Iran over their nuclear program injected risk premium into oil markets, driving crude prices to multi-month highs. Meanwhile, a wave of hopeful economic data and the long-awaited second Greek bailout lifted stocks. The Fund’s allocation to the energy sector produced significant returns in February as economic optimism, escalating Iranian tensions, and reduced refinery capacity led to robust returns for long energy positions. The Fund experienced positive results in global equity markets as stocks rose on continued economic improvement. While Europe worked its way towards the second bailout of Greece, equity markets across the continent were higher as fears of an imminent euro-zone collapse subsided. Investor optimism drove up markets across Asia, while the U.S. markets rose as unemployment fell to 8.3%, jobless claims hit a four-year low, and modest growth was seen in manufacturing and housing. The Fund’s allocation to currencies generated moderate losses due to the sharp reversal in the Japanese yen. The Fund’s bond portfolio produced negative results in February. U.S. bond prices retreated slightly from January highs as positive economic data continued to foster the strongest equity rally in two decades. The Fund’s strategies underperformed in the metals sector after bullish trends in precious metals radically corrected as Fed Chairman Bernanke quelled hopes for QE3. Short-term strategies enhanced overall performance with gains in currencies, stocks, metals, and energies. The Fund’s perpetual long gold position erased the gains achieved by the managed futures strategy as gold suffered late-month losses following testimony from Mr. Bernanke that expressed optimism over improving macroeconomic data, reducing the likelihood of additional monetary stimulus.

In January, the Fund’s strategies produced mixed results as optimism toward a European debt resolution and positive economic growth indicators led investors to add risk. The Fund’s allocation to money market futures yielded robust returns as central banks universally maintained accommodative monetary policies. The Fund’s allocation to currency markets yielded negative returns as the U.S. dollar reversed its recent uptrend as global economic concerns began to subside. What had been a flight to safety in the U.S. dollar in late 2011 reversed as investors chose risk exposure and yield over conservation. The Fund’s grain positions experienced moderate losses for the month. Lingering concerns over South American corn and soybean yields drove grains to multi-week highs before surprisingly bearish USDA figures abruptly reversed trends. The highly anticipated January USDA report caused significant declines mid-month on unexpected increases in corn production and inventories, resulting in losses for the Fund’s corn positions. The Fund’s exposure to the energy sector generated positive returns, led by long gasoline and short natural gas positions. The Fund’s short-term strategies contributed positively to performance with gains in bonds, stocks, and metals. The Fund’s perpetual long gold position produced sizable gains after the FOMC announced that interest rates would remain low through 2014, sparking U.S. dollar worries. The ongoing EU debt crisis also continues to keep the euro weak. The instability associated with these currencies provided strong support for safe-haven assets.

For the first quarter of 2012, the most profitable market group overall was the energy sector while the greatest losses were attributable to positions in the currency sector.

Off-Balance Sheet Risk

The term “off-balance sheet risk” refers to an unrecorded potential liability that, even though it does not appear on the balance sheet, may result in a future obligation or loss. The Fund trades in futures and forward contracts and is therefore a party to financial instruments with elements of off-balance sheet market and credit risk. In entering into these contracts, there exists a market risk that such contracts may be significantly influenced by conditions, such as interest rate volatility, resulting in such contracts being less valuable. If the markets should move against all of the futures positions of the Fund at the same time, and if Superfund Capital Management was unable to offset such positions, the Fund could experience substantial losses. Superfund Capital Management attempts to minimize market risk through real-time monitoring of open positions, diversification of the portfolio and maintenance of a margin-to-equity ratio in all but extreme instances not greater than 50%.

In addition to market risk, in entering into futures and forward contracts, there is a credit risk that a counterparty will not be able to meet its obligations to the Fund. The counterparty for futures contracts traded in the U.S. and on most foreign exchanges is the clearinghouse associated with such exchange. In general, clearinghouses are backed by the corporate members of the clearinghouse who are required to share any financial burden resulting from the non-performance by one of their members and, as such, should significantly reduce this credit risk. In cases where the clearinghouse is not backed by the clearing members, like some foreign exchanges, it is normally backed by a consortium of banks or other financial institutions.

 

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Off-Balance Sheet Arrangements

The Fund does not engage in off-balance sheet arrangements with other entities.

Contractual Obligations

The Fund does not enter into contractual obligations or commercial commitments to make future payments of a type that would be typical for an operating company. The Fund’s sole business is trading futures, currency, forward and certain swap contracts, both long (contracts to buy) and short (contracts to sell). All such contracts are settled by offset, not delivery. Substantially all such contracts are for settlement within four months of the trade date and substantially all such contracts are held by the Fund for less than four months before being offset or rolled over into new contracts with similar maturities. The financial statements of Series A and Series B each present a Condensed Schedule of Investments setting forth net unrealized appreciation and depreciation of such Series’ open forward contracts as well as the fair value of the futures contracts purchased and sold by each Series at December 31, 2013 and December 31, 2012.

Critical Accounting Policies – Valuation of the Fund’s Positions

Superfund Capital Management believes that the accounting policies that are most critical to the Fund’s financial condition and results of operations relate to the valuation of the Fund’s positions. The majority of the Fund’s positions are exchange-traded futures contracts, which are valued daily at settlement prices published by the exchanges. Any forward foreign currency contracts held by the Fund are valued at published daily settlement prices or at dealers’ quotes. Thus, Superfund Capital Management expects that under normal circumstances substantially all of the Fund’s assets are valued on a daily basis using objective measures.

Recently Issued Accounting Pronouncements

ASU 2013-08

In June 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-08, Amendments to the Scope, Measurement, and Disclosure Requirements (“ASU 2013-08”). ASU 2013-08 contains new guidance regarding the approach to investment company assessment, requires non-controlling ownership interests in other investment companies to be measured at fair value and requires additional disclosures about the investment company’s status as an investment company and information required to be provided to any of its investees. The amendments in the update are effective for interim and annual reporting periods in fiscal years that begin after December 15, 2013. Superfund Capital Management is evaluating the impact of ASU 2013-08 on the financial statements and disclosures.

ASU 2011-11

In December 2011, FASB issued ASU No. 2011-11, Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”). ASU 2011-11 requires disclosures to make financial statements that are prepared under U.S. generally accepted accounting principles (“GAAP”) more comparable to those prepared under International Financial Reporting Standards (“IFRS”). The new disclosure requirements mandate that entities disclose both gross and net information about instruments and transactions eligible for offset in the statement of assets and liabilities as well as instruments and transactions subject to an agreement similar to a master netting arrangement. In addition, ASU 2011-11 requires disclosure of collateral received and posted in connection with master netting agreements or similar arrangements.

In January 2013, FASB issued guidance to clarify the scope of disclosures about offsetting assets and liabilities. The amendments clarify that the scope of guidance issued in December 2011 to enhance disclosures around financial instrument and derivative instruments that are either (a) offset, or (b) subject to a master netting agreement or similar agreement, irrespective of whether they are offset, applies to derivatives, including bifurcated embedded derivatives, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending transactions that are either offset or subject to an enforceable master netting arrangement or similar agreement. The amendments are effective for interim and annual periods beginning on or after January 1, 2013. Adoption did not have a material impact on the Fund’s financial statements.

ASU 2011-04

In May 2011, FASB issued ASU No. 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. ASU 2011-04 includes common requirements for measurement of and disclosure about fair value between U.S. GAAP and IFRS. ASU 2011-04 requires reporting entities to disclose the following information for fair value measurements categorized within Level 3 of the fair value hierarchy: quantitative information about the unobservable inputs used in the fair value measurement, the valuation processes used by the reporting entity and a narrative description of the sensitivity of the fair value measurement to changes in unobservable inputs and the interrelationships between those unobservable inputs. In addition, ASU 2011-04 requires reporting entities to make disclosures about amounts and reasons for all transfers in and out of Level 1 and Level 2 fair value measurements. The new and revised disclosures are effective for interim and annual reporting periods beginning after December 15, 2011. The Fund adopted ASU 2011-04 as of January 1, 2012. The adoption of the provisions of ASU 2011-04 has not had a material impact on the Fund’s financial statement disclosures.

 

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Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

Not required.

Item 8. Financial Statements and Supplementary Data.

Financial statements appear beginning on page 25 of this report. Supplementary data is not required.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

None.

Item 9A. Controls and Procedures.

Controls and Procedures

Superfund Capital Management, the Fund’s general partner, with the participation of Superfund Capital Management’s principal executive officer and principal financial officer, has evaluated the effectiveness of the design and operation of its disclosure controls and procedures with respect to each Series individually, as well as the Fund as a whole, as of the end of the period covered by this annual report, and, based on their evaluation, have concluded that these disclosure controls and procedures are effective. There were no changes in Superfund Capital Management’s internal controls with respect to each Series individually, as well as the Fund as a whole, or in other factors applicable to each Series individually, as well as the Fund as a whole, that could materially affect these controls subsequent to the date of their evaluation.

Changes in Internal Control over Financial Reporting

Section 404 of the Sarbanes-Oxley Act of 2002 requires Superfund Capital Management to evaluate annually the effectiveness of its internal controls over financial reporting with respect to each Series individually, as well as the Fund as a whole, as of the end of each fiscal year, and to include in all annual reports a management report assessing the effectiveness of its internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act. There were no changes in Superfund Capital Management’s internal control over financial reporting during the quarter-ended December 31, 2013 that have materially affected, or are reasonably likely to materially affect, Superfund Capital Management’s internal control over financial reporting.

Management’s Annual Report on Internal Control over Financial Reporting

Superfund Capital Management is responsible for establishing and maintaining adequate internal control over the financial reporting of each Series individually, as well as the Fund as a whole. Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act as a process designed by, or under the supervision of, a company’s principal executive and principal financial officers and effected by a company’s board of directors, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. GAAP. Superfund Capital Management’s internal control over financial reporting includes those policies and procedures that:

• pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of each Series individually, as well as the Fund as a whole;

• provide reasonable assurance that transactions are recorded as necessary to permit preparation of each Series’, as well as the Fund’s, financial statements in accordance with U.S. GAAP, and that the receipts and expenditures of each Series individually, as well as the Fund as a whole, are being made only in accordance with authorizations of Superfund Capital Management’s management and directors; and

• provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the assets of each Series individually, as well as the Fund as a whole, that could have a material effect on the Series’ or the Fund’s financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The management of Superfund Capital Management assessed the effectiveness of its internal control over financial reporting with respect to each Series individually, as well as the Fund as a whole, as of December 31, 2013. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control — Integrated Framework in 1992. Based on its assessment, management has concluded that, as of December 31, 2013, Superfund Capital Management’s internal control over financial reporting with respect to each Series individually, as well as the Fund as a whole, is effective based on those criteria.

 

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The Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer, Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer, Section 1350 Certification of Principal Executive Officer and Section 1350 Certification of Principal Financial Officer, Exhibit 31.01, Exhibit 31.02, Exhibit 32.01 and Exhibit 32.02 hereto, respectively, are applicable with respect to each Series individually, as well as to the Fund as a whole.

Item 9B. Other Information.

There was no information required to be disclosed in a report on Form 8-K during the fourth quarter of 2013 that was not reported on Form 8-K.

PART III

Item 10. Directors, Executive Officers and Corporate Governance.

Identification of Directors and Executive Officers

The Fund has no directors or executive officers. The Fund has no employees. It is managed by Superfund Capital Management in its capacity as general partner. Superfund Capital Management has been registered with the CFTC as a commodity pool operator since May 2001. Its main business address is Superfund Office Building, P.O. Box 1479, Grand Anse, St. George’s, Grenada, West Indies, (473) 439-2418. Superfund Capital Management’s directors and executive officers are as follows:

NIGEL JAMES, age 33, was appointed as President of Superfund Capital Management on July 13, 2006, and was listed as a principal and registered as an associated person with Superfund Capital Management on November 28, 2006 and May 23, 2007, respectively. Mr. James has been an employee of various members of the Superfund group of affiliated companies since July 2003 when he became a software developer for Superfund Trading Management, Inc., an affiliate of Superfund Capital Management that acts as a commodity trading advisor to non-U.S. funds. In May 2005, he was promoted to the role of Intellectual Technology Project Manager for Superfund Trading Management, Inc. where he managed a team focused on conceptual analysis and design of trading software. Mr. James graduated from the University of the West Indies in Barbados with a Bachelor’s Degree in Computer Science and Management in May 2003 and began his employment in July 2003. Mr. James is a citizen of Grenada.

MARTIN SCHNEIDER, age 47, was appointed Vice President, Principal Financial Officer, Principal Accounting Officer and sole Director of Superfund Capital Management on July 28, 2010. Mr. Schneider was listed as a principal of Superfund Capital Management on August 19, 2010. From May 1997 to June 2001, Mr. Schneider served as Sales Director for Nike, Inc., an international retailer, in the company’s European divisions. From July 2001 to July 2002, Mr. Schneider held the position of Commercial Director for FC Tirol Innsbruck, a former Austrian football club. In this position, Mr. Schneider was responsible for the promotional activities of the organization. Mr. Schneider spent August 2002 preparing for his transition to the Superfund group of financial companies. From September 2002 to March 2005, Mr. Schneider functioned as the sports marketing director for Quadriga Asset Management GmbH, a financial services company, and as the Executive Vice President of the successor company, Superfund Marketing and Sports Sponsoring Inc., a marketing services company. In April 2005, Mr. Schneider assumed the role of Operating Manager for Superfund Group Monaco, a financial services company, a position he held until his appointment to Superfund Capital Management in June 2010. In the position of Operating Manager, Mr. Schneider conducted internal operational and financial audits of members of the Superfund group of affiliated financial companies. Mr. Schneider is a graduate of TGM Technical School in Vienna, Austria, with a degree in mechanical engineering. Mr. Schneider is a citizen of Austria.

GIZELA BENEDEK, age 35, was appointed Treasurer of Superfund Capital Management on July 28, 2010. Ms. Benedek also serves as Audit Committee Financial Expert for the Fund. Ms. Benedek was listed as a principal of Superfund Capital Management on September 10, 2010. From June 2000 to September 2005, Ms. Benedek served as an Associate of PricewaterhouseCoopers, an international accounting firm, in its tax consulting group in Vienna, Austria. In this position, Ms. Benedek provided tax consulting services to investment companies. From October 2005 to December 2005, Ms. Benedek conducted intensive research in connection with her master thesis. From January 2006 to July 2008, Ms. Benedek held the position of Auditing Associate in the auditing group of RSM Exacta Wirtschaftsprufung AG, an Austrian auditing and tax consultancy firm. In this position, Ms. Benedek provided auditing services to private foundations and middle-market companies. From August 2008 through August 2009, she was granted educational leave sponsored by the Austrian government to study for the U.S. CPA exam. Since September 2009, Ms. Benedek has held the role of Financial Counsel for Superfund Distribution and Investment, Inc., a financial services company located in Grenada, West Indies. In this role, Ms. Benedek engages in various internal accounting and auditing functions. Ms. Benedek is a graduate of The University of Economics and Business Administration in Vienna, Austria, and is a certified public accountant. Ms. Benedek is a citizen of Austria.

 

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CHRISTIAN BAHA, age 45, is Superfund Capital Management’s founder and ultimate sole owner. By December 1991, Mr. Baha began working independently to develop software for the technical analysis of financial data in Austria. In January 1995, Mr. Baha founded the first members of the Superfund group of affiliated companies specializing in managed futures funds and began to develop a worldwide distribution network. With profit sharing rights certificates, Mr. Baha launched an alternative investment vehicle for private investors. Launched on March 8, 1996, this product is called the Superfund Unternehmens-Beteiligungs-Aktiengesellschaft (Superfund Q-AG), and was formerly known as Quadriga Beteiligungs & Vermögens AG (Quadriga AG). In March 2003, a new generation of managed futures funds was internationally launched under the brand name “Superfund” and previously existing products have since been re-branded under this name. Simultaneously with the development of the Quadriga/Superfund group of affiliated companies, Mr. Baha founded the software company TeleTrader AG, which has been listed on the Vienna Stock Exchange since March 2001. He was listed as a principal of Superfund Advisors, Inc., a CFTC registered commodity pool operator, on November 20, 2009, however, such listing was withdrawn as of November 26, 2011. He was registered as an associated person and listed as a principal of Superfund Asset Management, Inc., a CFTC registered introducing broker, effective as of July 23, 1999 and June 24, 1997, respectively, until it withdrew its registration on July 12, 2012. He was registered as an associated person and listed as a principal of Superfund Asset Management LLC, a CFTC registered introducing broker, positions which he has held since June 11, 2012 and April 26, 2012. He has also been listed as a principal of Superfund Capital Management from May 9, 2001 until it withdrew its registration on September 19, 2013. He was registered as an associated person of Superfund Capital Management on May 9, 2001 as well, however, such registration was subsequently withdrawn on February 17, 2009. Mr. Baha is listed as a principal of Superfund Capital Management because he indirectly, through holding companies, owns 100% its equity securities. Mr. Baha was also listed as a principal of Superfund USA, Inc., a former broker dealer that was previously registered as a commodity pool operator with the CFTC from August 14, 2009 through September 4, 2010, from August 13, 2009 through September 4, 2010 because he is the sole owner of the foregoing entity. He is a graduate of the police academy in Vienna, Austria and studied at the Business University of Vienna, Austria. Mr. Baha is a citizen of Austria.

Identification of Certain Significant Employees

None.

Family Relationships

None.

Business Experience

See “Identification of Directors and Executive Officers,” above.

Involvement in Certain Legal Proceedings

There has never been a material administrative, civil or criminal order, judgment, decree or finding against Superfund Capital Management or any of its directors, executive officers, promoters or control persons.

Code of Ethics

The Fund has no employees, officers or directors and is managed by Superfund Capital Management. Superfund Capital Management has adopted a code of ethics that applies to its principal executive officer, principal financial officer and its principal accounting officer. A copy of the code of ethics may be obtained at no charge by written request to the corporate secretary of Superfund Capital Management, Superfund Office Building, P.O. Box 1479, Grand Anse, St. George’s, Grenada, West Indies.

Board of Director Nominees

Not applicable.

Audit Committee Financial Expert

The Board of Directors of Superfund Capital Management, in its capacity as the audit committee for the Fund, has determined that Gizela Benedek qualifies as an “audit committee financial expert” in accordance with the applicable rules and regulations for the SEC. She is not independent of management.

Item 11. Executive Compensation.

The Fund has no employees, officers or directors and is managed by Superfund Capital Management. None of the directors or officers of Superfund Capital Management receive compensation from the Fund. Superfund Capital Management receives a monthly management fee of one-twelfth of 2.25% of month-end net assets (2.25% per annum). Superfund Capital Management will also be paid a monthly performance fee equal to 25% of any new appreciation without respect to interest income or any changes in net asset value due changes in value of the Fund’s dollar for dollar gold position. Trading losses will be carried forward and no further incentive fee may be paid until the prior losses have been recovered. In addition, Superfund Capital Management receives a portion of the brokerage commissions paid by the Fund in connection with its futures trading. Superfund USA, LLC, an entity related to Superfund Capital Management by common ownership (“Superfund USA”), is paid selling commissions equal to 2% of the month-end net asset value per Series A-1 Unit and Series B-1 Unit (one-twelfth of 2% per month). These amounts are included under “Selling commission” in the

 

16


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Statements of Operations. However, the maximum cumulative selling commission per Unit is limited to 10% of the gross offering proceeds price of such Unit. Each Series and Superfund USA may retain additional selling agents to assist with the placement of the Units. Superfund USA will pay all or a portion of the selling commission described above which it receives in respect of the Units sold by the additional selling agents to the additional selling agents effecting the sales.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Securities Authorized for Issuance under Equity Compensation Plans

None.

Security Ownership of Certain Beneficial Owners

All of the Fund’s general partner interest is held by Superfund Capital Management.

Security Ownership of Management

As of February 28, 2014, no Units were owned or held by officers of Superfund Capital Management. As of February 28, 2014, Superfund Capital Management owned 111.49 Units of Series A-1 (non-voting), representing 2.12% of the total issued Units of Series A-1, and 64.743 Units of Series B-1, representing 4.51% of the total issued Units of Series B-1 (non-voting), having a combined value of $200,211.36. Losses allocated to Units of Series A-1 and Series B-1 owned by Superfund Capital Management were $260,564 for the year ended December 31, 2013. Superfund Capital Management did not make any contributions to or withdrawals from any Series during this period. Superfund Capital Management’s ownership of Units of Series A-1 and Series B-1 is included in the overall changes in capital activity reported in the Statements of Changes in Net Assets. Christian Baha is the ultimate beneficial owner of all of the equity of Superfund Capital Management.

Changes in Control

None.

Item 13. Certain Relationships and Related Transactions and Director Independence.

See “Item 10 Directors, Executive Officers and Corporate Governance”, “Item 11, Executive Compensation” and “Item 12, Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.” In 2013, the Series A management fee totaled $267,413, the Series A selling commissions totaled $186,577 and the Series A brokerage commissions totaled $231,669. In 2013, the Series B management fee totaled $136,131, the Series B selling commissions totaled $51,716 and the Series B brokerage commissions totaled $172,723. In 2012, the Series A management fee totaled $382,247, the Series A selling commissions totaled $270,220 and the Series A brokerage commissions totaled $347,717. In 2012, the Series B management fee totaled $211,520, the Series B selling commissions totaled $104,986 and the Series B brokerage commissions totaled $289,361.

Item 14. Principal Accounting Fees and Services.

Audit Fees

The aggregate fees billed for professional services rendered by McGladrey LLP and Deloitte & Touche LLP in connection with their audit of the Fund’s financial statements, reviews of the financial statements included in the quarterly reports on Form 10-Q and other services normally provided in connection with statutory and regulatory filings or engagements for the years ended December 31, 2013 and December 31, 2012, were approximately $101,000 and $127,500, respectively.

Audit-Related Fees

There were no audit-related fees for services rendered by McGladrey LLP or Deloitte & Touche LLP for the years ended December 31, 2013 and December 31, 2012.

Tax Fees

There were no fees for tax compliance, tax advice or tax planning rendered by McGladrey LLP or Deloitte & Touche LLP for the years ended December 31, 2013 and December 31, 2012.

All Other Fees

There were no other fees for products or services provided by McGladrey LLP or Deloitte & Touche LLP for the years ended December 31, 2013 and December 31, 2012.

Pre-Approval Policies

The Board of Directors and Audit Committee of Superfund Capital Management approved all of the services described above. The Board of Directors and Audit Committee have determined that the payments made to its independent accountants for these services are compatible with maintaining such auditors’ independence. The Board of Directors pre-approves all audit and non-audit services and all engagement fees and terms.

 

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PART IV

Item 15. Exhibits, Financial Statement Schedules.

 

(a) The Following documents are filed as part of this report:

 

  (1) Financial Statements beginning on page 25 hereof.

 

  (2) Financial Statement Schedules:

Financial statement schedules have been omitted because they are not required or because equivalent information has been included in the financial statements or notes thereto.

 

  (3) Exhibits as required by Item 601 of Regulation S-K.

The following exhibits are included herewith.

 

Exhibit
Number

 

Description of Document

  31.01   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer
  31.02   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer
  32.01   Section 1350 Certification of Principal Executive Officer
  32.02   Section 1350 Certification of Principal Financial Officer
101.INS   XBRL Instance Document
101.SCH   XBRL Taxonomy Extension Schema Document
101.CAL   XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF   XBRL Taxonomy Extension Definition Linkbase Document
101.LAB   XBRL Taxonomy Extension Labe Linkbase Document
101.PRE   XBRL Taxonomy Extension Presentation Linkbase Document

The following exhibits are incorporated by reference herein from the exhibits of the same description and number filed on April 12, 2013, with Superfund Gold, L.P.’s Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 (Reg. No. 333-179534).

 

    3.02    Form of Third Amended and Restated Limited Partnership Agreement of the Registrant.
  10.02    Form of Subscription Agreement.

The following exhibits are incorporated by reference herein from the exhibits of the same description and number filed on February 13, 2009, with Amendment No. 3 to Superfund Gold, L.P.’s Registration Statement on Form S-1 (Reg. No. 333-151632).

 

    3.01    Certificate of Limited Partnership of the Registrant.

 

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EXHIBIT 13.01

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of Superfund Gold, L.P. - Series A and Superfund Gold, L.P. - Series B:

We have audited the accompanying statements of assets and liabilities of Superfund Gold, L.P., Superfund Gold, L.P. - Series A and Superfund Gold, L.P. - Series B (collectively the “Funds”), including the condensed schedules of investments, as of December 31, 2013, and the related statements of operations, changes in net assets, and cash flows for the year ended December 31, 2013. These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Superfund Gold, L.P., Superfund Gold, L.P. - Series A and Superfund Gold, L.P. - Series B as of December 31, 2013, and the results of their operations, changes in net assets, and their cash flows for the year ended December 31, 2013, in conformity with accounting principles generally accepted in the United States of America.

/S/ McGLADREY LLP

Chicago, Illinois

March 27, 2014

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of Superfund Gold, L.P. - Series A and Superfund Gold, L.P. - Series B:

We have audited the accompanying statements of assets and liabilities of Superfund Gold, L.P., Superfund Gold, L.P. - Series A and Superfund Gold, L.P. - Series B (collectively the “Funds”), including the condensed schedules of investments, as of December 31, 2012, and the related statements of operations, changes in net assets, and cash flows for the year ended December 31, 2012. These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2012, by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Superfund Gold, L.P., Superfund Gold, L.P. - Series A and Superfund Gold, L.P. - Series B as of December 31, 2012, and the results of their operations, changes in net assets, and their cash flows for the year ended December 31, 2012, in conformity with accounting principles generally accepted in the United States of America.

/S/ DELOITTE & TOUCHE LLP

Philadelphia, Pennsylvania

March 26, 2013

 

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Table of Contents

SUPERFUND GOLD, L.P.

STATEMENTS OF ASSETS AND LIABILITIES

as of December 31, 2013 and December 31, 2012

 

     December 31, 2013      December 31, 2012  

ASSETS

     

Due from brokers

   $ 7,856,372       $ 13,552,648   

Unrealized appreciation on open forward contracts

     3         182,189   

Unrealized gain on futures contracts purchased

     434,347         30,068   

Unrealized gain on futures contracts sold

     336,188         155,131   

Cash

     5,499,481         9,250,263   
  

 

 

    

 

 

 

Total assets

     14,126,391         23,170,299   
  

 

 

    

 

 

 

LIABILITIES

     

Unrealized depreciation on open forward contracts

     5         101,789   

Unrealized loss on futures contracts purchased

     623,378         89,610   

Unrealized loss on futures contracts sold

     190,551         —     

Subscriptions received in advance

     15,000         84,515   

Redemptions payable

     583,958         444,547   

Management fees payable

     24,932         42,929   

Fees payable

     22,160         40,220   
  

 

 

    

 

 

 

Total liabilities

     1,459,984         803,610   
  

 

 

    

 

 

 

NET ASSETS

   $ 12,666,407       $ 22,366,689   
  

 

 

    

 

 

 

See accompanying notes to financial statements.

 

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SUPERFUND GOLD, L.P.

CONDENSED SCHEDULE OF INVESTMENTS

as of December 31, 2013

 

    

Percentage of

Net Assets

    Fair Value  

Forward contracts, at fair value

    

Unrealized appreciation on open forward contracts

    

Currency

     0.0 *%    $ 3   
  

 

 

   

 

 

 

Total unrealized appreciation on open forward contracts

     0.0     3   
  

 

 

   

 

 

 

Unrealized depreciation on open forward contracts

    

Currency

     (0.0 )*      (5
  

 

 

   

 

 

 

Total unrealized depreciation on open forward contracts

     (0.0 )*      (5
  

 

 

   

 

 

 

Total forward contracts, at fair value

     (0.0 )*%    $ (2
  

 

 

   

 

 

 

Futures contracts purchased

    

Currency

     0.2   $ 20,369   

Energy

     (0.5     (64,665

Financial

     (0.1     (11,330

Food & Fiber

     (0.2     (30,514

Indices

     1.7        212,720   

Livestock

     (0.0 )*      (4,820

Metals

     (2.5     (310,791
  

 

 

   

 

 

 

Total futures contracts purchased

     (1.4     (189,031
  

 

 

   

 

 

 

Futures contracts sold

    

Currency

     0.5        63,135   

Energy

     0.8        104,221   

Financial

     0.5        61,459   

Food & Fiber

     (0.1     (11,040

Metals

     (0.6     (72,138
  

 

 

   

 

 

 

Total futures contracts sold

     1.1        145,637   
  

 

 

   

 

 

 

Total futures contracts, at fair value

     (0.3 )%    $ (43,394
  

 

 

   

 

 

 

Futures and forward contracts by country composition

    

Australia

     (0.1 )%    $ (17,985

European Monetary Union

     0.0     268   

Great Britain

     0.0     6,192   

Japan

     0.1        13,085   

United States

     (0.8     (97,305

Other

     0.4        52,349   
  

 

 

   

 

 

 

Total futures and forward contracts by country composition

     (0.3 )%    $ (43,396
  

 

 

   

 

 

 

 

* Due to rounding – amount is less than 0.05%

See accompanying notes to financial statements.

 

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SUPERFUND GOLD, L.P.

CONDENSED SCHEDULE OF INVESTMENTS

as of December 31, 2012

 

    

Percentage of

Net Assets

    Fair Value  

Forward contracts, at fair value

    

Unrealized appreciation on open forward contracts

    

Currency

     0.8   $ 182,189   
  

 

 

   

 

 

 

Total unrealized appreciation on open forward contracts

     0.8        182,189   
  

 

 

   

 

 

 

Unrealized depreciation on open forward contracts

    

Currency

     (0.4     (101,789
  

 

 

   

 

 

 

Total unrealized depreciation on open forward contracts

     (0.4     (101,789
  

 

 

   

 

 

 

Total forward contracts, at fair value

     0.4   $ 80,400   
  

 

 

   

 

 

 

Futures contracts purchased

    

Currency

     (0.0 )*%    $ (10,164

Energy

     0.4        93,730   

Financial

     0.7        157,123   

Indices

     1.2        269,955   

Metals

     (2.6     (570,186
  

 

 

   

 

 

 

Total futures contracts purchased

     (0.3     (59,542
  

 

 

   

 

 

 

Futures contracts sold

    

Currency

     1.2        258,209   

Energy

     (0.0 )*      (2,904

Financial

     0.0     1,613   

Food & Fiber

     0.5        120,345   

Indices

     (0.0 )*      (504

Metals

     (1.0     (221,628
  

 

 

   

 

 

 

Total futures contracts sold

     0.7        155,131   
  

 

 

   

 

 

 

Total futures contracts, at fair value

     0.4   $ 95,589   
  

 

 

   

 

 

 

Futures and forward contracts by country composition

    

Australia

     0.2   $ 33,214   

European Monetary Union

     (0.1     (22,837

Great Britain

     (0.1     (15,450

Japan

     1.3        282,720   

United States

     (1.3     (284,465

Other

     0.8        182,807   
  

 

 

   

 

 

 

Total futures and forward contracts by country composition

     0.8   $ 175,989   
  

 

 

   

 

 

 

 

* Due to rounding – amount is less than 0.05%

See accompanying notes to financial statements.

 

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SUPERFUND GOLD, L.P.

STATEMENTS OF OPERATIONS

Years Ended December 31, 2013 and December 31, 2012

 

     2013     2012  

Investment income

    

Interest income

   $ 2,297      $ 3,425   

Other income

     63        970   
  

 

 

   

 

 

 

Total investment income

     2,360        4,395   
  

 

 

   

 

 

 

Expenses

    

Brokerage commissions

     404,392        637,078   

Management fee

     403,544        593,767   

Selling commission

     238,293        375,206   

Operating expenses

     134,518        197,922   

Loss on MF Global

     —          12,764   

Other

     17,792        18,874   
  

 

 

   

 

 

 

Total expenses

     1,198,539        1,835,611   
  

 

 

   

 

 

 

Net investment loss

   $ (1,196,179   $ (1,831,216
  

 

 

   

 

 

 

Realized and unrealized gain (loss) on investments

    

Net realized loss on futures and forward contracts

   $ (2,542,045   $ (1,633,508

Net change in unrealized appreciation (depreciation) on futures and forward contracts

     (219,385     1,995,277   
  

 

 

   

 

 

 

Net gain (loss) on investments

   $ (2,761,430   $ 361,769   
  

 

 

   

 

 

 

Net decrease in net assets from operations

   $ (3,957,609   $ (1,469,447
  

 

 

   

 

 

 

See accompanying notes to financial statements.

 

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SUPERFUND GOLD, L.P.

STATEMENTS OF CHANGES IN NET ASSETS

Years Ended December 31, 2013 and December 31, 2012

 

     2013     2012  

Decrease in net assets from operations

    

Net investment loss

   $ (1,196,179   $ (1,831,216

Net realized loss on futures and forward contracts

     (2,542,045     (1,633,508

Net change in unrealized appreciation (depreciation) on futures and forward contracts

     (219,385     1,995,277   
  

 

 

   

 

 

 

Net decrease in net assets from operations

     (3,957,609     (1,469,447
  

 

 

   

 

 

 

Capital share transactions

    

Issuance of Units

     2,375,231        3,810,089   

Redemption of Units

     (8,117,904     (5,333,399
  

 

 

   

 

 

 

Net decrease in net assets from capital share transactions

     (5,742,673     (1,523,310
  

 

 

   

 

 

 

Net decrease in net assets

     (9,700,282     (2,992,757

Net assets, beginning of year

     22,366,689        25,359,446   
  

 

 

   

 

 

 

Net assets, end of year

   $ 12,666,407      $ 22,366,689   
  

 

 

   

 

 

 

See accompanying notes to financial statements.

 

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SUPERFUND GOLD, L.P.

STATEMENTS OF CASH FLOWS

Years Ended December 31, 2013 and December 31, 2012

 

     2013     2012  

Cash flows from operating activities

    

Net decrease in net assets from operations

   $ (3,957,609   $ (1,469,447

Adjustment to reconcile net increase (decrease) in net assets from operations to net cash provided by operating activities:

    

Changes in operating assets and liabilities:

    

Purchases of U.S. government securities

     —          (7,948,374

Sales and maturities of U.S. government securities

     —          14,350,000   

Amortization of discounts and premiums

     —          (1,626

Increase in due from brokers

     5,696,276        3,952,949   

Increase (decrease) in unrealized appreciation on open forward contracts

     182,186        (47,201

Increase (decrease) in unrealized depreciation on open forward contracts

     (101,784     6,392   

Increase (decrease) in futures contracts purchased

     129,489        (2,177,820

Increase in futures contracts sold

     9,494        223,352   

Decrease in management fees payable

     (17,997     (64,727

Decrease in fees payable

     (18,060     (64,836
  

 

 

   

 

 

 

Net cash provided by operating activities

     1,921,995        6,758,662   
  

 

 

   

 

 

 

Cash flows from financing activities

    

Subscriptions, net of change in advanced subscriptions

     2,305,716        2,980,604   

Redemptions, net of change in redemptions payable

     (7,978,493     (5,793,790
  

 

 

   

 

 

 

Net cash used in financing activities

     (5,672,777     (2,813,186
  

 

 

   

 

 

 

Net increase (decrease) in cash

     (3,750,782     3,945,476   

Cash, beginning of year

     9,250,263        5,304,787   
  

 

 

   

 

 

 

Cash, end of year

   $ 5,499,481      $ 9,250,263   
  

 

 

   

 

 

 

See accompanying notes to financial statements.

 

26


Table of Contents

SUPERFUND GOLD, L.P. – SERIES A

STATEMENTS OF ASSETS AND LIABILITIES

as of December 31, 2013 and December 31, 2012

 

     December 31, 2013      December 31, 2012  

ASSETS

     

Due from brokers

   $ 4,366,891       $ 8,151,334   

Unrealized appreciation on open forward contracts

     3         111,557   

Unrealized gain on futures contracts purchased

     254,637         —     

Unrealized gain on futures contracts sold

     177,920         85,248   

Cash

     4,314,062         7,542,936   
  

 

 

    

 

 

 

Total assets

     9,113,513         15,891,075   
  

 

 

    

 

 

 

LIABILITIES

     

Unrealized depreciation on open forward contracts

     1         60,610   

Unrealized loss on futures contracts purchased

     379,957         89,610   

Unrealized loss on futures contracts sold

     110,852         —     

Subscriptions received in advance

     15,000         78,764   

Redemptions payable

     279,141         280,745   

Management fees payable

     16,139         29,368   

Fees payable

     16,219         29,552   
  

 

 

    

 

 

 

Total liabilities

     817,309         568,649   
  

 

 

    

 

 

 

NET ASSETS

   $ 8,296,204       $ 15,322,426   
  

 

 

    

 

 

 

Superfund Gold, L.P. Series A-1 Net Assets

   $ 6,261,154       $ 11,986,641   
  

 

 

    

 

 

 

Number of Units outstanding

     5,778.843         8,423.300   
  

 

 

    

 

 

 

Superfund Gold, L.P. Series A-1 Net Asset Value per Unit

   $ 1,083.46       $ 1,423.03   
  

 

 

    

 

 

 

Superfund Gold, L.P. Series A-2 Net Assets

   $ 2,035,050       $ 3,335,785   
  

 

 

    

 

 

 

Number of Units outstanding

     1,660.757         2,114.666   
  

 

 

    

 

 

 

Superfund Gold, L.P. Series A-2 Net Asset Value per Unit

   $ 1,225.37       $ 1,577.45   
  

 

 

    

 

 

 

See accompanying notes to financial statements.

 

27


Table of Contents

SUPERFUND GOLD, L.P. – SERIES A

CONDENSED SCHEDULE OF INVESTMENTS

as of December 31, 2013

 

    

Percentage of

Net Assets

    Fair Value  

Forward contracts, at fair value

    

Unrealized appreciation on open forward contracts

    

Currency

     0.0 *%    $ 3   
  

 

 

   

 

 

 

Total unrealized appreciation on open forward contracts

     0.0     3   
  

 

 

   

 

 

 

Unrealized depreciation on open forward contracts

    

Currency

     (0.0 )*      (1
  

 

 

   

 

 

 

Total unrealized depreciation on open forward contracts

     (0.0 )*      (1
  

 

 

   

 

 

 

Total forward contracts, at fair value

     0.0 *%    $ 2   
  

 

 

   

 

 

 

Futures contracts purchased

    

Currency

     0.1   $ 11,719   

Energy

     (0.3     (24,089

Financial

     (0.1     (6,327

Food & Fiber

     (0.2     (15,802

Indices

     1.4        120,148   

Livestock

     (0.0 )*      (3,020

Metals

     (2.4     (207,949
  

 

 

   

 

 

 

Total futures contracts purchased

     (1.5     (125,320
  

 

 

   

 

 

 

Futures contracts sold

    

Currency

     0.4        35,289   

Energy

     0.7        55,379   

Financial

     0.4        31,349   

Food & Fiber

     (0.1     (6,357

Metals

     (0.6     (48,592
  

 

 

   

 

 

 

Total futures contracts sold

     0.8        67,068   
  

 

 

   

 

 

 

Total futures contracts, at fair value

     (0.7 )%    $ (58,252
  

 

 

   

 

 

 

Futures and forward contracts by country composition

    

Australia

     (0.1 )%    $ (10,382

European Monetary Union

     0.0     124   

Great Britain

     0.0     2,552   

Japan

     0.1        9,002   

United States

     (1.1     (88,697

Other

     0.4        29,151   
  

 

 

   

 

 

 

Total futures and forward contracts by country composition

     (0.7 )%    $ (58,250
  

 

 

   

 

 

 

 

* Due to rounding – amount is less than 0.05%

See accompanying notes to financial statements.

 

28


Table of Contents

SUPERFUND GOLD, L.P. – SERIES A

CONDENSED SCHEDULE OF INVESTMENTS

as of December 31, 2012

 

    

Percentage of

Net Assets

    Fair Value  

Forward contracts, at fair value

    

Unrealized appreciation on open forward contracts

    

Currency

     0.7   $ 111,557   
  

 

 

   

 

 

 

Total unrealized appreciation on open forward contracts

     0.7        111,557   
  

 

 

   

 

 

 

Unrealized depreciation on open forward contracts

    

Currency

     (0.4     (60,610
  

 

 

   

 

 

 

Total unrealized depreciation on open forward contracts

     (0.4     (60,610
  

 

 

   

 

 

 

Total forward contracts, at fair value

     0.3   $ 50,947   
  

 

 

   

 

 

 

Futures contracts purchased

    

Currency

     (0.0 )*%    $ (5,989

Energy

     0.4        53,671   

Financial

     0.6        92,894   

Indices

     1.1        164,177   

Metals

     (2.6     (394,363
  

 

 

   

 

 

 

Total futures contracts purchased

     (0.5     (89,610
  

 

 

   

 

 

 

Futures contracts sold

    

Currency

     1.0        146,281   

Energy

     (0.1     (6,395

Financial

     0.0     1,033   

Food & Fiber

     0.5        69,879   

Indices

     (0.0 )*      (277

Metals

     (0.8     (125,273
  

 

 

   

 

 

 

Total futures contracts sold

     0.6        85,248   
  

 

 

   

 

 

 

Total futures contracts, at fair value

     (0.0 )*%    $ (4,362
  

 

 

   

 

 

 

Futures and forward contracts by country composition

    

Australia

     0.1   $ 18,911   

European Monetary Union

     (0.1     (13,510

Great Britain

     (0.1     (10,846

Japan

     1.1        170,893   

United States

     (1.4     (228,553

Other

     0.7        109,690   
  

 

 

   

 

 

 

Total futures and forward contracts by country composition

     0.3   $ 46,585   
  

 

 

   

 

 

 

 

* Due to rounding – amount is less than 0.05%

See accompanying notes to financial statements.

 

29


Table of Contents

SUPERFUND GOLD, L.P. – SERIES A

STATEMENTS OF OPERATIONS

Years Ended December 31, 2013 and December 31, 2012

 

     2013     2012  

Investment income

    

Interest income

   $ 1,395      $ 1,885   

Other income

     44        520   
  

 

 

   

 

 

 

Total investment income

     1,439        2,405   
  

 

 

   

 

 

 

Expenses

    

Brokerage commissions

     231,669        347,717   

Management fee

     267,413        382,247   

Selling commission

     186,577        270,220   

Operating expenses

     89,141        127,416   

Loss on MF Global

     —          6,925   

Other

     6,573        7,984   
  

 

 

   

 

 

 

Total expenses

     781,373        1,142,509   
  

 

 

   

 

 

 

Net investment loss

   $ (779,934   $ (1,140,104
  

 

 

   

 

 

 

Realized and unrealized gain (loss) on investments

    

Net realized loss on futures and forward contracts

   $ (2,075,408   $ (871,078

Net change in unrealized appreciation (depreciation) on futures and forward contracts

     (104,835     1,250,375   
  

 

 

   

 

 

 

Net gain (loss) on investments

   $ (2,180,243   $ 379,297   
  

 

 

   

 

 

 

Net decrease in net assets from operations

   $ (2,960,177   $ (760,807
  

 

 

   

 

 

 

Net decrease in net assets from operations per Series A-1 Unit (based upon weighted average number of units outstanding during period)*

   $ (335.31   $ (78.96
  

 

 

   

 

 

 

Net decrease in net assets from operations per Series A-1 Unit (based upon change in net asset value per unit during period)

   $ (339.57   $ (73.12
  

 

 

   

 

 

 

Net decrease in net assets from operations per Series A-2 Unit (based upon weighted average number of units outstanding during period) **

   $ (350.02   $ (39.22
  

 

 

   

 

 

 

Net decrease in net assets from operations per Series A-2 Unit (based upon change in net asset value per unit during period)

   $ (352.08   $ (48.18
  

 

 

   

 

 

 

 

* Weighted average number of Units outstanding for Series A-1 for the Years Ended December 31, 2013 and December 31, 2012: 7,041.299 and 8,629.77, respectively.
** Weighted average number of Units outstanding for Series A-2 for the Years Ended December 31, 2013 and December 31, 2012: 1,711.685 and 2,024.35, respectively.

See accompanying notes to financial statements.

 

30


Table of Contents

SUPERFUND GOLD, L.P. – SERIES A

STATEMENTS OF CHANGES IN NET ASSETS

Years Ended December 31, 2013 and December 31, 2012

 

     2013     2012  

Decrease in net assets from operations

    

Net investment loss

   $ (779,934   $ (1,140,104

Net realized loss on futures and forward contracts

     (2,075,408     (871,078

Net change in unrealized appreciation (depreciation) on futures and forward contracts

     (104,835     1,250,375   
  

 

 

   

 

 

 

Net decrease in net assets from operations

     (2,960,177 )      (760,807 ) 

Capital share transactions

    

Issuance of Units

     1,173,915        2,783,531   

Redemption of Units

     (5,239,960     (2,519,451
  

 

 

   

 

 

 

Net increase (decrease) in net assets from capital share transactions

     (4,066,045     264,080   
  

 

 

   

 

 

 

Net decrease in net assets

     (7,026,222     (496,727

Net assets, beginning of year

     15,322,426        15,819,153   
  

 

 

   

 

 

 

Net assets, end of year

   $ 8,296,204      $ 15,322,426   
  

 

 

   

 

 

 

Series A-1 Units, beginning of year

     8,423.300        8,359.510   

Issuance of Series A-1 Units

     339.090        1,481.653   

Redemption of Units

     (2,983.547     (1,417.863
  

 

 

   

 

 

 

Series A-1 Units, end of year

     5,778.843        8,423.300   
  

 

 

   

 

 

 

Series A-2 Units, beginning of year

     2,114.666        2,037.421   

Issuance of Series A-2 Units

     494.337        293.053   

Redemption of Units

     (948.246     (215.808
  

 

 

   

 

 

 

Series A-2 Units, end of year

     1,660.757        2,114.666   
  

 

 

   

 

 

 

See accompanying notes to financial statements.

 

31


Table of Contents

SUPERFUND GOLD, L.P. – SERIES A

STATEMENTS OF CASH FLOWS

Years Ended December 31, 2013 and December 31, 2012

 

     2013     2012  

Cash flows from operating activities

    

Net decrease in net assets from operations

   $ (2,960,177   $ (760,807

Adjustment to reconcile net decrease in net assets from operations to net cash provided by operating activities:

    

Changes in operating assets and liabilities:

    

Purchases of U.S. government securities

     —          (4,249,133

Sales and maturities of U.S. government securities

     —          7,950,000   

Amortization of discounts and premiums

     —          (867

Increase in due from brokers

     3,784,443        2,030,921   

Increase (decrease) in unrealized appreciation on open forward contracts

     111,554        (42,257

Increase (decrease) in unrealized depreciation on open forward contracts

     (60,609     9,372   

Increase (decrease) in futures contracts purchased

     35,710        (1,322,213

Increase in futures contracts sold

     18,180        104,723   

Decrease in management fees payable

     (13,229     (38,306

Decrease in fees payable

     (13,333     (40,994
  

 

 

   

 

 

 

Net cash provided by operating activities

     902,539        3,640,439   
  

 

 

   

 

 

 

Cash flows from financing activities

    

Subscriptions, net of change in advanced subscriptions

     1,110,151        2,526,295   

Redemptions, net of change in redemptions payable

     (5,241,564     (2,949,774
  

 

 

   

 

 

 

Net cash used in financing activities

     (4,131,413     (423,479
  

 

 

   

 

 

 

Net increase (decrease) in cash

     (3,228,874     3,216,960   

Cash, beginning of year

     7,542,936        4,325,976   
  

 

 

   

 

 

 

Cash, end of year

   $ 4,314,062      $ 7,542,936   
  

 

 

   

 

 

 

See accompanying notes to financial statements.

 

32


Table of Contents

SUPERFUND GOLD, L.P. – SERIES B

STATEMENTS OF ASSETS AND LIABILITIES

as of December 31, 2013 and December 31, 2012

 

     December 31, 2013      December 31, 2012  

ASSETS

     

Due from brokers

   $ 3,489,481       $ 5,401,314   

Unrealized appreciation on open forward contracts

     —           70,632   

Unrealized gain on futures contracts purchased

     179,710         30,068   

Unrealized gain on futures contracts sold

     158,268         69,883   

Cash

     1,185,419         1,707,327   
  

 

 

    

 

 

 

Total assets

     5,012,878         7,279,224   
  

 

 

    

 

 

 

LIABILITIES

     

Unrealized depreciation on open forward contracts

     4         41,179   

Unrealized loss on futures contracts purchased

     243,421         —     

Unrealized loss on futures contracts sold

     79,699         —     

Subscriptions received in advance

     —           5,751   

Redemptions payable

     304,817         163,802   

Management fees payable

     8,793         13,561   

Fees payable

     5,941         10,668   
  

 

 

    

 

 

 

Total liabilities

     642,675         234,961   
  

 

 

    

 

 

 

NET ASSETS

   $ 4,370,203       $ 7,044,263   
  

 

 

    

 

 

 

Superfund Gold, L.P. Series B-1 Net Assets

   $ 1,689,188       $ 3,618,576   
  

 

 

    

 

 

 

Number of Units outstanding

     1,849.736         3,258.284   
  

 

 

    

 

 

 

Superfund Gold, L.P. Series B-1 Net Asset Value per Unit

   $ 913.20       $ 1,110.58   
  

 

 

    

 

 

 

Superfund Gold, L.P. Series B-2 Net Assets

   $ 2,681,015       $ 3,425,687   
  

 

 

    

 

 

 

Number of Units outstanding

     2,691.953         2,885.689   
  

 

 

    

 

 

 

Superfund Gold, L.P. Series B-2 Net Asset Value per Unit

   $ 995.94       $ 1,187.13   
  

 

 

    

 

 

 

See accompanying notes to financial statements.

 

33


Table of Contents

SUPERFUND GOLD, L.P. – SERIES B

CONDENSED SCHEDULE OF INVESTMENTS

as of December 31, 2013

 

    

Percentage of

Net Assets

    Fair Value  

Forward contracts, at fair value

    

Unrealized depreciation on open forward contracts

    

Currency

     (0.0 )*%      (4
  

 

 

   

 

 

 

Total unrealized depreciation on open forward contracts

     (0.0 )*      (4
  

 

 

   

 

 

 

Total forward contracts, at fair value

     (0.0 )*%    $ (4
  

 

 

   

 

 

 

Futures contracts purchased

    

Currency

     0.2   $ 8,650   

Energy

     (0.9     (40,576

Financial

     (0.1     (5,003

Food & Fiber

     (0.3     (14,712

Indices

     2.1        92,572   

Livestock

     (0.0 )*      (1,800

Metals

     (2.5     (102,842
  

 

 

   

 

 

 

Total futures contracts purchased

     (1.5     (63,711
  

 

 

   

 

 

 

Futures contracts sold

    

Currency

     0.6        27,846   

Energy

     1.1        48,842   

Financial

     0.7        30,110   

Food & Fiber

     (0.1     (4,683

Metals

     (0.5     (23,546
  

 

 

   

 

 

 

Total futures contracts sold

     1.8        78,569   
  

 

 

   

 

 

 

Total futures contracts, at fair value

     0.3   $ 14,858   
  

 

 

   

 

 

 

Futures and forward contracts by country composition

    

Australia

     (0.2 )%    $ (7,603

European Monetary Union

     0.0     144   

Great Britain

     0.1        3,640   

Japan

     0.1        4,083   

United States

     (0.2     (8,608

Other

     0.5        23,198   
  

 

 

   

 

 

 

Total futures and forward contracts by country composition

     0.3   $ 14,854   
  

 

 

   

 

 

 

 

* Due to rounding – amount is less than 0.05%

See accompanying notes to financial statements.

 

34


Table of Contents

SUPERFUND GOLD, L.P. – SERIES B

CONDENSED SCHEDULE OF INVESTMENTS

as of December 31, 2012

 

    

Percentage of

Net Assets

    Fair Value  

Forward contracts, at fair value

    

Unrealized appreciation on open forward contracts

    

Currency

     1.0     70,632   
  

 

 

   

 

 

 

Total unrealized appreciation on open forward contracts

     1.0      $ 70,632   
  

 

 

   

 

 

 

Unrealized depreciation on open forward contracts

    

Currency

     (0.6     (41,179
  

 

 

   

 

 

 

Total unrealized depreciation on open forward contracts

     (0.6     (41,179
  

 

 

   

 

 

 

Total forward contracts, at fair value

     0.4   $ 29,453   
  

 

 

   

 

 

 

Futures contracts purchased

    

Currency

     (0.1 )%    $ (4,175

Energy

     0.6        40,059   

Financial

     0.9        64,229   

Indices

     1.5        105,778   

Metals

     (2.5     (175,823
  

 

 

   

 

 

 

Total futures contracts purchased

     0.4        30,068   
  

 

 

   

 

 

 

Futures contracts sold

    

Currency

     1.6        111,928   

Energy

     0.1        3,491   

Financial

     0.0     580   

Food & Fiber

     0.7        50,466   

Indices

     (0.0 )*      (227

Metals

     (1.4     (96,355
  

 

 

   

 

 

 

Total futures contracts sold

     1.0        69,883   
  

 

 

   

 

 

 

Total futures contracts, at fair value

     1.4   $ 99,951   
  

 

 

   

 

 

 

Futures and forward contracts by country composition

    

Australia

     0.2   $ 14,303   

European Monetary Union

     (0.1     (9,327

Great Britain

     (0.1     (4,604

Japan

     1.6        111,827   

United States

     (0.8     (55,912

Other

     1.0        73,117   
  

 

 

   

 

 

 

Total futures and forward contracts by country composition

     1.8   $ 129,404   
  

 

 

   

 

 

 

 

* Due to rounding – amount is less than 0.05%

See accompanying notes to financial statements.

 

35


Table of Contents

SUPERFUND GOLD, L.P. – SERIES B

STATEMENTS OF OPERATIONS

Years Ended December 31, 2013 and December 31, 2012

 

     2013     2012  

Investment income

    

Interest income

   $ 902      $ 1,540   

Other income

     19        450   
  

 

 

   

 

 

 

Total investment income

     921        1,990   
  

 

 

   

 

 

 

Expenses

    

Brokerage commissions

     172,723        289,361   

Management fee

     136,131        211,520   

Selling commission

     51,716        104,986   

Operating expenses

     45,377        70,506   

Loss on MF Global

     —          5,839   

Other

     11,219        10,890   
  

 

 

   

 

 

 

Total expenses

     417,166        693,102   
  

 

 

   

 

 

 

Net investment loss

   $ (416,245   $ (691,112
  

 

 

   

 

 

 

Realized and unrealized gain (loss) on investments

    

Net realized loss on futures and forward contracts

   $ (466,637   $ (762,430

Net change in unrealized appreciation (depreciation) on futures and forward contracts

     (114,550     744,902   
  

 

 

   

 

 

 

Net loss on investments

   $ (581,187   $ (17,528
  

 

 

   

 

 

 

Net decrease in net assets from operations

   $ (997,432   $ (708,640
  

 

 

   

 

 

 

Net decrease in net assets from operations per Series B-1 Unit (based upon weighted average number of units outstanding during period)*

   $ (177.73   $ (105.27
  

 

 

   

 

 

 

Net decrease in net assets from operations per Series B-1 Unit (based upon change in net asset value per unit during period)

   $ (197.38   $ (131.03
  

 

 

   

 

 

 

Net decrease in net assets from operations per Series B-2 Unit (based upon weighted average number of units outstanding during period) **

   $ (198.06   $ (89.97
  

 

 

   

 

 

 

Net decrease in net assets from operations per Series B-2 Unit (based upon change in net asset value per unit during period)

   $ (191.19   $ (113.77
  

 

 

   

 

 

 

 

* Weighted average number of Units outstanding for Series B-1 for the Years Ended December 31, 2013 and December 31, 2012: 2,318.575 and 4,102.09, respectively.
** Weighted average number of Units outstanding for Series B-2 for the Years Ended December 31, 2013 and December 31, 2012: 2,955.433 and 3,076.50, respectively.

See accompanying notes to financial statements.

 

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SUPERFUND GOLD, L.P. – SERIES B

STATEMENTS OF CHANGES IN NET ASSETS

Years Ended December 31, 2013 and December 31, 2012

 

     2013     2012  

Decrease in net assets from operations

    

Net investment loss

   $ (416,245   $ (691,112

Net realized loss on futures and forward contracts

     (466,637     (762,430

Net change in unrealized appreciation (depreciation) on futures and forward contracts

     (114,550     744,902   
  

 

 

   

 

 

 

Net decrease in net assets from operations

     (997,432     (708,640

Capital share transactions

    

Issuance of Units

     1,201,316        1,026,558   

Redemption of Units

     (2,877,944     (2,813,948
  

 

 

   

 

 

 

Net decrease in net assets from capital share transactions

     (1,676,628     (1,787,390
  

 

 

   

 

 

 

Net decrease in net assets

     (2,674,060     (2,496,030

Net assets, beginning of year

     7,044,263        9,540,293   
  

 

 

   

 

 

 

Net assets, end of year

   $ 4,370,203      $ 7,044,263   
  

 

 

   

 

 

 

Series B-1 Units, beginning of year

     3,258.284        4,524.265   

Issuance of Series B-1 Units

     184.070        309.453   

Redemption of Units

     (1,592.618     (1,575.434
  

 

 

   

 

 

 

Series B-1 Units, end of year

     1,849.736        3,258.284   
  

 

 

   

 

 

 

Series B-2 Units, beginning of year

     2,885.689        3,015.557   

Issuance of Series B-2 Units

     787.099        512.776   

Redemption of Units

     (980.835     (642.644
  

 

 

   

 

 

 

Series B-2 Units, end of year

     2,691.953        2,885.689   
  

 

 

   

 

 

 

See accompanying notes to financial statements.

 

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SUPERFUND GOLD, L.P. – SERIES B

STATEMENTS OF CASH FLOWS

Years Ended December 31, 2013 and December 31, 2012

 

     2013     2012  

Cash flows from operating activities

    

Net decrease in net assets from operations

   $ (997,432   $ (708,640

Adjustment to reconcile net increase (decrease) in net assets from operations to net cash provided by operating activities:

    

Changes in operating assets and liabilities:

    

Purchases of U.S. government securities

     —          (3,699,241

Sales and maturities of U.S. government securities

     —          6,400,000   

Amortization of discounts and premiums

     —          (759

Increase in due from brokers

     1,911,833        1,922,028   

Increase (decrease) in unrealized appreciation on open forward contracts

     70,632        (4,944

Increase (decrease) in unrealized depreciation on open forward contracts

     (41,175     (2,980

Increase (decrease) in futures contracts purchased

     93,779        (855,607

Increase in futures contracts sold

     (8,686     118,629   

Decrease in management fees payable

     (4,768     (26,421

Decrease in fees payable

     (4,727     (23,842
  

 

 

   

 

 

 

Net cash provided by operating activities

     1,019,456        3,118,223   
  

 

 

   

 

 

 

Cash flows from financing activities

    

Subscriptions, net of change in advanced subscriptions

     1,195,565        454,309   

Redemptions, net of change in redemptions payable

     (2,736,929     (2,844,016
  

 

 

   

 

 

 

Net cash used in financing activities

     (1,541,364     (2,389,707
  

 

 

   

 

 

 

Net increase (decrease) in cash

     (521,908     728,516   

Cash, beginning of year

     1,707,327        978,811   
  

 

 

   

 

 

 

Cash, end of year

   $ 1,185,419      $ 1,707,327   
  

 

 

   

 

 

 

See accompanying notes to financial statements.

 

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SUPERFUND GOLD, L.P., SUPERFUND GOLD, L.P. – SERIES A and SUPERFUND GOLD, L.P. – SERIES B

NOTES TO FINANCIAL STATEMENTS

December 31, 2013

 

(1) Nature of Operations

Organization and Business

Superfund Gold, L.P., a Delaware limited partnership (the “Fund”), commenced operations on April 1, 2009. The Fund was organized to trade speculatively in the United States and international commodity futures and forward markets using a strategy developed by Superfund Capital Management, Inc., the general partner and trading advisor of the Fund (“Superfund Capital Management”). The Fund has issued two series of units of limited partnership interest (“Units”), each with a subseries, Series A-1/A-2 and Series B-1/B-2 (each a “Series”). Series A-1/A-2 and Series B-1/B-2 are traded and managed the same way, with the exception of the degree of leverage. Series B implements the Fund’s futures and forward trading program at a leverage level equal to approximately 1.5 times that implemented on behalf of Series A. Over the long term (periods of several years), the targeted average ratio of margin to equity for Series A is approximately 20% and approximately 30% for Series B. The leverage with which each of the Series is traded is the only difference between the Series. Sub-Series within a Series are not managed differently. Rather, Series A-1 Units and Series B-1 Units are subject to selling commissions. Series A-2 Units and Series B-2 Units are not subject to selling commissions but are available exclusively to: (i) investors participating in selling agent asset-based or fixed-fee investment programs or a registered investment adviser’s asset-based fee or fixed-fee advisory program through which an investment adviser recommends a portfolio allocation to the Fund and for which Superfund USA, LLC (“Superfund USA”) serves as selling agent, (ii) investors who purchased the Units through Superfund USA or an affiliated broker and who are commodity pools operated by commodity pool operators registered as such with the Commodity Futures Trading Commission and (iii) investors who have paid the maximum selling commission on their Series A-1 or Series B-1 Units (by re-designation of such Units as Series A-2 Units or Series B-2 Units as described herein). The foregoing eligibility requirements and selling commissions are the only differences between the Sub-Series within a Series.

The term of the Fund commenced on the day on which the Certificate of Limited Partnership was filed with the Secretary of State of the State of Delaware pursuant to the provisions of the Delaware Revised Uniform Limited Partnership Act and shall end upon the first to occur of the following: (i) receipt by Superfund Capital Management of an approval to dissolve the Fund at a specified time by Limited Partners owning Units representing more than fifty percent (50%) of the outstanding Units of each Series then owned by Limited Partners of each Series, notice of which is sent by certified mail return receipt requested to Superfund Capital Management not less than 90 days prior to the effective date of such dissolution; (ii) withdrawal, insolvency or dissolution of Superfund Capital Management or any other event that causes Superfund Capital Management to cease to be the general partner of the Fund, unless (a) at the time of each event there is at least one remaining general partner of the Fund who carries on the business of the Fund (and each remaining general partner of the Fund is hereby authorized to carry on the business of general partner of the Fund in such an event), or (b) within 120 days after such event Limited Partners of a Series holding a majority of Units of such Series agree in writing to continue the business of the Fund and such Series and to the appointment, effective as of the date of such event, of one or more general partners of the Fund and such Series; (iii) a decline in the aggregate net assets of each Series to less than $500,000 at any time following commencement of trading in the Series; or (iv) any other event which shall make it unlawful for the existence of the Fund to be continued or which requires termination of the Fund.

 

(2) Basis of Presentation and Significant Accounting Policies

 

  (a) Basis of Presentation

Pursuant to rules and regulations of the Securities and Exchange Commission (“SEC”), audited financial statements are prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) and presented for the Fund as a whole, as the SEC registrant, and for Series A and Series B individually. For the avoidance of doubt, the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to a particular Series shall be enforceable only against the assets of such Series and not against the assets of the Fund generally or any other Series. Accordingly, the assets of one Series of the Fund include only those funds and other assets that are paid to, held by or distributed to the Fund on account of and for the benefit of that Series, including, without limitation, funds delivered to the Fund for the purchase of Units in that Series.

 

  (b) Valuation of Investments in Futures Contracts and Forward Contracts

All commodity interests (including derivative financial instruments and derivative commodity instruments) are used for trading purposes. The commodity interests are recorded on a trade date basis and open contracts are recorded in the statements of assets and liabilities at fair value on the last business day of the period, which represents market value for those commodity interests for which market quotes are readily available. Exchange-traded futures contracts are valued at settlement prices published by the recognized exchange. Any spot and forward foreign currency contracts held by the Fund will be valued at published settlement prices or at dealers’ quotes.

 

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Table of Contents
  (c) Translation of Foreign Currency

Assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the period end exchange rates. Purchases and sales of investments and income and expenses that are denominated in foreign currencies are translated into U.S. dollar amounts on the transaction date. Adjustments arising from foreign currency transactions are reflected in the statements of operations.

The Fund does not isolate that portion of the results of operations arising from the effect of changes in foreign exchange rates on investments from fluctuations from changes in market prices of investments held. Such fluctuations are included in net realized and unrealized gain (loss) on investments in the statements of operations.

 

  (d) Investment Transactions, Investment Income and Expenses

Investment transactions are accounted for on a trade-date basis. Interest income and expenses are recognized on the accrual basis. Operating expenses of the Fund are allocated to each Series in proportion to the net asset value of the Series at the beginning of each month. Expenses directly attributable to a particular Series are charged directly to that Series.

Gains or losses are realized when contracts are liquidated. Unrealized gains and losses on open contracts (the difference between contract trade price and market price) are reported in the statements of assets and liabilities as gross gain or loss, as there exists a right of offset of unrealized gains or losses in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 210-20, Offsetting - Balance Sheet.

Set forth herein are instruments and transactions eligible for offset in the Statements of Assets and Liabilities and which are subject to derivative clearing agreements with the Fund’s futures commission merchants. Each futures commission merchant nets margin held on behalf of each Series of the Fund or payment obligations of the futures commission merchant to each Series against any payment obligations of that Series to the futures commission merchant. Each Series is required to deposit margin at each futures commission merchant to meet the original and maintenance requirements established by that futures commission merchant, and/or the exchange or clearinghouse associated with the exchange on which the instrument is traded. The derivative clearing agreements give each futures commission merchant a security interest in this margin to secure any liabilities owed to the futures commission merchant arising from a default by the Series. As of December 31, 2013, the Fund had on deposit $4,497,932 at ADM Investor Services, Inc., $621,042 at Barclays Capital Inc. and $2,737,398 at Citigroup Global Markets Inc. As of December 31, 2013, Series A had on deposit $2,493,850 at ADM Investor Services, Inc., $218,513 at Barclays Capital Inc. and $1,654,528 at Citigroup Global Markets Inc. As of December 31, 2013, Series B had on deposit $2,004,082 at ADM Investor Services, Inc., $402,529 at Barclays Capital Inc. and $1,082,870 at Citigroup Global Markets Inc.

 

  (e) Income Taxes

The Fund does not record a provision for U.S. income taxes because the partners report their share of the Fund’s income or loss on their returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.

Superfund Capital Management has evaluated the application of ASC 740, Income Taxes (“ASC 740”) to the Fund, to determine whether or not there are uncertain tax positions that require financial statement recognition. Based on this evaluation, the Fund has determined no reserves for uncertain tax position are required to be recorded as a result of the application of ASC 740. The Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. As a result, no income tax liability or expense has been recorded in the accompanying financial statements. The Fund files federal and various state tax returns. The 2010 through 2013 tax years generally remain subject to examination by the U.S. federal and most state tax authorities.

 

  (f) Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires Superfund Capital 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.

 

  (g) Recently Issued Accounting Pronouncements

ASU 2013-08

In June 2013, FASB ASU No. 2013-08, Amendments to the Scope, Measurement, and Disclosure Requirements (“ASU 2013-08”). ASU 2013-08 contains new guidance regarding the approach to investment company assessment, requires non-controlling ownership interests in other investment companies to be measured at fair value and requires additional disclosures about the investment company’s status as an investment company and information required to be provided to any of its investees. The amendments in the update are effective for interim and annual reporting periods in fiscal years that begin after December 15, 2013. Superfund Capital Management is evaluating the impact of ASU 2013-08 on the financial statements and disclosures.

 

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Table of Contents

ASU 2011-11

In December 2011, FASB issued ASU No. 2011-11, Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”). ASU 2011-11 requires disclosures to make financial statements that are prepared under U.S. GAAP more comparable to those prepared under International Financial Reporting Standards (“IFRS”). The new disclosure requirements mandate that entities disclose both gross and net information about instruments and transactions eligible for offset in the statement of assets and liabilities as well as instruments and transactions subject to an agreement similar to a master netting arrangement. In addition, ASU 2011-11 requires disclosure of collateral received and posted in connection with master netting agreements or similar arrangements.

In January 2013, FASB issued guidance to clarify the scope of disclosures about offsetting assets and liabilities. The amendments clarify that the scope of guidance issued in December 2011 to enhance disclosures around financial instrument and derivative instruments that are either (a) offset, or (b) subject to a master netting agreement or similar agreement, irrespective of whether they are offset, applies to derivatives, including bifurcated embedded derivatives, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending transactions that are either offset or subject to an enforceable master netting arrangement or similar agreement. The amendments are effective for interim and annual periods beginning on or after January 1, 2013. Adoption did not have a material impact on the Funds’ financial statements.

ASU 2011-04

In May 2011, FASB issued ASU No. 2011-04, “Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs”. ASU 2011-04 includes common requirements for measurement of and disclosure about fair value between U.S. GAAP and IFRS. ASU 2011-04 requires reporting entities to disclose the following information for fair value measurements categorized within Level 3 of the fair value hierarchy: quantitative information about the unobservable inputs used in the fair value measurement, the valuation processes used by the reporting entity and a narrative description of the sensitivity of the fair value measurement to changes in unobservable inputs and the interrelationships between those unobservable inputs. In addition, ASU 2011-04 requires reporting entities to make disclosures about amounts and reasons for all transfers in and out of Level 1 and Level 2 fair value measurements. The new and revised disclosures are effective for interim and annual reporting periods beginning after December 15, 2011. The Fund adopted ASU 2011-04 as of January 1, 2012. The adoption of the provisions of ASU 2011-04 has not had a material impact on the Fund’s financial statement disclosures.

 

  (h) Fair Value Measurements

The Fund follows ASC 820, Fair Value Measurements and Disclosures (“ASC 820”). ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy under ASC 820 are described below:

 

Level 1    Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
Level 2    Quoted prices in markets that are not considered to be active or financial instruments for which all significant inputs are observable, either directly or indirectly.
Level 3    Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. In determining fair value, the Fund separates its financial instruments into two categories: U.S. government securities and derivative contracts.

Derivative Contracts. Derivative contracts can be exchange-traded or over-the-counter (“OTC”). Exchange-traded derivatives typically fall within level 1 or level 2 of the fair value hierarchy depending on whether they are deemed to be actively traded or not. The Fund has exposure to exchange-traded derivative contracts through the Fund’s trading of exchange-traded futures contracts. The Fund’s exchange-traded futures contract positions are valued daily at settlement prices published by the applicable exchanges. In such cases, provided they are deemed to be actively traded, exchange- traded derivatives are classified within level 1 of the fair value hierarchy. Less actively traded exchange-traded derivatives fall within level 2 of the fair value hierarchy.

 

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OTC derivatives are valued using market transactions and other market evidence whenever possible, including market-based inputs to models, model calibration to market-clearing transactions, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. Where models are used, the selection of a particular model to value an OTC derivative depends upon the contractual terms of, and specific risks inherent in, the instrument as well as the availability of pricing information in the market. For OTC derivatives that trade in liquid markets, such as generic forwards and swaps, model inputs can generally be verified and model selection does not involve significant management judgment. The OTC derivatives held by the Fund may include forwards and swaps. Spot and forward foreign currency contracts held by the Fund are valued at published daily settlement prices or at dealers’ quotes. The Fund’s forward positions are typically classified within level 2 of the fair value hierarchy.

Certain OTC derivatives traded in less liquid markets with limited pricing information, and the determination of fair value for these derivatives is inherently more difficult. Such instruments are classified within level 3 of the fair value hierarchy. Where the Fund does not have corroborating market evidence to support significant model inputs and cannot verify the model to market transactions, transaction price is initially used as the best estimate of fair value. Accordingly, when a pricing model is used to value such an instrument, the model is adjusted so that the model value at inception equals the transaction price. The valuations of these less liquid OTC derivatives are typically based on level 1 and/or level 2 inputs that can be observed in the market for similar instruments, as well as unobservable level 3 inputs. Subsequent to initial recognition, the Fund updates the level 1 and level 2 inputs to reflect observable market changes, with resulting gains and losses reflected within level 3. Level 3 inputs are only changed when corroborated by evidence such as similar market transactions, third-party pricing services and/or broker or dealer quotations, or other empirical market data. In circumstances where the Fund cannot verify the model value to market transactions, it is possible that a different valuation model could produce a materially different estimate of fair value. The Fund attempts to avoid holding less liquid OTC derivatives. However, once held, the market for any particular derivative contract could become less liquid during the holding period.

As of and during the years ended December 31, 2013 and December 31, 2012, the Fund held no investments or derivative contracts valued using level 3 inputs.

The following table summarizes the valuation of the Fund’s assets and liabilities measured at fair value on a recurring basis by the ASC 820 fair value hierarchy as of December 31, 2013:

Superfund Gold, L.P.

 

     Balance
December 31, 2013
     Level 1      Level 2      Level 3  

ASSETS

           

Unrealized appreciation on open forward contracts

   $ 3       $ —         $ 3       $ —     

Futures contracts purchased

     434,347         434,347         —        

Futures contracts sold

     336,188         336,188         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Assets Measured at Fair Value

   $ 770,538       $ 770,535       $ 3       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

LIABILITIES

           

Unrealized depreciation on open forward contracts

   $ 5       $ —         $ 5       $ —     

Futures contracts purchased

     623,378         623,378         —           —     

Futures contracts sold

     190,551         190,551         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Liabilities Measured at Fair Value

   $ 813,934       $ 813,929       $ 5       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Superfund Gold, L.P. – Series A

 

     Balance
December 31, 2013
     Level 1      Level 2      Level 3  

ASSETS

           

Unrealized appreciation on open forward contracts

   $ 3       $ —         $ 3       $ —     

Futures contracts purchased

     254,637         254,637         —        

Futures contracts sold

     177,920         177,920         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Assets Measured at Fair Value

   $ 432,560       $ 432,557       $ 3       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

LIABILITIES

           

Unrealized depreciation on open forward contracts

   $ 1       $ —         $ 1       $ —     

Futures contracts purchased

     379,957         379,957         —           —     

Futures contracts sold

     110,852         110,852         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Liabilities Measured at Fair Value

   $ 490,810       $ 490,809       $ 1       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

 

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Table of Contents

Superfund Gold, L.P. – Series B

 

     Balance
December 31, 2013
     Level 1      Level 2      Level 3  

ASSETS

           

Futures contracts purchased

   $ 179,710       $ 179,710       $ —         $ —     

Futures contracts sold

     158,268         158,268         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Assets Measured at Fair Value

   $ 337,978       $ 337,978       $ —         $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

LIABILITIES

           

Unrealized depreciation on open forward contracts

   $ 4       $ —         $ 4       $ —     

Futures contracts purchased

     243,421         243,421         —           —     

Futures contracts sold

     79,699         79,699         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Liabilities Measured at Fair Value

   $ 323,124       $ 323,120       $ 4       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

The following table summarizes the valuation of the Fund’s assets and liabilities by the ASC 820 fair value hierarchy as of December 31, 2012:

Superfund Gold, L.P.

 

     Balance
December 31, 2012
     Level 1      Level 2      Level 3  

ASSETS

           

Unrealized appreciation on open forward contracts

   $ 182,189       $ —         $ 182,189       $ —     

Futures contracts purchased

     30,068         30,068         —        

Futures contracts sold

     155,131         155,131         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Assets Measured at Fair Value

   $ 367,388       $ 185,199       $ 182,189       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

LIABILITIES

           

Unrealized depreciation on open forward contracts

   $ 101,789       $ —         $ 101,789       $ —     

Futures contracts purchased

     89,610         89,610         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Liabilities Measured at Fair Value

   $ 191,399       $ 89,610       $ 101,789       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Superfund Gold, L.P. – Series A

 

     Balance
December 31, 2012
     Level 1      Level 2      Level 3  

ASSETS

           

Unrealized appreciation on open forward contracts

   $ 111,557       $ —         $ 111,557       $ —     

Futures contracts sold

     85,248         85,248         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Assets Measured at Fair Value

   $ 196,805       $ 85,248       $ 111,557       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

LIABILITIES

           

Unrealized depreciation on open forward contracts

   $ 60,610       $ —         $ 60,610       $ —     

Futures contracts purchased

     89,610         89,610         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Liabilities Measured at Fair Value

   $ 150,220       $ 89,610       $ 60,610       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

 

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Table of Contents

Superfund Gold, L.P. – Series B

 

     Balance
December 31, 2012
     Level 1      Level 2      Level 3  

ASSETS

           

Unrealized appreciation on open forward contracts

   $ 70,632       $ —         $ 70,632       $ —     

Futures contracts purchased

     30,068         30,068         —        

Futures contracts sold

     69,883         69,883         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Assets Measured at Fair Value

   $ 170,583       $ 99,951       $ 70,632       $   
  

 

 

    

 

 

    

 

 

    

 

 

 

LIABILITIES

           

Unrealized depreciation on open forward contracts

   $ 41,179       $ —         $ 41,179       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Liabilities Measured at Fair Value

   $ 41,179       $ —         $ 41,179       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

For the years ended December 31, 2013 and 2012, there were no transfers between Level 1 and Level 2 assets and liabilities.

 

(3) Disclosure of derivative instruments and hedging activities

The Fund follows ASC 815, Disclosures about Derivative Instruments and Hedging Activities (“ASC 815”). ASC 815 is intended to improve financial reporting for derivative instruments by requiring enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivative instruments affect an entity’s results of operations and financial position.

Derivative instruments held by the Fund do not qualify as derivative instruments held as hedging instruments, as defined in ASC 815. Instead, the Fund includes derivative instruments in its trading activity. Per the requirements of ASC 815, the Fund discloses the gains and losses on its trading activities for both derivative and nonderivative instruments in the Statement of Operations for each Series.

The Fund engages in the speculative trading of forward contracts in currency and futures contracts in a wide range of commodities, including equity markets, interest rates, food and fiber, energy, livestock and metals. ASC 815 requires entities to recognize all derivatives instruments as either assets or liabilities at fair value in the statement of financial position. Investments in forward contracts and commodity futures contracts are recorded in the Statements of Assets and Liabilities as “unrealized appreciation or depreciation on open forward contracts and futures contracts purchased and futures contracts sold.” Since the derivatives held or sold by the Fund are for speculative trading purposes, the derivative instruments are not designated as hedging instruments under the provisions of ASC 815. Accordingly, all realized gains and losses, as well as any change in net unrealized gains or losses on open positions from the preceding period, are recognized as part of the Fund’s realized and unrealized gain (loss) on investments in the Statements of Operations.

Superfund Capital Management believes futures and forward unrealized gains and losses expressed as a percentage of net assets is indicative of trading activity. Information concerning the fair value of the Fund’s derivatives held long or sold short, as well as information related to the annual average volume of the Fund’s derivative activity, is as follows:

 

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Table of Contents

Superfund Gold, L.P.

The fair value of the Fund’s derivatives by instrument type, as well as the location of those instruments on the Statement of Assets and Liabilities, as of December 31, 2013, is as follows:

 

Type of Instrument

  

Statement of Assets and

Liabilities Location

   Asset Derivatives at
December 31, 2013
     Liability Derivatives
at December 31, 2013
    Net  
Foreign exchange contracts    Unrealized appreciation on open forward contracts    $ 3       $ —        $ 3   
Foreign exchange contracts    Unrealized depreciation on open forward contracts      —           (5     (5

Futures contracts

   Futures contracts purchased      434,347         (623,378     (189,031

Futures contracts

   Futures contracts sold      336,188         (190,551     145,637   
     

 

 

    

 

 

   

 

 

 

Totals

      $ 770,538       $ (813,934   $ (43,396
     

 

 

    

 

 

   

 

 

 

The fair value of the Fund’s derivatives by instrument type, as well as the location of those instruments on the Statement of Assets and Liabilities, as of December 31, 2012, is as follows:

 

Type of Instrument

  

Statement of Assets and Liabilities Location

   Asset Derivatives at
December 31, 2012
     Liability Derivatives
at December 31, 2012
    Net  
Foreign exchange contracts    Unrealized appreciation on open forward contracts    $ 182,189       $ —        $ 182,189   
Foreign exchange contracts    Unrealized depreciation on open forward contracts      —           (101,789     (101,789

Futures contracts

   Futures contracts purchased      30,068         (89,610     (59,542

Futures contracts

   Futures contracts sold      155,131         —          155,131   
     

 

 

    

 

 

   

 

 

 

Totals

      $ 367,388       $ (191,399   $ 175,989   
     

 

 

    

 

 

   

 

 

 

Effects of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2013:

 

Derivatives not

Designated as Hedging

Instruments under ASC 815

 

Location of Loss on

Derivatives Recognized

in Income

  Net Realized Loss on
Derivatives Recognized
in Income
    Net Change in
Unrealized Depreciation
on Derivatives
Recognized in Income
 
Foreign exchange contracts   Net realized/unrealized loss on futures and forward contracts   $ (328,276   $ (80,402
Futures contracts   Net realized/unrealized loss on futures and forward contracts     (2,213,769     (138,983
   

 

 

   

 

 

 

Total

    $ (2,542,045   $ (219,385
   

 

 

   

 

 

 

 

45


Table of Contents

Effects of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2012:

 

Derivatives not

Designated as Hedging

Instruments under ASC 815

 

Location of Gain (Loss) on Derivatives
Recognized in Income

  Net Realized Gain(Loss)
on Derivatives
Recognized in Income
    Net Change in
Unrealized Appreciation
on Derivatives
Recognized in Income
 

Foreign exchange contracts

  Net realized/unrealized gain on futures and forward contracts   $ 263,199      $ 40,809   

Futures contracts

  Net realized/unrealized gain (loss) on futures and forward contracts     (1,896,707     1,954,468   
   

 

 

   

 

 

 

Total

    $ (1,633,508   $ 1,995,277   
   

 

 

   

 

 

 

Superfund Gold, L.P. gross and net unrealized gains and losses by long and short positions as of December 31, 2013 and December 31, 2012:

 

     As of December 31, 2013  
     Long Positions Gross Unrealized     Short Positions Gross Unrealized        
     Gains      % of
Net
Assets
    Losses     % of
Net
Assets
    Gains      % of
Net
Assets
    Losses     % of
Net
Assets
    Net Unrealized
Gain (Loss) on
Open Positions
 

Foreign Exchange

   $ 3         0.0   $ —          —        $ —           —        $ (5     (0.0 )*    $ (2

Currency

     34,356         0.3        (13,987     (0.1     67,051         0.5        (3,916     (0.0 )*      83,504   

Financial

     —           —          (11,330     (0.1     115,315         0.9        (11,094     (0.1     92,891   

Food & Fiber

     4,780         0.0     (35,294     (0.3     61,459         0.5        —          —          30,945   

Indices

     226,092         1.8        (13,372     (0.1     168         0.0     (11,208     (0.1     201,680   

Metals

     113,479         0.9        (424,270     (3.3     92,195         0.7        (164,333     (1.3     (382,929

Energy

     55,539         0.4        (120,204     (0.9     —           —          —          —          (64,665

Livestock

     100         0.0     (4,920     (0.0 )*              —          —          —          (4,820
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Totals

   $ 434,349         3.4      $ (623,377     (4.9   $ 336,188         2.7      $ (190,556     (1.5   $ (43,396
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

 

* Due to rounding

 

     As of December 31, 2012  
     Long Positions Gross Unrealized     Short Positions Gross Unrealized        
     Gains      % of
Net
Assets
     Losses     % of
Net
Assets
    Gains      % of
Net
Assets
    Losses     % of
Net
Assets
    Net Unrealized
Gain (Loss) on
Open Positions
 

Foreign Exchange

   $ 181,362         0.8       $ (16,748     (0.1   $ 827         0.0   $ (85,041     (0.4   $ 80,400   

Currency

     80,981         0.4         (91,145     (0.4     260,503         1.2        (2,294     (0.0 )*      248,045   

Financial

     172,165         0.8         (15,042     (0.1     1,613         0.0     —          —          158,736   

Food & Fiber

     —           —           —          —          123,461         0.5        (3,116     (0.0 )*      120,345   

Indices

     365,180         1.6         (95,225     (0.4     —           —          (504     (0.0 )*      269,451   

Metals

     88,702         0.4         (658,888     (2.9     226,985         1.0        (448,613     (2.0     (791,814

Energy

     94,444         0.4         (714     (0.0 )*      194,796         0.9        (197,700     (0.9     90,826   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Totals

   $ 982,834         4.4       $ (877,762     (3.9   $ 808,185         3.6      $ (737,268     (3.3   $ 175,989   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

 

* Due to rounding

Superfund Gold, L.P. average* contract volume by market sector for the Year Ended December 31, 2013:

 

     Average Number
of Long Contracts
     Average Number
of Short Contracts
     Average Value
of Long Positions
     Average Value of
Short Positions
 

Foreign Exchange

     47         34       $ 23       $ 58   

 

     Average Number
of Long Contracts
     Average Number
of Short Contracts
 

Currency

     389         201   

Financial

     1,448         785   

Food & Fiber

     83         163   

Indices

     1,274         103   

Metals

     716         347   

Livestock

     66         23   

Energy

     303         190   
  

 

 

    

 

 

 

Total

     4,326         1,846   
  

 

 

    

 

 

 

 

46


Table of Contents

Superfund Gold, L.P. average* contract volume by market sector for the Year Ended December 31, 2012:

 

     Average Number
of Long Contracts
     Average Number
of Short Contracts
     Average Value of
Long Positions
     Average Value of
Short Positions
 

Foreign Exchange

     93         85       $ 495,922       $ 495,459   

 

     Average Number
of Long Contracts
     Average Number
of Short Contracts
 

Currency

     826         930   

Financial

     2,395         552   

Food & Fiber

     88         182   

Indices

     1,087         664   

Metals

     771         240   

Livestock

     31         110   

Energy

     385         368   
  

 

 

    

 

 

 

Total

     5,676         3,131   
  

 

 

    

 

 

 

 

* Based on quarterly holdings

Superfund Gold, L.P. trading results by market sector:

 

     For the Year Ended December 31, 2013  
     Net Realized
Gains (Losses)
    Change in Net
Unrealized
Gains (Losses)
    Net Trading
Gains (Losses)
 

Foreign Exchange

   $ (328,276   $ (80,402   $ (408,678

Currency

     (448,607     (164,541     (613,148

Financial

     644,407        (65,845     578,562   

Food & Fiber

     (488,863     (89,400     (578,263

Indices

     2,340,038        (67,771     2,272,267   

Metals

     (3,893,370     408,885        (3,484,485

Livestock

     80,430        (4,820     75,610   

Energy

     (447,804     (155,491     (603,295
  

 

 

   

 

 

   

 

 

 

Total net trading losses

   $ (2,542,045   $ (219,385   $ (2,761,430
  

 

 

   

 

 

   

 

 

 

 

     For the Year Ended December 31, 2012  
     Net Realized
Gains (Losses)
    Change in Net
Unrealized
Gains (Losses)
    Net Trading
Gains (Losses)
 

Foreign Exchange

   $ 263,199      $ 40,809      $ 304,008   

Currency

     (1,162,365     94,280        (1,068,085

Financial

     639,203        164,793        803,996   

Food & Fiber

     (737,597     66,335        (671,262

Indices

     26,837        202,387        229,224   

Metals

     (1,278,198     1,352,838        74,640   

Livestock

     (64,462     (18,950     (83,412

Energy

     679,875        92,785        772,660   
  

 

 

   

 

 

   

 

 

 

Total net trading gains (losses)

   $ (1,633,508   $ 1,995,277      $ 361,769   
  

 

 

   

 

 

   

 

 

 

 

47


Table of Contents

Superfund Gold, L.P. - Series A

The fair value of the Fund’s derivatives by instrument type, as well as the location of those instruments on the Statement of Assets and Liabilities, as of December 31, 2013, is as follows:

 

Type of Instrument

 

Statement of Assets and

Liabilities Location

  Asset Derivatives at
December 31, 2013
    Liability Derivatives
at December 31, 2013
    Net  

Foreign exchange contracts

  Unrealized appreciation on open forward contracts   $ 3      $ —        $ 3   

Foreign exchange contracts

  Unrealized depreciation on open forward contracts     —          (1     (1

Futures contracts

  Futures contracts purchased     254,637        (379,957     (125,320

Futures contracts

  Futures contracts sold     177,920        (110,852     67,068   
   

 

 

   

 

 

   

 

 

 

Totals

    $ 432,560      $ (490,810   $ (58,250
   

 

 

   

 

 

   

 

 

 

The fair value of the Fund’s derivatives by instrument type, as well as the location of those instruments on the Statement of Assets and Liabilities, as of December 31, 2012, is as follows:

 

Type of Instrument

 

Statement of Assets and

Liabilities Location

  Asset Derivatives at
December 31, 2012
    Liability Derivatives
at December 31, 2012
    Net  

Foreign exchange contracts

  Unrealized appreciation on open forward contracts   $ 111,557      $ —        $ 111,557   

Foreign exchange contracts

  Unrealized depreciation on open forward contracts     —          (60,610     (60,610

Futures contracts

  Futures contracts purchased     —          (89,610     (89,610

Futures contracts

  Futures contracts sold     85,248        —          85,248   
   

 

 

   

 

 

   

 

 

 

Totals

    $ 196,805      $ (150,220   $ 46,585   
   

 

 

   

 

 

   

 

 

 

Effects of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2013:

 

Derivatives not Designated as Hedging
Instruments under ASC 815

 

Location of Loss on

Derivatives Recognized

in Income

  Net Realized
Loss on
Derivatives

Recognized in
Income
    Net Change in
Unrealized

Depreciation
on Derivatives
Recognized

in Income
 

Foreign exchange contracts

  Net realized/unrealized loss on futures and forward contracts   $ (193,940   $ (50,945

Futures contracts

  Net realized/unrealized loss on futures and forward contracts     (1,881,468     (53,890
   

 

 

   

 

 

 

Total

    $ (2,075,408   $ (104,835
   

 

 

   

 

 

 

 

48


Table of Contents

Effects of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2012:

 

Derivatives not

Designated as Hedging

Instruments under ASC 815

 

Location of Gain (Loss)

on Derivatives

Recognized in Income

  Net Realized Gain (Loss)
on Derivatives
Recognized in Income
    Net Change in
Unrealized Appreciation
on Derivatives
Recognized in Income
 

Foreign exchange contracts

  Net realized/unrealized gain on futures and forward contracts   $ 121,297      $ 32,885   

Futures contracts

  Net realized/unrealized gain (loss) on futures and forward contracts     (992,375     1,217,490   
   

 

 

   

 

 

 

Total

    $ (871,078   $ 1,250,375   
   

 

 

   

 

 

 

Superfund Gold, L.P. – Series A gross and net unrealized gains and losses by long and short positions as of December 31, 2013 and December 31, 2012:

 

     As of December 31, 2013  
     Long Positions Gross Unrealized     Short Positions Gross Unrealized        
     Gains      % of
Net
Assets
    Losses     % of
Net
Assets
    Gains      % of
Net
Assets
    Losses     % of
Net
Assets
    Net Unrealized
Gain (Loss) on
Open Positions
 

Foreign Exchange

   $ 3         0.0   $ —          —        $ —           —        $ (1     (0.0 )*    $ 2   

Currency

     19,106         0.2        (7,387     (0.1     37,407         0.5        (2,118     (0.0 )*      47,008   

Financial

     —           —          (6,327     (0.1     61,890         0.7        (6,511     (0.1     49,052   

Food & Fiber

     4,780         0.1        (20,582     (0.2     31,349         0.4        —          —          15,547   

Indices

     125,924         1.5        (5,776     (0.1     112         0.0     (6,469     (0.1     113,791   

Metals

     68,111         0.8        (276,060     (3.3     47,162         0.6        (95,754     (1.2     (256,541

Energy

     36,615         0.4        (60,704     (0.7     —           —          —          —          (24,089

Livestock

     100         0.0     (3,120     (0.0 )*      —           —          —          —          (3,020
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Totals

   $ 254,639         3.1      $ (379,956     (4.6   $ 177,920         2.1      $ (110,853     (1.3   $ (58,250
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

 

* Due to rounding

 

     As of December 31, 2012  
     Long Positions Gross Unrealized     Short Positions Gross Unrealized        
     Gains      % of
Net
Assets
     Losses     % of
Net
Assets
    Gains      % of
Net
Assets
    Losses     % of
Net
Assets
    Net Unrealized
Gain (Loss) on
Open Positions
 

Foreign Exchange

   $ 111,070         0.7       $ (9,470     (0.1   $ 487         0.0   $ (51,140     (0.3   $ 50,947   

Currency

     47,906         0.4         (53,895     (0.4     147,619         1.0        (1,338     (0.0 )*      140,292   

Financial

     101,664         0.7         (8,770     (0.1     1,033         0.0     —          —          93,927   

Food & Fiber

     —           —           —          —          71,612         0.5        (1,733     (0.0 )*      69,879   

Indices

     220,513         1.5         (56,336     (0.4     —           —          (277     (0.0 )*      163,900   

Metals

     50,177         0.3         (444,540     (2.9     132,145         0.9        (257,418     (1.7     (519,636

Energy

     54,057         0.4         (386     (0.0 )*      105,825         0.7        (112,220     (0.8     47,276   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Totals

   $ 585,387         4.0       $ (573,397     (3.9   $ 458,721         3.1      $ (424,126     (2.8   $ 46,585   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

 

* Due to rounding

Series A average* contract volume by market sector for the Year Ended December 31, 2013:

 

     Average Number
of Long Contracts
     Average Number
of Short Contracts
     Average Value of
Long Positions
     Average Value of
Short Positions
 

Foreign Exchange

     24         17       $ 13       $ 33   

 

     Average Number
of Long Contracts
     Average Number
of Short Contracts
 

Currency

     216         114   

Financial

     819         431   

Food & Fiber

     48         92   

Indices

     727         58   

Metals

     411         199   

Livestock

     40         12   

Energy

     173         103   
  

 

 

    

 

 

 

Total

     2,458         1,026   
  

 

 

    

 

 

 

 

49


Table of Contents

Series A average* contract volume by market sector for the Year Ended December 31, 2012:

 

     Average
Number
of Long
Contracts
     Average
Number
of Short
Contracts
     Average
Value of
Long
Positions
     Average
Value of
Short
Positions
 

Foreign Exchange

     48         44       $ 271,002       $ 272,449   

 

     Average
Number
of Long
Contracts
     Average
Number
of Short
Contracts
 

Currency

     450         500   

Financial

     1,301         300   

Food & Fiber

     47         100   

Indices

     603         356   

Metals

     435         131   

Livestock

     17         60   

Energy

     211         204   
  

 

 

    

 

 

 

Total

     3,112         1,695   
  

 

 

    

 

 

 

 

* Based on quarterly holdings

Series A trading results by market sector:

 

     For the Year Ended December 31, 2013  
     Net Realized
Gains (Losses)
    Change in Net
Unrealized
Gains (Losses)
    Net Trading
Gains (Losses)
 

Foreign Exchange

   $ (193,940   $ (50,945   $ (244,885

Currency

     (267,057     (93,284     (360,341

Financial

     399,109        (44,875     354,234   

Food & Fiber

     (291,672     (54,332     (346,004

Indices

     1,338,054        (50,109     1,287,945   

Metals

     (2,801,957     263,095        (2,538,862

Livestock

     49,830        (3,020     46,810   

Energy

     (307,775     (71,365     (379,140
  

 

 

   

 

 

   

 

 

 

Total net trading losses

   $ (2,075,408   $ (104,835   $ (2,180,243
  

 

 

   

 

 

   

 

 

 

 

     For the Year Ended December 31, 2012  
     Net Realized
Gains (Losses)
    Change in Net
Unrealized
Gains (Losses)
    Net Trading
Gains (Losses)
 

Foreign Exchange

   $ 121,297      $ 32,885      $ 154,182   

Currency

     (570,390     59,429        (510,961

Financial

     348,139        97,969        446,108   

Food & Fiber

     (406,993     41,534        (365,459

Indices

     100,339        133,157        233,496   

Metals

     (748,732     845,222        96,490   

Livestock

     (46,044     (9,670     (55,714

Energy

     331,306        49,849        381,155   
  

 

 

   

 

 

   

 

 

 

Total net trading gains (losses)

   $ (871,078   $ 1,250,375      $ 379,297   
  

 

 

   

 

 

   

 

 

 

 

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Table of Contents

Superfund Gold, L.P. - Series B

The fair value of the Fund’s derivatives by instrument type, as well as the location of those instruments on the Statement of Assets and Liabilities, as of December 31, 2013, is as follows:

 

Type of Instrument

  

Statement of Assets and Liabilities
Location

   Asset Derivatives at
December 31, 2013
     Liability Derivatives at
December 31, 2013
    Net  

Foreign exchange contracts

   Unrealized depreciation on open forward contracts    $ —         $ (4   $ (4

Futures contracts

   Futures contracts purchased      179,710         (243,421     (63,711

Futures contracts

   Futures contracts sold      158,268         (79,699     78,569   
     

 

 

    

 

 

   

 

 

 

Totals

      $ 337,978       $ (323,124   $ 14,854   
     

 

 

    

 

 

   

 

 

 

The fair value of the Fund’s derivatives by instrument type, as well as the location of those instruments on the Statement of Assets and Liabilities, as of December 31, 2012, is as follows:

 

Type of Instrument

  

Statement of Assets and Liabilities
Location

   Asset Derivatives at
December 31, 2012
     Liability Derivatives at
December 31, 2012
    Net  

Foreign exchange contracts

   Unrealized appreciation on open forward contracts    $ 70,632       $ —        $ 70,632   

Foreign exchange contracts

   Unrealized depreciation on open forward contracts      —           (41,179     (41,179

Futures contracts

   Futures contracts purchased      30,068         —          30,068   

Futures contracts

   Futures contracts sold      69,883         —          69,883   
     

 

 

    

 

 

   

 

 

 

Totals

      $ 170,583       $ (41,179   $ 129,404   
     

 

 

    

 

 

   

 

 

 

Effects of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2013:

 

Derivatives not Designated as Hedging
Instruments under ASC 815

  

Location of Loss on Derivatives
Recognized in Income

   Net Realized Loss
on Derivatives
Recognized in
Income
    Net Change in
Unrealized
Depreciation on
Derivatives
Recognized in
Income
 

Foreign exchange contracts

   Net realized/unrealized loss on futures and forward contracts    $ (134,336   $ (29,457

Futures contracts

   Net realized/unrealized loss on futures and forward contracts      (332,301     (85,093
     

 

 

   

 

 

 

Total

      $ (466,637   $ (114,550
     

 

 

   

 

 

 

 

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Table of Contents

Effects of Derivative Instruments on the Statement of Operations for the Year Ended December 31, 2012:

 

Derivatives not Designated as Hedging
Instruments under ASC 815

  

Location of Gain (Loss) on Derivatives
Recognized in Income

   Net Realized
Gain (Loss) on
Derivatives
Recognized in
Income
    Net Change in
Unrealized
Appreciation on
Derivatives
Recognized in
Income
 

Foreign exchange contracts

   Net realized/unrealized loss on futures and forward contracts    $ 141,902      $ 7,924   

Futures contracts

   Net realized/unrealized gain (loss) on futures and forward contracts      (904,332     736,978   
     

 

 

   

 

 

 

Total

      $ (762,430   $ 744,902   
     

 

 

   

 

 

 

Superfund Gold, L.P. – Series B gross and net unrealized gains and losses by long and short positions as of December 31, 2013 and December 31, 2012:

 

     As of December 31, 2013  
     Long Positions Gross Unrealized     Short Positions Gross Unrealized        
     Gains      % of
Net
Assets
     Losses     % of
Net
Assets
    Gains      % of
Net
Assets
    Losses     % of
Net
Assets
    Net Unrealized
Gain (Loss) on
Open Positions
 

Foreign Exchange

   $ —           —         $ —          —        $ —           —        $ (4     (0.0 )*    $ (4

Currency

     15,250         0.3         (6,600     (0.2     29,644         0.7        (1,798     (0.0 )*      36,496   

Financial

     —           —           (5,003     (0.1     53,425         1.2        (4,583     (0.1     43,839   

Food & Fiber

     —           —           (14,712     (0.3     30,110         0.7        —          —          15,398   

Indices

     100,168         2.3         (7,596     (0.2     56         0.0     (4,739     (0.1     87,889   

Metals

     45,368         1.0         (148,210     (3.4     45,033         1.0        (68,579     (1.6     (126,388

Energy

     18,924         0.4         (59,500     (1.4     —           —          —          —          (40,576

Livestock

     —           —           (1,800     (0.0 )*      —           —          —          —          (1,800
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Totals

   $ 179,710         4.1       $ (243,421     (5.6   $ 158,268         3.6      $ (79,703     (1.8   $ 14,854   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

 

* Due to rounding

 

     As of December 31, 2012  
     Long Positions Gross Unrealized     Short Positions Gross Unrealized        
     Gains      % of
Net
Assets
     Losses     % of
Net
Assets
    Gains      % of
Net
Assets
    Losses     % of
Net
Assets
    Net Unrealized
Gain (Loss) on
Open Positions
 

Foreign Exchange

   $ 70,292         1.0       $ (7,278     (0.1   $ 340         0.0   $ (33,901     (0.5   $ 29,453   

Currency

     33,075         0.5         (37,250     (0.5     112,884         1.5        (956     (0.0 )*      107,753   

Financial

     70,501         1.0         (6,272     (0.1     580         0.0     —          —          64,809   

Food & Fiber

     —           —           —          —          51,849         0.7        (1,383     (0.0 )*      50,466   

Indices

     144,667         2.0         (38,889     (0.6     —           —          (227     (0.0 )*      105,551   

Metals

     38,525         0.5         (214,348     (3.0     94,840         1.3        (191,195     (2.7     (272,178

Energy

     40,387         0.6         (328     (0.0 )*      88,971         1.3        (85,480     (1.2     43,550   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Totals

   $ 397,447         5.6       $ (304,365     (4.3   $ 349,464         4.8      $ (313,142     (4.4   $ 129,404   
  

 

 

    

 

 

    

 

 

   

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Series B average* contract volume by market sector for the Year Ended December 31, 2013:

 

     Average
Number
of Long
Contracts
     Average
Number
of Short
Contracts
     Average
Value of
Long
Positions
     Average
Value of
Short
Positions
 

Foreign Exchange

     23         17       $ 10       $ 25   

 

     Average
Number
of Long
Contracts
     Average
Number
of Short
Contracts
 

Currency

     173         87   

Financial

     629         354   

Food & Fiber

     35         71   

Indices

     547         45   

Metals

     305         148   

Livestock

     26         11   

Energy

     130         87   
  

 

 

    

 

 

 

Total

     1,868         820   
  

 

 

    

 

 

 

 

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Series B average* contract volume by market sector for the Year Ended December 31, 2012:

 

     Average
Number
of Long
Contracts
     Average
Number
of Short
Contracts
     Average
Value of
Long
Positions
     Average
Value of
Short
Positions
 

Foreign Exchange

     45         41       $ 224,920       $ 223,010   

 

     Average
Number
of Long
Contracts
     Average
Number
of Short
Contracts
 

Currency

     376         430   

Financial

     1,094         252   

Food & Fiber

     41         82   

Indices

     484         308   

Metals

     336         109   

Livestock

     14         50   

Energy

     174         164   
  

 

 

    

 

 

 

Total

     2,564         1,436   
  

 

 

    

 

 

 

 

* Based on quarterly holdings

Series B trading results by market sector:

 

     For the Year Ended December 31, 2013  
     Net Realized
Gains (Losses)
    Change in Net
Unrealized
Gains (Losses)
    Net Trading
Gains (Losses)
 

Foreign Exchange

   $ (134,336   $ (29,457   $ (163,793

Currency

     (181,550     (71,257     (252,807

Financial

     245,298        (20,970     224,328   

Food & Fiber

     (197,191     (35,068     (232,259

Indices

     1,001,984        (17,662     984,322   

Metals

     (1,091,413     145,790        (945,623

Livestock

     30,600        (1,800     28,800   

Energy

     (140,029     (84,126     (224,155
  

 

 

   

 

 

   

 

 

 

Total net trading losses

   $ (466,637   $ (114,550   $ (581,187
  

 

 

   

 

 

   

 

 

 

 

     For the Year Ended December 31, 2012  
     Net Realized
Gains (Losses)
    Change in Net
Unrealized
Gains (Losses)
    Net Trading
Gains (Losses)
 

Foreign Exchange

   $ 141,902      $ 7,924      $ 149,826   

Currency

     (591,975     34,851        (557,124

Financial

     291,064        66,824        357,888   

Food & Fiber

     (330,604     24,801        (305,803

Indices

     (73,502     69,230        (4,272

Metals

     (529,466     507,616        (21,850

Livestock

     (18,418     (9,280     (27,698

Energy

     348,569        42,936        391,505   
  

 

 

   

 

 

   

 

 

 

Total net trading gains (losses)

   $ (762,430   $ 744,902      $ (17,528
  

 

 

   

 

 

   

 

 

 

 

(4) Due from/to Brokers

Due from brokers consist of proceeds from securities sold. Amounts due from brokers may be restricted to the extent that they serve as deposits for securities sold short. Amounts due to brokers represent margin borrowings that are collateralized by certain securities. As of December 31, 2013, there were no amounts due to brokers.

 

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Table of Contents

In the normal course of business, all of the Fund’s marketable securities transactions, money balances and marketable security positions are transacted with brokers. The Fund is subject to credit risk to the extent any broker with whom it conducts business is unable to fulfill contractual obligations on its behalf.

 

(5) Allocation of Net Profits and Losses

In accordance with the Third Amended and Restated Limited Partnership Agreement (the “Limited Partnership Agreement”), net profits and losses of the Fund are allocated to partners according to their respective interests in the Fund as of the beginning of each month.

Subscriptions received in advance, if any, represent cash received prior to December 31 for contributions of the subsequent month and do not participate in the earnings of the Fund until the following January.

 

(6) Related Party Transactions

Superfund Capital Management shall be paid a management fee equal to one-twelfth of 2.25% of month-end net assets (2.25% per annum) and operating and ongoing offering expenses equal to one-twelfth of 0.75% of month-end net assets (0.75% per annum) when considered together, not to exceed the amount of actual expenses incurred. Superfund Capital Management will also be paid a monthly performance/incentive fee equal to 25% of the new appreciation without respect to interest income or any changes in net asset due to changes in value of the Fund’s dollar for dollar gold position. Trading losses will be carried forward and no further performance/incentive fee may be paid until the prior losses have been recovered. In addition, Superfund Capital Management receives a portion of the brokerage commissions paid by the Fund in connection with its futures trading. Superfund USA, LLC, an entity related to Superfund Capital Management by common ownership, shall be paid selling commissions equal to 2% of the month-end net asset value per Series A-1 Unit and Series B-1 Unit (one-twelfth of 2% per month). These amounts are included under “Selling commission” in the Statements of Operations. However, the maximum cumulative selling commission per Unit is limited to 10% of the gross offering proceeds of such Unit.

As of December 31, 2013, Superfund Capital Management owned 514.918 Units of Series A-1, representing 8.9% of the total issued Units of Series A-1, and 434.258 Units of Series B-1, representing 23.5% of the total issued Units of Series B-1, having a combined value of $954,464. Losses allocated to Units of Series A-1 and Series B-1 owned by Superfund Capital Management were $260,564 for the year ended December 31, 2013. As of December 31, 2012, Superfund Capital Management owned 514.918 Units of Series A-1, representing 6.11% of the total issued Units of Series A-1, and 434.258 Units of Series B-1, representing 13.33% of the total issued Units of Series B-1, having a combined value of $1,215,022. Losses allocated to Units of Series A-1 and Series B-1 owned by Superfund Capital Management were $94,552 for the year ended December 31, 2012. Superfund Capital Management did not make any contributions to or withdrawals from any Series during year ended December 31, 2013. Superfund Capital Management’s ownership of Units of Series A-1 and Series B-1 is included in the overall changes in capital activity reported in the Statements of Changes in Net Assets.

 

(7) Financial Highlights

Financial highlights for year ended December 31, 2013, are as follows:

 

     SERIES A-1     SERIES A-2  

Total return*

    

Total return before incentive fees

     (23.9 )%      (22.3 )% 

Incentive fees

     0.0        0.0   
  

 

 

   

 

 

 

Total return after incentive fees

     (23.9 )%      (22.3 )% 
  

 

 

   

 

 

 

Ratio to average partners’ capital

    

Operating expenses before incentive fees

     6.9     4.9

Incentive fees

     0.0        0.0   
  

 

 

   

 

 

 

Total expenses

     6.9     4.9
  

 

 

   

 

 

 

Net investment loss

     (6.9 )%      (4.9 )% 

Net asset value per unit, beginning of year

   $ 1,423.03      $ 1,577.45   

Net investment loss

     (88.81     (70.73

Net loss on investments

     (250.76     (281.35
  

 

 

   

 

 

 

Net asset value per unit, end of year

   $ 1,083.46      $ 1,225.37   
  

 

 

   

 

 

 

 

* Total return is calculated for each Series of the Fund taken as a whole. An individual investor’s return may vary from these returns based on the timing of capital transactions.

 

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Table of Contents

Other per Unit information:

    

Net decrease in net assets from operations per Unit (based upon weighted average Number of Units during year)

   $ (335.31   $ (350.02
  

 

 

   

 

 

 

Net decrease in net assets from operations per Unit (based upon change in net asset value per Unit during year)

   $ (339.57   $ (352.08
  

 

 

   

 

 

 

Financial highlights for year ended December 31, 2013, are as follows:

 

     SERIES B-1     SERIES B-2  

Total return*

    

Total return before incentive fees

     (17.8 )%      (16.1 )% 

Incentive fees

     0.0        0.0   
  

 

 

   

 

 

 

Total return after incentive fees

     (17.8 )%      (16.1 )% 
  

 

 

   

 

 

 
    

Ratio to average partners’ capital

    

Operating expenses before incentive fees

     7.9     6.0

Incentive fees

     0.0        0.0   
  

 

 

   

 

 

 

Total expenses

     7.9     6.0
  

 

 

   

 

 

 

Net investment loss

     (7.9 )%      (6.0 )% 

Net asset value per unit, beginning of year

   $ 1,110.58      $ 1,187.13   

Net investment loss

     (83.79     (68.69

Net loss on investments

     (113.59     (122.50
  

 

 

   

 

 

 

Net asset value per unit, end of year

   $ 913.20      $ 995.94   
  

 

 

   

 

 

 

 

* Total return is calculated for each Series of the Fund taken as a whole. An individual investor’s return may vary from these returns based on the timing of capital transactions.

 

Other per Unit information:

    

Net decrease in net assets from operations per Unit (based upon weighted average Number of Units during year)

   $ (177.73   $ (198.06
  

 

 

   

 

 

 

Net decrease in net assets from operations per Unit (based upon change in net asset value per Unit during year)

   $ (197.38   $ (191.19
  

 

 

   

 

 

 

Financial highlights for year ended December 31, 2012, are as follows:

 

     SERIES A-1     SERIES A-2  

Total return*

    

Total return before incentive fees and MF Global

     (4.8 )%      (2.9 )% 

Incentive fees

     0.0        0.0   

MF Global

     0.0        0.0   
  

 

 

   

 

 

 

Total return after incentive fees

     (4.8 )%      (2.9 )% 
  

 

 

   

 

 

 

Ratio to average partners’ capital

    

Operating expenses before incentive fees

     7.2     5.1

Incentive fees

     0.0        0.0   

MF Global

     0.0        0.0   
  

 

 

   

 

 

 

Total expenses

     7.2     5.1
  

 

 

   

 

 

 

Net investment loss

     (7.2 )%      (5.2 )% 

Net asset value per unit, beginning of year

   $ 1,496.15      $ 1,625.63   

Net investment loss

     (111.73     (87.81

Net gain on investments

     38.61        39.63   
  

 

 

   

 

 

 

Net asset value per unit, end of year

   $ 1,423.03      $ 1,577.45   
  

 

 

   

 

 

 

 

* Total return is calculated for each Series of the Fund taken as a whole. An individual investor’s return may vary from these returns based on the timing of capital transactions.

 

55


Table of Contents

Other per Unit information:

    

Net decrease in net assets from operations per Unit (based upon weighted average Number of Units during year)

   $ (78.96   $ (39.22
  

 

 

   

 

 

 

Net decrease in net assets from operations per Unit (based upon change in net asset value per Unit during year)

   $ (73.12   $ (48.18
  

 

 

   

 

 

 

Financial highlights for year ended December 31, 2012, are as follows:

 

     SERIES B-1     SERIES B-2  

Total return*

    

Total return before incentive fees and MF Global

     (10.5 )%      (8.7 )% 

Incentive fees

     0.0        0.0   

MF Global

     (0.1     (0.1
  

 

 

   

 

 

 

Total return after incentive fees

     (10.6 )%      (8.8 )% 
  

 

 

   

 

 

 

Ratio to average partners’ capital

    

Operating expenses before incentive fees

     8.2     6.2

Incentive fees

     0.0        0.0   

MF Global

     0.1        0.1   
  

 

 

   

 

 

 

Total expenses

     8.3     6.3
  

 

 

   

 

 

 

Net investment loss

     (8.2 )%      (6.3 )% 

Net asset value per unit, beginning of year

   $ 1,241.61      $ 1,300.90   

Net investment loss

     (104.78     (83.87

Net loss on investments

     (26.25     (29.90
  

 

 

   

 

 

 

Net asset value per unit, end of year

   $ 1,110.58      $ 1,187.13   
  

 

 

   

 

 

 

 

* Total return is calculated for each Series of the Fund taken as a whole. An individual investor’s return may vary from these returns based on the timing of capital transactions.

 

Other per Unit information:

    

Net decrease in net assets from operations per Unit (based upon weighted average Number of Units during year)

   $ (105.27   $ (89.97
  

 

 

   

 

 

 

Net decrease in net assets from operations per Unit (based upon change in net asset value per Unit during year)

   $ (131.03   $ (113.77
  

 

 

   

 

 

 

 

(8) Financial Instrument Risk

In the normal course of its business, the Fund is party to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. The term “off-balance sheet risk” refers to an unrecorded potential liability that, even though it does not appear on the balance sheet, may result in a future obligation or loss. These financial instruments may include forwards, futures and options, whose values are based upon an underlying asset, index or reference rate, and generally represent future commitments to exchange currencies or cash flows, to purchase or sell other financial instruments at specific terms at specific future dates, or, in the case of derivative commodity instruments, to have a reasonable possibility to be settled in cash, through physical delivery or with another financial instrument. These instruments may be traded on an exchange or OTC. Exchange traded instruments are standardized and include futures and certain option contracts.

 

56


Table of Contents

OTC contracts are negotiated between contracting parties and include forwards and certain options. Each of these instruments is subject to various risks similar to those related to the underlying financial instruments including market and credit risk. In general, the risks associated with OTC contracts are greater than those associated with exchange traded instruments because of the greater risk of default by the counterparty to an OTC contract.

For the Fund, gross unrealized gains and losses related to exchange traded futures were $770,534 and $813,928, respectively, and gross unrealized gains and losses related to non-exchange traded forwards were $3 and $5, respectively, at December 31, 2013.

For Series A, gross unrealized gains and losses related to exchange traded futures were $432,556 and $490,808, respectively, and gross unrealized gains and losses related to non-exchange traded forwards were $3 and $1, respectively, at December 31, 2013.

For Series B, gross unrealized gains and losses related to exchange traded futures were $337,978 and $323,120, respectively, and gross unrealized gains and losses related to non-exchange traded forwards were $0 and $4, respectively, at December 31, 2013.

Market risk is the potential for changes in the value of the financial instruments traded by the Fund due to market changes, including interest and foreign exchange rate movements and fluctuations in commodity prices. In entering into these contracts, there exists a market risk that such contracts may be significantly influenced by conditions, such as interest rate volatility, resulting in such contracts being less valuable. If the markets should move against all of the futures interest positions at the same time, and Superfund Capital Management is unable to offset such positions, the Fund could experience substantial losses.

Credit risk is the possibility that a loss may occur due to the failure of a counterparty to perform according to the terms of a contract. Credit risk with respect to exchange-traded instruments is reduced to the extent that an exchange or clearing organization acts as a counterparty to the transactions. The Fund’s risk of loss in the event of counterparty default is typically limited to the amounts recognized in the statements of assets and liabilities and not represented by the contract or notional amounts of the instruments. As the Fund’s assets are held in segregated accounts with futures commission merchants, the Fund has credit risk and concentration risk. The Fund’s futures commission merchants are currently ADM Investor Services, Inc., Barclays Capital Inc. and Citigroup Global Markets Inc.

Superfund Capital Management monitors and attempts to control the Fund’s risk exposure on a daily basis through financial, credit and risk management monitoring systems, and accordingly believes that it has effective procedures for evaluating and limiting the credit and market risks to which the Fund is subject. These monitoring systems allow Superfund Capital Management to statistically analyze actual trading results with risk adjusted performance indicators and correlation statistics. In addition, on-line monitoring systems provide account analysis of futures and forward positions by sector, margin requirements, gain and loss transactions and collateral positions.

 

(9) Subscriptions and Redemptions

Investors must submit subscriptions at least five business days prior to the applicable month-end closing date and they will be accepted once payments are received and cleared. All subscription funds are required to be promptly transmitted to the escrow agent, U.S. Bank National Association. Subscriptions must be accepted or rejected by Superfund Capital Management within five business days of receipt, and the settlement date for the deposit of subscription funds in escrow must be within five business days of acceptance. No fees or costs will be assessed on any subscription while held in escrow, irrespective of whether the subscription is accepted or the subscription funds are returned.

A limited partner of a Series (“Limited Partner”) may request any or all of his investment in such Series be redeemed by such Series at the net asset value of a Unit within such Series as of the end of each month, subject to a minimum redemption of $1,000 and subject further to such Limited Partner having an investment in such Series, after giving effect to the requested redemption, at least equal to the minimum initial investment amount of $10,000 (or such minimum as was in effect at the time such Limited Partner initially acquired its Units). Limited Partners must transmit a written request of such withdrawal to Superfund Capital Management not less than five business days prior to the end of the month (or such shorter period as permitted by Superfund Capital Management) as of which redemption is to be effective. Redemptions will generally be paid within twenty days after the date of redemption. However, in special circumstances, including, but not limited to, inability to liquidate dealers’ positions as of a redemption date or default or delay in payments due to each Series from clearing brokers, banks or other persons or entities, each Series may in turn delay payment to persons requesting redemption of the proportionate part of the net assets of each Series represented by the sums that are the subject of such default or delay. In the event that the estimated net asset value per Unit of a Series, or sub-Series thereof, after adjustments for distributions, as of the close of business on any business day is less than 50% of the net asset value per Unit of such Series, or sub-Series thereof, as of the most recent month-end, a special redemption period shall be established. In the event of a special redemption, Superfund Capital Management shall notify Limited Partners within such Series within seven business days thereafter and shall liquidate

 

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all open positions with respect to such Series as expeditiously as possible and suspend trading. Within ten business days after the date of suspension of trading, Superfund Capital Management shall declare a date (a “Special Redemption Date”) with respect to such Series. Such Special Redemption Date shall be a business day within 30 business days from the date of suspension of trading by such Series, and Superfund Capital Management shall mail notice of such date to each Limited Partner of such Series and assignee of Units within such Series of whom it has received written notice, by first-class mail, postage prepaid, not later than ten business days prior to such Special Redemption Date, together with instructions as to the procedure such Limited Partner or assignee must follow to have his interest in such Series redeemed on such date (only entire, not partial, interests may be so redeemed unless otherwise determined by Superfund Capital Management). Upon redemption pursuant to a Special Redemption Date, a Limited Partner or any other assignee of whom Superfund Capital Management has received written notice as described above, shall receive from the applicable Series an amount equal to the Net Asset Value of his interest in such Series, determined as of the close of business (as determined by Superfund Capital Management) on such Special Redemption Date. The details of the special redemption are set forth in Section 12 of the Limited Partnership Agreement.

 

(10) Indemnification

In the normal course of business, the Fund enters into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on future claims that may be made against the Fund, and therefore cannot be established; however, based on experience, the risk of loss from such claims is considered remote.

 

(11) Subsequent events

Superfund Capital Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.

 

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SIGNATURES

Pursuant to the requirements of Section 13 or Section 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on March 27, 2014.

 

SUPERFUND GOLD, L.P.
  (Registrant)
By:   SUPERFUND CAPITAL MANAGEMENT, INC.
  General Partner
By:  

/s/ Nigel James

  Nigel James
  President

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Superfund Capital Management, the general partner of the registrant, and in the capacities and on the dates indicated.

 

     Title with     

Signature

  

Superfund Capital Management

   Date

/s/ Nigel James

Nigel James

  

President

(Principal Executive Officer)

   March 27, 2014

/s/ Martin Schneider

Martin Schneider

  

Vice President and Director

(Principal Financial Officer)

   March 27, 2014

(Being the principal executive officer and the principal financial officer, and a majority of the board of directors of Superfund Capital Management)

 

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EXHIBIT INDEX

 

Exhibit
Number

 

Description of Document

  31.01   Rule 13a-14(a)/15d -14(a) Certification of Principal Executive Officer
  31.02   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer
  32.01   Section 1350 Certification of Principal Executive Officer
  32.02   Section 1350 Certification of Principal Financial Officer
101.INS   XBRL Instance Document
101.SCH   XBRL Taxonomy Extension Schema Document
101.CAL   XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF   XBRL Taxonomy Extension Definition Linkbase Document
101.LAB   XBRL Taxonomy Extension Labe Linkbase Document
101.PRE   XBRL Taxonomy Extension Presentation Linkbase Document

The following exhibits are incorporated by reference herein from the exhibits of the same description and number filed on April 12, 2013, with Superfund Gold, L.P.’s Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 (Reg. No. 333-179534).

 

  3.02    Form of Third Amended and Restated Limited Partnership Agreement of the Registrant.
10.02    Form of Subscription Agreement.

The following exhibits are incorporated by reference herein from the exhibits of the same description and number filed on February 13, 2009, with Amendment No. 3 to Superfund Gold, L.P.’s Registration Statement on Form S-1 (Reg. No. 333-151632).

 

  3.01    Certificate of Limited Partnership of the Registrant.

 

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