EX-13.01(F) 9 a2219065zex-13_01f.htm EX-13.01(F)

Exhibit 13.01(f)

 

QUAKER GLOBAL HORIZONS, LLC

(A Delaware Limited Liability Company)

 

Financial Statements as of December 31, 2013 and for the
period from May 7, 2013 to December 31, 2013 and
Independent Auditors’ Report

 



 

QUAKER GLOBAL HORIZONS, LLC

(A Delaware Limited Liability Company)

 

TABLE OF CONTENTS

 

 

Page

 

 

INDEPENDENT AUDITORS’ REPORT

1

 

 

FINANCIAL STATEMENTS:

 

 

 

Statement of Financial Condition as of December 31, 2013

3

 

 

Statement of Operations for the period from May 7, 2013 to December 31, 2013

4

 

 

Statement of Changes in Members’ Capital for the period from May 7, 2013 to December 31, 2013

5

 

 

Financial Data Highlights for the period from May 7, 2013 to December 31, 2013

6

 

 

Notes to Financial Statements

7-19

 



 

INDEPENDENT AUDITORS’ REPORT

 

To Quaker Global Horizons, LLC:

 

We have audited the accompanying financial statements of Quaker Global Horizons, LLC (the “Company”), which comprise the statement of financial condition as of December 31, 2013, and the related statements of operations, and changes in members’ capital, and the financial data highlights for period from May 7, 2013 (commencement of operations) to December 31, 2013, and the related notes to the financial statements.

 

Management’s Responsibility for the Financial Statements

 

Management is responsible for the preparation and fair presentation of these financial statements and financial data highlights in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements and financial data highlights that are free from material misstatement, whether due to fraud or error.

 

Auditors’ Responsibility

 

Our responsibility is to express an opinion on these financial statements and financial data highlights based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial data highlights are free from material misstatement.

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements and financial data highlights. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements and financial data highlights, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the financial statements and financial data highlights in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements and financial data highlights. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.

 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

 



 

Opinion

 

In our opinion, the financial statements and financial data highlights referred to above present fairly, in all material respects, the financial position of Quaker Global Horizons, LLC as of December 31, 2013, and the results of its operations, changes in its members’ capital, and financial data highlights for the period from May 7, 2013 (commencement of operations) to December 31, 2013, in accordance with accounting principles generally accepted in the United States of America.

 

DELOITTE & TOUCHE LLP

 

March 21, 2014

 

 



 

QUAKER GLOBAL HORIZONS, LLC

(A Delaware Limited Liability Company)

 

STATEMENT OF FINANCIAL CONDITION

DECEMBER 31, 2013

 

 

 

December 31,

 

 

 

2013

 

ASSETS:

 

 

 

Cash and cash equivalents

 

$

11,978,889

 

Equity in commodity futures trading accounts:

 

 

 

Cash (restricted cash $5,369,821)

 

10,681,449

 

Net unrealized profit on open contracts

 

840,087

 

Accrued interest and other assets

 

 

 

 

 

 

TOTAL ASSETS

 

$

23,500,425

 

 

 

 

 

LIABILITIES AND MEMBERS’ CAPITAL

 

 

 

LIABILITIES:

 

 

 

 

 

 

 

Due to BlackRock Global Horizons I L.P.

 

$

1,242,900

 

Profit Shares payable

 

173,061

 

Trading Advisor’s management fees payable

 

6,698

 

Administrator fees payable

 

3,288

 

Professional fees payable

 

20,001

 

Other fees payable

 

382

 

 

 

 

 

Total liabilities

 

1,446,330

 

 

 

 

 

MEMBERS’ CAPITAL

 

22,054,095

 

 

 

 

 

TOTAL LIABILITIES AND MEMBERS’ CAPITAL

 

$

23,500,425

 

 

See notes to financial statements.

 

3



 

QUAKER GLOBAL HORIZONS, LLC

(A Delaware Limited Liability Company)

 

STATEMENT OF OPERATIONS

FOR THE PERIOD FROM MAY 7, 2013 TO DECEMBER 31, 2013

 

 

 

2013

 

TRADING PROFITS (LOSSES):

 

 

 

Realized

 

$

1,908,485

 

Change in unrealized

 

839,434

 

Brokerage commissions and clearing costs

 

(117,010

)

 

 

 

 

Total trading profits

 

2,630,909

 

 

 

 

 

INVESTMENT INCOME:

 

 

 

Interest

 

 

 

 

 

 

EXPENSES:

 

 

 

Trading Advisor’s management fees

 

154,892

 

Profit Shares

 

471,623

 

Administrator fees

 

32,980

 

Professional fees

 

48,591

 

Other fees

 

483,195

 

Total expenses

 

1,191,281

 

 

 

 

 

NET INVESTMENT LOSS

 

(1,191,281

)

 

 

 

 

NET INCOME

 

$

1,439,628

 

 

See notes to financial statements.

 

4


 

QUAKER GLOBAL HORIZONS, LLC

(A Delaware Limited Liability Company)

 

STATEMENT OF CHANGES IN MEMBERS’ CAPITAL

FOR THE PERIOD FROM MAY 7, 2013 TO DECEMBER 31, 2013

 

MEMBERS’ CAPITAL, MAY 7, 2013

 

$

 

 

 

 

 

Subscriptions

 

31,017,915

 

 

 

 

 

Net income

 

1,439,628

 

 

 

 

 

Redemptions

 

(14,921,787

)

 

 

 

 

Net reallocations by BlackRock Global Horizons I L.P.

 

4,518,339

 

 

 

 

 

MEMBERS’ CAPITAL, DECEMBER 31, 2013

 

$

22,054,095

 

 

See notes to financial statements.

 

5



 

QUAKER GLOBAL HORIZONS, LLC

(A Delaware Limited Liability Company)

 

FINANCIAL DATA HIGHLIGHTS

FOR THE PERIOD FROM MAY 7, 2013 TO DECEMBER 31, 2013

 

The following ratios have been derived from information provided in the financial statements.  An individual Member’s results may vary from these ratios due to timing of income and expenses and capital transactions.

 

 

 

2013

 

Total Return:

 

 

 

 

 

 

 

Total return (before Profit Shares)

 

8.88

%

Profit Shares

 

-2.17

%

Total return

 

6.72

%

 

 

 

 

Ratios to Average Net Assets:(1)

 

 

 

 

 

 

 

Expenses (before Profit Shares)

 

5.30

%(2)

Profit Shares

 

2.02

%

Expenses

 

7.32

%(2)

 

 

 

 

Net investment loss

 

-7.39

%(2)

 


(1) Included in the ratios of expenses to average Members’ capital are brokerage commissions and clearing costs which are presented in Trading Profits (Losses) on the Statement of Operations.

 

(2) The expenses (before Profit Shares) and the interest portion of net investment loss for the net investment loss ratios have been annualized.

 

See notes to financial statements.

 

6



 

QUAKER GLOBAL HORIZONS, LLC

(A Delaware Limited Liability Company)

 

NOTES TO FINANCIAL STATEMENTS

 

1.              ORGANIZATION

 

Quaker Global Horizons, LLC (the “Company”) was formed as a Delaware limited liability company under the Delaware Limited Liability Company Act on April 16, 2013.  BlackRock Investment Management, LLC (the “Manager” or “BRIM”), a wholly owned subsidiary of BlackRock, Inc. (“BlackRock”), is the manager of the Company and entered into a limited liability company agreement with the Company on April 16, 2013.

 

BRIM formed a number of subsidiaries in the form of limited liability companies (“LLCs”), with this Company being one of the LLCs, to hold  assets of BlackRock Global Horizons I L.P. (the “Partnership”), an open-end investment company organized under the Delaware Revised Uniform Limited Partnership Act. These LLCs hold the Partnership assets that are allocated by the Partnership to each particular Trading Advisor.  Each of these LLCs has, in turn, entered into an advisory agreement (“the Agreement”) with a respective Trading Advisor.

 

The primary purpose of these LLCs was to segregate the assets of the Partnership allocated to any one Trading Advisor from the other assets of the Partnership in order to seek to limit liability for trading losses by any one Trading Advisor to the Partnership assets allocated to such LLC.  Additionally, other funds and accounts managed by the Manager or its affiliates may also invest in such LLCs in order to gain exposure to the relevant Trading Advisor.

 

The Company commenced trading on May 7, 2013 and the Manager allowed other funds and accounts managed by the General Partner of the Partnership (and affiliates of the General Partner) to invest directly with the Company at that time.  The financial statements of the Company presented herein reflect the financial position as of December 31, 2013, the results of operations, changes in members’ capital and financial data highlights for the period from May 7, 2013 to December 31, 2013.

 

The Bank of New York Mellon provides custody services for the Company.  The Company’s assets are held in cash and customer segregated managed account at Newedge USA, LLC (“Newedge USA”) and at any other clearing brokers that may be utilized by the Company in the future (the “Clearing Brokers”).

 

Capitalized terms used throughout the notes without definition have the same meaning as set forth in the Agreement.

 

7



 

2.              SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

The Company’s financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).  The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.   The Company qualifies as an investment company under the provisions of the American Institute of Certified Public Accountants Audit and Accounting Guide - Investment Companies (the “Audit and Accounting Guide”).

 

Cash and Cash Equivalents

 

The Company has defined cash and cash equivalents as cash, money market funds and short-term, highly liquid investments with maturities of three months or less when acquired.  Money market funds, which are included in cash equivalents, are classified as Level 1 valuation inputs (quoted prices in active markets for identical assets) under the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (“ASC 820”).

 

Valuation

 

The Company’s policy is to value its financial instruments at fair market value. The Company’s commodities futures contracts traded on exchanges are valued at their close price. Foreign currency exchange contracts are valued at the midpoint between the bid and ask prices and are determined as of the close of business of the New York Stock Exchange. Interpolated values are derived when the settlement date of the contract is an interim date for which quotations are not available. Exchange-traded written options are valued at the mean between the last bid and ask prices at the close of the options market in which the options trade. An exchange-traded option for which there is no mean price is valued at the prior day’s close price, unless it is determined that the prior day’s price no longer reflects the fair value of the option. Over-the-counter (“OTC”) options are valued by single broker quotes which use mathematical models which incorporates a number of market data factors, such as the trades and prices of the underlying instruments.

 

Equity in Commodity Futures Trading Accounts

 

Cash at brokers

 

A portion of the assets maintained at Newedge USA is restricted to meet maintenance margin requirements.  Typically, margin requirements range from 1% to 10% of the notional value of the derivatives traded.

 

8



 

Net Unrealized Profit (Loss) on Open Contracts

 

The Company, in its normal course of business, enters into various derivatives contracts with Newedge USA which acts as the Company’s clearing broker. Pursuant to the brokerage agreement with Newedge USA (which include netting arrangements), to the extent that such trading results in receivables from and payables to Newedge USA, these receivables and payables are offset and reported as a net receivable or payable with the broker.  Net receivables are included in the Statement of Financial Condition under Equity in commodity futures trading accounts in Net unrealized profit on open contracts; net payables are included in the Statement of Financial Condition under Liabilities in Net unrealized loss on open contracts.

 

Commodity futures and forwards contracts transactions are recorded on the trade date. The receivables and payables for forwards contracts represent the difference between the original contract value and the market value. The receivables and payables for futures contracts represent the variation margin, which is the daily fluctuation in market value of the futures contracts. The change in unrealized profit (loss) on open contracts from one period to the next is reflected in Change in unrealized in the Statement of Operations.

 

Foreign Currency Transactions

 

The Company’s functional currency is the U.S. dollar; however, it has trading activities in currencies other than the U.S. dollar.  Assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the rates in effect at the dates of the Statement of Financial Condition.  Income and expense items denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the rates in effect during the year.  Gains and losses resulting from the translation to U.S. dollars are reported in Realized in the Statement of Operations.

 

Income Taxes

 

No provision for income taxes has been made in these financial statements as each Member is individually responsible for reporting income or loss based on such Member’s respective share of the Company’s income and expenses as reported for income tax purposes.

 

The Company is subject to the provision of ASC 740, Income Taxes which sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Based on its analysis, the Manager does not believe that the Company has any material uncertain tax positions that would require recognition or measurements in the Company’s financial statements.

 

The Company files U.S. Federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Company’s U.S. Federal tax returns are open for the period ended 2013. The statute of limitations on the Company’s state and local tax returns may remain open for an additional year depending on the jurisdiction.

 

There are no unrecognized tax benefits relating to the accompanying financial statements.

 

Distributions

 

The Members are entitled to receive any distributions which may be made by the Company.  No such distributions have been declared for the period ended December 31, 2013.

 

9



 

Members Transactions

 

The Manager may, in its sole discretion, reallocate Partnership assets from the Company by contributing to or withdrawing amounts from the Company as of any month end.  All Members of the Company can subscribe into or redeem from the Company as of any month end.

 

Indemnifications

 

In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and which provide general indemnifications.  The Company’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred.  The Company expects the risk of any future obligation under these indemnifications to be remote.

 

10


 

3.              CONDENSED SCHEDULES OF INVESTMENTS

 

The Company trades futures and forwards contracts.  The level of trading is affected by conditions in those markets.  During the period ended December 31, 2013, 6,421 contracts were closed.  The fair value of the Company’s futures and forwards contracts by type, that are presented as Net unrealized profit on open contracts in the Statement of Financial Condition as of December 31, 2013 are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long Positions

 

Long Positions

 

 

 

Short Positions

 

Short Positions

 

 

 

Net Unrealized

 

 

 

 

 

Commodity

 

Number

 

Gross Unrealized

 

Unrealized

 

Percent of

 

Number

 

Gross Unrealized

 

Unrealized

 

Percent of

 

Profit (Loss) on

 

Percent of

 

 

 

Industry Sector

 

of Contracts

 

Gains

 

Losses

 

Profit (Loss)

 

Members’ Capital

 

of Contracts

 

Gains

 

Losses

 

Profit (Loss)

 

Members’ Capital

 

Open Contracts

 

Members’ Capital

 

Maturity Dates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Futures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agriculture

 

117

 

$

87,920

 

$

(66,517

)

$

21,403

 

0.10

%

(225

)

$

320,545

 

$

(15,173

)

$

305,372

 

1.38

$

326,775

 

1.48

February 14 - March 14

 

Energy

 

76

 

59,337

 

(41,925

)

17,412

 

0.08

%

(10

)

7,370

 

(9,496

)

(2,126

)

-0.01

%

15,286

 

0.07

%

January 14 - February 14

 

Interest rates

 

846

 

1,726

 

(911,303

)

(909,577

)

-4.12

%

(674

)

473,078

 

(122,305

)

350,773

 

1.59

%

(558,804

)

-2.53

%

January 14 - December 14

 

Metals

 

 

 

 

 

0.00

%

(31

)

49,220

 

(7,760

)

41,460

 

0.19

%

41,460

 

0.19

%

February 14 - April 14

 

Stock indices

 

240

 

696,785

 

 

696,785

 

3.16

%

(76

)

 

(175,963

)

(175,963

)

-0.80

%

520,822

 

2.36

%

January 14 - March 14

 

Subtotal

 

1,279

 

845,768

 

(1,019,745

)

(173,977

)

-0.78

%

(1,016

)

850,213

 

(330,697

)

519,516

 

2.35

%

345,539

 

1.57

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currencies

 

 

 

281,937

 

(154,705

)

127,232

 

0.57

%

 

 

560,587

 

(193,271

)

367,316

 

1.67

%

494,548

 

2.24

%

January 14 - March 14

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

1,279

 

$

1,127,705

 

$

(1,174,450

)

$

(46,745

)

-0.21

%

(1,016

)

$

1,410,800

 

$

(523,968

)

$

886,832

 

4.02

%

$

840,087

 

3.81

%

 

 

 

No individual contract’s unrealized profit or loss comprised greater than 5% of the Company’s capital as of December 31, 2013.

 

11


 

The trading profits (losses) of the Company’s derivatives by instrument type, as well as the location of those gains and losses on the Statement of Operations for the period from May 7, 2013 to December 31, 2013 are as follows:

 

2013

 

 

 

 

 

Change in Net 

 

 

 

Commodity 

 

Realized Profits

 

Unrealized

 

Net Trading

 

Industry Sector

 

(Losses)

 

Profits (Losses)

 

Profits (Losses)

 

 

 

 

 

 

 

 

 

Futures

 

 

 

 

 

 

 

Agriculture

 

$

875,308

 

$

326,775

 

$

1,202,083

 

Currencies

 

19,569

 

(653

)

18,916

 

Energy

 

124,964

 

15,286

 

140,250

 

Interest rates

 

(64,151

)

(558,805

)

(622,956

)

Metals

 

181,450

 

41,460

 

222,910

 

Stock indices

 

444,011

 

520,823

 

964,834

 

Subtotal

 

1,581,151

 

344,886

 

1,926,037

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

Currencies

 

327,334

 

494,548

 

821,882

 

Total

 

$

1,908,485

 

$

839,434

 

$

2,747,919

 

 

4.              RELATED PARTY TRANSACTIONS

 

As of December 31, 2013, $ 11,978,889 was invested in an affiliated BlackRock money market fund.  The Due to BlackRock Global Horizons I L.P. balance of $1,242,900 included in the Statement of Financial Condition as of December 31, 2013 represents the amount due to the BlackRock Global Horizons I L.P. by the Company for expenses paid on the Company’s behalf and subscriptions, redemptions and allocations of capital from the Company.

 

5.              ADVISORY AGREEMENT

 

The Company and the Trading Advisor has entered into the Agreement.  The Agreement generally renews one year after it is entered into, subject to certain renewal rights exercisable by the Company. The Trading Advisor determines the commodity futures, options on futures, forwards and options contracts trades, if any, to be made on behalf of the Company’s account, subject to certain trading policies and to certain rights reserved by BRIM.  The Company pays the Trading Advisor a management fee of 1.0% annually on the allocated Members’ capital.

 

Profit Shares, which are 20% of any New Trading Profit, are paid by the Company to the Trading Advisor as of the end of each year and upon the net reallocation of assets away from the Trading Advisor.  If net contribution amount to the Company exceeds $50 million, Profit Shares will be 17.5% of any New Trading Profit. Profit Shares are also paid out in respect of Member redemptions as of the end of interim months, to the extent of the applicable percentage of any New Trading Profit attributable to such Member.

 

12



 

6.              MEMBERS’ CAPITAL

 

At December 31, 2013, the Members’ capital balances were:

 

December 31, 2013

 

Members’
Capital

 

 

 

 

 

BlackRock Global Horizons I L.P.

 

$

14,195,907

 

Multi Manager Alpha Systematic Trend LTD.

 

7,858,188

 

Total Members’ Capital

 

$

22,054,095

 

 

Each Member shares in the operations of the Company in proportion to their respective interests in the Company.   Other funds and accounts managed by the Manager or its affiliates may be added at the Manager’s discretion and percentage of Members’ ownership may not remain consistent.

 

7.              FAIR VALUE DISCLOSURES

 

The Company qualifies as an investment company under the provisions of the American Institute of Certified Public Accountants Audit and Accounting Guide for Investment Companies (“Audit and Accounting Guide”) and therefore, all investments including derivatives are stated at fair value in the Statements of Financial Condition, and changes in fair value are included in Realized and Change in unrealized trading profits (losses) in the Statements of Operations.

 

The Company records derivatives contracts held in commodities futures trading accounts and cash equivalents at fair value in accordance with ASC 820. ASC 820 defines fair value as the price that the Company would receive upon selling an investment or pay to transfer a liability in an orderly transaction to a market participant in the principal or most advantageous market for the investment. ASC 820 emphasizes that valuation techniques maximize the use of observable market inputs and minimize the use of unobservable inputs. Inputs refer broadly to the assumptions that market participants would use in pricing an asset or liability, including assumptions about risk to the extent the asset or liability is not traded on an exchange or an active market.  Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing an asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Manager’s assumptions about what information market participants would use to price an asset or liability developed based on the best information available under the circumstances.

 

ASC 820 establishes a hierarchy that classifies these inputs into the three broad levels listed below:

 

Level 1 — Price quotations (unadjusted) in active markets/exchanges for identical instruments.

 

Level 2 — Other than quoted prices included within Level 1 that are observable for substantially the full term of the asset or liability, either directly or indirectly.  Level 2 includes quoted prices (unadjusted) for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and inputs other than quoted prices that are observable or that can be generally corroborated by observable market data, such as those used in models or other valuation methodologies. As a practical expedient, the Company relies on the net asset value (or its equivalent) of certain investments as their fair value.

 

Level 3 — Primarily inputs and significant assumptions that are unobservable in the market place.  Level 3 includes instruments for which there is little, if any, market activity.  These inputs require significant judgment or estimation by the Manager of the Company.

 

13



 

There were no Level 3 assets or liabilities held at December 31, 2013 or during the period then ended.

 

The following table summarizes the valuation of the Company’s investments by the above ASC 820 fair value hierarchy levels as of December 31, 2013.

 

 

 

 

 

Fair Value at Reporting Date Using

 

Description

 

December 31, 2013

 

Quoted Prices in
Active Markets for
Identical Assets
(Level 1)

 

Significant Other
Observable Inputs
(Level 2)

 

Cash Equivalents

 

$

11,978,889

 

$

11,978,889

 

$

 

Futures (1)

 

345,539

 

345,539

 

 

Forwards (1)

 

494,548

 

 

494,548

 

 

 

$

12,818,976

 

$

12,324,428

 

$

494,548

 

 


(1) See Condensed Schedule of Investments in Note 3 for the values in each commodity industry sector within this table.

 

There were no transfers between Level 1 and Level 2 during the period ended December 31, 2013.

 

8.              DERIVATIVE CONTRACTS AND OFF BALANCE SHEET RISK

 

The Company is exposed to market risk, the risks arising from changes in the market value of the contracts; credit risk, the risk of failure by another party to perform according to the terms of a contract and concentration risk; the risk of financial institution insolvency.

 

Market Risk

 

Derivative contracts involve varying degrees of off-balance sheet market risk.  Changes in the level or volatility of interest rates, foreign currency exchange rates or the market values of the financial contracts or commodities underlying such open derivative contracts frequently result in changes in the Company’s net unrealized profit (loss) on such derivative contracts as reflected in the Statement of Financial Condition.  The Company’s exposure to market risk is influenced by a number of factors, including the relationships among the derivative contracts held by the Company as well as the volatility and liquidity of the markets in which the derivative contracts are traded.  Investments in foreign markets may also entail legal and political risks.

 

For derivatives, risks arise from changes in the market value of the contracts.  Theoretically, the Company is exposed to a market risk equal to the notional contract value of futures and forward currency contracts purchased and unlimited liability on such contracts sold short.

 

BRIM has procedures in place intended to control market risk exposure, although there can be no assurance that it will, in fact, succeed in doing so.  These procedures focus primarily on monitoring the trading of the Trading Advisor, calculating the net asset value of the Company as of the close of business on each day and reviewing outstanding positions for over-concentrations. BRIM’s basic risk control procedures consist simply of the ongoing process of Trading Advisor monitoring, with the market risk controls being applied by the Trading Advisor.

 

14



 

Credit Risk

 

The risks associated with exchange-traded contracts are typically perceived to be less than those associated with OTC (non-exchange-traded) transactions, because exchanges typically (but not universally) provide clearinghouse arrangements in which the collective credit (in some cases limited in amount, in some cases not) of the members of the exchange is pledged to support the financial integrity of the exchange. In OTC transactions, on the other hand, traders must rely solely on the credit of their respective individual counterparties. Margins, which may be subject to loss in the event of a default, are generally required in exchange trading, and Newedge USA may also require margin in the OTC markets.

 

Set forth below are table which disclose both gross information and net information about instruments and transactions eligible for offset in the Statement of Financial Condition and instruments and transactions that are subject to an agreement similar to a master netting agreement, as well as amounts related to margin, reflected as financial collateral (including cash collateral), held at Newedge USA. Margin reflected in the collateral tables reflects margin up to an amount of 100% of the net amount of unrealized loss for Newedge USA. Actual margin amounts required at each counterparty are based on the notional amounts or the number of contracts outstanding and may exceed the margin presented in the collateral tables. The master netting agreements allow Newedge USA to net any collateral held in or on behalf of the Company or liabilities or payment obligations of Newedge USA to the Company against any liabilities or payment obligations of the Company to Newedge USA. The Company is required to deposit financial collateral (including cash collateral) at Newedge USA. Such requirements are specific to Newedge USA.

 

As noted in Note 2, during the normal course of business, the Company enters into derivative contracts with Newedge USA. Pursuant to the agreement with Newedge USA, certain positions have been netted in the Statement of Financial Condition to reflect the legal right of offset with Newedge USA. The tables below present the offsetting on a basis by commodity industry sector.  As the receivables and payables are netted by Newedge USA, as appropriate under GAAP, the presentation below does not reflect amounts across commodity industry sectors which have been netted in the Statement of Financial Condition.  Thus, amounts for certain commodity industry sectors may appear to be netted in excess of the gross amounts of recognized assets or liabilities, as indicated by a negative net asset amount or positive net liability amount in the net amounts presented in the Statement of Financial Condition in the tables below.

 

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As of 12/31/2013

Offsetting of Net unrealized profit on open contracts:

 

 

 

 

 

Gross

 

Net

 

 

 

Gross

 

Amounts offset in

 

Amounts presented in

 

Commodity 

 

Amounts of

 

the Statement of Financial

 

the Statement of Financial

 

Industry Sector

 

Recognized Assets

 

Condition

 

Condition

 

Futures

 

 

 

 

 

 

 

Agriculture

 

$

408,465

 

$

(81,690

)

$

326,775

 

Energy

 

66,707

 

(51,421

)

15,286

 

Interest rates

 

474,804

 

(1,033,608

)

(558,804

)

Metals

 

49,220

 

(7,760

)

41,460

 

Stock indices

 

696,785

 

(175,963

)

520,822

 

Subtotal

 

1,695,981

 

(1,350,442

)

345,539

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

Currencies

 

842,524

 

(347,976

)

494,548

 

 

 

 

 

 

 

 

 

Total Derivatives subject to a master netting or similar arrangement

 

2,538,505

 

(1,698,418

)

840,087

 

 

 

 

 

 

 

 

 

Total Derivatives not subject to a master netting or similar arrangement

 

 

 

 

 

 

 

 

 

 

 

 

Total Derivatives

 

$

2,538,505

 

$

(1,698,418

)

$

840,087

 

 

Offsetting of Net unrealized loss on open contracts:

 

 

 

 

 

Gross

 

Net

 

 

 

Gross

 

Amounts offset in

 

Amounts presented in

 

Commodity 

 

Amounts of

 

the Statement of Financial

 

the Statement of Financial

 

Industry Sector

 

Recognized Liabilities

 

Condition

 

Condition

 

Futures

 

 

 

 

 

 

 

Agriculture

 

$

(81,690

)

$

81,690

 

$

 

Energy

 

(51,421

)

51,421

 

 

Interest rates

 

(1,033,608

)

1,033,608

 

 

Metals

 

(7,760

)

7,760

 

 

Stock indices

 

(175,963

)

175,963

 

 

Subtotal

 

(1,350,442

)

1,350,442

 

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

Currencies

 

(347,976

)

347,976

 

 

 

 

 

 

 

 

 

 

Total Derivatives subject to a master netting or similar arrangement

 

(1,698,418

)

1,698,418

 

 

 

 

 

 

 

 

 

 

Total Derivatives not subject to a master netting or similar arrangement

 

 

 

 

 

 

 

 

 

 

 

 

Total Derivatives

 

$

(1,698,418

)

$

1,698,418

 

$

 

 

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As of 12/31/2013

Collateral Held by Counterparty:

 

 

 

 

 

Gross Amounts not offset in the Statement of
Financial Condition

 

 

 

 

 

Net Amount of Unrealized Profit

 

Cash Collateral

 

Net

 

Counterparty

 

in the Statement of Financial Condition

 

Received

 

Amount

 

 

 

 

 

 

 

 

 

Counterparty A

 

$

840,087

 

$

 

$

840,087

 

 

 

$

840,087

 

$

 

$

840,087

 

 

 

 

Net Amount of Unrealized Loss

 

Cash Collateral

 

Net

 

Counterparty

 

in the Statement of Financial Condition

 

Pledged

 

Amount

 

 

 

 

 

 

 

 

 

Counterparty A

 

$

 

$

 

$

 

 

 

$

 

$

 

$

 

 

Concentration Risk

 

The amount of required margin and good faith deposit with the broker usually ranges from 1% to 10% of the members’ capital of the Company.  The cash held to satisfy such requirement at December 31, 2013 was $5,369,821, which equals 24.35% of the Members’ capital, respectively.  The Company has a substantial portion of its assets on deposit with financial institutions.  In the event of a financial institution’s insolvency, recovery of Company assets on deposit may be limited to account insurance or other protection afforded such deposits.

 

9.              RECENT ACCOUNTING PRONOUNCEMENTS

 

In December 2011, FASB issued ASU 2011-11, Balance Sheet (Topic 210), Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”), which requires entities to disclose information about financial instructions and derivative instruments that have been offset or that subject to enforceable master netting agreements, to enable users of its financial statements to understand the effect of those arrangements on its financial statements to understand the effect of those arrangements on its financial position.  Entities are required to provide both net (offset amounts) and gross information in the notes to the financial statements for relevant assets and liabilities that are offset or subject to the arrangements.  The amendments in ASU 2011-11 are effective for interim and annual periods beginning on or after January 1, 2013, and an entity should provide the disclosures required by the amendments retrospectively for all comparable periods presented.  The adoption of additional disclosure requirements are reflected in the Company’s financial statements in Note 8.

 

In January 2013, FASB issued ASU 2013-01, Balance Sheet (Topic 210), clarifying the scope of the disclosure about Offsetting Assets and Liabilities (“ASU 2013-01”). This update clarifies that the scope of ASU 2011-11 applied to derivatives accounted for in accordance with Topic 815.  This update is in effect for interim and annual periods beginning on or after January 1, 2013, and an entity should provide the disclosures required by the amendments retrospectively for all the comparable periods presented. The adoption of additional disclosure requirements are reflected in the notes to the Company’s financial statements in Note 8.

 

17



 

In April 2013, FASB issued Accounting Standards Update (“ASU”) 2013-07, Presentation of Financial Statements: Liquidation Basis of Accounting (“ASU 2013-07”). ASU 2013-07 provides guidance on when and how to apply the liquidation basis of accounting and on what to disclose in an applicable entity’s financial statements. It is intended to increase the consistency and comparability of financial statements prepared under the liquidation basis of accounting. ASU 2013-07 is effective for entities that determine liquidation is imminent during annual reporting periods beginning after December 15, 2013, and interim period therein and should be applied prospectively. The Company is currently evaluating the impact of adopting ASU 2013-07.

 

In June 2013, the FASB issued ASU No. 2013-08, Financial Services — Investment Companies: Amendments to the Scope, Measurement, and Disclosure Requirements (“ASU 2013-08”). ASU 2013-08 amends the current criteria for an entity to qualify as an investment company, creates new disclosure requirements and amends the measurement criteria for certain interests in other investment companies. ASU 2013-08 also amends the current requirements related to qualifying for the “investment company deferral” as well as the requirements in related to qualifying for the “net asset value practical expedient”. The amendments are effective for interim and annual reporting periods beginning after December 15, 2013. The Company is currently evaluating the impact of adopting ASU 2013-08.

 

10.       SUBSEQUENT EVENTS

 

BRIM has evaluated the impact of all subsequent events of the Company through the date these financial statements were available to be issued, and has determined that there were no subsequent events requiring adjustment or additional disclosure in the financial statements.

 

18



 

   *   *   *   *   *   *   *    *   *   *   *   *   *

 

To the best of the knowledge and belief of the

undersigned, the information contained in this

report is accurate and complete.

 

 

Michael Pungello

Chief Financial Officer

of Quaker Global Horizons, LLC

and

Managing Director of

BlackRock Investment Management, LLC

General Partner of

BlackRock Global Horizons I L.P. and

Manager of

Quaker Global Horizons, LLC

 

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