10-Q 1 a14-9702_110q.htm 10-Q

Table of Contents

 

 

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

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

 

For the quarterly period ended March 31, 2014

 

OR

 

o         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 0-23240

 

BLACKROCK GLOBAL HORIZONS I L.P.

(Exact Name of Registrant as

specified in its charter)

 

Delaware

 

13-3716393

(State or other jurisdiction of

 

(IRS Employer Identification No.)

incorporation or organization)

 

 

 

c/o BlackRock Investment Management LLC

55 East 52nd Street

New York, New York 10055

 (Address of principal executive offices)

(Zip Code)

 

609-282-6996

(Registrant’s telephone number, including area code)

 

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 o

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, 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 o

 

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. (Check one)

 

Large Accelerated Filer o

 

Accelerated filer o

 

 

 

Non-Accelerated filer o

 

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 o No x

 

 

 




Table of Contents

 

PART I - FINANCIAL INFORMATION

 

Item 1.   Consolidated Financial Statements

 

BLACKROCK GLOBAL HORIZONS I L.P.

(A DELAWARE LIMITED PARTNERSHIP)

 

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(unaudited)

 

 

 

March 31,

 

December 31,

 

 

 

2014

 

2013

 

 

 

 

 

 

 

ASSETS:

 

 

 

 

 

Cash and cash equivalents

 

$

55,604,622

 

$

62,321,409

 

Equity in commodity futures trading accounts:

 

 

 

 

 

Cash (restricted cash $13,291,480 and $10,605,212)

 

29,805,583

 

26,472,676

 

Net unrealized profit / market value on open contracts / options (See note 4)

 

493,869

 

738,429

 

Investments in Non-Consolidated LLCs

 

 

 

 

 

(cost $35,053,731 and $55,413,490) (See note 4)

 

32,645,551

 

49,264,514

 

Due from Non-Consolidated LLCs

 

2,369,852

 

3,621,272

 

Accrued interest and other assets

 

602

 

2,577

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

120,920,079

 

$

142,420,877

 

 

 

 

 

 

 

LIABILITIES AND PARTNERS’ CAPITAL

 

 

 

 

 

LIABILITIES:

 

 

 

 

 

 

 

 

 

 

 

Net unrealized loss / market value on open contracts / options (See note 4)

 

$

385,830

 

$

233,777

 

Redemptions payable

 

6,778,978

 

8,513,455

 

Profit Shares payable

 

 

407,778

 

Professional fees payable

 

534,948

 

521,394

 

Administrator fees payable

 

303,124

 

135,849

 

Distribution fees payable

 

294,067

 

348,490

 

Trading Advisors’ management fees payable

 

135,649

 

144,680

 

Sponsor fees payable

 

76,776

 

147,533

 

Other fees payable

 

341,135

 

286,598

 

 

 

 

 

 

 

Total liabilities

 

8,850,507

 

10,739,554

 

 

 

 

 

 

 

PARTNERS’ CAPITAL:

 

 

 

 

 

General Partner (3,355,287 and 3,355,287 Units)

 

3,229,715

 

3,354,997

 

Limited Partners (114,922,679 and 130,976,898 Units)

 

108,839,857

 

128,326,326

 

 

 

 

 

 

 

Total partners’ capital

 

112,069,572

 

131,681,323

 

 

 

 

 

 

 

TOTAL LIABILITIES AND PARTNERS’ CAPITAL

 

$

120,920,079

 

$

142,420,877

 

 

NET ASSET VALUE PER UNIT (See note 2)

 

See notes to consolidated financial statements.

 

2



Table of Contents

 

BLACKROCK GLOBAL HORIZONS I L.P.

(A DELAWARE LIMITED PARTNERSHIP)

 

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

 

 

 

For the three

 

For the three

 

 

 

months ended

 

months ended

 

 

 

March 31,

 

March 31,

 

 

 

2014

 

2013

 

TRADING PROFITS (LOSSES):

 

 

 

 

 

 

 

 

 

 

 

Realized

 

$

789,177

 

$

(414,883

)

Change in unrealized

 

(650,780

)

2,734,834

 

Change in value of Investments in Non-Consolidated LLCs (1)

 

(3,635,209

)

(3,479,745

)

Brokerage commissions and clearing costs

 

(217,351

)

(145,234

)

 

 

 

 

 

 

Total trading losses

 

(3,714,163

)

(1,305,028

)

 

 

 

 

 

 

INVESTMENT INCOME:

 

 

 

 

 

Interest

 

3,402

 

32,551

 

 

 

 

 

 

 

EXPENSES:

 

 

 

 

 

Distribution fees

 

526,250

 

1,185,834

 

Sponsor fees

 

221,840

 

498,833

 

Trading Advisors’ management fees

 

219,019

 

611,553

 

Professional fees

 

91,430

 

132,130

 

Administrator fees

 

91,040

 

147,299

 

Profit Shares

 

 

54,190

 

Other fees

 

67,341

 

37,479

 

Total expenses before waiver

 

1,216,920

 

2,667,318

 

Sponsor fee waiver (See Note 5)

 

(148,071

)

 

Total expenses

 

1,068,849

 

2,667,318

 

 

 

 

 

 

 

NET INVESTMENT LOSS

 

(1,065,447

)

(2,634,767

)

 

 

 

 

 

 

NET LOSS

 

$

(4,779,610

)

$

(3,939,795

)

 

 

 

 

 

 

NET LOSS PER WEIGHTED AVERAGE UNIT: (2)

 

 

 

 

 

Weighted average number of General Partner and Limited Partner Units outstanding

 

 

 

 

 

Series A

 

112,508,578

 

223,756,617

 

Series F

 

57,743

 

74,805

 

Series G

 

16,556,354

 

20,908,396

 

Series I

 

1,344,281

 

1,922,531

 

 

 

 

 

 

 

Net loss per weighted average General Partner and Limited Partner Unit

 

 

 

 

 

Series A

 

$

(0.0329

)

$

(0.0149

)

Series F

 

$

(7.96

)

$

(3.59

)

Series G

 

$

(0.0345

)

$

(0.0155

)

Series I

 

$

(0.0345

)

$

(0.0091

)

 


(1) Includes the Partnership’s proportionate share of the operations of its Investments in the Non-Consolidated LLCs, which includes income and expenses.

 

(2) The weighted average number of Units outstanding is computed for purposes of disclosing net loss per weighted average Unit.  The weighted average number of Units outstanding for the three-month periods ended March 31, 2014 and 2013 equals the Units outstanding as of such date, adjusted proportionately for Units sold and redeemed based on the respective length of time each was outstanding during the period.

 

See notes to consolidated financial statements.

 

3



Table of Contents

 

BLACKROCK GLOBAL HORIZONS I L.P.

(A DELAWARE LIMITED PARTNERSHIP)

 

CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL

FOR THE THREE MONTHS ENDED MARCH 31, 2014 AND 2013

(unaudited)

 

 

 

 

 

General

 

Limited

 

 

 

 

 

Units

 

Partner

 

Partners

 

Total

 

 

 

 

 

 

 

 

 

 

 

PARTNERS’ CAPITAL, December 31, 2012

 

254,204,453

 

$

3,636,703

 

$

258,026,265

 

$

261,662,968

 

 

 

 

 

 

 

 

 

 

 

Subscriptions

 

2,071,166

 

 

1,965,986

 

1,965,986

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

(55,820

)

(3,883,975

)

(3,939,795

)

 

 

 

 

 

 

 

 

 

 

Redemptions

 

(24,399,436

)

 

(24,116,826

)

(24,116,826

)

 

 

 

 

 

 

 

 

 

 

PARTNERS’ CAPITAL, March 31, 2013

 

231,876,183

 

$

3,580,883

 

$

231,991,450

 

$

235,572,333

 

 

 

 

 

 

 

 

 

 

 

PARTNERS’ CAPITAL, December 31, 2013

 

134,332,185

 

$

3,354,997

 

$

128,326,326

 

$

131,681,323

 

 

 

 

 

 

 

 

 

 

 

Subscriptions

 

368,509

 

 

320,000

 

320,000

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

(125,282

)

(4,654,328

)

(4,779,610

)

 

 

 

 

 

 

 

 

 

 

Redemptions

 

(16,422,728

)

 

(15,152,141

)

(15,152,141

)

 

 

 

 

 

 

 

 

 

 

PARTNERS’ CAPITAL, March 31, 2014

 

118,277,966

 

$

3,229,715

 

$

108,839,857

 

$

112,069,572

 

 

See notes to consolidated financial statements.

 

4



Table of Contents

 

BLACKROCK GLOBAL HORIZONS I L.P.

(A DELAWARE LIMITED PARTNERSHIP)

 

CONSOLIDATED FINANCIAL DATA HIGHLIGHTS

FOR THE THREE MONTHS ENDED MARCH 31, 2014

(unaudited)

 

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

 

Per Unit Operating Performance:

 

Series A

 

Series F

 

Series G

 

Series I

 

 

 

 

 

 

 

 

 

 

 

Net asset value, beginning of period

 

$

0.8802

 

$

212.56

 

$

0.9206

 

$

1.1261

 

 

 

 

 

 

 

 

 

 

 

Realized

 

0.0055

 

1.33

 

0.0057

 

0.0071

 

Change in unrealized

 

(0.0044

)

(1.08

)

(0.0047

)

(0.0057

)

Change in value of Investments in Non-Consolidated LLCs (1)

 

(0.0252

)

(6.08

)

(0.0263

)

(0.0292

)

Interest (2)

 

 

 

 

 

Expenses

 

(0.0089

)

(2.16

)

(0.0093

)

(0.0068

)

 

 

 

 

 

 

 

 

 

 

Net asset value, end of period

 

$

0.8472

 

$

204.57

 

$

0.8860

 

$

1.0915

 

 

 

 

 

 

 

 

 

 

 

Total Return: (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total return (before Profit Shares)

 

-3.75

%

-3.76

%

-3.76

%

-3.07

%

Profit Shares

 

0.00

%

0.00

%

0.00

%

0.00

%

Total return

 

-3.75

%

-3.76

%

-3.76

%

-3.07

%

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:(3) (4) (5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses (before Profit Shares)

 

4.08

%

4.08

%

4.09

%

2.40

%

Profit Shares

 

0.00

%

0.00

%

0.00

%

0.00

%

Expenses

 

4.08

%

4.08

%

4.09

%

2.40

%

 

 

 

 

 

 

 

 

 

 

Net investment loss

 

-4.07

%

-4.07

%

-4.08

%

-2.39

%

 


(1) Includes the Partnership’s proportionate share of the operations of its Investments in the Non-Consolidated LLCs, which includes income and expenses.

 

(2) The amounts for Series A, Series G and Series I rounds to less than $(0.0001) and for Series F rounds to less than $(0.01).

 

(3) Included in the ratios of expenses to average net assets are brokerage commissions and clearing costs which are presented in Trading Profits (Losses) in the Consolidated Statement of Operations.

 

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

 

(5) Excludes the Partnership’s proportionate share of expenses from its Investments in Non-Consolidated LLCs. If the Partnership’s proportionate share of expenses from its Investments in Non-Consolidated LLCs were included, the ratios for Expenses (before Profit Shares), Profit Shares, Expenses and Net investment loss for Series A would be 6.79%, 0.00%, 6.79%, and (6.81)%, respectively; Series F & Series G would be 6.79%, 0.00%, 6.79% and (6.82)%, respectively; and for Series I would be 3.99%, 0.00%, 3.99% and (4.01)%, respectively.

 

See notes to consolidated financial statements.

 

5



Table of Contents

 

BLACKROCK GLOBAL HORIZONS I L.P.

(A DELAWARE LIMITED PARTNERSHIP)

 

CONSOLIDATED FINANCIAL DATA HIGHLIGHTS

FOR THE THREE MONTHS ENDED MARCH 31, 2013

(unaudited)

 

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

 

Per Unit Operating Performance:

 

Series A

 

Series F

 

Series G

 

Series I

 

 

 

 

 

 

 

 

 

 

 

Net asset value, beginning of period

 

$

0.9551

 

$

230.67

 

$

0.9991

 

$

1.1835

 

 

 

 

 

 

 

 

 

 

 

Realized

 

(0.0015

)

(0.37

)

(0.0016

)

(0.0019

)

Change in unrealized

 

0.0102

 

2.46

 

0.0107

 

0.0126

 

Change in value of Investments in Non-Consolidated LLCs (1)

 

(0.0131

)

(3.16

)

(0.0137

)

(0.0129

)

Interest

 

0.0001

 

0.03

 

0.0001

 

0.0002

 

Expenses

 

(0.0106

)

(2.56

)

(0.0111

)

(0.0072

)

 

 

 

 

 

 

 

 

 

 

Net asset value, end of period

 

$

0.9402

 

$

227.07

 

$

0.9835

 

$

1.1743

 

 

 

 

 

 

 

 

 

 

 

Total Return: (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total return (before Profit Shares)

 

-1.54

%

-1.54

%

-1.54

%

-0.76

%

Profit Shares

 

-0.02

%

-0.02

%

-0.02

%

-0.02

%

Total return

 

-1.56

%

-1.56

%

-1.56

%

-0.78

%

 

 

 

 

 

 

 

 

 

 

Ratios to Average Net Assets:(2) (3) (4)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses (before Profit Shares)

 

4.38

%

4.38

%

4.38

%

2.33

%

Profit Shares

 

0.02

%

0.02

%

0.02

%

0.02

%

Expenses

 

4.40

%

4.40

%

4.40

%

2.35

%

 

 

 

 

 

 

 

 

 

 

Net investment loss

 

-4.35

%

-4.35

%

-4.35

%

-2.30

%

 


(1) Includes the Partnership’s proportionate share of the operations of its Investments in the Non-Consolidated LLCs, which includes income and expenses.

 

(2) Included in the ratios of expenses to average net assets are brokerage commissions and clearing costs which are presented in Trading Profits (Losses) in the Consolidated Statement of Operations.

 

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

 

(4) Excludes the Partnership’s proportionate share of expenses from its Investments in Non-Consolidated LLCs. If the Partnership’s proportionate share of expenses from its Investments in Non-Consolidated LLCs were included, the ratios for Expenses (before Profit Shares), Profit Shares, Expenses and Net investment loss for Series A, Series F & Series G would be 6.79%, 0.02%, 6.81% and (6.77)%, respectively; and for Series I would be 3.60%, 0.02%, 3.62% and (3.59)%, respectively.

 

See notes to consolidated financial statements.

 

6



Table of Contents

 

BLACKROCK GLOBAL HORIZONS I L.P.

(A DELAWARE LIMITED PARTNERSHIP)

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

1.              SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of BlackRock Global Horizons I L.P. (the “Partnership”) and its wholly owned subsidiaries.

 

The interim financial information at March 31, 2014 and 2013, and for the periods ended March 31, 2014 and 2013 is unaudited. However, in the opinion of management, the interim financial information includes all normal recurring adjustments necessary for the fair presentation of the operating results of the Partnership for the interim periods presented. The operating results for the interim periods may not be indicative of the results for the full year.

 

Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Partnership’s Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2013.

 

The preparation of consolidated financial statements in conformity 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

 

BlackRock Investment Management, LLC (the “General Partner” or “BRIM”), a wholly owned subsidiary of BlackRock, Inc. (“BlackRock”), is the general partner of the Partnership.

 

The General Partner has formed a number of subsidiaries in the form of limited liability companies (“LLCs”) to hold Partnership assets allocated to each particular Trading Advisor. Each of these subsidiaries has, in turn, entered into an advisory agreement with each respective Trading Advisor. The primary purpose of these subsidiaries is to segregate the assets of the Partnership allocated to any one Trading Advisor from the other assets of the Partnership in order to limit liability for trading losses by any one Trading Advisor to the assets allocated to such subsidiary. However within each subsidiary, there will be no segregation of liabilities of the Partnership and any other funds or accounts that may allocate assets to the same subsidiary of the Partnership.

 

All wholly owned subsidiaries of the Partnership have been consolidated.  All transactions between consolidated subsidiaries have been eliminated in consolidation.  From time to time, other funds and accounts managed by the General Partner or its affiliates may also invest in such subsidiaries in order to gain exposure to the relevant Trading Advisor.  In such instances where the Partnership is not the sole investor in the subsidiary, the subsidiary will no longer be consolidated (the “Non-Consolidated LLCs”), and the Partnership’s investment in the Non-Consolidated LLCs will be presented as Investments in Non-Consolidated LLCs on the Consolidated Statements of Financial Condition.  Effective May 1, 2011, May 7, 2013 and February 18, 2014, other funds managed by the General Partner invested in one or more subsidiaries of the Partnership.  As a result, those subsidiaries were no longer consolidated; instead, the

 

7



Table of Contents

 

Partnership’s interest in such Non-Consolidated LLCs are presented as Investments in Non-Consolidated LLCs on the Consolidated Statements of Financial Condition.  See Note 4 for further information on the Non-Consolidated LLCs.  The General Partner terminated the advisory agreement with the Trading Advisor for Cambridge Global Horizons, LLC on January 30, 2014 and paid all proceeds to its members in the second quarter of 2014. The Non-Consolidated LLC will then commence liquidation.  The General Partner entered into an advisory agreement with the Trading Advisor for Canberra Global Horizons, LLC on December 30, 2013; trading commenced February 18, 2014, at which time another fund managed by the General Partner also invested in the LLC.  On February 28, 2014, the other funds managed by the General Partner redeemed its entire investment from two Non-Consolidated LLCs, Alamo Global Horizons, LLC and Breakout Global Horizons, LLC.  As a result effective March 1, 2014, Alamo Global Horizons, LLC and Breakout Global Horizons, LLC became wholly owned subsidiaries of the Partnership and there is no expectation for other funds managed by the General Partner to invest in these subsidiaries in the future.

 

The Bank of New York Mellon provides custody services for the Partnership. The subsidiaries’ assets are held in cash and customer segregated managed accounts at Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”), Newedge USA, LLC (“Newedge USA”), J.P. Morgan Securities LLC (“JPMS”), Morgan Stanley & Co. LLC (“MS&Co.”), UBS Securities LLC (“UBS Securities”), HSBC Bank PLC (“HSBC”), Barclays Bank PLC (“Barclays”)  and any other clearing brokers that may be utilized by the Partnership in the future (the “Clearing Brokers”) or allocated to one or more commodity pools (each a “Portfolio Fund”) for which custodians and clearing brokers are selected by the independent professional advisors of such Portfolio Funds or managed accounts (the “Trading Advisors”) and at a custody account at State Street Bank and Trust Company (“State Street”). As of March 31, 2014, there were no assets held in any Portfolio Funds.

 

Valuation

 

The Partnership’s policy is to value its financial instruments at fair market value. The Partnership’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 incorporate a number of market data factors, such as the trades and prices of the underlying instruments.

 

The value of Investments in Non-Consolidated LLCs is based on the Partnership’s proportionate share of the fair value of the financial instruments held by the Non-Consolidated LLCs plus any other assets and less any other liabilities held by the Non-Consolidated LLCs, which represents the net asset value of the Non-Consolidated LLC. The Non-Consolidated LLCs’ valuation policy is the same as that of the Partnership discussed above. Changes in the value of Investments in Non-Consolidated LLCs are reflected in the Consolidated Statements of Operations as Change in value of Investments in Non-Consolidated LLCs, and includes the Partnership’s proportionate share of the operations of its Investments in the Non-Consolidated LLCs, which includes income and expenses.

 

8



Table of Contents

 

Net Unrealized Profit (Loss) / Market Value on Open Contracts / Options

 

The Partnership, either directly or indirectly through its subsidiaries, in its normal course of business, enters into various derivatives contracts with MLPF&S, Newedge USA, JPMS, MS&Co, UBS Securities, UBS AG (“UBS”), HSBC, Barclays and State Street each acting as the Partnership’s clearing brokers or derivatives counterparties. Pursuant to the brokerage agreements with MLPF&S, Newedge USA, JPMS, MS&Co., Barclays and UBS Securities (which include netting arrangements within each subsidiary), to the extent that such trading results in receivables from and payables to MLPF&S, Newedge USA, JPMS, MS&Co., Barclays and UBS Securities, these receivables and payables are offset and reported as a net receivable or payable with each broker.  Net receivables are included in the Consolidated Statements of Financial Condition under Equity in commodity futures trading accounts in Net unrealized profit / market value on open contracts / options; net payables are included in the Consolidated Statements of Financial Condition under Liabilities in Net unrealized loss / market value on open contracts / options. Receivables and payables are netted by counterparty and Trading Advisor, as appropriate under GAAP.

 

Commodity futures, forwards and options contracts transactions are recorded on the trade date. The receivables and payables for forwards and options 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 Consolidated Statements of Operations.

 

Income Taxes

 

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

 

There are no uncertain tax positions which require recognition or measurement in the Partnership’s consolidated financial statements.

 

2.              PARTNERS’ CAPITAL

 

At March 31, 2014 and December 31, 2013, the Net Asset Values of the different Series of Units were:

 

March 31, 2014

 

Net Asset Value

 

Number of
Units

 

Net Asset
Value per
Unit

 

 

 

 

 

 

 

 

 

Series A

 

$

85,459,081

 

100,877,904

 

$

0.8472

 

Series F

 

10,976,768

 

53,658

 

$

204.57

 

Series G

 

14,230,062

 

16,060,379

 

$

0.8860

 

Series I

 

1,403,661

 

1,286,025

 

$

1.0915

 

Total Partners’ Capital

 

$

112,069,572

 

118,277,966

 

 

 

 

December 31, 2013

 

Net Asset Value

 

Number of
Units

 

Net Asset
Value per
Unit

 

 

 

 

 

 

 

 

 

Series A

 

$

102,123,710

 

116,019,483

 

$

0.8802

 

Series F

 

12,470,664

 

58,670

 

$

212.56

 

Series G

 

15,542,406

 

16,882,395

 

$

0.9206

 

Series I

 

1,544,543

 

1,371,637

 

$

1.1261

 

Total Partners’ Capital

 

$

131,681,323

 

134,332,185

 

 

 

 

9



Table of Contents

 

3.              FAIR VALUE DISCLOSURES

 

The Partnership qualifies as an investment company under the provisions set forth in Accounting Standard Codification (“ASC”) 946, Financial Services — Investment Companies (“ASC 946”) and therefore, all investments including derivatives are stated at fair value in the Consolidated Statements of Financial Condition, and changes in fair value are included in Realized and Change in unrealized trading profits (losses) in the Consolidated Statements of Operations.

 

The Partnership records derivatives contracts held in commodities futures trading accounts and cash equivalents at fair value in accordance with ASC 820, Fair Value Measurements and Disclosures (“ASC 820”). ASC 820 defines fair value as the price that the Partnership 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 Partnership. Unobservable inputs are inputs that reflect the General Partner’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 Partnership relies on the NAV (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 General Partner of the Partnership.

 

There were no Level 3 assets or liabilities held at March 31, 2014, December 31, 2013 or during the periods then ended.

 

The following table summarizes the valuation of the Partnership’s investments by the above ASC 820 fair value hierarchy levels as of March 31, 2014 and December 31, 2013.

 

10



Table of Contents

 

 

 

 

 

Fair Value at Reporting Date Using

 

Description

 

March 31, 2014

 

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

 

Significant Other
Observable Inputs
(Level 2)

 

Cash Equivalents

 

$

55,604,622

 

$

55,604,622

 

$

 

Investments in Non-Consolidated LLCs

 

32,645,551

 

 

32,645,551

 

Futures (1)

 

850,705

 

850,705

 

 

Forwards (1)

 

110,639

 

 

110,639

 

Options (1)

 

(853,305

)

(865,417

)

12,112

 

 

 

$

88,358,212

 

$

55,589,910

 

$

32,768,302

 

 

Description

 

December 31, 2013

 

 

 

 

 

Cash Equivalents

 

$

62,321,409

 

$

62,321,409

 

$

 

Investments in Non-Consolidated LLCs

 

49,264,514

 

 

49,264,514

 

Futures (1)

 

1,153,714

 

1,153,714

 

 

Forwards (1)

 

(82,666

)

 

(82,666

)

Options (1)

 

(566,396

)

(615,645

)

49,249

 

 

 

$

112,090,575

 

$

62,859,478

 

$

49,231,097

 

 


(1) See the Condensed Consolidated Schedules of Investments in Note 4 for the values in each commodity industry sector within this table.

 

ASC 820 permits as a practical expedient, the Partnership to measure the fair value of its investments in the Non-Consolidated LLCs on the basis of the net asset value per unit of such investment or the equivalent if the net asset value per share of such investments (or the monetary equivalent) is calculated in a manner consistent with the measurement principles of the Audit and Accounting Guide as of the Partnership’s reporting date. The fair value of the investments in Non-Consolidated LLCs is based on the Partnership’s proportionate share of the fair value of the financial instruments held by the Non-Consolidated LLC, plus any other assets and less any other liabilities held by the Non-Consolidated LLCs which approximates the net asset value per unit.  In accordance with ASC 820, Investments in Non-Consolidated LLCs have been considered Level 2 in the fair value hierarchy as the Partnership has the ability to increase or decrease its ownership in the Non-Consolidated LLC at the above basis on the measurement date.

 

There were no transfers between Level 1 and Level 2 during the period.

 

4.   INVESTMENTS, DERIVATIVE CONTRACTS AND OFF-BALANCE SHEET RISK

 

The Partnership, through its Trading Advisors in its LLCs which includes both consolidated and Non-consolidated LLCs, trades in the international futures, forwards and options markets with the objective of achieving, through speculative trading, substantial capital appreciation over time. The Partnership’s assets are allocated and reallocated by the General Partner to subsidiaries managed by the Trading Advisors on behalf of the Partnership, applying proprietary strategies in numerous markets.

 

The Partnership, through its Trading Advisors in its LLCs which includes both consolidated and Non-consolidated LLCs, engages in the speculative trading of derivative contracts on agriculture, currencies, energy, interest rates, metals and stock indices.  The following were the primary trading risk exposures of such derivative contracts as of at March 31, 2014, organized by market sector:

 

Agricultural.  The Partnership’s primary exposure is to agricultural price movements, which are often directly affected by severe or unexpected weather conditions.

 

11



Table of Contents

 

Currencies.  Exchange rate risk is a principal market exposure of the Partnership.  The Partnership’s currency exposure is to exchange rate fluctuations, primarily fluctuations which disrupt the historical pricing relationships between different currencies and currency pairs.  The fluctuations are influenced by interest rate changes as well as political and general economic conditions.  The Partnership, through its Trading Advisors, trades in a large number of currencies, including cross-rates—e.g., positions between two currencies other than the U.S. dollar.

 

Energy.  The Partnership’s primary energy market exposure is to natural gas and oil price movements, often resulting from political developments in the Middle East and economic conditions worldwide.  Energy prices are volatile and substantial profits and losses have been and are expected to continue to be experienced in this market.

 

Interest rates.  Interest rate movements directly affect the price of the sovereign bond futures positions held by the Partnership and indirectly the value of its stock index and currency positions.  Interest rate movements in one country as well as relative interest rate movements between countries may materially impact the Partnership’s profitability.  The Partnership’s primary interest rate exposure is to interest rate fluctuations in the United States and other major industrialized, or Group of Seven countries (Canada, France, Germany, Italy, Japan, United Kingdom and United States, collectively, “G-7”).  However, the Partnership, through its Trading Advisors, also may hold positions in futures contracts on the government debt of other nations.

 

Metals. The Partnership’s metals market exposure is to fluctuations in the price of aluminum, copper, gold, lead, nickel, silver, tin and zinc.

 

Stock Indices.  The Partnership’s equity exposure, through stock index futures, is to equity price risk in the G-7 countries, as well as other countries.

 

The Partnership, through the trading activities of the Trading Advisors, also engages in the speculative trading of forward currency contracts. Substantially all of the Partnership’s off-exchange trading takes place in the highly liquid, institutional spot and forward foreign exchange markets (the “FX Markets”) where there are no direct execution costs. Instead, the participant banks and dealers in the FX Markets take a “spread” between the prices at which they are prepared to buy and sell a particular currency, and such spreads are built into the pricing of the spot or forward contracts traded with the Partnership. In its exchange of futures for physical (“EFP”) trading, the Partnership acquires or may acquire cash currency positions through banks and dealers. The Partnership pays a spread when it exchanges these positions for futures. This spread reflects, in part, the different settlement dates of the cash and the futures contracts, as well as prevailing interest rates, but also includes a pricing spread in favor of the banks and dealers.

 

The Partnership may purchase and sell (write), both exchange listed and OTC, options on commodities or financial instruments. An option is a contract allowing, but not requiring, its holder to buy (call) or sell (put) a specific or standard commodity or financial instrument at a specified price during a specified time period. The option premium is the total price paid or received for the option contract. When the Partnership writes an option, the premium received is recorded as a liability in the Consolidated Statements of Financial Condition and marked to market daily.

 

As both a buyer and seller (writer) of options, the Partnership pays or receives a premium at the outset and then bears the risk of unfavorable changes in the price of the contract underlying the option. Written options expose the Partnership to potentially unlimited liability; for purchased options the risk of loss is limited to the premiums paid. Certain written put options permit cash settlement and do not require the

 

12



Table of Contents

 

option holder to own the reference asset. The Partnership does not consider these contracts to be guarantees as described in ASC 460 Guarantees.

 

The Partnership 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 Partnership’s net unrealized profit (loss) / market value on such derivative contracts as reflected in the Consolidated Statements of Financial Condition.  The Partnership’s exposure to market risk is influenced by a number of factors, including the relationships among the derivative contracts held by the Partnership 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 Partnership 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 Advisors, calculating the net asset value of the Partnership as of the close of business on each day and reviewing outstanding positions, or reallocating Partnership assets among Trading Advisors (although typically only as of the end of a month) 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 Advisors themselves.

 

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 counterparties may also require margin in the OTC markets.

 

Set forth below are tables which disclose both gross information and net information about instruments and transactions eligible for offset in the Consolidated Statements 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 clearing brokers and counterparties. Margin reflected in the collateral tables reflect margin up to an amount of 100% of the net amount of unrealized loss for the respective counterparty. 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 the clearing brokers to net any collateral held in or on behalf of the Partnership or liabilities or payment obligations of the clearing brokers to the Partnership against any liabilities or payment obligations of the Partnership to the

 

13



Table of Contents

 

clearing brokers.  The Partnership is required to deposit financial collateral (including cash collateral) at the clearing brokers and counterparties to continually meet the original and maintenance requirements established by the clearing brokers and counterparties.  Such requirements are specific to the respective clearing broker or counterparty.

 

As noted in Note 1, during the normal course of business, the Partnership, through each Trading Advisor, enters into derivative contracts with various clearing brokers and derivatives counterparties. Pursuant to the agreements with each clearing broker and derivative counterparty, certain positions have been netted in the Consolidated Statements of Financial Condition to reflect the legal right of offset with each clearing broker and derivative counterparty. Such netting is performed on a Trading Advisor by Trading Advisor basis with each clearing broker and derivative counterparty, and thus positions entered by each Trading Advisor are not netted between Trading Advisors.  The tables below present the offsetting on a basis by commodity industry sector.  As the receivables and payables are netted by clearing broker and derivative counterparty and by Trading Advisor, as appropriate under GAAP, the presentation below does not reflect amounts across commodity industry sectors which have been netted in the Consolidated Statements 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 Consolidated Statements of Financial Condition in the tables below.

 

14



Table of Contents

 

As of 3/31/2014

Offsetting of Net unrealized profit / market value on open contracts / options:

 

 

 

 

 

Gross

 

Net

 

 

 

Gross

 

Amounts offset in

 

Amounts presented in

 

Commodity 

 

Amounts of

 

the Consolidated Statements

 

the Consolidated Statements

 

Industry Sector

 

Recognized Assets

 

of Financial Condition

 

of Financial Condition

 

Futures

 

 

 

 

 

 

 

Agriculture

 

$

656,043

 

$

(298,896

)

$

357,147

 

Currencies

 

412,409

 

(153,643

)

258,766

 

Energy

 

59,748

 

(68,557

)

(8,809

)

Interest rates

 

309,297

 

(319,836

)

(10,539

)

Metals

 

2,224,218

 

(2,194,106

)

30,112

 

Stock indices

 

292,320

 

(94,611

)

197,709

 

Subtotal

 

3,954,035

 

(3,129,649

)

824,386

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

Currencies

 

411,827

 

(292,310

)

119,517

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

 

Agriculture

 

764

 

(377

)

387

 

Currencies

 

 

(18,303

)

(18,303

)

Energy

 

83,400

 

(48,000

)

35,400

 

Interest rates

 

 

(564,843

)

(564,843

)

Stock indices

 

212,275

 

(114,950

)

97,325

 

Subtotal

 

296,439

 

(746,473

)

(450,034

)

 

 

 

 

 

 

 

 

Total Derivatives subject to a master netting or similar arrangement

 

4,662,301

 

(4,168,432

)

493,869

 

 

 

 

 

 

 

 

 

Total Derivatives not subject to a master netting or similar arrangement

 

 

 

 

 

 

 

 

 

 

 

 

Total Derivatives

 

$

4,662,301

 

$

(4,168,432

)

$

493,869

 

 

Offsetting of Net unrealized loss / market value on open contracts / options:

 

 

 

 

 

Gross

 

Net

 

 

 

Gross

 

Amounts offset in

 

Amounts presented in

 

Commodity 

 

Amounts of

 

the Consolidated Statements

 

the Consolidated Statements

 

Industry Sector

 

Recognized Liabilities

 

of Financial Condition

 

of Financial Condition

 

Futures

 

 

 

 

 

 

 

Agriculture

 

$

(175,816

)

$

298,896

 

$

123,080

 

Currencies

 

(181,751

)

153,643

 

(28,108

)

Energy

 

(68,462

)

68,557

 

95

 

Interest rates

 

(316,500

)

319,836

 

3,336

 

Metals

 

(2,266,190

)

2,194,106

 

(72,084

)

Stock indices

 

(94,611

)

94,611

 

 

Subtotal

 

(3,103,330

)

3,129,649

 

26,319

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

Currencies

 

(301,188

)

292,310

 

(8,878

)

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

 

Agriculture

 

(571

)

377

 

(194

)

Currencies

 

(13,125

)

16,915

 

3,790

 

Energy

 

(155,100

)

48,000

 

(107,100

)

Interest rates

 

(461,250

)

161,483

 

(299,767

)

Stock indices

 

(114,950

)

114,950

 

 

Subtotal

 

(744,996

)

341,725

 

(403,271

)

 

 

 

 

 

 

 

 

Total Derivatives subject to a master netting or similar arrangement

 

(4,149,514

)

3,763,684

 

(385,830

)

 

 

 

 

 

 

 

 

Total Derivatives not subject to a master netting or similar arrangement

 

 

 

 

 

 

 

 

 

 

 

 

Total Derivatives

 

$

(4,149,514

)

$

3,763,684

 

$

(385,830

)

 

15



Table of Contents

 

As of 12/31/2013

Offsetting of Net unrealized profit / market value on open contracts / options:

 

 

 

 

 

Gross

 

Net

 

 

 

Gross

 

Amounts offset in

 

Amounts presented in

 

Commodity 

 

Amounts of

 

the Consolidated Statements

 

the Consolidated Statements

 

Industry Sector

 

Recognized Assets

 

of Financial Condition

 

of Financial Condition

 

Futures

 

 

 

 

 

 

 

Agriculture

 

$

168,600

 

$

(119,929

)

$

48,671

 

Currencies

 

256,067

 

(44,656

)

211,411

 

Energy

 

40,183

 

(35,855

)

4,328

 

Interest rates

 

92,335

 

(184,727

)

(92,392

)

Metals

 

1,028,523

 

(949,902

)

78,621

 

Stock indices

 

971,018

 

(9,814

)

961,204

 

Subtotal

 

2,556,726

 

(1,344,883

)

1,211,843

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

Currencies

 

336,711

 

(334,160

)

2,551

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

 

Currencies

 

344,294

 

(172,223

)

172,071

 

Energy

 

 

(28,500

)

(28,500

)

Interest rates

 

 

(570,141

)

(570,141

)

Stock indices

 

 

(49,395

)

(49,395

)

Subtotal

 

344,294

 

(820,259

)

(475,965

)

 

 

 

 

 

 

 

 

Total Derivatives subject to a master netting or similar arrangement

 

3,237,731

 

(2,499,302

)

738,429

 

 

 

 

 

 

 

 

 

Total Derivatives not subject to a master netting or similar arrangement

 

 

 

 

 

 

 

 

 

 

 

 

Total Derivatives

 

$

3,237,731

 

$

(2,499,302

)

$

738,429

 

 

Offsetting of Net unrealized loss / market value on open contracts / options:

 

 

 

 

 

Gross

 

Net

 

 

 

Gross

 

Amounts offset in

 

Amounts presented in

 

Commodity 

 

Amounts of

 

the Consolidated Statements

 

the Consolidated Statements

 

Industry Sector

 

Recognized Liabilities

 

of Financial Condition

 

of Financial Condition

 

Futures

 

 

 

 

 

 

 

Agriculture

 

$

(119,929

)

$

119,929

 

$

 

Currencies

 

(44,656

)

44,656

 

 

Energy

 

(35,855

)

35,855

 

 

Interest rates

 

(239,106

)

184,727

 

(54,379

)

Metals

 

(949,902

)

949,902

 

 

Stock indices

 

(13,564

)

9,814

 

(3,750

)

Subtotal

 

(1,403,012

)

1,344,883

 

(58,129

)

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

Currencies

 

(419,377

)

334,160

 

(85,217

)

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

 

Currencies

 

(295,045

)

172,223

 

(122,822

)

Energy

 

(9,150

)

11,100

 

1,950

 

Interest rates

 

(163,219

)

406,735

 

243,516

 

Stock indices

 

(213,075

)

 

(213,075

)

Subtotal

 

(680,489

)

590,058

 

(90,431

)

 

 

 

 

 

 

 

 

Total Derivatives subject to a master netting or similar arrangement

 

(2,502,878

)

2,269,101

 

(233,777

)

 

 

 

 

 

 

 

 

Total Derivatives not subject to a master netting or similar arrangement

 

 

 

 

 

 

 

 

 

 

 

 

Total Derivatives

 

$

(2,502,878

)

$

2,269,101

 

$

(233,777

)

 

16



Table of Contents

 

As of 3/31/2014

Collateral Held by Counterparty:

 

 

 

 

 

Gross Amounts not offset in the Consolidated
Statements of Financial Condition

 

 

 

 

 

Net Amount of Unrealized Profit

 

Cash Collateral

 

Net

 

Counterparty

 

in the Consolidated Statements of Financial Condition

 

Received

 

Amount

 

 

 

 

 

 

 

 

 

Counterparty A

 

$

508,923

 

$

 

$

508,923

 

Counterparty B

 

275,303

 

 

275,303

 

Counterparty C

 

 

 

 

Counterparty D

 

100,629

 

 

100,629

 

Counterparty E

 

 

 

 

Counterparty F

 

 

 

 

Counterparty G

 

3,233

 

 

3,233

 

Counterparty H

 

55,741

 

 

55,741

 

 

 

$

943,829

 

$

 

$

943,829

 

 

 

 

Net Amount of Unrealized Loss

 

Cash Collateral

 

Net

 

Counterparty

 

in the Consolidated Statements of Financial Condition

 

Pledged

 

Amount

 

 

 

 

 

 

 

 

 

Counterparty A

 

$

 

$

 

$

 

Counterparty B

 

 

 

 

Counterparty C

 

835,790

 

3,037,518

 

 

Counterparty D

 

 

 

 

Counterparty E

 

 

 

 

Counterparty F

 

 

 

 

Counterparty G

 

 

 

 

Counterparty H

 

 

 

 

 

 

$

835,790

 

$

3,037,518

 

$

 

 

As of 12/31/2013

Collateral Held by Counterparty:

 

 

 

 

 

Gross Amounts not offset in the Consolidated
Statements of Financial Condition

 

 

 

 

 

Net Amount of Unrealized Profit

 

Cash Collateral

 

Net

 

Counterparty

 

in the Consolidated Statements of Financial Condition

 

Received

 

Amount

 

 

 

 

 

 

 

 

 

Counterparty A

 

$

765,608

 

$

 

$

765,608

 

Counterparty B

 

454,673

 

 

454,673

 

Counterparty C

 

 

 

 

Counterparty D

 

 

 

 

Counterparty E

 

 

 

 

Counterparty F

 

 

 

 

Counterparty G

 

40,799

 

 

40,799

 

Counterparty H

 

 

 

 

 

 

$

1,261,080

 

$

 

$

1,261,080

 

 

 

 

Net Amount of Unrealized Loss

 

Cash Collateral

 

Net

 

Counterparty

 

in the Consolidated Statements of Financial Condition

 

Pledged

 

Amount

 

 

 

 

 

 

 

 

 

Counterparty A

 

$

 

$

 

$

 

Counterparty B

 

 

 

 

Counterparty C

 

673,773

 

2,575,061

 

 

Counterparty D

 

 

 

 

Counterparty E

 

76,767

 

85

 

76,682

 

Counterparty F

 

 

 

 

Counterparty G

 

 

 

 

Counterparty H

 

5,888

 

3

 

5,885

 

 

 

$

756,428

 

$

2,575,149

 

$

82,567

 

 

17



Table of Contents

 

Concentration Risk

 

The amount of required margin and good faith deposits with the brokers usually ranges from 1% to 10% of net asset value of the Partnership.  The cash and cash equivalents held to satisfy such requirements at March 31, 2014 and December 31, 2013 was $13,291,480 and $10,605,212 respectively, which equals 11.86% and 8.05% of net asset value of the Partnership, respectively.

 

The Partnership has a substantial portion of its assets on deposit with financial institutions.  In the event of a financial institution’s insolvency, recovery of Partnership assets on deposit may be limited to account insurance or other protection afforded such deposits.

 

18



Table of Contents

 

Condensed Consolidated Schedules of Investments

 

The Partnership trades futures, forwards and options contracts.  The level of trading is affected by conditions in those markets.  During the period ended March 31, 2014, 59,865 contracts were closed.  The fair value of options held as of March 31, 2014 includes premiums paid of $316,623 and received of $1,119,570. The fair value of the Partnership’s futures, forwards and options contracts by type that are presented as Net unrealized profit (loss) / market value on open contracts / options in the Consolidated Statements of Financial Condition as of March 31, 2014 are as follows:

 

 

 

 

 

 

 

 

 

Long Positions

 

 

 

 

 

 

 

 

 

Short Positions

 

 

 

 

 

 

 

 

 

 

 

Long Positions

 

Unrealized

 

 

 

Short Positions

 

Unrealized

 

 

 

Net Unrealized Profit (Loss)

 

 

 

 

 

Commodity 

 

Number

 

Gross Unrealized

 

Profit (Loss)/

 

Percent of

 

Number

 

Gross Unrealized

 

Profit (Loss)/

 

Percent of

 

Market Value on Open

 

Percent of

 

 

 

Industry Sector

 

of Contracts

 

Gains

 

Losses

 

Market Value

 

Net Assets

 

of Contracts

 

Gains

 

Losses

 

Market Value

 

Net Assets

 

Contracts/Options

 

Net Assets

 

Maturity Dates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Futures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agriculture

 

451

 

$

651,184

 

$

(94,391

)

$

556,793

 

0.50

%

(94

)

$

4,859

 

$

(81,425

)

$

(76,566

)

-0.07

%

$

480,227

 

0.43

%

April 14 - February 15

 

Currencies

 

597

 

364,302

 

(141,726

)

222,576

 

0.20

%

(177

)

48,107

 

(40,025

)

8,082

 

0.01

%

230,658

 

0.21

%

May 14 - June 14

 

Energy

 

98

 

46,406

 

(60,048

)

(13,642

)

-0.01

%

(39

)

13,342

 

(8,414

)

4,928

 

0.01

%

(8,714

)

0.00

%

April 14 - September 14

 

Interest rates

 

2,187

 

173,034

 

(286,258

)

(113,224

)

-0.10

%

(1,137

)

136,263

 

(30,242

)

106,021

 

0.10

%

(7,203

)

0.00

%

April 14 - December 18

 

Metals

 

549

 

594,724

 

(1,469,119

)

(874,395

)

-0.78

%

(589

)

1,629,494

 

(797,071

)

832,423

 

0.74

%

(41,972

)

-0.04

%

April 14 - February 15

 

Stock indices

 

416

 

271,416

 

(51,923

)

219,493

 

0.19

%

(94

)

20,905

 

(42,689

)

(21,784

)

-0.02

%

197,709

 

0.17

%

April 14 - December 14

 

Subtotal

 

4,298

 

2,101,066

 

(2,103,465

)

(2,399

)

0.00

%

(2,130

)

1,852,970

 

(999,866

)

853,104

 

0.77

%

850,705

 

0.77

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currencies

 

 

 

288,059

 

(56,655

)

231,404

 

0.21

%

 

 

123,768

 

(244,533

)

(120,765

)

-0.11

%

110,639

 

0.10

%

April 14 - September 14

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agriculture

 

1

 

571

 

 

571

 

0.00

%

(19

)

 

(378

)

(378

)

0.00

%

193

 

0.00

%

April 14

 

Currencies

 

 

16,915

 

 

16,915

 

0.02

%

 

 

(31,428

)

(31,428

)

-0.03

%

(14,513

)

-0.01

%

April 14

 

Energy

 

15

 

48,000

 

 

48,000

 

0.04

%

(105

)

 

(119,700

)

(119,700

)

-0.11

%

(71,700

)

-0.07

%

April 14

 

Interest rates

 

225

 

161,484

 

 

161,484

 

0.14

%

(2,610

)

 

(1,026,094

)

(1,026,094

)

-0.91

%

(864,610

)

-0.77

%

April 14 - May 14

 

Stock indices

 

38

 

114,950

 

 

114,950

 

0.10

%

(75

)

 

(17,625

)

(17,625

)

-0.02

%

97,325

 

0.08

%

April 14

 

Subtotal

 

279

 

341,920

 

 

341,920

 

0.30

%

(2,809

)

 

(1,195,225

)

(1,195,225

)

-1.07

%

(853,305

)

-0.77

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

4,577

 

$

2,731,045

 

$

(2,160,120

)

$

570,925

 

0.51

%

(4,939

)

$

1,976,738

 

$

(2,439,624

)

$

(462,886

)

-0.41

%

$

108,039

 

0.10

%

 

 

 

No individual contract’s unrealized profit or loss comprised greater than 5% of the Partnership’s capital as of March 31, 2014.

 

19



Table of Contents

 

During the year ended December 31, 2013, 224,642 contracts were closed. The fair value of options held as of December 31, 2013 includes premiums paid of $380,693 and received of $957,228. The fair value of the Partnership’s futures, forwards and options contracts by type that are presented as Net unrealized profit (loss) / market value on open contracts / options in the Consolidated Statements of Financial Condition as of December 31, 2013 are as follows:

 

 

 

 

 

 

 

 

 

Long Positions

 

 

 

 

 

 

 

 

 

Short Positions

 

 

 

 

 

 

 

 

 

 

 

Long Positions

 

Unrealized

 

 

 

Short Positions

 

Unrealized

 

 

 

Net Unrealized Profit (Loss)

 

 

 

 

 

Commodity

 

Number

 

Gross Unrealized

 

Profit (Loss)/

 

Percent of

 

Number

 

Gross Unrealized

 

Profit (Loss)/

 

Percent of

 

Market Value on Open

 

Percent of

 

 

 

Industry Sector

 

of Contracts

 

Gains

 

Losses

 

Market Value

 

Net Assets

 

of Contracts

 

Gains

 

Losses

 

Market Value

 

Net Assets

 

Contracts/Options

 

Net Assets

 

Maturity Dates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Futures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agriculture

 

133

 

$

15,035

 

$

(97,886

)

$

(82,851

)

-0.06

%

(150

)

$

153,565

 

$

(22,043

)

$

131,522

 

0.10

%

$

48,671

 

0.04

%

January 14 - December 14

 

Currencies

 

214

 

97,977

 

(40,224

)

57,753

 

0.04

%

(95

)

158,091

 

(4,433

)

153,658

 

0.12

%

211,411

 

0.16

%

March 14

 

Energy

 

56

 

40,183

 

(26,367

)

13,816

 

0.01

%

(5

)

 

(9,488

)

(9,488

)

-0.01

%

4,328

 

0.00

%

January 14 - April 14

 

Interest rates

 

1,284

 

47,047

 

(223,537

)

(176,490

)

-0.13

%

(362

)

45,288

 

(15,569

)

29,719

 

0.02

%

(146,771

)

-0.11

%

January 14 - September 16

 

Metals

 

346

 

800,800

 

(211,988

)

588,812

 

0.45

%

(331

)

227,723

 

(737,914

)

(510,191

)

-0.39

%

78,621

 

0.06

%

January 14 - April 14

 

Stock indices

 

495

 

970,818

 

(1,787

)

969,031

 

0.73

%

(96

)

200

 

(11,777

)

(11,577

)

-0.01

%

957,454

 

0.72

%

January 14 - March 14

 

Subtotal

 

2,528

 

1,971,860

 

(601,789

)

1,370,071

 

1.04

%

(1,039

)

584,867

 

(801,224

)

(216,357

)

-0.17

%

1,153,714

 

0.87

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currencies

 

 

 

156,904

 

(116,121

)

40,783

 

0.03

%

 

 

179,807

 

(303,256

)

(123,449

)

-0.09

%

(82,666

)

-0.06

%

January 14 - May 14

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currencies

 

 

172,223

 

 

172,223

 

0.13

%

 

 

(122,974

)

(122,974

)

-0.09

%

49,249

 

0.04

%

January 14

 

Energy

 

15

 

11,100

 

 

11,100

 

0.01

%

(75

)

 

(37,650

)

(37,650

)

-0.03

%

(26,550

)

-0.02

%

January 14

 

Interest rates

 

465

 

406,734

 

 

406,734

 

0.31

%

(1,935

)

 

(733,359

)

(733,359

)

-0.56

%

(326,625

)

-0.25

%

January 14

 

Stock indices

 

 

 

 

 

0.00

%

(333

)

 

(262,470

)

(262,470

)

-0.20

%

(262,470

)

-0.20

%

January 14 - March 14

 

Subtotal

 

480

 

590,057

 

 

590,057

 

0.45

%

(2,343

)

 

(1,156,453

)

(1,156,453

)

-0.88

%

(566,396

)

-0.43

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

3,008

 

$

2,718,821

 

$

(717,910

)

$

2,000,911

 

1.52

%

(3,382

)

$

764,674

 

$

(2,260,933

)

$

(1,496,259

)

-1.14

%

$

504,652

 

0.38

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

20



Table of Contents

 

The following table represents the Partnership’s investment in each Non-Consolidated LLC and relevant financial information of the Non-Consolidated LLCs as of and for the periods indicated through March 31, 2014 and December 31, 2013, respectively:

 

March 31, 2014

 

 

 

Partnership’s

 

Partnership’s

 

Partnership’s investment %

 

 

 

 

 

 

 

Non-Consolidated LLC

 

Fair Value

 

Cost

 

of Non-Consolidated LLC

 

Management Fee

 

Profit Share

 

Redemptions Permitted

 

Canberra Global Horizons, LLC

 

$

10,452,397

 

$

11,581,946

 

75.79

%

2.025

%

15

%

Monthly

 

Quaker Global Horizons, LLC

 

13,413,123

 

14,345,341

 

78.73

%

1

%

20

% (1)

Monthly

 

Quantum Global Horizons, LLC

 

8,780,031

 

9,126,444

 

50.71

%

0

%

30

%

Monthly

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

32,645,551

 

$

35,053,731

 

 

 

 

 

 

 

 

 

 

December 31, 2013

 

 

 

Partnership’s

 

Partnership’s

 

Partnership’s investment %

 

 

 

 

 

 

 

Non-Consolidated LLC

 

Fair Value

 

Cost

 

of Non-Consolidated LLC

 

Management Fee

 

Profit Share

 

Redemptions Permitted

 

Alamo Global Horizons, LLC

 

$

8,199,499

 

$

9,469,624

 

77.02

%

2

%

20

%

Monthly

 

Breakout Global Horizons, LLC

 

9,010,495

 

9,579,951

 

70.62

%

1

%

15

%

Monthly

 

Cambridge Global Horizons, LLC

 

7,773,556

 

11,256,744

 

60.99

%

1.35

%

10

%

Monthly

 

Quaker Global Horizons, LLC

 

14,195,907

 

13,349,897

 

64.37

%

1

%

20

% (1)

Monthly

 

Quantum Global Horizons, LLC

 

10,085,057

 

11,757,274

 

45.15

%

0

%

30

%

Monthly

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

49,264,514

 

$

55,413,490

 

 

 

 

 

 

 

 

 

 


(1) If net contribution amount is more than $50 million, the percentage shall equal 17.5%

 

21



Table of Contents

 

The trading profits (losses) of the Partnership’s derivatives by instrument type, as well as the location of those gains and losses on the Consolidated Statements of Operations for the three month periods ended March 31, 2014 and 2013 are as follows:

 

2014

 

 

 

 

 

Change in Net

 

 

 

Commodity

 

Realized Profits

 

Unrealized Profits 

 

Net Trading

 

Industry Sector

 

(Losses)

 

(Losses)

 

Profits (Losses)

 

 

 

 

 

 

 

 

 

Futures

 

 

 

 

 

 

 

Agriculture

 

$

216,805

 

$

150,518

 

$

367,323

 

Currencies

 

249,426

 

(200,832

)

48,594

 

Energy

 

(442,219

)

(9,577

)

(451,796

)

Interest rates

 

(1,454,805

)

7,197

 

(1,447,608

)

Metals

 

(450,276

)

89,251

 

(361,025

)

Stock indices

 

(1,747,703

)

(820,146

)

(2,567,849

)

Subtotal

 

(3,628,772

)

(783,589

)

(4,412,361

)

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

Currencies

 

(185,320

)

193,305

 

7,985

 

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

 

Agriculture

 

(16,876

)

1,656

 

(15,220

)

Currencies

 

242,653

 

(69,324

)

173,329

 

Energy

 

323,031

 

1,188

 

324,219

 

Interest rates

 

2,675,744

 

(70,684

)

2,605,060

 

Metals

 

10,612

 

 

10,612

 

Stock indices

 

1,368,105

 

76,668

 

1,444,773

 

Subtotal

 

4,603,269

 

(60,496

)

4,542,773

 

 

 

 

 

 

 

 

 

Total

 

$

789,177

 

$

(650,780

)

$

138,397

 

 

2013

 

 

 

 

 

Change in Net

 

 

 

Commodity 

 

Realized Profits

 

Unrealized Profits

 

Net Trading

 

Industry Sector

 

(Losses)

 

(Losses)

 

Profits (Losses)

 

 

 

 

 

 

 

 

 

Futures

 

 

 

 

 

 

 

Agriculture

 

$

(583,304

)

$

215,265

 

$

(368,039

)

Currencies

 

981,342

 

(661,026

)

320,316

 

Energy

 

(731,718

)

122,927

 

(608,791

)

Interest rates

 

(1,144,639

)

288,811

 

(855,828

)

Metals

 

(567,539

)

629,650

 

62,111

 

Stock indices

 

3,918,623

 

(265,108

)

3,653,515

 

Subtotal

 

1,872,765

 

330,519

 

2,203,284

 

 

 

 

 

 

 

 

 

Forwards

 

 

 

 

 

 

 

Currencies

 

(4,219,130

)

2,181,835

 

(2,037,295

)

 

 

 

 

 

 

 

 

Options

 

 

 

 

 

 

 

Agriculture

 

(23,411

)

45,542

 

22,131

 

Currencies

 

608,495

 

260,401

 

868,896

 

Energy

 

312,614

 

(54,751

)

257,863

 

Interest rates

 

1,055,296

 

28,022

 

1,083,318

 

Metals

 

(137,340

)

(59,385

)

(196,725

)

Stock indices

 

115,828

 

2,651

 

118,479

 

Subtotal

 

1,931,482

 

222,480

 

2,153,962

 

 

 

 

 

 

 

 

 

Total

 

$

(414,883

)

$

2,734,834

 

$

2,319,951

 

 

22



Table of Contents

 

5.   RELATED PARTY TRANSACTIONS

 

As of March 31, 2014 and December 31, 2013, $55,604,622 and $62,321,409, respectively, were invested in an affiliated BlackRock money market fund.  The Due from Non-Consolidated LLCs balance of $2,369,852 and $3,621,272 included in the Consolidated Statements of Financial Condition as of March 31, 2014 and December 31, 2013, respectively, represents the amounts owed to the Partnership by the Non-Consolidated LLCs for expenses paid on the Non-Consolidated LLCs’ behalf and subscriptions, redemptions and allocations of capital from the Partnership.

 

BRIM reimburses the Partnership for fees and expenses paid by the Partnership, not including the Trading Advisors’ Profit Shares (such fees and expenses, exclusive of the Trading Advisors’ Profit Shares, collectively referred to herein as “Capped Expenses”) that would be in excess of 1/12 of 7.25% of the Partnership’s net asset value (the “Expense Cap”) on the last business day of each month (each a “Regularly Scheduled Calculation Date”).  Because Series I is not subject to the 3.0% distribution fee, the Expense Cap for Series I is 4.25% annually, rather than the 7.25% annual Expense Cap for all other Series.  On each Regularly Scheduled Calculation Date, BRIM will waive the portion of the sponsor fees that would otherwise be payable to BRIM that is necessary to reduce the Capped Expenses until they equal the Expense Cap.  If the waiver of the sponsor fees is not sufficient to lower the Partnership’s Capped Expenses to the Expense Cap, BRIM will pay those Capped Expenses necessary so that Capped Expenses do not exceed the Expense Cap.  However, if on any Regularly Scheduled Calculation Date Capped Expenses are less than the Expense Cap, the difference is used to reimburse BRIM for any sponsor fees that were waived or any Capped Expenses paid by BRIM on preceding Calculation Dates in the same calendar year.  Any such amounts may not be used to reimburse BRIM for any sponsor fees that were waived or any Capped Expenses paid by BRIM in preceding periods.

 

6.   RECENT ACCOUNTING PRONOUNCEMENTS

 

In April 2013, FASB issued 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. There has been no impact to the Partnership as a result 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 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. There has been no impact to the Partnership as a result of adopting ASU 2013-08.

 

23



Table of Contents

 

7.   SUBSEQUENT EVENTS

 

The General Partner has evaluated the impact of all subsequent events of the Partnership through the date these consolidated financial statements were available to be issued, and has determined that there were no subsequent events requiring adjustment or additional disclosure in the consolidated financial statements, other than as described below.

 

The General Partner terminated the advisory agreement with the Trading Advisor for Chamonix Global Horizons, LLC on April 24, 2014.

 

Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

Operational Review

 

Set forth below is a chart which provides the Partnership’s current Trading Advisors, the portion of the Partnership’s assets that each controlled as of March 1, 2014, the general trading focus of each such Trading Advisor, an indication as to whether each Trading Advisor’s program is discretionary or systematic, as well as the commodity pool operator (“CPO”) and investment adviser registration status of each Trading Advisor (with the Commodity Futures Trading Commission (the “CFTC”) and Securities and Exchange Commission (the “SEC”), respectively).

 

24



Table of Contents

 

Trading Advisors

 

Systematic /
Discretionary

 

General Trading Focus

 

Allocation

 

CPO Registration
Status

 

Investment
Adviser
Registration
Status

Abraham Trading LP - Diversified Program

 

Systematic

 

Long-term trend-following

 

5.85

%

Registered

 

Not Registered

 

 

 

 

 

 

 

 

 

 

 

Blackwater Capital Management LLC - Diversified Program

 

Systematic

 

Medium-term trend-following

 

6.90

%

Registered

 

Not Registered

 

 

 

 

 

 

 

 

 

 

 

Capital Fund Management S.A.

 

Systematic

 

Short-term trend following

 

7.25

%

Registered

 

Registered

 

 

 

 

 

 

 

 

 

 

 

Civic Capital Advisors LLC - Currency Program*

 

Discretionary

 

Fundamental - Dedicated FX

 

10.00

%

Registered

 

Registered

 

 

 

 

 

 

 

 

 

 

 

Crabel Capital Management LLC - Diversified Futures Program

 

Systematic

 

Short-term trend-following

 

8.00

%

Registered

 

Not Registered

 

 

 

 

 

 

 

 

 

 

 

Ellington Management Group, LLC

 

Systematic

 

Multi Strategy - Diversified

 

8.50

%

Registered

 

Registered

 

 

 

 

 

 

 

 

 

 

 

G Capital Fund Management LLC - Liquid Global Macro Portfolio

 

Discretionary

 

Fundemental global macro

 

12.20

%

Registered

 

Registered

 

 

 

 

 

 

 

 

 

 

 

QMS Capital Management LP*

 

Systematic

 

Diversified financial focus

 

12.00

%

Registered

 

Not Registered

 

 

 

 

 

 

 

 

 

 

 

Quantitative Investment Management - Global Program*

 

Systematic

 

Short-term pattern recognition

 

8.10

%

Registered

 

Registered

 

 

 

 

 

 

 

 

 

 

 

Solaise Capital Management, LLP - Systematic Program

 

Systematic

 

Medium-term trend-following

 

9.20

%

Registered

 

Registered

 

 

 

 

 

 

 

 

 

 

 

Winton Capital Management Ltd. - Diversified Program

 

Systematic

 

Medium-term trend-following

 

12.00

%

Registered

 

Registered

 


*   Currently reflected on the Partnership’s consolidated financial statements as Investments in Non-Consolidated LLCs.

 

25



Table of Contents

 

BRIM may, from time to time, direct certain individual Trading Advisors to manage their respective Partnership accounts as if they were managing more equity than the actual capital allocated to them.

 

The General Partner has, in its discretion, formed subsidiaries to hold Partnership assets allocated to a particular Trading Advisor. The purpose of these subsidiaries is 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 assets allocated to such subsidiary. Other funds or accounts managed by BRIM or its affiliates may also allocate capital to these subsidiaries, pari passu with the Partnership, in order to consolidate investments with a Trading Advisor into a single entity. Potential benefits of aggregating investments in subsidiaries include preservation of high water marks, greater liquidity with respect to the account of the subsidiary (e.g., with respect to lock-ups), reduced fees (e.g., redemption fees) and efficiency associated with subscriptions and redemptions. The collective nature of these subsidiaries also has potential costs, risks and conflicts, particularly at times when the Partnership, other funds or accounts managed by BRIM and/or the applicable Trading Advisor(s) are experiencing sustained or high levels of redemption pressure or markets are illiquid. There is no limitation on the amount or number of such funds or accounts or the amount of their respective allocation to any such subsidiary and such allocations may be significant. There will be no segregation of liabilities between the Partnership and any other such funds or accounts that allocate assets to the same subsidiary as the Partnership. When investing in a subsidiary, no management fees or performance-based compensation will be charged to the Partnership by any subsidiary; however, such subsidiary will be charged management fees and performance-based compensation by the Trading Advisors. However, the value of the Partnership’s investments in any subsidiary will be included in the calculation and assessment of the Partnership’s Sponsor’s Fee and the Partnership will pay its pro rata portion of such subsidiary’s expenses, including fees and expenses of the applicable Trading Advisor. As a result, the Partnership may be subject to higher operating expenses than if the Partnership allocated capital to Trading Advisors directly.

 

The advisory agreements between the Partnership (or a subsidiary of the Partnership), the General Partner and each Trading Advisor govern the relationships with the Trading Advisors, each of which have been attached as exhibits to certain Partnership’s prior or current filings.  The principal terms of this form of advisory agreement include the management fees (the “Management Fees”), performance-based allocations (the “Profit Shares”), indemnification provisions and the term of the advisory agreement.  Set forth below are general summary descriptions of these terms as well as the minimum account maintenance level for each Trading Advisor.   As each advisory agreement is specifically negotiated with each Trading Advisor, there are certain variations within the terms of each of the advisory agreements.  As noted above, each of these advisory agreements have been attached as exhibits to certain of the Partnership’s prior filings.

 

Management Fees. Generally, Management Fees approximate between 0% and 2.025% (annualized) of the net asset value of the Partnership’s account managed by a Trading Advisor.

 

Profit Shares. Profit Shares generally are between 15% and 30% of the net capital appreciation in the Partnership’s account managed by a Trading Advisor for the applicable period, generally quarterly or annually, and are calculated on a cumulative high water mark basis, including realized and unrealized gains and losses from futures trading.  Each Trading Advisor must earn back any losses previously experienced by the Trading Advisor prior to any new Profit Shares being paid.  However, Profit Shares once paid to a Trading Advisor are not subject to being repaid to the Partnership from the Trading Advisor as a result of subsequent realized or unrealized losses.

 

26



Table of Contents

 

Indemnification. The advisory agreements generally provide that the Partnership (or a subsidiary of the Partnership) will indemnify the relevant Trading Advisor, its affiliates and their respective directors, officers, shareholders, employees and controlling persons for conduct undertaken as a trading advisor or otherwise relating to any action or omission of such persons (or alleged action or omission) in connection with the advisory agreements; provided that such action or omission (or alleged action or omission) does not constitute negligence (or gross negligence in some cases), misconduct or breach of the advisory agreements and was done in good faith and in a manner reasonably believed to be in, or not opposed to, the best interests of the Partnership.  The advisory agreements generally provide that the foregoing indemnified parties shall not be liable to the Partnership for actions or omissions within the scope of the standards set forth in the foregoing indemnities.

 

Term. The advisory agreements will be automatically renewed for successive year periods, on the same terms, unless terminated by either the relevant Trading Advisor or the Partnership (or a subsidiary of the Partnership). In most instances, a Trading Advisor may terminate its advisory agreement if the equity in the Partnership’s account drops below a specified minimum amount as of the close of business on any day, among other reasons.  The advisory agreements are terminable at the discretion of the General Partner.

 

Minimum Investment Maintenance Levels. The minimum investment maintenance levels with each Trading Advisor are as follows: Abraham Trading LP: $1,000,000; Blackwater Capital Management LLC: $1,000,000; Civic Capital Advisors LLC: none; Capital Fund Management S.A.: $50,000,000; Crabel Capital Management LLC: $1,000,000; Ellington Management Group, LLC: $10,000,000; G Capital Fund Management LLC: $25,000,000; QMS Capital Management LP: $20,000,000; Quantitative Investment Management-Global Program: none; Solaise Capital Management LLP: $10,000,000; and Winton Capital Management Limited: $1,000,000.  A failure to maintain the minimum investment maintenance level does not result in an automatic termination of the agreement with the Trading Advisor, rather it permits the Trading Advisor to terminate the advisory agreement.  The relationship with Cantab Capital Partners LLP was terminated on January 30, 2014.

 

Performance Summary and Net Asset Value Per Unit

 

MONTH-END NET ASSET VALUE PER SERIES F UNIT

 

 

 

Jan.

 

Feb.

 

Mar.

 

2013

 

$

230.35

 

$

227.16

 

$

227.07

 

2014

 

$

210.36

 

$

207.85

 

$

204.57

 

 

Set forth below is a list of the trading profit (loss) from each of the different Trading Advisors as measured at March 31, 2014, and 2013, which excludes the Partnership’s proportionate share of the operations of its Investments in the Non-Consolidated LLCs, which includes income and expenses.

 

27



Table of Contents

 

2014

 

Trading Advisors

 

Realized

 

Change in
Unrealized

 

Brokerage
Commissions and
Clearing Costs

 

Total Trading
Profit (Losses)

 

Abraham Trading LP (1)

 

$

603,239

 

$

(493,405

)

$

(1,763

)

$

108,071

 

Blackwater Capital Management LLC (1)

 

(100,344

)

98,814

 

(2,611

)

(4,141

)

Capital Fund Management S.A.

 

(208,616

)

(64,667

)

(7,438

)

(280,721

)

Crabel Capital Management LLC

 

602,809

 

74,441

 

(106,432

)

570,818

 

Ellington Management Group, LLC

 

(85,360

)

10,341

 

(9,135

)

(84,154

)

G Capital Fund Management LLC

 

(47,710

)

27,008

 

(75,268

)

(95,970

)

Higgs Capital Management LLP

 

220

 

 

(738

)

(518

)

Ortus Capital Management Ltd.

 

(76,146

)

76,767

 

 

621

 

Solaise Capital Management LLP

 

(18,662

)

(178,135

)

(10,422

)

(207,219

)

Winton Capital Management Limited

 

119,747

 

(201,944

)

(3,544

)

(85,741

)

Total

 

$

789,177

 

$

(650,780

)

$

(217,351

)

$

(78,954

)

 


(1) Effective March 1, 2014, this is a wholly owned subsidiary of the Partnership

 

The weighted average Management Fee rate of the Trading Advisors based on allocations as of March 31, 2014 was 1.23% and the weighted average Profit Share was 21%. The range of Management Fees as of March 31, 2014 was 0% to 2.025% (annualized) and the range of Profit Shares was 15% to 30%.

 

2013

 

Trading Advisors

 

Realized

 

Change in
Unrealized

 

Brokerage
Commissions and
Clearing Costs

 

Total Trading
Profit (Losses)

 

Capital Fund Management S.A.

 

$

1,170,821

 

$

529,390

 

$

(25,999

)

$

1,674,212

 

Crabel Capital Management LLC

 

1,092,928

 

(415,952

)

(35,129

)

641,847

 

G Capital Fund Management LLC

 

449,293

 

139,321

 

(24,284

)

564,330

 

Higgs Capital Management LLP

 

(369,142

)

(20,658

)

(38,495

)

(428,295

)

Ortus Capital Management Ltd.

 

(4,241,435

)

2,459,146

 

 

(1,782,289

)

Solaise Capital Management LLP

 

189,815

 

182,421

 

(15,504

)

356,732

 

Winton Capital Management Limited

 

1,292,837

 

(138,834

)

(5,823

)

1,148,180

 

Total

 

$

(414,883

)

$

2,734,834

 

$

(145,234

)

$

2,174,717

 

 

The weighted average Management Fee rate of the Trading Advisors based on allocations as of March 31, 2013 was 1.46% and the weighted average Profit Share was 21%. The range of Management Fees as of March 31, 2013 was 0% to 2% (annualized) and the range of Profit Shares was 15% to 30%.

 

Performance Summary - Results of Trading

 

January 1, 2014 to March 31, 2014

 

Directional Trading Advisors continued to experience a difficult trading environment in the first quarter, but worked to generate roughly flat performance over the period.

 

Equity-based trading was the leading detractor by strategy, particularly early in the period. Select equity markets declined in symphony with sharp sell-offs in the emerging markets early in the quarter, leading to losses for Trading Advisors with long-equity biases in developing markets. Most notably, long positions in Japan’s Nikkei and TOPIX indices declined as investors moved to take profits from last year’s gains on concerns over disappointing manufacturing and export data from China, volatility in the emerging markets, as well as in anticipation of the new consumption tax to be enacted in April. Short positions in Australian equity exposure also detracted, as local markets rallied on better-than-expected economic data and benefited from the flight-to-quality from emerging markets.

 

28



Table of Contents

 

Metals was another strategy generally contributing losses. Trading Advisors with longer-term models noting the substantial decline in precious metals during 2013 came into the year short gold and silver, but a sharp reversal in February generated losses for short positions. The sharp increase was attributed in part to reports of resurging demand for gold in China and India. Trading Advisors adjusting their portfolio toward a longer bias in response were hurt again as both gold and silver sold back down to near previous levels over the course of March, primarily on profit-taking after a cool-down of potential hostilities surrounding Crimea, as well as from a further deceleration of the U.S. Federal Reserve (the “Fed”)’s tapering program.

 

Energy-based holdings also detracted slightly. Trading Advisors with net short positioning in crude and Brent crude oil early in the quarter were initially hurt by strong demand for fuels driven by record cold temperatures across much of the U.S. These losses were somewhat offset as Trading Advisors switched to a net long positioning in February, and benefited from further appreciation in energy prices, but a normalization in pricing in March as the cold weather broke again generally created losses again in March. Notably, over the quarter, periods of cold weather in the U.S. created a volatile environment for natural gas prices, and long gas positions were aided by several large price spikes during the quarter, helping to reduce overall losses, but Trading Advisors slow to sell during these spikes saw little benefit as prices quickly regressed back to previous pricing levels.

 

On the positive side, fixed income rates trading was one of the most additive strategies during the period, as rate levels oscillated on developing news during the quarter. More generally, net long positioning benefited performance as global sovereign yields continued to be under pressure from demand by yield hungry investors, as well as from defensive investors seeking shelter from recent emerging market volatility. Further trading opportunities were generated by misinterpreted comments by new Fed Chair Janet Yellen, who later clarified to investors that interest rates are expected to remain low for still some time. Low Eurozone growth and the potential for Eurozone deflation continued to also be a driver of uncertainty, fueling calls for more aggressive policy action. Long positioning in Europe and Japan benefited from a flight-to-quality in January, and continued strong demand for yield was supportive for much of the rest of the quarter.

 

Currency and agriculture holdings also contributed modestly during the quarter.   In foreign exchange activity, gains in long euro and U.K. pound sterling positions were offset somewhat by losses in short Japanese yen. Long-term momentum models following the yen’s systematic devaluation over the course of last year were caught wrong-footed by a reversal generated in part by inflows from regional emerging markets. Trading Advisors have significantly increased long euro positions, while simultaneously increasing short exposure to U.S. dollar, Australian dollar and the U.K. pound sterling. Despite year-to-date appreciation, short Japanese yen exposure continues to be a common position amongst underlying Trading Advisors.

 

In agricultural commodities, long positions have been concentrated in soybeans, cocoa and hogs, while common short exposures include wheat and sugar. Hog prices spiked in February as a swine virus sparked a U.S. nationwide epidemic estimated to have killed a material proportion of the annual hog supply put up for sale. Soybean prices also continued to show strong upward momentum as many of the top soybean-producing countries faced unusually dry weather.

 

January 1, 2013 to March 31, 2013

 

The first quarter of 2013 started strong for most markets, as improving U.S. economic data and aggressive economic actions in Japan helped investors shake off the broader political dramas in the U.S.

 

29



Table of Contents

 

and Europe. In early January, U.S. policymakers appeared to find enough middle ground to prevent a fiscal “hard stop” to the economy, though ideological divides within Congress continue to encourage future policy uncertainty. Meanwhile, Japan’s policymakers promoted an aggressive challenge to its long-deflated economy, resulting in material declines in the yen against most major currencies, and broad market rallies.  In early April, the Bank of Japan followed through on its earlier rhetoric, announcing a new quantitative easing program that targets a near-doubling of Japan’s money supply.

 

European developments were grimmer. Economic data remained weak throughout the Eurozone, with unemployment rising through February and real fourth quarter Gross Domestic Product (“GDP”) declining, according to the European Central Bank (“ECB”). Furthermore, when European monetary authorities balked at a full bailout for insolvent Cypriot banks, Cyprus responded by implementing a “bail-in” (effectively a 40% tax on all deposits at Cyprus banks over €100,000), a two-week bank holiday and strict capital controls to prevent bank runs. These controversial measures instilled little investor confidence, and served as a reminder of ongoing regional challenges.

 

Foreign exchange strategies were generally additive to Partnership performance for the quarter. The Japanese yen weakened as Prime Minister Abe aggressively advocated further monetary easing, placing pressure on the Bank of Japan to implement a substantial quantitative easing program. Further, the U.S. dollar continued to strengthen on the back of successful quantitative easing implementation and eased inflation fears stemming from comments from the Fed. The euro struggled late in the quarter against the U.S. dollar and most developed Asian currencies on uncertainty around the banking crisis that unfolded in Cyprus, reigniting familiar concerns about the instability of the European Union.

 

Equity trading was somewhat mixed for most of the quarter, but late-period gains helped the strategy add to overall performance. U.S. equity indices drove significant positive returns in March. U.S. equity markets continued their strong performance in 2013 with optimism returning to markets despite tepid International Monetary Fund estimates for annual U.S. GDP growth. European equities were volatile over the period on increased political concerns, seeing numerous swings that benefited mean reversion models, but frustrated momentum approaches. Short Asian equity positions detracted however, with Japanese equities in particular posting strong performance.

 

Fixed income activity experienced varying results during the period.  Early in the quarter, bond price reversals in key markets created a difficult environment for momentum-based models, particularly in U.S. and European rates, with non-U.S. rates being the most significantly detracting sector within the fixed income portfolio. In Europe, yields declined significantly after the ECB announced the backing of bond markets; Spanish bond yields fell materially on the news. Italian bonds rallied early in February, but gave back gains late in the month as national elections spurred concerns of renewed political turmoil. In March, fallout from Cyprus caused spikes in European sovereign interest rates with investors moving to safety assets in the form of U.S. Treasuries. Ten-year U.S. Treasury interest rates spiked in early March to around 2.1%, but after the events in Cyprus rates substantially retreated to below 1.8% at month-end.

 

Metal holdings were mixed for the quarter. Gold prices were initially trendless amid somewhat volatile trading, but fell sharply in February as investors demonstrated a flight from quality amid domestic and global growth. Along much of the same theme, short positions in industrial metals lost ground as prices generally appreciated mid-quarter, but regained some performance as prices later slumped on rising production and fears of deceleration in China.

 

Agricultural holdings detracted for the most part, particularly hurting momentum-based Trading Advisors given several reversals in a number of commodities. Broader agricultural prices were generally up on increased estimates of global demand and drought-reduced stockpiles in January, initially hurting core

 

30



Table of Contents

 

short positions. As Trading Advisors shifted to a longer net exposure later in the quarter, several key commodities saw declines, including corn prices, which fell on increased planting; soybeans, which fell on news of increased stockpiles; and wheat, which declined as Midwest storms eased ongoing fears of drought. Momentum Trading Advisors in these commodities were again frustrated late in the quarter, as prices slowly built-up, only to experience sharp sell-offs in the last days of the quarter.

 

Energy trading was among the largest detractors for the quarter. Trading Advisors were generally positioned short early in the quarter, but much of the energy complex, including crude oil and natural gas, saw price growth on continued global growth and inventory declines. As Trading Advisors shifted their exposures, prices declined - crude oil positions were hit especially hard in February and March amid rising oil supplies and news that U.S. output reached 20-year highs.

 

Performance Summary — Factors Affecting Interest Income and Expenses

 

Cash held in accounts at the Clearing Brokers and The Bank of New York Mellon earns interest on all such assets which are not used for trading.  For the periods presented subsequent to May 1, 2011, all dollar amounts for interest income and expenses exclude those indirectly related to the Partnership’s investments in Non-Consolidated LLCs.  However, each Non-Consolidated LLC has similar interest income and expense arrangements as the Partnership overall.  The continued level of interest rates in 2014 in the U.S. negatively impacted interest income revenues. The Partnership estimates that approximately 84% of its assets are earning interest.  For the three months ended March 31, 2014, the Partnership earned $3,402 in interest income, which represents less than 0.01% of the Partnership’s average month-end net assets.  For the three months ended March 31, 2013, the Partnership earned $32,551 in interest income, or approximately 0.01% of the Partnership’s average month-end assets.  The average interest rates for the three months ended March 31, 2014 was 0.01%.  The average interest rates for the three months ended March 31, 2013 was 0.07%.

 

The overall expenses of the Partnership (excluding Profit Shares) generally vary with changes in net assets.  As such, expenses that vary with net assets are lower as of March 31, 2014 when compared to the three months ended March 31, 2013.  For the three months ended March 31, 2014, distribution fees, Trading Advisors’ management fees and Sponsor fees decreased approximately 58%, when compared to the three months ended March 31, 2013.  Profit Shares decreased for the three months ended March 31, 2014, when compared to the three months ended March 31, 2013 primarily due to the Partnership’s lower profitability and also less profitable Trading Advisors.

 

The distribution fee is paid to the General Partner, who will then pay the distribution fee to the third-party selling agents, if any. Such selling agents in turn may use cash funds to compensate financial advisors and/or to cover the costs of supporting client accounts within the third party organization. If there are no payments to third-party selling agents with respect to a particular investor, the distribution fee will be returned by the General Partner or paid to an affiliate. Management fees are paid to the Trading Advisors. Sponsor fees are paid to the General Partner.

 

Liquidity; Capital Resources

 

The Partnership may borrow only to a limited extent and only on a strictly short-term basis in order to finance losses on non-U.S. dollar denominated trading positions pending the conversion of the Partnership’s U.S. dollar deposits.  Any borrowings would be at a prevailing short-term rate in the relevant currency.  There have been no borrowings to date.

 

31



Table of Contents

 

A significant portion of the Partnership’s assets are currently held in cash.  The Net Asset Value of the Partnership’s cash is not affected by inflation.  However, changes in interest rates could cause periods of strong up or down price trends.  Inflation in commodity prices could also generate price movements.

 

With respect to assets allocated primarily to managed accounts rather than Portfolio Funds, except in unusual circumstances, the Partnership should be able to close out of its open trading positions and liquidate its securities holdings quickly and at market prices.  This should permit a Trading Advisor to seek to limit losses as well as reduce market exposure on short notice should its strategies indicate doing so.  In addition, because there generally is a readily available market value for the Partnership’s positions and assets not allocated to Portfolio Funds, payment of redemption proceeds from the Partnership will generally be made approximately ten days following the Redemption Date, although there can be no assurance as to the timing of such payments.

 

Although the Partnership has not done so to date, the Partnership may allocate assets to Portfolio Funds which typically are subject to redemption restrictions which may include advance written notice for redemptions, monthly or quarterly redemptions and such Portfolio Fund’s ability to limit or suspend redemptions. Certain Trading Advisors accounts may also require advance notice to liquidate positions.  In those instances in which such notice is required by a Trading Advisor, the notice period does not exceed 90 days.

 

Most U.S. exchanges (but generally not foreign exchanges, or banks, or broker-dealer firms in the case of foreign currency forward contracts) limit, by regulation, the amount of fluctuation limits. The daily limits establish the maximum amount the price of a futures contract may vary either up or down from the previous day’s settlement price at the end of the trading session.  Once the “daily limit” has been reached in a particular commodity, no trades may be made at a price beyond the limit.  Positions in the commodity can then be taken or liquidated only if traders are willing to effect trades at or within the limit during the period for trading on such day.  Because the “daily limit” rule only governs price movement for a particular trading day, it does not limit losses.  The rule may, in fact, substantially increase losses because it may prevent the liquidation of unfavorable positions.  Futures prices have occasionally moved the daily limit for several consecutive trading days, and thereby prevented prompt liquidation of futures positions on one side of the market, subjecting those futures traders involved to substantial losses.

 

Liquidity will be of concern to the Partnership primarily in that the futures markets in which the Trading Advisors take positions may have periods in which illiquidity makes it impossible or economically undesirable to execute trades which its respective trading strategy would otherwise suggest.  Other than in respect of the functioning of the markets in which it trades, liquidity will be of little relevance.

 

The Partnership has not made any investments in Portfolio Funds to date so it has not had to raise funds from Portfolio Funds.  Instead, the Partnership pays its redemptions with the cash held in its various operating accounts.  Due to the nature of its futures trading, the Partnership has significant amounts of cash available to it.  When it needs to fund redemptions, the General Partner anticipates that it will adjust the net assets allocated to the Partnership’s various Trading Advisors as appropriate based upon its asset allocation process. The individual Trading Advisors decide which trading positions to liquidate in the accounts they manage, when necessary.  To date the Partnership has been able to satisfy all of its redemption requests in a timely manner, although no assurances can be given that it will be able to do so in the future.

 

There were no material commitments for capital expenditures as of March 31, 2014, the end of the most recent reporting period.

 

32



Table of Contents

 

Off-Balance Sheet Arrangements

 

The Partnership does not engage in off-balance sheet arrangements with other entities and has not utilized, nor does it expect to utilize in the future, special purpose entities to facilitate off-balance sheet financing arrangements and has no loan guarantee arrangements.

 

Contractual Obligations

 

The Partnership does not enter into contractual obligations or commercial commitments to make future payments of a type that would be typical for an operating company or that would affect its liquidity or capital resources.  The Partnership’s sole business is trading futures, forward and option contracts, both long and short.  The Partnership may also engage in trading derivatives.  The Partnership’s financial statements present the Condensed Consolidated Schedules of Investments setting forth net unrealized profit (loss) of the Partnership’s open futures, forward and options contracts at March 31, 2014.

 

33



Table of Contents

 

Item 3.   Quantitative and Qualitative Disclosures About Market Risk

 

Quantifying the Partnership’s Trading Value at Risk

 

Quantitative Forward-Looking Statements

 

The following quantitative disclosures regarding the Partnership’s market risk exposures contain “forward-looking statements” within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act and Section 21E of the Exchange Act).  All quantitative disclosures in this section are deemed to be forward-looking statements for purposes of the safe harbor, except for statements of historical fact.

 

The Partnership’s risk exposure in the various market sectors traded by the Trading Advisors is quantified below in terms of Value at Risk.  Due to the Partnership’s mark-to-market accounting, any loss in the fair value of the Partnership’s open positions is directly reflected in the Partnership’s earnings (realized or unrealized) and cash flows (at least in the case of exchange-traded contracts in which profits and losses on open positions are settled daily through variation margin).

 

Exchange maintenance margin requirements have been used by the Partnership as the measure of its Value at Risk.  Maintenance margin requirements are set by exchanges to equal or exceed the maximum loss in the fair value of any given contract incurred in 95% - 99% of the one-day time periods included in the historical sample (generally approximately one year) researched for purposes of establishing margin levels.  Maintenance margin levels are established by dealers and exchanges using historical price studies, as well as an assessment of current market volatility and economic fundamentals, to provide a probabilistic estimate of the maximum expected near-term one-day price fluctuation.

 

In the case of market sensitive instruments which are not exchange-traded (almost exclusively currencies in the case of the Partnership), the margin requirements for the equivalent futures positions have been used as Value at Risk. In those rare cases in which a futures-equivalent margin is not available, dealers’ margins have been used.

 

The fair value of the Partnership’s futures and forward positions does not have any optionality component. However, certain of the Trading Advisors trade commodity options.  The Value at Risk associated with options is reflected in the following table as the margin requirement attributable to the instrument underlying each option.

 

In quantifying the Partnership’s Value at Risk, 100% positive correlation in the different positions held in each market risk category has been assumed. Consequently, the margin requirements applicable to the open contracts have been aggregated to determine each trading category’s aggregate Value at Risk.  The diversification effects resulting from the fact that the Partnership’s positions are rarely, if ever, 100% positively correlated, have not been reflected.

 

34



Table of Contents

 

The Partnership’s Trading Value at Risk in Different Market Sectors

 

The measurement of the Partnership’s Trading Value at Risk is based upon the margin requirements imposed upon the Partnership for the positions it maintains across the various market sectors it invests in, which are calculated for each of its clearing accounts. The Partnership’s margin requirements are then allocated across the various market sectors disclosed in the table based upon the relative size of the positions held in each sector. The Partnership’s disclosure does not attempt to reduce this exposure based upon any assumptions on the correlation of positions held across the different clearing accounts to each other. The following table indicates the average, highest and lowest trading Value at Risk associated with the Partnership’s open positions by market category for the quarterly periods ended March 31, 2014 and March 31, 2013.  During these periods, the Partnership’s average capitalization, excluding the Partnership’s investments in the Non-Consolidated LLCs, were $78,622,326 and $163,306,293 respectively.

 

 

 

As of March 31, 2014

 

 

 

 

 

Average

 

% of Average

 

Highest Value

 

Lowest Value

 

Market Sector 

 

Value at Risk

 

Capitalization

 

At Risk

 

At Risk

 

 

 

 

 

 

 

 

 

 

 

Agriculture

 

$

196,421

 

0.25

%

$

430,447

 

$

54,326

 

Currencies

 

2,065,782

 

2.63

%

2,948,081

 

1,240,521

 

Energy

 

93,784

 

0.12

%

105,598

 

77,812

 

Interest rates

 

9,809,609

 

12.47

%

11,274,110

 

8,968,674

 

Metals

 

20,946

 

0.03

%

27,305

 

9,308

 

Stock indices

 

526,130

 

0.67

%

785,187

 

199,197

 

 

 

 

 

 

 

 

 

 

 

TOTAL

 

$

12,712,672

 

16.17

%

$

15,570,728

 

$

10,549,838

 

 

 

 

As of March 31, 2013

 

 

 

 

 

Average

 

% of Average

 

Highest Value

 

Lowest Value

 

Market Sector 

 

Value at Risk

 

Capitalization

 

At Risk

 

At Risk

 

 

 

 

 

 

 

 

 

 

 

Agriculture

 

$

89,930

 

0.06

%

$

144,570

 

$

51,454

 

Currencies

 

3,214,513

 

1.97

%

4,644,911

 

2,354,339

 

Energy

 

201,484

 

0.12

%

322,552

 

92,052

 

Interest rates

 

10,891,527

 

6.67

%

13,219,233

 

9,022,094

 

Metals

 

121,374

 

0.07

%

151,384

 

78,490

 

Stock indices

 

1,294,432

 

0.79

%

1,915,134

 

973,143

 

 

 

 

 

 

 

 

 

 

 

TOTAL

 

$

15,813,260

 

9.68

%

$

20,397,784

 

$

12,571,572

 

 

Average, Highest and Lowest Value at Risk amounts relate to the average, highest and lowest month-end amounts for each month-end during the period. The Percentage of Average Capitalization is the average of the Partnership’s capitalization at the end of each calendar month during the period.

 

35



Table of Contents

 

Item 4. Controls and Procedures

 

The General Partner, with the participation of the Partnership’s President as principal executive officer of the Partnership (“President”) and the Chief Financial Officer, has evaluated the effectiveness of the design and operation of its disclosure controls and procedures with respect to the Partnership as of and for the period which ended March 31, 2014, and, based on its evaluation, has concluded that these disclosure controls and procedures are effective.  Additionally, there were no significant changes in the General Partner’s internal controls with respect to the Partnership over financial reporting which materially affect such internal controls.

 

Changes in Internal Control over Financial Reporting

 

There were no significant changes in the Partnership’s internal controls or in other factors that could significantly affect those controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

 

36



Table of Contents

 

PART II - OTHER INFORMATION

 

Item 1.                   Legal Proceedings

 

None.

 

Item 1A.          Risk Factors

 

Risk Associated with Decline in Assets of Partnership

 

If the assets of the Partnership continue to decline, it may impair the ability of the Partnership to maintain a diversified portfolio.

 

Item 2.                   Unregistered Sales of Equity Securities and Use of Proceeds

 

(a)         The table below represents the units issued to accredited investors pursuant to Regulation D and Section 4(2) under the Securities Act.

 

SERIES A 

 

SERIES I

 

 

 

Subscription

 

 

 

 

 

 

 

Subscription

 

 

 

 

 

 

 

Amount

 

Units

 

NAV

 

 

 

Amount

 

Units

 

NAV

 

Jan-14

 

$

79,000

 

89,752

 

$

0.8802

 

Jan-14

 

$

 

 

$

1.1261

 

Feb-14

 

90,000

 

103,318

 

0.8711

 

Feb-14

 

 

 

1.1170

 

Mar-14

 

151,000

 

175,439

 

0.8607

 

Mar-14

 

 

 

1.1062

 

 

(b) None.

 

37



Table of Contents

 

(c) 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 Units that remain outstanding, and Units are not reissued once redeemed.

 

The following table summarizes the redemptions by Limited Partners during the first calendar quarter of 2014:

 

Series F

 

 

 

 

 

Redemption Date

 

Redemption

 

Month

 

Units Redeemed

 

NAV Per Unit

 

Amount

 

January 31, 2014

 

348

 

$

210.36

 

$

73,205

 

February 28, 2014

 

2,084

 

207.85

 

433,159

 

March 31, 2014

 

2,580

 

204.57

 

527,791

 

 

 

 

 

 

 

 

 

Total

 

5,012

 

 

 

$

1,034,155

 

 

Series A

 

 

 

 

 

Redemption Date

 

Redemption

 

Month

 

Units Redeemed

 

NAV Per Unit

 

Amount

 

January 31, 2014

 

2,707,492

 

$

0.8711

 

$

2,358,496

 

February 28, 2014

 

5,769,063

 

0.8607

 

4,965,433

 

March 31, 2014

 

7,033,533

 

0.8472

 

5,958,809

 

 

 

 

 

 

 

 

 

Total

 

15,510,088

 

 

 

$

13,282,738

 

 

Series G

 

 

 

 

 

Redemption Date

 

Redemption

 

Month

 

Units Redeemed

 

NAV Per Unit

 

Amount

 

January 31, 2014

 

439,139

 

$

0.9111

 

$

400,100

 

February 28, 2014

 

99,846

 

0.9003

 

89,891

 

March 31, 2014

 

283,031

 

0.8860

 

250,765

 

 

 

 

 

 

 

 

 

Total

 

822,016

 

 

 

$

740,756

 

 

Series I

 

 

 

 

 

Redemption Date

 

Redemption

 

Month

 

Units Redeemed

 

NAV Per Unit

 

Amount

 

January 31, 2014

 

41,034

 

$

1.1170

 

$

45,835

 

February 28, 2014

 

 

1.1062

 

 

March 31, 2014

 

44,578

 

1.0915

 

48,657

 

 

 

 

 

 

 

 

 

Total

 

85,612

 

 

 

$

94,492

 

 

38



Table of Contents

 

Item 3.                   Defaults Upon Senior Securities

 

None.

 

Item 4.                   Mine Safety Disclosure

 

Not Applicable.

 

Item 5.                  Other Information

 

None.

 

Item 6.       Exhibits

 

(a) Exhibits

 

The following exhibits are incorporated by reference or are filed herewith to this Quarterly Report on Form 10-Q:

 

10.01                                                                 Advisory Agreement between Euphrates Global Horizons, LLC, BRIM and Ellington Management Group, L.L.C. dated February 7, 2014*

 

Exhibit 10.01:                   Is filed herewith.

 

31.01 and

31.02                                                                 Rule 13a-14(a)/15d-14(a) Certifications

 

Exhibit 31.01

and 31.02:                                     Are filed herewith.

 

32.01 and

32.02                                                                 Section 1350 Certifications

 

Exhibit 32.01

and 32.02:                                     Are filed herewith.

 

101                                                                           The financial information from the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2014 formatted in Extensible Business Reporting Language (XBRL), include: (i) the Consolidated Statements of Operations, (ii) the Consolidated Statements of Financial Condition, and (iii) related notes (furnished herewith).

 


*Portions of these exhibits have been redacted pursuant to a confidential treatment request filed with the Securities and Exchange Commission pursuant to Exchange Act Rule 24b-2. Such redacted portions have been marked with an asterisk.

 

39



Table of Contents

 

SIGNATURES

 

Pursuant to the requirements 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.

 

 

 

BLACKROCK GLOBAL HORIZONS I L.P.

 

 

 

 

 

By: BLACKROCK INVESTMENT MANAGEMENT, LLC

 

(General Partner)

 

 

 

 

Date: May 9, 2014

By

/s/ EDWARD RZESZOWSKI

 

 

Edward Rzeszowski

 

 

President

 

 

(Principal Executive Officer)

 

 

 

 

Date: May 9, 2014

By

/s/ MICHAEL L. PUNGELLO

 

 

Michael L. Pungello

 

 

Chief Financial Officer

 

 

(Chief Financial Officer)

 

40