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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, 2004
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ________________ to ________________
Commission File Number 0-05269
ML SELECT FUTURES I L.P.
------------------------
(Exact Name of Registrant as
specified in its charter)
Delaware 13-3879393
- ---------------------------- ----------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
c/o Merrill Lynch Alternative Investments LLC
Princeton Corporate Campus
800 Scudders Mill Road - Section 2G
Plainsboro, New Jersey 08536
----------------------------
(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 / /
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
ML SELECT FUTURES I L.P.
(A DELAWARE LIMITED PARTNERSHIP)
STATEMENTS OF FINANCIAL CONDITION
(unaudited)
MARCH 31,
2004 DECEMBER 31,
(UNAUDITED) 2003
-------------- --------------
ASSETS
Equity in commodity futures trading accounts:
Cash and option premiums $ 357,198,085 $ 256,976,089
Net unrealized profit on open contracts 21,290,852 25,529,166
Accrued interest 284,715 190,682
Subscriptions receivable 614,774 6,199
-------------- --------------
TOTAL $ 379,388,426 $ 282,702,136
============== ==============
LIABILITIES AND PARTNERS' CAPITAL
LIABILITIES:
Profit shares payable $ 10,104,448 $ 8,416,558
Brokerage commissions payable 1,738,862 1,295,718
Administrative fees payable 101,767 109,409
Redemptions payable 835,643 2,391,860
-------------- --------------
Total liabilities 12,780,720 12,213,545
-------------- --------------
PARTNERS' CAPITAL:
General Partner (15,488 and 11,300 Units) 3,845,058 2,538,287
Limited Partners (1,461,209 and 1,192,856 Units) 362,762,648 267,950,304
-------------- --------------
Total partners' capital 366,607,706 270,488,591
-------------- --------------
TOTAL $ 379,388,426 $ 282,702,136
============== ==============
NET ASSET VALUE PER UNIT
(Based on 1,476,697 and 1,204,156 Units outstanding) $ 248.26 $ 224.63
============== ==============
See notes to financial statements.
2
ML SELECT FUTURES I L.P.
(A DELAWARE LIMITED PARTNERSHIP)
STATEMENTS OF INCOME
(unaudited)
FOR THE THREE FOR THE THREE
MONTHS ENDED MONTHS ENDED
MARCH 31, MARCH 31,
2004 2003
-------------- --------------
REVENUES:
Trading profits (loss):
Realized $ 51,330,632 $ 22,414,221
Change in unrealized (4,238,314) (13,227,599)
-------------- --------------
Total trading results 47,092,318 9,186,622
-------------- --------------
Interest income 713,178 353,960
-------------- --------------
Total revenues 47,805,496 9,540,582
-------------- --------------
EXPENSES:
Profit shares 10,104,448 1,821,753
Brokerage commissions 4,634,573 1,856,737
Administrative fees 312,838 84,397
-------------- --------------
Total expenses 15,051,859 3,762,887
-------------- --------------
NET INCOME $ 32,753,637 $ 5,777,695
============== ==============
NET INCOME PER UNIT:
Weighted average number of General Partner
and Limited Partner Units outstanding 1,371,745 613,707
============== ==============
Net income per weighted
average General Partner and
Limited Partner Unit $ 23.88 $ 9.41
============== ==============
See notes to financial statements.
3
ML SELECT FUTURES I L.P.
(A DELAWARE LIMITED PARTNERSHIP)
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
(unaudited)
GENERAL LIMITED
UNITS PARTNER PARTNERS TOTAL
-------------- -------------- -------------- --------------
PARTNERS' CAPITAL,
December 31, 2002 538,887 $ 829,064 $ 104,915,075 $ 105,744,139
Additions 126,698 300,000 26,608,487 26,908,487
Net Income - 95,786 5,681,909 5,777,695
Redemptions (3,817) - (806,852) (806,852)
-------------- -------------- -------------- --------------
PARTNERS' CAPITAL,
March 31, 2003 661,768 $ 1,224,850 $ 136,398,619 $ 137,623,469
============== ============== ============== ==============
PARTNERS' CAPITAL,
December 31, 2003 1,204,156 $ 2,538,287 $ 267,950,304 $ 270,488,591
Additions 279,399 1,065,087 63,949,859 65,014,946
Net Income - 306,537 32,447,100 32,753,637
Redemptions (6,858) (64,853) (1,584,615) (1,649,468)
-------------- -------------- -------------- --------------
PARTNERS' CAPITAL,
March 31, 2004 1,476,697 $ 3,845,058 $ 362,762,648 $ 366,607,706
============== ============== ============== ==============
See notes to financial statements.
4
ML SELECT FUTURES I L.P.
(A DELAWARE LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS
(unaudited)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
In the opinion of management, the financial statements contain all
adjustments (consisting of only recurring adjustments) necessary to
present fairly the financial position of ML Select Futures I L.P. (the
"Partnership") as of March 31, 2004, and the results of its operations
for the three months ended March 31, 2004 and 2003. However, 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 accounting principles
generally accepted in the United States of America have been omitted. It
is suggested that these financial statements be read in conjunction with
the 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, 2003.
2. FAIR VALUE AND OFF-BALANCE SHEET RISK
The nature of this Partnership has certain risks, which cannot be
presented on the financial statements. The following summarizes some of
those risks.
MARKET RISK
Derivative instruments 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 instruments
or commodities underlying such derivative instruments frequently result in
changes in the Partnership's net unrealized profit on such derivative
instruments as reflected in the Statements of Financial Condition. The
Partnership's exposure to market risk is influenced by a number of
factors, including the relationships among the derivative instruments held
by the Partnership as well as the volatility and liquidity of the markets
in which the derivative instruments are traded.
Merrill Lynch Alternative Investments LLC ("MLAI LLC"), the General
Partner, has procedures in place intended to control market risk exposure,
although there can be no assurance that they will, in fact, succeed in
doing so. These procedures focus primarily on monitoring the trading of
Sunrise Capital Partners, LLC ("Sunrise"), calculating the Net Asset Value
of the Partnership as of the close of business on each day and reviewing
outstanding positions for over-concentrations. While MLAI LLC does not
itself intervene in the markets to hedge or diversify the Partnership's
market exposure, MLAI LLC may urge Sunrise to reallocate positions in an
attempt to avoid over-concentrations. However, such interventions are
unusual. Except in cases in which it appears that Sunrise has begun to
deviate from past practice or trading policies or to be trading
erratically, MLAI LLC's basic risk control procedures consist simply of
the ongoing process of advisor monitoring, with the market risk controls
being applied by Sunrise itself.
CREDIT RISK
5
The risks associated with exchange-traded contracts are typically
perceived to be less than those associated with over-the-counter
(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 over-the-counter 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 over-the-counter markets.
The credit risk associated with these instruments from counterparty
nonperformance is the net unrealized profit, if any, included in the
Statements of Financial Condition. The Partnership attempts to mitigate
this risk by dealing exclusively with Merrill Lynch entities as clearing
brokers.
The Partnership, in its normal course of business, enters into various
contracts, with Merrill Lynch Pierce Fenner & Smith Inc. ("MLPF&S") acting
as its commodity broker. Pursuant to the brokerage arrangement with MLPF&S
(which includes a netting arrangement), to the extent that such trading
results in receivables from and payables to MLPF&S, these receivables and
payables are offset and reported as a net receivable or payable and
included in Equity from commodity futures trading accounts in the
Statements of Financial Condition.
Item 2: Management's Discussion and Analysis of Financial Condition and
Results of Operations
MONTH-END NET ASSET VALUE PER UNIT
JAN FEB MAR
--------- --------- ---------
2003 $ 212.87 $ 221.65 $ 207.96
2004 $ 226.76 $ 243.15 $ 248.26
Performance Summary
January 1, 2004 to March 31, 2004
The Partnership experienced gains for the quarter. All sectors were profitable.
The agriculture sector provided the greatest gains for the Partnership. Early in
the quarter, unusually tight grain inventory sent corn and bean prices to new
contract highs. In March, grains rallied to new highs supported by growing
global demand and a drastic reduction in grain inventories. Bean and corn prices
hit their highest levels since 1988 and 1996, respectively.
The metals sector also had significant gains for the quarter. Despite the
volatility in the market, copper and aluminum posted profits early in the
quarter, due to tight supplies. In February, copper hit an eight-year high. Base
metals, with the exception of nickel, continued to rise driven by strong demand,
U.S. dollar weakness and declining stocks. In March, both gold and silver
extended their gains as demand continued to rise. Silver was the best performing
market overall, with the price reaching a 17-year high of $8.30 an ounce.
The Partnership posted gains for the interest rate sector. The quarter began
with volatility. In February, interest rate futures moved higher and generated
profits. In March, the Partnership benefited from long interest rate futures.
Both domestic and foreign interest rate positions posted solid gains.
6
Although the energy sector began with losses in January, it was profitable
overall for the quarter. Crude oil contributed to losses for the month of
January, as price movements were sensitive to weather and inventory related
reports. Conversely, crude oil was the most profitable market in February,
supported by an unusually high level of weather-related demand and tight U.S.
inventories. In March, crude oil remained strong as May crude oil contracts
reached a new contract high of $37.80 per barrel, but during the second half of
the month prices dropped on expectations that the OPEC nations will have
difficulties reducing output in the face of such high prices.
The currency forward and futures trading also had gains for the quarter.
Currencies were the most profitable in January as the U.S. dollar moved up
against all major and minor currencies, with the announcement from the Federal
Reserve preparing the markets for a period of rising interest rates. In
February, exceptional volatility characterized the currency markets. The U.S.
dollar began to make an upside breakout and gained some ground. One of the
factors pushing the U.S. dollar higher included speculation that the U.S.
Federal Reserve would raise interest rates if the U.S. economy continues to
improve. In March, market exposure was at very low levels and volatility
indicators prevented trading in new positions in most major currencies against
the U.S. dollar.
Trading in stock indices posted gains for the quarter. January was the most
profitable month despite a volatile trading market.
January 1, 2003 to March 31, 2003
Overall the Partnership experienced gains for the quarter. All sectors were
profitable except the metals sector.
The energy sector provided the greatest gains for the Partnership. As
Iraq-related events brought the possibility of war closer, petroleum products
moved to new highs. Crude oil was the best performing market in this category.
The natural gas market also strengthened during the month. Cold weather
conditions in the northeastern U.S. helped push prices to target levels causing
a portion of the Partnership's position to be liquidated to protect profits from
a downturn. As the trend reversed sharply in March, long positions in both
markets were gradually liquidated.
The currency forward and futures trading had significant gains for the quarter.
The Partnership started the year with short U.S. dollar positions versus other
major currencies. The Partnership capitalized on the persistent rise in the
value of these currencies against the U.S. dollar. Profits were also posted in
long European currencies against the Japanese yen in January. Trading in
currencies gave back profits in February and March. Short U.S. dollar positions
were maintained and exposure in the currency sector was below average. The
prolonged anxiety about the war was reflected in choppy and narrow price ranges
in most major currencies.
Interest rate future trading was profitable for the Partnership. The continued
rise in interest rate futures prices created a favorable trading environment in
January and February. Price reversals as well as choppiness and volatility in
March caused some losses and subsequently the Partnership's exposure was reduced
in the market.
Trading in stock indices posted gains for the quarter. January and February were
relatively flat. Foreign stock indices were the only positive sector. Short
positions in DAX and Nikkei produced small profits.
Agricultural commodities trading resulted in gains for the Partnership. Sugar
prices, like commodities in general, continued their upward trend. During
January, this trend accelerated thus producing significant profits. Soybeans
also contributed to profits with prices moving sharply upward.
7
The metals sector was the only unprofitable strategy for the quarter. Gold's
rise to a six-year high in January had a positive influence on the month. The
demand for gold rose because investors usually turn their attention to this
traditional "safe haven" market during uncertain times. Supply-side
considerations caused nickel prices to increase sharply as well. This uptrend
was reversed in February and March as market actions were driven by the course
of the war with Iraq. The risks and potential impact on the global economy
produced increased volatility, as headlines about the war became the main focus.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Not applicable
Item 4. Controls and Procedures
Merrill Lynch Alternative Investments LLC, the General Partner of ML Select
Futures I L.P., with the participation of the General Partner's Chief Executive
Officer 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 within 90 days of the filing date of this quarterly report, and,
based on this evaluation, has concluded that these disclosure controls and
procedures are effective. Additionally, there were no significant changes in the
Partnership's internal controls or in other factors that could significantly
affect these controls subsequent to the date of this evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.
8
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
There are no pending proceedings to which the Partnership or MLAI LLC
is a party.
Item 2. Changes in Securities and Use of Proceeds
(a) None.
(b) None.
(c) None.
(d) None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K.
(a)Exhibits.
There are no exhibits required to be filed as part of this document.
(b) Reports on Form 8-K.
There were no reports on Form 8-K filed during the three months of
fiscal 2004.
9
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.
ML SELECT FUTURES I L.P.
By: MERRILL LYNCH ALTERNATIVE
INVESTMENTS LLC
(General Partner)
Date: May 14, 2004 By /s/ ROBERT M. ALDERMAN
----------------------
Robert M. Alderman
Chief Executive Officer, President and Manager
(Principal Executive Officer)
Date: May 14, 2004 By /s/ MICHAEL L. PUNGELLO
-----------------------
Michael L. Pungello
Vice President, Chief Financial Officer
and Treasurer
(Principal Financial and Accounting Officer)
10
EXHIBIT 31.01
RULE 13a-14(a)/15d-14(a) CERTIFICATIONS
I, Robert M. Alderman, certify that:
1. I have reviewed this report on Form 10-Q of ML Select Futures I L.P.;
2. Based on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
a) Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared;
b) Evaluated the effectiveness of the registrant's disclosure controls and
procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of
the period covered by this report based on such evaluation;
c) Disclosed in this report any change in the registrant's internal control
over financial reporting that occurred during the registrant's most recent
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial
reporting; and
5. The registrant's other certifying officer and I have disclosed, based on our
most recent evaluation of internal control over financial reporting, to the
registrant's auditors and the audit committee of registrant's board of directors
(or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect the registrant's ability to record, process,
summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal control
over financial reporting.
Date: May 14, 2004
- ----------------------
By /s/ ROBERT M. ALDERMAN
----------------------
Robert M. Alderman
Chief Executive Officer, President and Manager
(Principal Executive Officer)
11
EXHIBIT 31.02
RULE 13a-14(a)/15d-14(a) CERTIFICATIONS
I, Michael L. Pungello, certify that:
1. I have reviewed this report on Form 10-Q of ML Select Futures I L.P.;
2. Based on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
a) Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared;
b) Evaluated the effectiveness of the registrant's disclosure controls and
procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of
the period covered by this report based on such evaluation;
c) Disclosed in this report any change in the registrant's internal control
over financial reporting that occurred during the registrant's most recent
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial
reporting; and
5. The registrant's other certifying officer and I have disclosed, based on our
most recent evaluation, of internal control over financial reporting to the
registrant's auditors and the audit committee of registrant's board of directors
(or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect the registrant's ability to record, process,
summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal control
over financial reporting.
Date: May 14, 2004
- -----------------------
By /s/ MICHAEL L. PUNGELLO
-----------------------
Michael L. Pungello
Vice President, Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer)
12
EXHIBIT 32.01
SECTION 1350 CERTIFICATION
In connection with this quarterly report of ML Select Futures I L.P. on Form
10-Q for the period ended March 31, 2004 as filed with the Securities Exchange
Commission on the date hereof, I, Robert M. Alderman, certify, pursuant to 18
U.S.C. Section 1350, as adopted pursuant of the Sarbanes-Oxley Act of 2002,
that:
1. This quarterly report containing the financial statements fully complies with
the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of
1934; and
2. The information contained in this quarterly report fairly presents, in all
material respects, the financial condition and results of operations of ML
Select Futures I L.P.
Date: May 14, 2004
- -----------------------
By /s/ ROBERT M. ALDERMAN
----------------------
Robert M. Alderman
Chief Executive Officer, President and Manager
(Principal Executive Officer)
13
EXHIBIT 32.02
SECTION 1350 CERTIFICATION
In connection with this quarterly report of ML Select Futures I L.P. on Form
10-Q for the period ended March 31, 2004 as filed with the Securities Exchange
Commission on the date hereof, I, Michael L. Pungello, certify, pursuant to 18
U.S.C. Section 1350, as adopted pursuant of the Sarbanes-Oxley Act of 2002,
that:
1. This quarterly report containing the financial statements fully complies with
the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of
1934; and
2. The information contained in this quarterly report fairly presents, in all
material respects, the financial condition and results of operations of ML
Select Futures I L.P.
Date: May 14, 2004
- -----------------------
By /s/ MICHAEL L. PUNGELLO
-----------------------
Michael L. Pungello
Vice President, Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer)
14