Attached files
file | filename |
---|---|
EX-32.2 - EX-32.2 CERTIFICATION - GLOBAL DIVERSIFIED FUTURES FUND L.P. | y02406exv32w2.htm |
EX-31.2 - EX-31.2 CERTIFICATION - GLOBAL DIVERSIFIED FUTURES FUND L.P. | y02406exv31w2.htm |
EX-31.1 - EX-31.1 CERTIFICATION - GLOBAL DIVERSIFIED FUTURES FUND L.P. | y02406exv31w1.htm |
EX-32.1 - EX-32.1 CERTIFICATION - GLOBAL DIVERSIFIED FUTURES FUND L.P. | y02406exv32w1.htm |
EX-3.1.G - EX-3.1.G - GLOBAL DIVERSIFIED FUTURES FUND L.P. | y02406exv3w1wg.htm |
EX-3.1.B - EX-3.1.B - GLOBAL DIVERSIFIED FUTURES FUND L.P. | y02406exv3w1wb.htm |
EX-3.1.D - EX-3.1.D - GLOBAL DIVERSIFIED FUTURES FUND L.P. | y02406exv3w1wd.htm |
EX-3.1.C - EX-3.1.C - GLOBAL DIVERSIFIED FUTURES FUND L.P. | y02406exv3w1wc.htm |
EX-3.1.E - EX-3.1.E - GLOBAL DIVERSIFIED FUTURES FUND L.P. | y02406exv3w1we.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT
PURSUANT TO SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT
OF 1934
For the Quarterly Period Ended September 30, 2009
OR ( ) TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from
to
.
Commission File Number 000-30455
GLOBAL
DIVERSIFIED FUTURES FUND L.P.
(Exact name of registrant as specified in its charter)
New York | 13-4015586 | |
(State or other jurisdiction of
incorporation or organization) |
(I.R.S. Employer Identification No.) |
c/o Ceres
Managed Futures LLC
55 East 59th Street
10th Floor
New York, New York
10022
(Address of principal executive offices) (Zip Code)
(212) 559-2011
(Registrants 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
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 No
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 | Accelerated filer | Non-accelerated filer X | Smaller reporting company |
Indicate by check mark whether the registrant is a shell company
(as defined in
Rule 12b-2
of the Exchange Act).
Yes No X
As of October 31, 2009, 15,599.5827 Limited Partnership
Redeemable Units were outstanding.
GLOBAL DIVERSIFIED FUTURES FUND L.P.
FORM 10-Q
INDEX
Page |
||||
Number | ||||
PART I Financial Information:
|
||||
Item 1.
|
Financial Statements: | |||
Statements of Financial Condition at September 30, 2009 and December 31, 2008 (unaudited) |
3 | |||
Schedules of Investments at September 30, 2009 and December 31, 2008 (unaudited) | 4 5 | |||
Statements of Income and Expenses and Changes in Partners Capital
for the three and nine months ended September 30, 2009 and 2008 (unaudited) |
6 | |||
Notes to Financial Statements (unaudited) | 7 15 | |||
Item 2.
|
Managements Discussion and Analysis of Financial
Condition and Results of Operations |
16 19 | ||
Item 3.
|
Quantitative and Qualitative Disclosures about Market Risk | 20 21 | ||
Item 4.
|
Controls and Procedures | 22 | ||
PART II Other Information
|
23 26 | |||
Exhibits
|
||||
Exhibit 3.1(b) Certificate of Amendment of the Certificate of Limited Partnership, dated October 1, 1999
|
||||
Exhibit 3.1(c) Certificate of Change of the Certificate of Limited Partnership, effective January 31, 2000
|
||||
Exhibit 3.1(d) Certificate of Amendment of the Certificate of Limited Partnership, May 21, 2003
|
||||
Exhibit 3.1(e) Certificate of Amendment of the Certificate of Limited Partnership, dated September 21, 2005
|
||||
Exhibit 3.1(g) Certificate of Amendment of the Certificate of Limited Partnership, dated September 19, 2008
|
||||
Exhibit 31.1 Certification
|
||||
Exhibit 31.2 Certification
|
||||
Exhibit 32.1 Certification
|
||||
Exhibit 32.2 Certification
|
2
PART I
Item 1.
Financial Statements
Global Diversified Futures Fund L.P.
Statements of Financial Condition
(Unaudited)
Statements of Financial Condition
(Unaudited)
September 30, | December 31, | |||||||
2009 | 2008 | |||||||
Assets: |
||||||||
Investment in Partnerships, at fair value |
$ | 26,301,044 | $ | 37,284,594 | ||||
Equity in trading account: |
||||||||
Cash |
4,513,741 | 5,558,203 | ||||||
Cash margin |
1,184,288 | | ||||||
Net unrealized appreciation on open futures contracts |
258,876 | | ||||||
Net unrealized appreciation on open forward contracts |
191,749 | | ||||||
32,449,698 | 42,842,797 | |||||||
Interest receivable |
240 | 82 | ||||||
Total assets |
$ | 32,449,938 | $ | 42,842,879 | ||||
Liabilities and Partners Capital: |
||||||||
Liabilities: |
||||||||
Accrued expenses: |
||||||||
Brokerage commissions |
$ | 146,025 | $ | 192,793 | ||||
Management fees |
47,969 | 62,786 | ||||||
Incentive fees |
137,645 | 1,958,313 | ||||||
Other |
44,775 | 52,504 | ||||||
Redemptions payable |
506,815 | 1,356,599 | ||||||
Total liabilities |
883,229 | 3,622,995 | ||||||
Partners Capital: |
||||||||
General
Partner, 213.0484 and 421.6204 Unit equivalents outstanding at
September 30, 2009 and December 31, 2008, respectively |
423,506 | 892,777 | ||||||
Limited
Partners, 15,666.8388 and 18,100.2695
Redeemable Units of Limited Partnership Interest outstanding
at September 30, 2009 and December 31, 2008, respectively |
31,143,203 | 38,327,107 | ||||||
Total partners capital |
31,566,709 | 39,219,884 | ||||||
Total liabilities and partners capital |
$ | 32,449,938 | $ | 42,842,879 | ||||
See accompanying notes to financial statements.
3
Notional($)/ | ||||||||||||
Number of | % of Partners | |||||||||||
Contracts | Fair Value | Capital | ||||||||||
Futures Contracts Purchased |
||||||||||||
Currencies |
83 | $ | 78,248 | 0.25 | % | |||||||
Grains |
6 | 6,225 | 0.02 | |||||||||
Indices |
6 | 7,101 | 0.02 | |||||||||
Interest Rates U.S. |
28 | 47,203 | 0.15 | |||||||||
Interest Rates Non-U.S. |
107 | 64,307 | 0.20 | |||||||||
Metals |
7 | 37,800 | 0.12 | |||||||||
Total futures contracts purchased |
240,884 | 0.76 | ||||||||||
Futures Contracts Sold |
||||||||||||
Currencies |
27 | 37,912 | 0.12 | |||||||||
Energy |
4 | (19,920 | ) | (0.06 | ) | |||||||
Total futures contracts sold |
17,992 | 0.06 | ||||||||||
Unrealized Appreciation on Forward Contracts |
||||||||||||
Currencies |
10,966,432 | 192,556 | 0.61 | |||||||||
Total unrealized appreciation on forward contracts |
192,556 | 0.61 | ||||||||||
Unrealized Depreciation on Forward Contracts |
||||||||||||
Currencies |
1,019,998 | (807 | ) | (0.00 | ) * | |||||||
Total unrealized depreciation on forward contracts |
(807 | ) | (0.00 | ) * | ||||||||
Investment in Partnerships |
||||||||||||
CMF Campbell Master Fund L.P. |
5,565,061 | 17.63 | ||||||||||
CMF Aspect Master Fund L.P. |
9,310,373 | 29.49 | ||||||||||
CMF Altis Partners Master Fund L.P. |
11,425,610 | 36.20 | ||||||||||
Total investment in Partnerships |
26,301,044 | 83.32 | ||||||||||
Total fair value |
$ | 26,751,669 | $ | 84.75 | % | |||||||
* | Due to rounding |
See
accompanying notes to financial statements.
4
Global Diversified Futures Fund L.P.
Schedule of Investments
December 31, 2008
(Unaudited)
Schedule of Investments
December 31, 2008
(Unaudited)
% of Partners |
||||||||
Fair Value | Capital | |||||||
Investment in Partnerships
|
||||||||
CMF Campbell Master Fund L.P.
|
$ | 8,558,897 | 21.82 | % | ||||
CMF Aspect Master Fund L.P.
|
13,187,938 | 33.63 | ||||||
CMF Altis Partners Master Fund L.P.
|
15,537,759 | 39.62 | ||||||
Total fair value
|
$ | 37,284,594 | 95.07 | % | ||||
See accompanying notes to financial statements.
5
Global Diversified Futures Fund L.P.
Statements of Income and Expenses and Change in Partners Capital
(Unaudited)
Statements of Income and Expenses and Change in Partners Capital
(Unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2009 | 2008 | 2009 | 2008 | |||||||||||||
Income: |
||||||||||||||||
Net gains (losses) on trading of commodity interests and
investment in Partnerships: |
||||||||||||||||
Net realized gains (losses) on closed contracts |
$ | 9,836 | $ | | $ | 560,286 | $ | | ||||||||
Net realized gains (losses) on investment in Partnerships |
337,293 | (1,952,668 | ) | (334,618 | ) | 6,421,483 | ||||||||||
Change in net unrealized gains (losses) on open contracts |
424,203 | | 450,625 | | ||||||||||||
Change in net unrealized gains (losses) on
investments in Partnerships |
964,463 | (2,995,089 | ) | (918,196 | ) | (1,456,733 | ) | |||||||||
Gain (loss) from trading, net |
1,735,795 | (4,947,757 | ) | (241,903 | ) | 4,964,750 | ||||||||||
Interest income |
1,228 | | 3,417 | | ||||||||||||
Interest income from investment in Partnerships |
5,580 | 115,924 | 18,210 | 410,173 | ||||||||||||
Total income (loss) |
1,742,603 | (4,831,833 | ) | (220,276 | ) | 5,374,923 | ||||||||||
Expenses: |
||||||||||||||||
Brokerage
commissions including clearing fees |
440,820 | 535,278 | 1,414,041 | 1,720,506 | ||||||||||||
Management fees |
140,968 | 165,360 | 452,563 | 532,875 | ||||||||||||
Incentive fees |
63,892 | (1,040,326 | ) | 137,645 | 485,722 | |||||||||||
Other |
31,929 | 32,623 | 101,615 | 83,338 | ||||||||||||
Total expenses |
677,609 | (307,065 | ) | 2,105,864 | 2,822,441 | |||||||||||
Net income (loss) |
1,064,994 | (4,524,768 | ) | (2,326,140 | ) | 2,552,482 | ||||||||||
Redemptions Limited Partners |
(841,472 | ) | (1,354,699 | ) | (4,917,660 | ) | (3,272,858 | ) | ||||||||
Redemptions General Partner |
| | (409,375 | ) | (2,500,000 | ) | ||||||||||
Net increase (decrease) in Partners Capital |
223,522 | (5,879,467 | ) | (7,653,175 | ) | (3,220,376 | ) | |||||||||
Partners Capital, beginning of period |
31,343,187 | 42,778,662 | 39,219,884 | 40,119,571 | ||||||||||||
Partners Capital, end of period |
$ | 31,566,709 | $ | 36,899,195 | $ | 31,566,709 | $ | 36,899,195 | ||||||||
Net asset value per Unit
(15,879.8872 and 20,157.6101 Units outstanding
at September 30, 2009 and 2008, respectively) |
$ | 1,987.84 | $ | 1,830.53 | $ | 1,987.84 | $ | 1,830.53 | ||||||||
Net income (loss) per Redeemable Unit of Limited Partnership
Interest and General Partner Unit equivalent |
$ | 66.09 | $ | (215.83 | ) | $ | (129.65 | ) | $ | 110.62 | ||||||
Weighted average units outstanding |
16,218.1424 | 20,456.0481 | 17,013.5358 | 21,537.8060 | ||||||||||||
See accompanying notes to financial statements.
6
Global Diversified Futures Fund L.P.
Notes to Financial Statements
September 30, 2009
(Unaudited)
Notes to Financial Statements
September 30, 2009
(Unaudited)
1. | General: |
Global Diversified Futures Fund L.P., (formerly
Citigroup Global Diversified Futures Fund L.P.)
(the Partnership) is a limited partnership organized
under the partnership laws of the State of New York on
June 15, 1998 to engage, directly and indirectly, in the
speculative trading of a diversified portfolio of commodity
interests, including futures contracts, options, swaps and
forward contracts
on United States exchanges and certain foreign exchanges. The sectors
traded include currencies, energy, grains, indices, metals, softs, livestock and U.S.
and
non-U.S. interest rates. The
Partnership commenced trading on February 2, 1999. The Partnership
and the Funds (as defined in note 5 Investment in
Partnerships) may trade futures and options contracts of any
kind.
The commodity interests that are traded by
the Partnership are volatile and involve a high degree of market
risk.
Ceres Managed Futures LLC (formerly Citigroup Managed Futures LLC), a Delaware
limited liability company, acts as the general partner (the General Partner) and commodity
pool operator of the Partnership. The General Partner is wholly owned by Morgan Stanley Smith
Barney Holdings LLC (MSSB Holdings), a newly registered non-clearing futures commission
merchant and a member of the National Futures Association (NFA). Morgan Stanley,
indirectly through various subsidiaries, owns 51% of MSSB Holdings. Citigroup Global
Markets Inc. (CGM), the commodity broker and a selling agent for the Partnership, owns 49%
of MSSB Holdings. Citigroup Inc. (Citigroup), indirectly through various subsidiaries, wholly
owns CGM. Prior to July 31, 2009, the date as of which MSSB Holdings became its owner, the
General Partner was wholly owned by Citigroup Financial Products Inc., a wholly owned
subsidiary of Citigroup Global Markets Holdings Inc., the sole owner of which is Citigroup.
As of September 30, 2009, all trading decisions are made for the
Partnership by Campbell & Company, Inc.
(Campbell), Aspect Capital Limited
(Aspect), Altis Partners (Jersey) Ltd.
(Altis) and Waypoint Capital Management LLC
(Waypoint) (each an Advisor and
collectively, the Advisors) each of which is a registered commodity trading advisor. With the exception of Waypoint, each Advisor trades the assets allocated to it indirectly through a managed account in the name of a Master fund. The assets allocated to Waypoint are traded directly in a managed account in the name of the Partnership.
The General Partner and each Limited Partner share in the profits and losses of the Partnership in proportion to the amount
of Partnership interest owned by each except that no Limited Partner shall be liable for obligations of the Partnership in
excess of their initial capital contribution and profits, if any, net of distributions.
The accompanying financial statements are unaudited but, in the
opinion of management, include all adjustments, consisting only
of normal recurring adjustments, necessary for a fair statement
of the Partnerships financial condition at September 30,
2009 and December 31, 2008 and the results of its
operations and changes in partners capital for the three
and nine months ended September 30, 2009 and 2008. These financial statements present the results of interim
periods and do not include all disclosures normally provided in
annual financial statements. You should read these financial
statements together with the financial statements and notes
included in the Partnerships annual report on
Form 10-K
filed with the Securities and Exchange Commission (the
SEC) for the year ended December 31, 2008.
The preparation of financial
statements in conformity with U.S. generally accepted
accounting principles (GAAP) requires management to make
estimates and assumptions that affect the reported amounts of
assets and liabilities, income and expenses, and related
disclosure of contingent assets and liabilities in the financial
statements and accompanying notes. In making these estimates and assumptions, management has considered the effects, if
any, of events occurring after the date of the Partnerships
Statements of Financial
Condition through November 16, 2009, which is the date the financial statements were
issued.
As a result, actual results could differ
from these estimates.
On July 1, 2009, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) No. 168, The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles, also known
as FASB Accounting Standards Codification (ASC) 105-10, Generally Accepted
Accounting Principles (ASC 105-10) (the Codification). ASC 105-10 established the
exclusive authoritative reference for U.S. GAAP for use in financial statements except for
SEC rules and interpretive releases, which are also authoritative GAAP for SEC registrants.
The Codification supersedes all existing non-SEC accounting and reporting standards.
Codification became the single source of authoritative accounting principles generally
accepted in the United States and applies to all financial statements issued after September 15, 2009.
The Partnership is not required to provide a Statement of Cash Flows as permitted by
ASC 230-10
Statement of Cash Flows
(formerly, FAS No. 102, Statement of Cash Flows-Exemption of Certain Enterprises and
Classification of Cash Flows from Certain Securities Acquired for
Resale).
Due to the nature of commodity trading, the results of
operations for the interim periods presented should not be
considered indicative of the results that may be expected for
the entire year.
Certain prior period amounts have been reclassified to conform to current
period presentation.
7
Global Diversified Futures Fund L.P.
Notes to Financial Statements
September 30, 2009
(Unaudited)
Notes to Financial Statements
September 30, 2009
(Unaudited)
2. | Financial Highlights: |
Changes in the Net Asset Value per Redeemable Unit of Limited
Partnership Interest for the three and nine months ended
September 30, 2009 and 2008 were as follows:
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2009 | 2008 | 2009 | 2008 | ||||||||||||||
Net realized and unrealized gains (losses) * |
$ | 80.32 | $ | (261.44 | ) | $ | (90.01 | ) | $ | 140.98 | |||||||
Interest income |
0.42 | 5.59 | 1.27 | 18.65 | |||||||||||||
Expenses ** |
(14.65 | ) | 40.02 | (40.91 | ) | (49.01 | ) | ||||||||||
Increase (decrease) for the period |
66.09 | (215.83 | ) | (129.65 | ) | 110.62 | |||||||||||
Net Asset Value per Redeemable Unit, beginning of period |
1,921.75 | 2,046.36 | 2,117.49 | 1,719.91 | |||||||||||||
Net Asset Value per Redeemable Unit, end of period |
$ | 1,987.84 | $ | 1,830.53 | $ | 1,987.84 | $ | 1,830.53 | |||||||||
* | Includes brokerage commissions |
** | Excludes brokerage commissions |
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2009 | 2008 | 2009 | 2008 | |||||||||||||
Ratios to Average Net Assets:***
|
||||||||||||||||
Net investment income (loss) before incentive fees****
|
(7.7 | )% | (6.4 | )% | (7.7 | )% | (6.7 | )% | ||||||||
Operating expense
|
7.8 | % | 7.6 | % | 7.8 | % | 8.1 | % | ||||||||
Incentive fees
|
0.2 | % | | % | 0.4 | % | 1.3 | % | ||||||||
Total expenses
|
8.0 | % | 7.6 | % | 8.2 | % | 9.4 | % | ||||||||
Total return:
|
||||||||||||||||
Total return before incentive fees
|
3.7 | % | (10.5 | )% | (5.7 | )% | 7.8 | % | ||||||||
Incentive fees
|
(0.3 | )% | | % | (0.4 | )% | (1.4 | )% | ||||||||
Total return after incentive fees
|
3.4 | % | (10.5 | )% | (6.1 | )% | 6.4 | % | ||||||||
*** | Annualized (other than incentive fees) |
**** | Interest income less total expenses (exclusive of incentive fees) |
The above ratios may vary for individual investors based on the
timing of capital transactions during the period. Additionally,
these ratios are calculated for the Limited Partner class using
the Limited Partners share of income, expenses and average
net assets.
3. | Trading Activities: |
The Partnership was formed for the purpose of trading contracts
in a variety of commodity interests, including derivative
financial instruments and derivative commodity instruments. The results of the Partnerships
trading activities are shown in the Statements of Income and Expenses
and Changes in Partners Capital.
The customer agreement between the Partnership and CGM gives the
Partnership the legal right to net unrealized gains and losses
on open futures and forward contracts. The Partnership nets, for financial reporting purposes, the unrealized gains and losses on open futures and
forward contracts on the Statements of Financial Condition as the criteria under
ASC 210-20 Balance Sheet (formerly, FIN No. 39, Offsetting of Amounts Related to Certain Contracts)
have been met.
8
Global Diversified Futures Fund L.P.
Notes to Financial Statements
September 30, 2009
(Unaudited)
Notes to Financial Statements
September 30, 2009
(Unaudited)
All of the commodity interests owned by the Partnership are held for trading purposes. The
average fair values of these interests during the nine months ended
September 30, 2009, based on a monthly
calculation, was $249,204. The fair values of these commodity interests, including options
thereon, if applicable, at September 30, 2009, was $450,625. Fair values for exchange traded
commodity futures and options are based on quoted market prices for those futures and options. Fair values
for all other financial instruments for which market quotations are not readily available are based on other
measures of fair value deemed appropriate by the General Partner.
Brokerage commissions are calculated as a percentage of the
Partnerships adjusted net asset value on the last day of
each month and are affected by trading performance, additions
and redemptions.
The Partnership adopted
ASC 815-10, Derivatives and Hedging (formerly, FAS No. 161
Disclosures about Derivative Instruments and Hedging Activities)
as of January 1, 2009 which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures
about credit-risk-related contingent features in derivative agreements. ASC 815-10 only expands the disclosure requirements for derivative instruments and related hedging activities and has no impact on the Statements of Financial
Condition or Statements of Income and Expenses and Changes in Partners
Capital. The contracts outstanding at the period ended September 30, 2009, are indicative of volume traded during
the period. See the Schedule of Investments.
The following table indicates the fair values of derivative
instruments of futures and forward contracts as separate assets and
liabilities.
September 30, 2009 | September 30, 2009 | |||||||||
Assets |
Assets | |||||||||
Futures Contracts |
Forward Contracts | |||||||||
Currencies |
$ | 116,160 | Currencies | $ | 192,556 | |||||
Grains |
6,225 | Total unrealized appreciation on open forward contracts | $ | 192,556 | ||||||
Interest Rates U.S. |
47,203 | |||||||||
Interest Rates Non-U.S. |
64,307 | |||||||||
Indices |
7,101 | |||||||||
Metals |
37,800 | |||||||||
Total unrealized appreciation on open futures contracts |
$ | 278,796 | ||||||||
Liabilities |
Liabilities | |||||||||
Futures Contracts
|
Forward Contracts | |||||||||
Energy |
$ | (19,920 | ) | Currencies | $ | (807 | ) | |||
Total unrealized depreciation on open futures contracts |
$ | (19,920 | ) | Total unrealized depreciation on open forward contracts | $ | (807 | ) | |||
Net unrealized appreciation on open futures contracts |
$ | 258,876 | * | Net unrealized appreciation on open forward contracts | $ | 191,749 | ** | |||
* | This amount is included in Net unrealized appreciation on open futures contracts on the Statements of Financial Condition. | |
** | This amount is included in Net unrealized appreciation on open forward contracts on the Statements of Financial Condition. |
9
Global Diversified Futures Fund L.P.
Notes to Financial Statements
September 30, 2009
(Unaudited)
Notes to Financial Statements
September 30, 2009
(Unaudited)
The following table indicates the trading gains and losses, by market sector, on derivative instruments for the three and nine months ended September 30, 2009.
Three Months Ended | Nine Months Ended | |||||||
September 30, 2009 | September 30, 2009 | |||||||
Sector | Gain (loss) from trading | Gain (loss) from trading | ||||||
Currencies |
$ | 398,216 | $ | 743,701 | ||||
Energy |
(51,490 | ) | (28,100 | ) | ||||
Grains |
6,225 | (3,113 | ) | |||||
Indices |
154,672 | 353,538 | ||||||
Interest Rates U.S. |
(7,693 | ) | (56,874 | ) | ||||
Interest Rates Non-U.S. |
(90,941 | ) | 11,339 | |||||
Metals |
29,850 | 3,948 | ||||||
Softs |
(4,800 | ) | (13,528 | ) | ||||
Total |
$ | 434,039 | $ | 1,010,911 | ||||
4. | Fair Value Measurements: |
Investments. All commodity interests
(including derivative financial instruments and derivative
commodity instruments) are held for trading purposes. The
commodity interests are recorded on trade date and open
contracts are recorded at fair value (as described below) at the
measurement date. Investments in commodity interests denominated
in foreign currencies are translated into U.S. dollars at
the exchange rates prevailing at the measurement date. Gains or
losses are realized when contracts are liquidated. Unrealized
gains or losses on open contracts are included as a component of
equity in trading account on the Statements of
Financial Condition. Realized gains or losses and any change in
net unrealized gains or losses from the preceding period are
reported in the Statements of Income and Expenses and Changes in Partners Capital.
Fair Value Measurements. The Partnership and
the Funds (as defined in note 5 Investment in
Partnerships) adopted ASC 820-10 Fair Value Measurements
and Disclosures (formerly, FAS No. 157, Fair Value Measurements) as of January 1, 2008, which
defines fair value as the price that would be received to sell
an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date.
ASC 820-10 establishes a framework for measuring fair value
and expands disclosures regarding fair value measurements in
accordance with GAAP. The fair value hierarchy gives the highest
priority to unadjusted quoted prices in active markets for
identical assets or liabilities (Level 1) and the
lowest priority to fair values derived from unobservable inputs
(Level 3). The level in the fair value hierarchy within
which the fair value measurement in its entirety falls shall be
determined based on the lowest level input that is significant
to the fair value measurement in its entirety. The Partnership
and the Funds did not apply the deferral allowed by
ASC 820-10, for
nonfinancial assets and nonfinancial liabilities measured at
fair value on a nonrecurring basis.
The Partnership and the Funds consider prices for exchange
traded commodity futures, forwards and options contracts to be
based on unadjusted quoted prices in active markets for identical assets
(Level 1). The values of non exchange traded forwards,
swaps and certain options contracts for which market quotations
are not readily available, are priced by broker-dealers who
derive fair values for those assets from observable inputs
(Level 2). Investments in partnerships (other commodity
pools) where there are no other rights or obligations inherent
within the ownership interest held by the Partnership are priced
based on the end of the day net asset value (Level 2).
10
Global Diversified Futures Fund L.P.
Notes to Financial Statements
September 30, 2009
(Unaudited)
Notes to Financial Statements
September 30, 2009
(Unaudited)
The
value of the Partnerships investments in partnerships
reflects its proportional interest in the partnerships. As of and the periods ended
September 30, 2009 and December 31, 2008, the Partnership and the Funds did not
hold any derivative instruments that are priced at fair value
using unobservable inputs through the application of
managements assumptions and internal valuation pricing
models (Level 3).
Quoted Prices in |
||||||||||||||||
Active Markets |
Significant Other |
Significant |
||||||||||||||
for Identical |
Observable Inputs |
Unobservable |
||||||||||||||
9/30/2009 | Assets (Level 1) | (Level 2) | Inputs (Level 3) | |||||||||||||
Assets |
||||||||||||||||
Futures |
$ | 258,876 | $ | 258,876 | $ | | $ | | ||||||||
Forwards |
191,749 | | 191,749 | | ||||||||||||
Investment in
Partnerships |
26,301,044 | | 26,301,044 | | ||||||||||||
Total assets |
26,751,669 | 258,876 | 26,492,793 | | ||||||||||||
Total fair value |
$ | 26,751,669 | $ | 258,876 | $ | 26,492,793 | $ | | ||||||||
Quoted Prices in | ||||||||||||||||
Active Markets | Significant Other | Significant | ||||||||||||||
for Identical | Observable Inputs | Unobservable | ||||||||||||||
12/31/2008 | Assets (Level 1) | (Level 2) | Inputs (Level 3) | |||||||||||||
Assets |
||||||||||||||||
Investment in Partnerships |
$ | 37,284,594 | $ | | $ | 37,284,594 | $ | | ||||||||
Total fair value |
$ | 37,284,594 | $ | | $ | 37,284,594 | $ | | ||||||||
5. | Investment in Partnerships: |
The assets allocated to Waypoint for trading are invested directly
pursuant to Waypoints Diversified Program, a systematic trading
program. On January 1, 2005, the assets allocated to Campbell for
trading were invested in CMF Campbell Master Fund L.P.
(Campbell Master), a limited partnership organized
under the partnership laws of the State of New York. The
Partnership purchased 17,534.8936 Units of Campbell Master with
cash of $17,341,826 and a contribution of open futures
and forward contracts with a fair value of $193,067. Campbell
Master was formed in order to permit commodity pools managed now
or in the future by Campbell using Campbells Financials,
Metals and Energy (FME) Portfolio, a systematic trading program, to invest
together in one trading vehicle. The General Partner is also the
general partner of Campbell Master. Individual and pooled
accounts currently managed by Campbell, including the
Partnership, are permitted to be limited partners of Campbell
Master. The General Partner and Campbell believe that trading
through this structure should promote efficiency and economy in
the trading process.
On March 1, 2005, the assets allocated to Aspect for
trading were invested in CMF Aspect Master Fund L.P.
(Aspect Master), a limited partnership organized
under the partnership laws of the State of New York. The
Partnership purchased 16,015.3206 Units of Aspect Master with
cash of $14,955,106 and a contribution of open futures
and forward contracts with a fair value of $1,060,214. Aspect
Master was formed in order to permit commodity pools managed now
or in the future by Aspect using Aspects Diversified
Portfolio Program, a systematic trading program, to invest together in one trading vehicle.
The General Partner is also the general partner of Aspect
Master. Individual and pooled accounts currently managed by
Aspect, including the Partnership, are permitted to be limited
partners of Aspect Master. The General Partner and Aspect
believe that trading through this structure should promote
efficiency and economy in the trading process.
On November 1, 2005, the assets allocated to Altis for
trading were invested in CMF Altis Partners Master
Fund L.P. (Altis Master), a limited partnership
organized under the partnership laws of the State of New York.
The Partnership purchased 13,013.6283 Units of the Altis Master
with cash of $11,227,843 and a contribution of open futures and forwards contracts with a fair value of $1,785,785.
Altis Master was formed to permit commodity pools managed now
and in the future by Altis using Altiss Diversified
Portfolio Program, a systematic trading program, to invest together in one trading vehicle.
The General Partner is also the general partner of Altis Master.
Individual and pooled accounts currently managed by Altis,
including the Partnership, are permitted to be limited partners
of Altis Master. The General Partner and Altis believe that
trading through this structure should promote efficiency and
economy in the trading process.
The General Partner is not aware of any material changes to the
trading programs discussed above during the fiscal quarter ended
September 30, 2009.
Campbell Masters, Aspect Masters and Altis
Masters (the Funds) trading of futures,
forwards, swaps and options contracts, if applicable, on commodities is
done primarily on United States of America commodity exchanges
and foreign commodity exchanges. The Funds engage in such trading
through commodity brokerage accounts maintained by CGM.
11
Global Diversified Futures Fund L.P.
Notes to Financial Statements
September 30, 2009
(Unaudited)
Notes to Financial Statements
September 30, 2009
(Unaudited)
A Limited Partner may withdraw all or part of their capital
contribution and undistributed profits, if any from the Funds in
multiples of the Net Asset Value per Redeemable Unit of Limited
Partnership Interest as of the end of any day (the Redemption Date) after a
request for redemption has been made to the General Partner at
least 3 days in advance of the Redemption Date. The units are classified as a liability when the Limited Partner elects to redeem, and inform the Funds.
Management and incentive fees are not charged at the Partnership level. All exchange, clearing, user,
give-up,
floor brokerage and NFA fees are borne
by the Partnership and through its investment in the Funds. All other fees including CGMs direct
brokerage commissions are charged at the Partnership level.
At September 30, 2009, the Partnership owned approximately 7.7%, 5.7% and 12.9% of Campbell
Master, Aspect Master and Altis Master, respectively. At December 31, 2008, the Partnership owned
approximately 6.7%, 5.5% and 15.7% of Campbell Master, Aspect Master and Altis Master, respectively.
The performance of the Partnership is directly affected by the performance of the Funds. Expenses to the
investors as a result of the investment in the Funds are approximately the same and redemption rights are
not affected.
Summarized information reflecting the Total Assets, Liabilities
and Capital of the Funds are shown in the following tables.
September 30, 2009 | ||||||||||||
Total Assets | Total Liabilities | Total Capital | ||||||||||
Campbell Master |
$ | 72,583,408 | $ | 50,225 | $ | 72,533,183 | ||||||
Aspect Master |
164,579,268 | 16,670 | 164,562,598 | |||||||||
Altis Master |
88,471,368 | 18,996 | 88,452,372 | |||||||||
Total |
$ | 325,634,044 | $ | 85,891 | $ | 325,548,153 | ||||||
December 31, 2008 | ||||||||||||
Total Assets | Total Liabilities | Total Capital | ||||||||||
Campbell Master
|
$ | 127,587,225 | $ | 112,263 | $ | 127,474,962 | ||||||
Aspect Master
|
240,236,167 | 881,834 | 239,354,333 | |||||||||
Altis Master
|
99,300,545 | 17,963 | 99,282,582 | |||||||||
Total
|
$ | 467,123,937 | $ | 1,012,060 | $ | 466,111,877 | ||||||
12
Global Diversified Futures Fund L.P.
Notes to Financial Statements
September 30, 2009
(Unaudited)
Notes to Financial Statements
September 30, 2009
(Unaudited)
Summarized information reflecting the net gain (loss) from trading, total
income (loss) and net income (loss) for the Funds are shown in the following
tables.
For the three months ended September 30, 2009 | ||||||||||||
Gain (Loss) from | ||||||||||||
Trading, net | Total Income (Loss) | Net Income (Loss) | ||||||||||
Campbell Master |
$ | 3,089,848 | $ | 3,106,168 | $ | 3,078,368 | ||||||
Aspect Master |
9,440,451 | 9,476,242 | 9,387,591 | |||||||||
Altis Master |
4,106,021 | 4,127,001 | 4,094,363 | |||||||||
Total |
$ | 16,636,320 | $ | 16,709,411 | $ | 16,560,322 | ||||||
For the nine months ended September 30, 2009 | ||||||||||||
Gain (Loss) from | ||||||||||||
Trading, net | Total Income (Loss) | Net Income (Loss) | ||||||||||
Campbell Master |
$ | (2,611,292 | ) | $ | (2,551,214 | ) | $ | (2,628,145 | ) | |||
Aspect Master |
(16,781,998 | ) | (16,658,459 | ) | (16,878,438 | ) | ||||||
Altis Master |
(924,520 | ) | (863,038 | ) | (978,066 | ) | ||||||
Total |
$ | (20,317,810 | ) | $ | (20,072,711 | ) | $ | (20,484,649 | ) | |||
For the three months ended September 30, 2008 | ||||||||||||
Gain (Loss) from | ||||||||||||
Trading, net | Total Income (Loss) | Net Income (Loss) | ||||||||||
Campbell Master |
$ | (4,786,916 | ) | $ | (4,320,336 | ) | $ | (4,356,671 | ) | |||
Aspect Master |
(20,271,442 | ) | (19,655,505 | ) | (19,753,889 | ) | ||||||
Altis Master |
(15,487,281 | ) | (15,216,070 | ) | (15,279,538 | ) | ||||||
Total |
$ | (40,545,639 | ) | $ | (39,191,911 | ) | $ | (39,390,098 | ) | |||
For the nine months ended September 30, 2008 | ||||||||||||
Gain (Loss) from | ||||||||||||
Trading, net | Total Income (Loss) | Net Income (Loss) | ||||||||||
Campbell Master |
$ | 7,436,006 | $ | 9,289,461 | $ | 9,163,431 | ||||||
Aspect Master |
22,293,556 | 24,471,311 | 24,178,434 | |||||||||
Altis Master |
15,606,019 | 16,519,695 | 16,353,520 | |||||||||
Total |
$ | 45,335,581 | $ | 50,280,467 | $ | 49,695,385 | ||||||
13
Global Diversified Futures Fund L.P.
Notes to Financial Statements
September 30, 2009
(Unaudited)
Notes to Financial Statements
September 30, 2009
(Unaudited)
Summarized information reflecting the Partnerships
investment in, and the operations of the Funds are as shown in
the following tables.
September 30, 2009 | For the three months ended September 30, 2009 | |||||||||||||||||||||||||||||
% of |
Expenses | Net |
||||||||||||||||||||||||||||
Partnerships |
Fair |
Income |
Income |
Investment |
Redemptions |
|||||||||||||||||||||||||
Fund | Net Assets | Value | (Loss) | Commissions | Other | (Loss) | Objective | Permitted | ||||||||||||||||||||||
Campbell Master |
17.63 | % | $ | 5,565,061 | $ | 238,467 | $ | 1,512 | $ | 588 | $ | 236,367 | FME Portfolio |
Monthly | ||||||||||||||||
Aspect Master |
29.49 | % | 9,310,373 | 534,534 | 4,460 | 499 | 529,575 | Commodity Portfolio |
Monthly |
|||||||||||||||||||||
Altis Master |
36.20 | % | 11,425,610 | 534,335 | 2,547 | 1,701 | 530,087 | Commodity Portfolio |
Monthly | |||||||||||||||||||||
Total |
$ | 26,301,044 | $ | 1,307,336 | $ | 8,519 | $ | 2,788 | $ | 1,296,029 | ||||||||||||||||||||
September 30, 2009 | For the nine months ended September 30, 2009 | |||||||||||||||||||||||||||||
% of |
Expenses | Net |
||||||||||||||||||||||||||||
Partnerships |
Fair |
Income |
Income |
Investment |
Redemptions |
|||||||||||||||||||||||||
Investment | Net Assets | Value | (Loss) | Commissions | Other | (Loss) | Objective | Permitted | ||||||||||||||||||||||
Campbell Master |
17.63 | % | $ | 5,565,061 | $ | (182,623 | ) | $ | 3,602 | $ | 2,126 | $ | (188,351 | ) | FME Portfolio |
Monthly | ||||||||||||||
Aspect Master |
29.49 | % | 9,310,373 | (859,040 | ) | 10,341 | 1,474 | (870,855 | ) | Commodity Portfolio |
Monthly |
|||||||||||||||||||
Altis Master |
36.20 | % | 11,425,610 | (192,941 | ) | 10,941 | 4,927 | (208,809 | ) | Commodity Portfolio |
Monthly | |||||||||||||||||||
Total |
$ | 26,301,044 | $ | (1,234,604 | ) | $ | 24,884 | $ | 8,527 | $ | (1,268,015 | ) | ||||||||||||||||||
December 31, 2008 | For the three months ended September 30, 2008 | |||||||||||||||||||||||||||||
% of |
Expenses | Net |
||||||||||||||||||||||||||||
Partnerships |
Fair |
Income |
Income |
Investment |
Redemptions |
|||||||||||||||||||||||||
Fund | Net Assets | Value | (Loss) | Commissions | Other | (Loss) | Objective | Permitted | ||||||||||||||||||||||
Campbell Master |
21.82 | % | $ | 8,558,897 | $ | (265,326 | ) | $ | 1,724 | $ | 514 | $ | (267,564 | ) | FME Portfolio |
Monthly | ||||||||||||||
Aspect Master |
33.63 | % | 13,187,938 | (1,307,175 | ) | 5,840 | 669 | (1,313,684 | ) | Commodity Portfolio |
Monthly | |||||||||||||||||||
Altis Master |
39.62 | % | 15,537,759 | (3,259,332 | ) | 10,846 | 1,787 | (3,271,965 | ) | Commodity Portfolio |
Monthly | |||||||||||||||||||
Total |
$ | 37,284,594 | $ | (4,831,833 | ) | $ | 18,410 | $ | 2,970 | $ | (4,853,213 | ) | ||||||||||||||||||
December 31, 2008 | For the nine months ended September 30, 2008 | |||||||||||||||||||||||||||||
% of |
Expenses | Net |
||||||||||||||||||||||||||||
Partnerships |
Fair |
Income |
Income |
Investment |
Redemptions |
|||||||||||||||||||||||||
Fund | Net Assets | Value | (Loss) | Commissions | Other | (Loss) | Objective | Permitted | ||||||||||||||||||||||
Campbell Master |
21.82 | % | $ | 8,558,897 | $ | 459,846 | $ | 5,486 | $ | 1,421 | $ | 452,939 | FME Portfolio |
Monthly | ||||||||||||||||
Aspect Master |
33.63 | % | 13,187,938 | 1,637,899 | 18,130 | 1,742 | 1,618,027 | Commodity Portfolio |
Monthly | |||||||||||||||||||||
Altis Master |
39.62 | % | 15,537,759 | 3,277,178 | 28,649 | 5,806 | 3,242,723 | Commodity Portfolio |
Monthly | |||||||||||||||||||||
Total |
$ | 37,284,594 | $ | 5,374,923 | $ | 52,265 | $ | 8,969 | $ | 5,313,689 | ||||||||||||||||||||
14
Global Diversified Futures Fund L.P.
Notes to Financial Statements
September 30, 2009
(Unaudited)
Notes to Financial Statements
September 30, 2009
(Unaudited)
6. | Financial Instrument Risks: |
In the normal course of its business, the Partnership and the Funds are
parties to financial instruments with off-balance sheet risk, including
derivative financial instruments and derivative commodity instruments. These
financial instruments may include forwards, futures, options and swaps, whose
values are based upon an underlying asset, index or reference rate, and
generally represent future commitments to exchange currencies or cash balances, to
purchase or sell other financial instruments on specific terms at specified
future dates, or, in the case of derivative commodity instruments, to have a
reasonable possibility to be settled in cash, through physical delivery or with
another financial instrument. These instruments may be traded on an exchange or
over-the-counter (OTC). Exchange traded instruments are standardized and
include futures and certain forwards and option contracts. OTC contracts are
negotiated between contracting parties and include certain forwards and option
contracts. Each of these instruments is subject to various risks similar to
those related to the underlying financial instruments including market and
credit risk. In general, the risks associated with OTC contracts are greater
than those associated with exchange traded instruments because of the greater
risk of default by the counterparty to an OTC contract.
The risk to the Limited Partners that have purchased interests in the
Partnership is limited to the amount of their capital contributions to the
Partnership and their share of the Partnerships assets and undistributed profits. This
limited liability is a consequence of the organization of the Partnership as a limited partnership under applicable law.
Market risk is the potential for changes in the value of the financial
instruments traded by the Partnership/Funds due to market changes, including
interest and foreign exchange rate movements and fluctuations in commodity or
security prices. Market risk is directly impacted by the volatility and
liquidity in the markets in which the related underlying assets are traded. The
Partnership is exposed to a market risk equal to the value of futures and
forward contracts purchased and unlimited liability on such contracts sold
short.
Credit risk is the possibility that a loss may occur due to the failure of a
counterparty to perform according to the terms of a contract. The Partnerships/Funds
risk of loss in the event of a counterparty default is typically limited to the amounts
recognized in the Statements of Financial Condition and not represented by the contract
or notional amounts of the instruments. The Partnerships/Funds risk of loss is reduced
through the use of
legally enforceable master netting agreements with counterparties that permit the
Partnership/Funds to offset unrealized gains and losses and other assets and
liabilities with such counterparties upon the occurrence of certain events.
The Partnership/Funds have credit risk and concentration risk as the sole
counterparty or broker with respect to the Partnerships/Funds assets is
CGM or a CGM affiliate. Credit risk with respect to exchange-traded instruments is
reduced to the extent that through CGM, the Partnerships/Funds counterparty is an
exchange or clearing organization.
As both a buyer and seller of options, the Partnership/Funds 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/Funds 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 option holder to own the reference
asset. The Partnership/Funds do not consider these contracts to be guarantees as
described in ASC 460-10 Guarantees (formerly, FAS No. 45,
Guarantors Accounting and Disclosure Requirements for
Guarantees).
The General Partner monitors and controls the Partnerships/Funds risk
exposure on a daily basis through financial, credit and risk management
monitoring systems, and accordingly believes that it has effective procedures
for evaluating and limiting the credit and market risks to which the
Partnership/Funds are subject. These monitoring systems allow the General
Partner to statistically analyze actual trading results with risk adjusted
performance indicators and correlation statistics. In addition, on-line
monitoring systems provide account analysis of futures, forwards and options
positions by sector, margin requirements, gain and loss transactions and
collateral positions.
The majority of these instruments mature within one year of the inception
date. However, due to the nature of the Partnerships/Funds business, these
instruments may not be held to maturity.
15
Item 2. | Managements Discussion and Analysis of Financial Condition and Results of Operations. |
Liquidity
and Capital Resources
The Partnership does not engage in sales of goods or services.
Its assets are its (i) investment in the Partnerships (ii) equity in futures trading account, consisting of cash, net unrealized
appreciation on open futures contracts, net unrealized appreciation on forward contracts, and (iii) interest receivable. Because of the low margin deposits
normally required in commodity futures trading, relatively small
price movements may result in substantial losses to the
Partnership. While
substantial losses could lead to a material decrease in
liquidity, no such losses occurred during the third quarter of
2009.
The Partnerships capital consists of the capital
contributions of the partners, as increased or decreased by realized and/or unrealized
gains or losses on trading and by expenses, interest income,
additions and redemptions of Redeemable Units and distributions
of profits, if any.
For the nine months ended September 30, 2009, Partnership capital decreased 19.5% from
$39,219,884 to $31,566,709. This decrease was attributable to the net loss from operations of
$2,326,140, coupled with the redemptions of 2,433.4307 Redeemable Units of Limited Partnership
Interest and 208.5720 of the General Partner Unit equivalent, which resulted in an outflow of
$5,327,035. Future redemptions could impact the amount of funds available for investment in
commodity contract positions in subsequent periods.
Critical
Accounting Policies
Use of Estimates. The preparation of financial statements and accompanying notes in conformity
with GAAP requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities, income and expenses, and
related disclosures of contingent assets and liabilities in the financial statements and
accompanying notes. As a result, actual results could differ from these estimates.
Statement
of Cash Flows. The Partnership is not required to provide a Statement of Cash Flows
as permitted by
ASC 230-10.
Investments. All commodity interests (including derivative financial instruments and
derivative commodity instruments) are held for trading purposes. The commodity interests are
recorded on trade date and open contracts are recorded at fair value (as described below) at the
measurement date. Investments in commodity interests denominated in foreign currencies are
translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or
losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are
included as a component of equity in trading
account on the Statements of Financial Condition. Realized gains or losses and any change in
net unrealized gains or losses from the preceding period are reported in the Statements of Income
and Expenses and Changes in Partners Capital.
Fair Value Measurements. The Partnership
and the Funds adopted ASC 820-10 as of January 1, 2008, which
defines fair value as the price that would be received to sell an asset or
paid to transfer a liability in an orderly transaction between
market participants at the measurement date. The Partnership and
the Funds did not apply the
deferral allowed by
ASC 820-10, for
nonfinancial assets and nonfinancial liabilities measured at
fair value on a nonrecurring basis.
16
The
Partnership and the Funds consider prices for exchange traded commodity
futures, forwards and options contracts to be based on unadjusted quoted
prices in active markets for identical assets (Level 1).
The values of non exchange traded forwards, swaps and certain
options contracts for which market quotations are not readily
available, are priced by broker-dealers who derive fair values
for those assets from observable inputs (Level 2).
Investments in partnerships (other commodity pools) where there
are no other rights or obligations inherent within the ownership
interest held by the Partnership are priced based on the end of
the day net asset value (Level 2). The value of the
Partnerships investments in partnerships reflects its
proportional interest in the partnerships. As of
and the period ended September 30, 2009, the Partnership and the Funds did not hold any
derivative instruments that are priced at fair value using
unobservable inputs through the application of managements
assumptions and internal valuation pricing models (Level 3).
Futures
Contracts. The Partnership and the Funds trade futures contracts. A futures contract is a firm
commitment to buy or sell a specified quantity of investments, currency or a standardized amount of
a deliverable grade commodity, at a specified price on a specified future date, unless the contract
is closed before the delivery date or if the delivery quantity is
something where physical delivery can not occur (such as S&P 500
Index), whereby such contract is settled in cash. Payments (variation
margin) may be made or received by the
Partnership and the Funds each business day, depending on the daily fluctuations in the value of the underlying
contracts, and are recorded as unrealized gains or losses by the
Partnership and the Funds. When the contract is
closed, the Partnership and the Funds record a realized gain or loss equal to the difference between the value
of the contract at the time it was opened and the value at the time it was closed. Because transactions in futures contracts require participants to make both initial margin deposits of cash
or other assets and variation margin deposits, through the futures
broker, directly with the exchange on which the contracts are
traded, credit exposure is limited. Realized gains (losses) and changes in unrealized gains
(losses) on futures contracts are included in the Statements of Income and Expenses and Changes in Partners Capital.
Forward Foreign Currency Contracts. Foreign currency contracts are those contracts where the
Partnership and the Funds agree to receive or deliver a fixed quantity of foreign currency for an agreed-upon
price on an agreed future date. Foreign currency contracts are valued daily, and the Partnerships
net equity therein, representing unrealized gain or loss on the contracts as measured by the
difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward rates at the
reporting date, is included in the Statements of Financial Condition. Realized gains (losses) and
changes in unrealized gains (losses) on foreign currency contracts are recognized in the period in
which the contract is closed or the changes occur, respectively and are included in the Statements of Income and
Expenses and Changes in Partners Capital.
The
Partnership and the Funds do not isolate that portion of the results of operations arising from the
effect of changes in foreign exchange rates on investments from fluctuations from changes in market
prices of investments held. Such fluctuations are included in net gain (loss) on investments in
the Statements of Income and Expenses and Change in Partners Capital.
London Metals Exchange Forward Contracts. Metal contracts traded on the London Metals
Exchange (LME) represent a firm commitment to buy or sell a specified quantity of Aluminum,
Copper, Lead, Nickel, Tin or Zinc. LME contracts traded by the Partnership and the Funds are cash
settled based on prompt dates published by the LME. Payments (variation margin) may be made or
received by the Partnership and the Funds each business day, depending on the daily fluctuations in
the value of the underlying contracts, and are recorded as unrealized gains or losses by the
Partnership and the Funds. A contract is considered offset when all long positions have been
matched with short positions. When the contract is closed at the prompt date, the Partnership and
the Funds record a realized gain or loss equal to the difference between the value of the contract
at the time it was opened and the value at the time it was closed.
Because transactions in LME
contracts require participants to make both initial margin deposits of cash or other assets and
variation margin deposits, through the broker, directly with the LME, credit exposure is limited.
Realized gains (losses) and changes in unrealized gains (losses) on metal contracts are included in
the Statements of Income and Expenses and Changes in Partners Capital.
Options.
The Funds may purchase and write
(sell) both exchange listed and over the counter 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 Funds write an
option, the premium received is recorded as a liability in the Statements of Financial Condition
and marked to market daily. When the Funds purchase an option, the premium paid is recorded
as an asset in the Statements of Financial Condition and marked to market daily. Realized gains
(losses) and changes in unrealized gains (losses) on options contracts are included in the
Statements of Income and Expenses and Changes in Partners Capital.
Income Taxes. Income taxes have not been provided as each partner is individually liable for
the taxes, if any, on their share of the Partnerships income and expenses.
In 2007, the Partnership adopted
ASC 740-10
Income Taxes
(formerly, FAS No. 48, Accounting for Uncertainty in Income Taxes). ASC 740-10 provides guidance for how uncertain tax positions should be
recognized, measured, presented and disclosed in the financial statements. ASC 740-10 requires the
evaluation of tax positions taken or expected to be taken in the course of preparing the
Partnerships financial statements to determine whether the tax positions are
more-likely-than-not to be sustained by the applicable tax authority. Tax positions with
respect to tax at the partnership level not deemed to meet the more-likely-than-not threshold
would be recorded as a tax benefit or expense in the current year. The General Partner
has continued to evaluate the application of ASC 740-10 and
has
concluded that the adoption of ASC 740-10 had no impact on the operations of the Partnership for the
nine months ended September 30, 2009 and that no provision for income tax is required in the Partnerships
financial statements.
The
following is the major tax jurisdictions for the Partnership and the earliest tax year
subject to examination: United States 2005.
17
Recent Accounting Pronouncements.
In 2009, the Partnership adopted ASC 820-10-65 Fair Value Measurements
(formerly, FAS No. 157-4, Determining Fair Value When the Volume and Level
of Activity for the Asset or Liability Have Significantly Decreased and
Identifying Transactions That Are Not Orderly). ASC 820-10-65
reaffirms that fair value is the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between market participants
at the measurement date under current market conditions. ASC 820-65 also reaffirms the
need to use judgment in determining if a formerly active market has become inactive and
in determining fair values when the market has become inactive. The application of
ASC 820-65 is required for interim and annual reporting periods ending after June 15, 2009.
Management has concluded that based on available information in the
marketplace, there has not been a decrease in the volume and level of activity in the
Partnerships Level 2 assets and liabilities. The adoption of
ASC 820-65 had no effect on the
Partnerships Financial Statements.
Subsequent
Events. In 2009, the Partnership adopted
ASC 855-10 Subsequent Events (formerly, FAS No. 165, Subsequent
Events). The objective of ASC 855-10 is to
establish general standards of accounting for and disclosure of events that occur after the
balance sheet date but before financial statements are issued or available to be issued.
Results
of Operations
During the Partnerships third quarter of 2009 the Net Asset Value per Redeemable Unit
increased 3.4% from $1,921.75 to $1,987.84 as compared to a decrease
of 10.5% in the third quarter
of 2008. The Partnership experienced a net trading gain, before brokerage commissions and related
fees in the third quarter of 2009 of $1,735,795. Gains were primarily attributable to the
Partnership/Funds trading in currencies, U.S. and non-U.S. interest rates, livestock, indices,
metals, softs and lumber, and were partially offset by losses in energy and grains. The
Partnership experienced an unrealized loss, through its investment in the Funds before brokerage
commissions and related fees in the third quarter of 2008 of $4,947,757. Losses were primarily
attributable to the trading by the Funds of commodity futures in currencies, energy, grains,
non-U.S. interest rates and softs and were partially offset by gains in metals, lumber, indices,
U.S. interest rates and livestock.
Markets around the world rose again in the third quarter of 2009. Economic activity in the
U.S. further stabilized with many important sectors of the economy demonstrating marked
improvements over the depressed levels reached earlier this year. The overall economy continued to
face headwinds with employment further contracting, albeit at a much slower pace. Consumer
confidence has increased from record lows but remains well below historical averages. The Partnership
realized gains for the quarter, primarily in currencies, equity indices, and metals.
Profits were earned from trading currencies as higher yielding currencies and those associated
with natural resource based economies, especially Australian dollars, proved particularly strong.
Gains were also earned on the back of the equity rally. The combination of strong growth news,
benign inflation data and accommodative monetary policy stances from key central banks has
continued to support the price action in risky assets. Profits were also recorded in metals,
primarily in copper and gold, as prices established firm bullish trends that began in early 2009.
The Partnership capitalized on these trends and registered strong gains.
In the energy sector, losses were captured as the markets remained in contango. Natural gas
demonstrated a strong bearish trend but the trend seemed to be reversing late in the quarter. Crude
oil and heating oil remained mostly trendless and volatile, thus contributing to losses.
During the Partnerships nine months ended September 30, 2009, the Net Asset Value per
Redeemable Unit decreased 6.1% from $2,117.49 to $1,987.84 as compared to an increase 6.4% during
the nine months ended September 30, 2008. The Partnership experienced a net trading loss, before
brokerage commissions and related fees during the nine months ended September 30, 2009 of $241,903.
Losses were primarily attributable to the Partnership/Funds trading
in energy, grains, U.S. and
non-U.S. interest rates, metals and softs, and were partially offset by gains in currencies,
livestock, indices and lumber. The Partnership experienced an unrealized gain, through its
investments in the Funds before brokerage commissions and related fees
during the nine months ended September 30, 2008 of $4,964,750. Gains were primarily attributable to the trading by the Funds
of commodity futures in energy, grains, U.S. interest rates, livestock, metals, lumber and indices
and were partially offset by losses in currencies, non-U.S. interest rates and softs.
18
Commodity futures markets are highly volatile. The potential for
broad and rapid price fluctuations increases the risks involved
in commodity trading, but also increases the possibility of
profit. The profitability of the Partnership/Funds depends on the
existence of major price trends and the ability of the Advisors
to correctly identify those price trends. Price trends are
influenced by, among other things, changing supply and demand
relationships, weather, governmental, agricultural, commercial
and trade programs and policies, national and international
political and economic events and changes in interest rates. To
the extent that market trends exist and the Advisors are able to
identify them, the Partnership expects to increase capital
through operations.
Interest income on 80% of the Partnerships average daily equity maintained in
cash was earned at the monthly average 30-day
U.S. Treasury bill yield. CGM may continue to maintain the Partnerships assets in cash
and/or place all of the Partnerships assets in
90-day
Treasury bills and pay the Partnership 80% on the interest earned on the Treasury bills
purchased. Twenty percent of the interest earned on Treasury bills purchased may be retained by CGM and/or credited to the General Partner.
Interest income for the three and nine months ended September 30, 2009 decreased by $109,116 and
$388,546, respectively, as compared to the corresponding periods in 2008. The decrease in interest
income is primarily due to lower U.S. Treasury bill rates during the three and nine months ended
September 30, 2009 as compared to the corresponding periods in 2008.
Brokerage commissions are calculated as a percentage of the Partnerships adjusted net asset
value on the last day of each month and are affected by trading performance and redemptions.
Accordingly, they must be compared in relation to the fluctuations in the monthly net asset values.
Brokerage commissions and fees for the three and nine months ended September 30, 2009 decreased by
$94,458 and $306,465, respectively, as compared to the corresponding periods in 2008. The decrease
in brokerage commissions was due to lower average net assets as compared to the corresponding
periods in 2008.
Management fees are calculated as a percentage of the Partnerships net asset value as of the
end of each month and are affected by trading performance and redemptions. Management fees for the
three and nine months ended September 30, 2009 decreased by $24,392 and $80,312, respectively, as
compared to the corresponding periods in 2008. The decrease in management fees for the three and
nine months ended September 30, 2009 was due to lower average net assets as compared to the
corresponding periods in 2008.
Incentive fees are based on the new trading profits generated by each Advisor as defined in
the management agreement between the Partnership, the General Partner and each Advisor and are
payable annually. Trading performance for the three and nine months ended September 30, 2009
resulted in an incentive fee accrual of $63,892 and $137,645,
respectively. Trading performance for the three and
nine months ended September 30, 2008 resulted in an incentive fee accrual reversal of $1,040,326
and an accrual of $485,722, respectively.
In allocating the assets of the Partnership among Advisors, the General Partner
considered past performance, trading style, volatility of markets traded and fee
requirements. The General Partner may modify or terminate the allocation of assets
among the Advisors and may allocate assets to additional advisors at any time.
19
Item 3. | Quantitative and Qualitative Disclosures about Market Risk |
The Partnership/Funds are
speculative commodity pools. The market sensitive instruments
held by them are acquired for speculative trading purposes, and
substantially all of the Partnerships/Funds assets are subject to the
risk of trading loss. Unlike an operating company, the risk of
market sensitive instruments is integral, not incidental, to the
Partnerships main lines of business.
Market movements result in frequent changes in the fair value of
the Partnerships/Funds open contracts and, consequently in their
earnings and cash balances. The Partnerships/Funds market risks are
influenced by a wide variety of factors, including the level and
volatility of interest rates, exchange rates, equity price
levels, the value of financial instruments and contracts, the
diversification effects of the Partnerships/Funds open positions and
the liquidity of the market in which they trade.
The Partnership/Funds rapidly acquire and liquidate both long and short
positions in a wide range of different markets. Consequently, it
is not possible to predict how a particular future market
scenario will affect performance, and the Partnerships/Funds past
performances are not necessarily indicative of their future
results.
Value at Risk is a measure of the maximum amount which the Partnership/Funds
could reasonably be expected to lose in a given market sector.
However, the inherent uncertainty of the Partnerships/Funds speculative
trading and the recurrence in the markets traded by the Partnership/Funds of
market movements far exceeding expectations could result in
actual trading or non-trading losses far beyond the indicated
Value at Risk or the Partnerships/Funds experiences to date (i.e.,
risk of ruin). In light of the foregoing as well as
the risks and uncertainties intrinsic to all future projections,
the inclusion of the quantification in this section should not
be considered to constitute any assurance or representation that
the Partnerships/Funds losses in any market sector will be limited to
Value at Risk or by the Partnerships/Funds attempts to manage their
market risks.
Exchange maintenance margin requirements have been used by the
Partnership/Funds as the measure of their Value at Risk. Maintenance margin
requirements are set by exchanges to equal or exceed the maximum
losses reasonably expected to be incurred in the fair value of
any given contract in 95%-99% of any
one-day
interval. Maintenance margin has been used rather than the more
generally available initial margin, because initial margin
includes a credit risk component, which is not relevant to Value
at Risk.
The following tables indicate the trading Value at Risk
associated with the Partnerships investments and
investments in other Partnerships by market category as of September 30, 2009 and the
highest, lowest and average values at any point during the three
months ended September 30, 2009. All open position trading risk
exposures have been included in calculating the figures set
forth below. There have been no material changes in the trading
Value at Risk information previously disclosed in the
Partnerships Annual Report on
Form 10-K
for the year ended December 31, 2008. As of September 30, 2009,
the Partnerships total capitalization was $31,566,709. The
Partnerships Value at Risk for the portion of its assets that
are traded directly was as follows:
September 30, 2009
(Unaudited)
(Unaudited)
Three Months ended September 30, 2009 | ||||||||||||||||||||
% of Total | High | Low | Average | |||||||||||||||||
Market Sector | Value at Risk | Capitalization | Value at Risk | Value at Risk | Value at Risk* | |||||||||||||||
Currencies |
$ | 1,065,500 | 3.37 | % | $ | 1,065,501 | $ | 134,932 | $ | 749,939 | ||||||||||
Energy |
24,300 | 0.08 | % | 32,400 | 16,200 | 20,539 | ||||||||||||||
Grains |
9,720 | 0.03 | % | 9,720 | 9,720 | 9,720 | ||||||||||||||
Indices |
46,040 | 0.15 | % | 191,996 | 45,403 | 132,647 | ||||||||||||||
Interest Rates U.S. |
79,650 | 0.25 | % | 103,275 | 10,125 | 64,109 | ||||||||||||||
Interest Rates Non
-U.S. |
240,807 | 0.76 | % | 400,555 | 84,055 | 202,440 | ||||||||||||||
Metals |
31,497 | 0.10 | % | 31,497 | 13,499 | 22,441 | ||||||||||||||
Total |
$ | 1,497,514 | 4.74 | % | ||||||||||||||||
* | Average month-end Values at Risk |
20
As of September 30, 2009, Campbell Masters total capitalization
was $72,533,183. The Partnership owned approximately 7.7% of Campbell Master.
As of September 30, 2009,
the Campbell Masters Value at Risk for its assets (including
the portion of the Partnerships assets allocated to Campbell for
trading) was as follows:
September 30, 2009
(Unaudited)
(Unaudited)
Three Months ended September 30, 2009 | ||||||||||||||||||||
% of Total | High | Low | Average | |||||||||||||||||
Market Sector | Value at Risk | Capitalization | Value at Risk | Value at Risk | Value at Risk* | |||||||||||||||
Currencies |
$ | 2,410,861 | 3.32 | % | $ | 3,560,326 | $ | 1,365,144 | $ | 2,277,127 | ||||||||||
Energy |
280,538 | 0.39 | % | 483,280 | 120,600 | 287,212 | ||||||||||||||
Grains |
73,980 | 0.10 | % | 162,540 | 20,520 | 94,638 | ||||||||||||||
Interest Rates U.S. |
518,603 | 0.72 | % | 665,550 | 38,743 | 446,840 | ||||||||||||||
Interest Rates Non-U.S. |
1,961,713 | 2.71 | % | 2,054,733 | 620,517 | 1,188,182 | ||||||||||||||
Metals |
638,982 | 0.88 | % | 1,109,145 | 193,929 | 483,517 | ||||||||||||||
Softs |
6,300 | 0.01 | % | 145,740 | 2,100 | 61,222 | ||||||||||||||
Indices |
2,947,078 | 4.06 | % | 3,340,257 | 1,088,241 | 1,846,673 | ||||||||||||||
Total |
$ | 8,838,055 | 12.19 | % | ||||||||||||||||
* | Average month-end Values at Risk |
As of September 30, 2009, Aspect Masters total capitalization was
$164,562,598. The Partnership owned approximately 5.7% of Aspect Master.
As of September 30, 2009,
the Aspect Masters Value at Risk for its assets (including
the portion of the Partnerships assets allocated to Aspect for
trading) was as follows:
September 30,
2009
(Unaudited)
(Unaudited)
Three Months Ended September 30, 2009 | ||||||||||||||||||||
% of Total | High | Low | Average | |||||||||||||||||
Market Sector | Value at Risk | Capitalization | Value at Risk | Value at Risk | Value at Risk* | |||||||||||||||
Currencies |
$ | 2,366,166 | 1.44 | % | $ | 4,191,221 | $ | 1,450,765 | $ | 2,425,063 | ||||||||||
Energy |
1,968,743 | 1.20 | % | 2,538,363 | 1,067,489 | 1,521,969 | ||||||||||||||
Grains |
750,505 | 0.45 | % | 891,787 | 370,820 | 687,709 | ||||||||||||||
Interest Rates U.S. |
2,149,740 | 1.30 | % | 3,363,654 | 1,195,838 | 2,126,906 | ||||||||||||||
Interest Rates Non-U.S. |
8,067,197 | 4.90 | % | 10,090,643 | 4,189,859 | 6,253,076 | ||||||||||||||
Livestock |
356,333 | 0.22 | % | 515,295 | 149,783 | 313,466 | ||||||||||||||
Lumber |
1,650 | 0.00 | %** | 3,300 | 1,650 | 2,475 | ||||||||||||||
Metals |
2,089,947 | 1.27 | % | 2,425,890 | 1,011,784 | 1,841,692 | ||||||||||||||
Softs |
1,840,765 | 1.12 | % | 1,840,765 | 746,654 | 1,427,542 | ||||||||||||||
Indices |
4,177,780 | 2.54 | % | 4,177,780 | 750,192 | 2,501,650 | ||||||||||||||
Total |
$ | 23,768,826 | 14.44 | % | ||||||||||||||||
* | Average month-end Values at Risk | |
** | Due to rounding |
As of September 30, 2009, Altis Masters total capitalization was
$88,452,372. The Partnership owned approximately 12.9% of Altis Master.
As of September 30, 2009,
the Altis Masters Value at Risk for its assets (including
the portion of the Partnerships assets allocated to Altis for
trading) was as follows:
September 30,
2009
(Unaudited)
(Unaudited)
Three Months Ended September 30, 2009 | ||||||||||||||||||||
% of Total | High | Low | Average | |||||||||||||||||
Market Sector | Value at Risk | Capitalization | Value at Risk | Value at Risk | Value at Risk * | |||||||||||||||
Currencies |
$ | 1,375,602 | 1.56 | % | $ | 2,012,974 | $ | 1,060,343 | $ | 1,601,488 | ||||||||||
Energy |
900,692 | 1.02 | % | 1,644,207 | 838,977 | 1,039,183 | ||||||||||||||
Grains |
703,735 | 0.80 | % | 728,369 | 396,254 | 583,556 | ||||||||||||||
Interest Rates U.S. |
586,238 | 0.66 | % | 645,164 | 347,575 | 536,662 | ||||||||||||||
Interest Rates Non -U.S. |
1,564,942 | 1.77 | % | 1,658,370 | 1,052,362 | 1,342,161 | ||||||||||||||
Livestock |
133,650 | 0.15 | % | 153,900 | 95,522 | 120,275 | ||||||||||||||
Metals |
1,353,700 | 1.53 | % | 1,599,418 | 741,347 | 1,300,037 | ||||||||||||||
Softs |
620,406 | 0.70 | % | 624,639 | 397,819 | 500,753 | ||||||||||||||
Indices |
3,327,027 | 3.76 | % | 3,383,400 | 363,554 | 1,972,357 | ||||||||||||||
Lumber |
9,900 | 0.01 | % | 18,150 | 8,250 | 10,000 | ||||||||||||||
Total |
$ | 10,575,892 | 11.96 | % | ||||||||||||||||
* | Average month-end Values at Risk |
21
Item 4. | Controls and Procedures. |
The Partnerships disclosure controls and procedures are
designed to ensure that information required to be disclosed
by the Partnership on the reports that it files or submits under the Securities Exchange Act of
1934 (the Exchange Act) is recorded, processed, summarized and reported within the time periods
expected in the Commissions rules and forms. Disclosed controls and procedures include controls
and procedures designed to ensure that information required to be disclosed by the Partnership in
the reports it files
is accumulated and communicated to management,
including the Chief Executive Officer (CEO) and Chief Financial
Officer (CFO) of the General Partner, to allow for timely
decisions regarding required disclosure and appropriate SEC
filings.
Management is responsible for ensuring that there is an adequate
and effective process for establishing, maintaining and
evaluating disclosure controls and procedures for the
Partnerships external disclosures.
The General Partners CEO and CFO have evaluated the
effectiveness of the Partnerships disclosure controls and
procedures (as defined in
Rules 13a-15(e)
and
15d-15(e)
under the Exchange Act) as of September 30, 2009, and, based on
that evaluation, the CEO and CFO have concluded that at that
date the Partnerships disclosure controls and procedures
were effective.
The Partnerships internal control over financial
reporting is a process under the supervision of the General
Partners CEO and CFO to provide reasonable assurance
regarding the reliability of financial reporting and the
preparation of financial statements in accordance with
GAAP. These
controls include policies and procedures that:
| pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Partnership; |
| provide reasonable assurance that (i) transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and (ii) the Partnerships receipts are handled and expenditures are made only pursuant to authorizations of the General Partner; and |
| provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Partnerships assets that could have a material effect on the financial statements. |
There were no changes in the Partnerships internal control
over financial reporting process during the fiscal quarter ended
September 30, 2009 that materially affected, or are reasonably
likely to materially affect, the Partnerships internal
control over financial reporting.
22
PART II.
OTHER INFORMATION
Item 1. Legal Proceedings
The following information supplements and amends the discussion set forth under Part I, Item 3.
Legal Proceedings in the Partnerships Annual Report on Form 10-K for the fiscal year ended
December 31, 2008, as updated by the Partnerships Quarterly Report on Form 10-Q for the quarters ended
March 31, 2009 and June 30, 2009. There are no material legal proceedings pending against the
Partnership and the General Partner.
Subprime Mortgage-Related Litigation
On August 31, 2009, Asher, et al. v. Citigroup Inc., et al. and Pellegrini v. Citigroup Inc.,
et al. were consolidated with In re Citigroup Inc. Bond Litigation.
On July 27, 2009, Utah Retirement Systems v. Strauss, et al. was filed in the United States
District Court for the Eastern District of New York asserting, among other claims, claims under the
Securities Act of 1933 and Utah state law arising out of an offering of American Home Mortgage
common stock underwritten by CGM.
On July 31, 2009, the United States District Court for the Eastern District of New York
entered an order preliminarily approving settlements reached with all defendants (including
Citigroup and CGM) in In Re American Home Mortgage Securities Litigation.
On August 5, 2009, the underwriter defendants, including CGM, moved to dismiss the
consolidated amended complaint in In Re American International Group, Inc. 2008 Securities
Litigation.
Auction Rate SecuritiesRelated Litigation and Other Matters
On July 23, 2009, the Judicial Panel on Multidistrict Litigation issued an order transferring
K-V Pharmaceutical Co. v. CGMI from the United States District Court for the Eastern District of
Missouri to the United States District Court for the Southern District of New York for coordination
with In Re Citigroup Auction Rate Securities Litigation. On August 24, 2009, CGM moved to dismiss
the complaint.
On September 11, 2009, the United States District Court for the Southern District of New York
dismissed without prejudice the complaint in In Re Citigroup Auction Rate Securities Litigation. On
October 15, 2009, lead plaintiff filed a second consolidated amended complaint asserting claims
under Sections 10 and 20 of the Securities Exchange Act of 1934.
On October 2, 2009, the Judicial Panel on Multidistrict Litigation transferred Ocwen Financial
Corp., et al. v. CGMI to the United States District Court for the Southern District of New York for
coordination with In Re Citigroup Auction Rate Securities Litigation.
Other Matters
On September 14, 2009, defendants filed a motion to dismiss the amended complaint in ECA
Acquisitions, Inc., et al. v. MAT Three LLC, et al..
Adelphia Communications Corporation
Trial of the Adelphia Recovery Trusts claims against Citigroup and numerous other defendants
is scheduled to begin in April 2010.
IPO Securities Litigation
In October 2009, the District Court entered an order granting final approval of the
settlement.
Other Matters
Investors in municipal bonds and other instruments affected by the collapse of the credit
markets have sued Citigroup on a variety of theories. On August 10, 2009, certain such investors, a
Norwegian securities firm and seven Norwegian municipalities, filed an actionTerra Securities Asa
Konkursbo, et al. v. Citigroup Inc., et al.in the United States District Court for the Southern
District of New York against Citigroup, CGM and Citigroup Alternative Investments LLC, asserting
claims under Sections 10 and 20 of the Securities Exchange Act of 1934 and state law arising out of
the municipalities investment in certain notes. On October 7, 2009, defendants filed a motion to
dismiss.
23
Item 1A.
Risk Factors.
The following disclosure supplements the risk factors set forth under Part I, Item 1A. Risk
Factors in the Partnerships Annual Report on Form 10-K for the fiscal year ended December 31,
2008 and under Part II, Item 1A. Risk Factors in the Partnerships Quarterly Report on Forms 10-Q
for the quarters ended March 31, 2009 and June 30, 2009.
Speculative position and trading limits may reduce
profitability. The Commodity Futures Trading Commission
(CFTC) and U.S. exchanges have
established speculative position limits on the maximum net long or net short position which any
person may hold or control in particular futures and options on futures. The trading instructions
of an advisor may have to be modified, and positions held by the Partnership/Funds may have to be
liquidated in order to avoid exceeding these limits. Such modification or liquidation could
adversely affect the operations and profitability of the Partnership/Funds by increasing
transaction costs to liquidate positions and foregoing potential profits.
Regulatory changes could restrict the Partnerships operations. Regulatory changes could adversely
affect the Partnership by restricting its markets or activities, limiting its trading and/or
increasing the taxes to which investors are subject. The General Partner is not aware of any
definitive regulatory developments that might adversely affect the Partnership; however, since June
2008, several bills have been proposed in the U.S. Congress in response to record energy and
agricultural prices and the financial crisis. Some of the pending legislation, if enacted, could
impact the manner in which swap contracts are traded and/or settled and limit trading by
speculators (such as the Partnership) in futures and OTC markets. One of the
proposals would authorize the CFTC and the SEC to regulate swap transactions. Other potentially
adverse regulatory initiatives could develop suddenly and without notice.
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds. |
The Redeemable Units were issued to accredited investors in
reliance upon applicable exemptions from registration under
Section 4(2) of the Securities Act of 1933, as amended, and
Section 506 of Regulation D promulgated thereunder.
The following chart sets forth the purchases of Redeemable Units
by the Partnership.
(d) Maximum Number |
||||||||||||||||||||
(c) Total Number |
(or Approximate Dollar |
|||||||||||||||||||
of Redeemable Units |
Value) of Redeemable |
|||||||||||||||||||
(a) Total Number |
(b) Average |
Purchased as Part of |
Units that May Yet Be |
|||||||||||||||||
of Redeemable Units |
Price Paid per |
Publicly Announced |
Purchased Under the |
|||||||||||||||||
Period | Purchased* | Redeemable Unit** | Plans or Programs | Plans or Programs | ||||||||||||||||
July 1, 2009
July 31, 2009 |
99.8381 | $ | 1,905.59 | N/A | N/A | |||||||||||||||
August 1, 2009
August 31, 2009 |
75.0270 | $ | 1,924.73 | N/A | N/A | |||||||||||||||
September 1, 2009
September 30, 2009 |
254.9578 | $ | 1,987.84 | N/A | N/A | |||||||||||||||
Total | 429.8229 | $ | 1,957.72 | |||||||||||||||||
* Generally, Limited Partners are permitted to redeem their
Redeemable Units as of the last day of each month on
10 days notice to the General Partner. Under certain
circumstances, the General Partner can compel redemption but to
date the General Partner has not exercised this right. Purchases
of Redeemable Units by the Partnership reflected in the chart
above were made in the ordinary course of the Partnerships
business in connection with effecting redemptions for Limited
Partners.
** Redemptions of Redeemable Units are effected as of the
last day of each month at the Net Asset Value per Redeemable
Unit as of that day. No fee will be charged for redemptions.
Item 3. | Defaults Upon Senior Securities None |
Item 4. | Submission of Matters to a Vote of Security Holders None |
Item 5. | Other Information None |
24
Item 6. | Exhibits |
Exhibits:
3.1 Certificate of Limited Partnership of the Partnership as filed in the office of the
Secretary of State of the State of New York, dated June 12, 1998 (filed as Exhibit 3.2 to the
Registration Statement on Form S-1 filed on August 20, 1998 and incorporated herein by reference).
(a) | Certificate of Amendment of the Certificate of Limited Partnership as filed in the office of the Secretary of State of the State of New York, dated June 30, 1998 (filed as Exhibit 3.2 to the Registration Statement on Form S-1 filed on August 20, 1998 and incorporated herein by reference). | ||
(b) | Certificate of Amendment of the Certificate of Limited Partnership as filed in the office of the Secretary of State of the State of New York, dated October 1, 1999 (filed herein). | ||
(c) | Certificate of Change of the Certificate of Limited Partnership as filed in the office of the Secretary of State of the State of New York, effective January 31, 2000 (filed herein). | ||
(d) | Certificate of Amendment of the Certificate of Limited Partnership as filed in the office of the Secretary of State of the State of New York, dated May 21, 2003 (filed herein). | ||
(e) | Certificate of Amendment of the Certificate of Limited Partnership as filed in the office of the Secretary of State of the State of New York, dated September 21, 2005 (filed herein). | ||
(f) | Certificate of Amendment of the Certificate of Limited Partnership as filed in the office of the Secretary of State of the State of New York, dated August 27, 2008 (filed as Exhibit 99.1 to the Form 8-K filed on September 2, 2008 and incorporated herein by reference). | ||
(g) | Certificate of Amendment of the Certificate of Limited Partnership as filed in the office of the Secretary of State of the State of New York, dated September 19, 2008 (filed herein). | ||
(h) | Certificate of Amendment of the Certificate of Limited Partnership as filed in the office of the Secretary of State of the State of New York, dated September 28, 2009 (filed as Exhibit 99.1 to the Form 8-K filed on September 30, 2009 and incorporated herein by reference). |
3.2 Limited Partnership Agreement, dated June 15, 1998 (filed as Exhibit A to the Registration
Statement on Form S-1 filed on August 20, 1998 and incorporated herein by reference).
10.1 Customer Agreement between the Partnership and Salomon Smith Barney Inc., dated October 21,
1998 (filed as Exhibit 10.1 to the Pre-Effective Amendment No. 1 to the Registration Statement on
Form S-1 filed on October 22, 1998 and incorporated herein by reference).
10.2 Escrow Agreement among the Partnership, Smith Barney Inc., and European American Bank, dated
October 21, 1998 (filed as Exhibit 10.3 to the Pre-Effective Amendment No. 1 to the Registration
Statement on Form S-1 filed on October 22, 1998 and incorporated herein by reference).
10.3 Selling Agreement among the Partnership, Smith Barney Futures Management Inc., and Smith
Barney Inc., dated October 21, 1998 (filed as Exhibit 1.1 to the Pre-Effective Amendment No. 1 to
the Registration Statement on Form S-1 filed on October 22, 1998 and incorporated herein by
reference).
10.4 Joinder Agreement among the Partnership, Citigroup Managed Futures LLC, Citigroup Global
Markets Inc. and Morgan Stanley Smith Barney LLC, dated June 1, 2009 (filed as Exhibit 10 to the
Form 10-Q filed on August 14, 2009 and incorporated herein by reference).
10.5 Form of Management Agreement among the Partnership, the General Partner and Campbell &
Company, Inc. (filed as Exhibit 10.4 to the Registration Statement on Form S-1 filed on August 20,
1998 and incorporated herein by reference).
(a) | Letter from the General Partner extending Management Agreement with Campbell & Company, Inc. for 2008, dated June 5, 2008 (filed as Exhibit 10.22 to the Form 10-K filed on March 31, 2009 and incorporated herein by reference). |
10.6 Management Agreement among the Partnership, the General Partner and Aspect Capital
Management Limited, dated April 17, 2001 (filed as Exhibit 10.12 to the Form 10-K filed on March
28, 2002 and incorporated herein by reference).
(a) | Letter from the General Partner extending Management Agreement with Aspect Capital Management Limited for 2008, dated June 5, 2008 (filed as Exhibit 10.22 to the Form 10-K filed on March 31, 2009 and incorporated herein by reference). |
25
10.7 Management Agreement among the Partnership, the General Partner and Altis Partners (Jersey)
Limited, dated October 1, 2005 (filed as Exhibit 33.1 to the Form 10-Q/A filed on November 16, 2005
and incorporated herein by reference).
(a) | Letter from the General Partner extending Management Agreement with Altis Partners (Jersey) Limited for 2008, dated June 5, 2008 (filed as Exhibit 10.22 to the Form 10-K filed on March 31, 2009 and incorporated herein by reference). |
10.8 Management Agreement among the Partnership, the General Partner and Waypoint Capital
Management LLC, dated September 29, 2008 (filed as Exhibit 10.23 to the Form 10-K filed on March
31, 2009 and incorporated herein by reference).
16.1 Letter Regarding Change of Certifying Accountant (filed as Exhibit 16.1 to the Form 8-K
filed on July 24, 2009 and incorporated herein by reference).
31.1 | Rule 13a-14(a)/15d-14(a) Certification (Certification of President and Director). | |
31.2 | Rule 13a-14(a)/15d-14(a) Certification (Certification of Chief Financial Officer and Director). | |
32.1 | Section 1350 Certification (Certification of President and Director). | |
32.2 | Section 1350 Certification (Certification of Chief Financial Officer and Director). |
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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.
GLOBAL DIVERSIFIED FUTURES FUND L.P.
By: | Ceres Managed Futures LLC |
(General Partner)
By: |
/s/ Jerry
Pascucci
|
Jerry Pascucci
President and Director
Date: November 16, 2009
By: |
/s/ Jennifer
Magro
|
Jennifer Magro
Chief Financial Officer and Director
(Principal Accounting Officer)
(Principal Accounting Officer)
Date: November 16, 2009