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EX-31.02 - EX-31.02 - ML SELECT FUTURES I LPa10-3641_2ex31d02.htm

Exhibit 13.01

 

ML SELECT FUTURES I L.P.

(A Delaware Limited Partnership)

 

Financial Statements as of and for the years ended

December 31, 2009, 2008 and 2007

and Report of  Independent Registered Public
Accounting Firms

 

 

 



 

ML Select Futures I L.P.

(A Delaware Limited Partnership)

 

TABLE OF CONTENTS

 

 

Page

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS

1

 

 

FINANCIAL STATEMENTS:

 

 

 

Statements of Financial Condition as of December 31, 2009 and 2008

3

 

 

Statements of Operations for the years ended December 31, 2009, 2008 and 2007

4

 

 

Statements of Changes in Partners’ Capital for the years ended December 31, 2009, 2008 and 2007

5

 

 

Financial Data Highlights for the years ended December 31, 2009, 2008 and 2007

6

 

 

Notes to Financial Statements

7

 



 

GRAPHIC

 

Report of Independent Registered Public Accounting Firm

 

To the Partners of

ML Select Futures I L.P.:

 

In our opinion, the accompanying statement of financial condition, and the related statements of operations, changes in partners’ capital, and financial data highlights present fairly, in all material respects, the financial position of ML Select Futures I L.P. at December 31, 2009, and the results of its operations, changes in its partners’ capital, and financial data highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.  These financial statements and the financial data highlights (hereafter referred to as the “financial statements”) are the responsibility of the Fund’s management.  Our responsibility is to express an opinion on these financial statements based on our audit.  We conducted our audit of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

 

 

/s/PricewaterhouseCoopers LLP

 

 

March 25, 2010

 



 

GRAPHIC

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Partners of

ML Select Futures I L.P.:

 

We have audited the accompanying statement of financial condition of ML Select Futures I L.P. (the “Fund”), as of December 31, 2008, and the related statements of operations, changes in partners’ capital, and the financial data highlights for each of the two years in the period ended December 31, 2008. These financial statements and financial data highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial data highlights based on our audits.

 

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

 

In our opinion, the financial statements and financial data highlights referred to above present fairly, in all material respects, the financial position of ML Select Futures I L.P. as of December 31, 2008, the results of its operations, changes in its partners’ capital, and the financial data highlights for each of the two years in the period ended December 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

 

 

GRAPHIC

 

 

March 30, 2009

 

GRAPHIC

 



 

ML SELECT FUTURES I L.P.

(A Delaware Limited Partnership)

 

STATEMENTS OF FINANCIAL CONDITION

DECEMBER 31, 2009 AND 2008

 

 

 

2009

 

2008

 

ASSETS:

 

 

 

 

 

 

 

 

 

 

 

Equity in commodity futures trading accounts:

 

 

 

 

 

Cash (includes restricted cash of $16,490,479 for 2009 and $3,079,224 for 2008)

 

$

192,662,134

 

$

230,516,339

 

Net unrealized profit on open contracts

 

3,860,156

 

4,496,162

 

Cash and cash equivalents

 

431,040

 

 

Accrued interest receivable

 

10,510

 

9,572

 

Filing fees receivable

 

 

110,738

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

196,963,840

 

$

235,132,811

 

 

 

 

 

 

 

LIABILITIES AND PARTNERS’ CAPITAL

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES:

 

 

 

 

 

 

 

 

 

 

 

Brokerage commissions payable

 

$

902,720

 

$

1,077,487

 

Profit Shares payable

 

2,107,846

 

13,744,964

 

Administrative and filing fees payable

 

51,532

 

48,977

 

Redemptions payable

 

936,443

 

4,704,396

 

Due to Affiliate

 

 

2,293

 

Total liabilities

 

3,998,541

 

19,578,117

 

 

 

 

 

 

 

PARTNERS’ CAPITAL:

 

 

 

 

 

 

 

 

 

 

 

General Partner (13,916 Units and 13,916 Units)

 

4,459,788

 

4,367,587

 

Limited Partners (588,190 Units and 672,247 Units)

 

188,505,511

 

211,187,107

 

 

 

 

 

 

 

Total partners’ capital

 

192,965,299

 

215,554,694

 

 

 

 

 

 

 

TOTAL LIABILITIES AND PARTNERS’ CAPITAL

 

$

196,963,840

 

$

235,132,811

 

 

 

 

 

 

 

NET ASSET VALUE PER UNIT

 

 

 

 

 

(Based on 602,106 and 686,163 Units outstanding; unlimited Units authorized)

 

$

320.4839

 

$

314.1450

 

 

See notes to financial statements.

 

3



 

ML SELECT FUTURES I L.P.

(A Delaware Limited Partnership)

 

STATEMENTS OF OPERATIONS

FOR THE YEARS ENDED DECEMBER 31, 2009, 2008 AND 2007

 

 

 

2009

 

2008

 

2007

 

TRADING PROFIT (LOSS):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Realized, net

 

$

16,697,398

 

$

81,364,923

 

$

13,343,726

 

Change in unrealized, net

 

(636,006

)

(3,074,698

)

(1,451,441

)

 

 

 

 

 

 

 

 

Total trading profit (loss)

 

16,061,392

 

78,290,225

 

11,892,285

 

 

 

 

 

 

 

 

 

INVESTMENT INCOME:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest

 

326,337

 

3,585,936

 

13,248,150

 

 

 

 

 

 

 

 

 

EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brokerage commissions

 

10,958,446

 

13,184,374

 

16,351,736

 

Profit Shares

 

2,137,349

 

15,939,202

 

671,266

 

Administrative and filing fees

 

241,215

 

600,956

 

993,261

 

 

 

 

 

 

 

 

 

Total expenses

 

13,337,010

 

29,724,532

 

18,016,263

 

 

 

 

 

 

 

 

 

NET INVESTMENT INCOME (LOSS)

 

(13,010,673

)

(26,138,596

)

(4,768,113

)

 

 

 

 

 

 

 

 

NET INCOME (LOSS)

 

$

3,050,719

 

$

52,151,629

 

$

7,124,172

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS) PER UNIT:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of General Partner and Limited Partner Units outstanding

 

853,125

 

806,441

 

1,214,651

 

 

 

 

 

 

 

 

 

Net income (loss) per weighted average General Partner and Limited Partner Unit

 

$

3.58

 

$

64.67

 

$

5.87

 

 

See notes to financial statements.

 

4



 

ML SELECT FUTURES I L.P.

(A Delaware Limited Partnership)

 

STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL

FOR THE YEARS ENDED DECEMBER 31, 2009, 2008 AND 2007

 

 

 

 

 

General

 

Limited

 

 

 

 

 

Units

 

Partner

 

Partners

 

Total

 

 

 

 

 

 

 

 

 

 

 

PARTNERS’ CAPITAL, DECEMBER 31, 2006

 

1,344,997

 

3,607,393

 

322,565,177

 

326,172,570

 

 

 

 

 

 

 

 

 

 

 

Subscriptions

 

9,109

 

 

2,223,503

 

2,223,503

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

109,956

 

7,014,216

 

7,124,172

 

 

 

 

 

 

 

 

 

 

 

Redemptions

 

(453,053

)

(233,997

)

(109,531,885

)

(109,765,882

)

 

 

 

 

 

 

 

 

 

 

PARTNERS’ CAPITAL, DECEMBER 31, 2007

 

901,053

 

3,483,352

 

222,271,011

 

225,754,363

 

 

 

 

 

 

 

 

 

 

 

Subscriptions

 

18,634

 

 

5,149,267

 

5,149,267

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

884,235

 

51,267,394

 

52,151,629

 

 

 

 

 

 

 

 

 

 

 

Redemptions

 

(233,524

)

 

(67,500,565

)

(67,500,565

)

 

 

 

 

 

 

 

 

 

 

PARTNERS’ CAPITAL, DECEMBER 31, 2008

 

686,163

 

$

4,367,587

 

$

211,187,107

 

$

215,554,694

 

 

 

 

 

 

 

 

 

 

 

Subscriptions

 

12,962

 

 

3,974,755

 

3,974,755

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

92,201

 

2,958,518

 

3,050,719

 

 

 

 

 

 

 

 

 

 

 

Redemptions

 

(97,019

)

 

(29,614,869

)

(29,614,869

)

 

 

 

 

 

 

 

 

 

 

PARTNERS’ CAPITAL, DECEMBER 31, 2009

 

602,106

 

$

4,459,788

 

$

188,505,511

 

$

192,965,299

 

 

See notes to financial statements.

 

5



 

ML SELECT FUTURES I L.P.

(A Delaware Limited Partnership)

 

FINANCIAL DATA HIGHLIGHTS

FOR THE YEARS ENDED December 31, 2009, 2008 and 2007

 

The following per Unit data and ratios have been derived from information provided in the financial statements.

 

 

 

2009

 

2008

 

2007

 

 

 

 

 

 

 

 

 

Per Unit Operating Performance:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net asset value, beginning of year

 

$

314.15

 

$

250.55

 

$

242.51

 

 

 

 

 

 

 

 

 

Net realized trading profit (loss)

 

27.26

 

101.68

 

15.47

 

Change in unrealized, net

 

(0.42

)

(5.79

)

(3.46

)

Interest income

 

0.50

 

4.31

 

10.77

 

Expenses (1)

 

(21.01

)

(36.60

)

(14.74

)

 

 

 

 

 

 

 

 

Net asset value, end of year

 

$

320.48

 

$

314.15

 

$

250.55

 

 

 

 

 

 

 

 

 

Total Return:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total return (2)

 

2.60

%

25.38

%

3.31

%

 

 

 

 

 

 

 

 

Ratios to Average Partners’ Capital (1):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses (2)

 

6.16

%

13.22

%

6.24

%

Net investment loss

 

-6.00

%

-11.62

%

-1.65

%

 


(1) Includes the impact of brokerage commission expenses.

(2) Includes the impact of Performance fees of -1.08%, -7.20% and -0.33%, respectively.

 

See notes to financial statements.

 

6



 

ML SELECT FUTURES I L.P.

(A Delaware Limited Partnership)

 

NOTES TO FINANCIAL STATEMENTS

 

1.              SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Organization

 

ML Select Futures I L.P. (the “Partnership”) was organized under the Delaware Revised Uniform Partnership Act in August 1995 and commenced trading activities on April 16, 1996. The Partnership issues new units of limited partner interest (“Units”) at Net Asset Value as of the beginning of each calendar month. The Partnership engages in the speculative trading of futures, options on futures and forward contracts on a wide range of commodities. Sunrise Capital Partners, LLC (“Sunrise”) is the trading advisor of the Partnership. Merrill Lynch Alternative Investments LLC (“MLAI”), is the general partner of the Partnership.

 

MLAI is an indirect wholly-owned subsidiary of Merrill Lynch & Co., Inc. (“Merrill Lynch”). Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”), a wholly-owned subsidiary of Merrill Lynch, is the Partnership’s commodity broker.  MLAI has agreed to maintain a general partner’s interest of at least 1% of the total capital in the Partnership.  MLAI and each Limited Partner share in the profits and losses of the Partnership in proportion to their respective interests in it. On September 15, 2008, Merrill Lynch entered into an Agreement and Plan of Merger (as amended by Amendment No. 1 dated as of October 21, 2008, the “Merger Agreement”) with Bank of America Corporation (“Bank of America”). Pursuant to the Merger Agreement, on January 1, 2009, a wholly-owned subsidiary of Bank of America merged with and into Merrill Lynch, with Merrill Lynch continuing as the surviving corporation and a subsidiary of Bank of America.

 

Interests in the Partnership are not insured or otherwise protected by the Federal Deposit Insurance Corporation or any other government authority.  Interests are not deposits or other obligations of, and are not guaranteed by, Bank of America Corporation or any of its affiliates or by any bank.  Interests are subject to investment risks, including the possible loss of the full amount invested.

 

Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates. Certain prior year items have been reclassified to conform to the current year presentation.

 

Statement of Cash Flows

 

The Partnership is not required to provide a Statement of Cash Flows.

 

Revenue Recognition

 

Commodity futures, options on futures and forward contract transactions are recorded on trade date. Open contracts are reflected in Net unrealized profit (loss) on open contracts in the Statements of Financial Condition as the difference between the original contract value and the market value (for those

 

7



 

commodity interests for which market quotations are readily available) or at fair value.  The change in unrealized profit (loss) on open contracts from one period to the next is reflected in Change in unrealized under Trading profit (loss) in the Statements of Operations.

 

Foreign Currency Transactions

 

The Partnership’s functional currency is the U.S. dollar; however, it transacts business in U.S. dollars and currencies other than the U.S. dollar.  Assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the rates in effect at the dates of the Statements of Financial Condition.  Income and expense items denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the rates in effect during the year.  Gains and losses resulting from the translation to U.S. dollars are included in Trading Profit(Loss) in the Statements of Operations.

 

Operating Expenses and Selling Commissions

 

MLAI pays all routine operating expenses excluding the State of New Jersey and State of New York filing fees (which are borne by the Partnership) but including legal, accounting, printing, postage and similar administrative expenses of the Partnership.  MLAI receives an administrative fee as well as a portion of the brokerage commissions paid to MLPF&S by the Partnership (see Note 4).

 

No selling commissions have been or are paid directly by the Limited Partners.  All selling commissions are paid by MLAI.

 

Cash and Cash equivalents

 

The Partnership considers all highly liquid investments, with a maturity of three months or less when acquired, to be cash equivalents. Cash equivalents were recorded at amortized cost which approximated fair value (Level II see Note 3). Cash was held at a nationally recognized financial institution.

 

Cash at Broker / Equity in Commodity Futures Trading Accounts

 

A portion of the assets maintained at MLPF&S is restricted cash required to meet maintenance margin requirements.

 

Income Taxes

 

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

 

The Partnership follows the ASC guidance on accounting for uncertainty in income taxes.  This guidance provides how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements.  This guidance also requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Partnership’s 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.  MLAI has analyzed the Partnership’s tax positions and has concluded that no provision for income tax is required in the Partnership’s financial statements. The following are the major tax jurisdictions for the Partnership and the earliest tax year subject to examination: United States — 2006.

 

8



 

Distributions

 

The Limited Partners are entitled to receive, equally per Unit, any distributions which may be made by the Partnership.  No such distributions have been declared for the years ended December 31, 2009, 2008 or 2007.

 

Subscriptions

 

Currently, the Partnership is closed to new investors.  Existing investors only are allowed to add to their existing positions.  Units are offered as of the close of business at the end of each month.  Units are purchased as of the first business day of any month at Net Asset Value, but the subscription request must be submitted at least three calendar days before the end of the preceding month.  Subscriptions submitted less than three days before the end of a month will be applied to Unit subscriptions as of the beginning of the second month after receipt, unless revoked by MLAI.

 

Redemptions

 

A Limited Partner may redeem some or all of such Partner’s Units at Net Asset Value as of the close of business on the last business day of any calendar month upon ten days’ notice (“notice period”). Units redeemed on or before the end of the twelfth full month after purchase will be assessed an early redemption charge of 4% of their Net Asset Value as of the date of redemption.  If an investor makes multiple investments in the Partnership, investments are treated on a first-in, first-out basis in determining whether a redemption charge is applicable. Redemption charges are subtracted from redemption proceeds and paid to MLAI.

 

Redemption requests are accepted within the notice period.  The Partnership does not accept any redemption requests after the notice period.  All redemption requests received after the notice period will be processed for the following month.

 

Dissolution of the Partnership

 

The Partnership will terminate on December 31, 2020 or at an earlier date if certain conditions occur, as well as under certain other circumstances as set forth in the Limited Partnership Agreement.

 

9



 

2.               CONDENSED SCHEDULE OF INVESTMENTS

 

The Partnership’s investments, defined as Net unrealized profit (loss) on open contracts on the Statements of Financial Condition, as of December 31, 2009 and 2008, are as follows:

 

2009

 

 

 

Long Positions

 

Short Positions

 

Net Unrealized

 

 

 

 

 

Commodity Industry

 

Number of

 

Unrealized

 

Percent of

 

Number of

 

Unrealized

 

Percent of

 

Profit (Loss)

 

Percent of

 

 

 

Sector

 

Contracts

 

Profit (Loss)

 

Partners’ Capital

 

Contracts

 

Profit (Loss)

 

Partners’ Capital

 

on Open Positions

 

Partners’ Capital

 

Maturity Dates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agriculture

 

940

 

$

1,069,772

 

0.55

%

(158

)

$

144,174

 

0.07

%

$

1,213,946

 

0.62

%

March 10

 

Currencies

 

712,875,032

 

(1,504,842

)

-0.78

%

(613,875,032

)

(245,497

)

-0.13

%

(1,750,339

)

-0.91

%

March 10

 

Interest rates

 

343

 

(275,733

)

-0.14

%

 

 

0.00

%

(275,733

)

-0.14

%

March  10 - December 10

 

Energy

 

431

 

2,095,589

 

1.09

%

 

 

0.00

%

2,095,589

 

1.09

%

February 10 - June 10

 

Metals

 

661

 

1,479,680

 

0.77

%

(38

)

(41,672

)

-0.02

%

1,438,008

 

0.75

%

January 10 - March 10

 

Stock indices

 

1,034

 

1,138,685

 

0.59

%

 

 

0.00

%

1,138,685

 

0.59

%

March 10

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

$

4,003,151

 

2.08

%

 

 

$

(142,995

)

-0.08

%

$

3,860,156

 

2.00

%

 

 

 

2008

 

 

 

Long Positions

 

Short Positions

 

 

 

 

 

 

 

Commodity Industry

 

Number of

 

Unrealized

 

Percent of

 

Number of

 

Unrealized

 

Percent of

 

Profit (Loss)

 

Percent of

 

 

 

Sector

 

Contracts

 

Profit (Loss)

 

Partners’ Capital

 

Contracts

 

Profit (Loss)

 

Partners’ Capital

 

on Open Positions

 

Partners’ Capital

 

Maturity Dates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agriculture

 

 

$

 

0.00

%

(265

)

$

(67,707

)

-0.03

%

$

(67,707

)

-0.03

%

March 09

 

Currencies

 

1,979,398

 

465,793

 

0.22

%

(1,126,285

)

(1,811,557

)

-0.84

%

(1,345,764

)

-0.62

%

March 09

 

Interest rates

 

550

 

2,010,634

 

0.93

%

 

 

0.00

%

2,010,634

 

0.93

%

March  09 - December 09

 

Energy

 

 

 

0.00

%

(59

)

238,129

 

0.11

%

238,129

 

0.11

%

February 09 - June 09

 

Metals

 

131

 

(2,830,888

)

-1.31

%

(182

)

6,510,691

 

3.02

%

3,679,803

 

1.71

%

January 09 - March 09

 

Stock indices

 

 

 

0.00

%

(6

)

(18,933

)

-0.01

%

(18,933

)

-0.01

%

March 09

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

$

(354,461

)

-0.16

%

 

 

$

4,850,623

 

2.25

%

$

4,496,162

 

2.09

%

 

 

 

No individual contract’s unrealized profit or loss comprised greater than 5% of the Partners’ Capital as of December 31, 2009 and 2008.

 

10



 

3.               FAIR VALUE OF INVESTMENTS

 

The FASB’s ASC’s provide authoritative guidance on fair value measurement. This guidance defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements.

 

Fair value of an investment is the amount that would be received to sell the investment in an orderly transaction between market participants at the measurement date (i.e. the exit price).  All investments interests (including derivative financial instruments and derivative commodity instruments) are held for trading purposes.  The investments are recorded on trade date and open contracts are recorded at fair value (described below) at the measurement date. Investments 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 in Equity in commodity futures trading account.  Any change in net unrealized gain or loss from the preceding year is reported in the Statements of Operations.

 

The fair value measurement established a hierarchal disclosure framework which prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

 

Investments measured and reported at fair value are classified and disclosed in one of the following categories:

 

Level I — Quoted prices are available in active markets for identical investments as of the reporting date. The type of investments included in Level I are publicly traded investments. As required by the fair market measurement, the Partnership does not adjust the quoted price for these investments even in situations where the Partnership holds a large position and a sale could reasonably impact the quoted price.

 

Level II — Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of generally accepted and understood models or other valuation methodologies. Investments which are generally included in this category are investments valued using market data.

 

Level III — Pricing inputs are unobservable and include situations where there is little, if any, market activity for the investment. Fair value for these investments are determined using valuation methodologies that consider a range of factors, including but not limited to the nature of the investment, local market conditions, trading values on public exchanges for comparable securities, current and projected operating performance and financing transactions subsequent to the acquisition of the investment. The inputs into the determination of fair value require significant management judgment. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed.

 

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In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. MLAI’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment.

 

Following is a description of the valuation methodologies used for investments, as well as the general classification of such investments pursuant to the valuation hierarchy.

 

Exchange traded investments are fair valued by the Partnership by using the reported closing price on the primary exchange where it trades such investments. These closing prices are observed through the clearing broker and third party pricing services. For non-exchange traded investments, quoted values and other data provided by nationally recognized independent pricing sources are used as inputs into its process for determining fair values.

 

The independent pricing sources obtain market quotations and actual transaction prices for securities that have quoted prices in active markets. Each source has its own proprietary method for determining the fair value of securities that are not actively traded. In general, these methods involve the use of “matrix pricing” in which the independent pricing source uses observable market inputs including, but not limited to, investment yields, credit risks and spreads, benchmarking of like securities, broker-dealer quotes, reported trades and sector groupings to determine a reasonable fair market value.

 

The Partnership has determined that Level I securities would include all of its futures and options contracts where it believes that quoted prices are available in an active market.

 

Where the Partnership believes that quoted market prices are not available or that the market is not active, fair values are estimated by using quoted prices of securities with similar characteristics, pricing models or matrix pricing and these are generally classified as Level II securities. The Partnership determined that Level II securities would include its forward contracts.

 

The Partnership’s net unrealized profit (loss) on open forward and futures contracts as of December 31, 2009 and 2008 are as follows:

 

December 31, 2009

 

Unrealized Long Positions

 

Unrealized Short Positions

 

Total

 

Futures

 

5,507,993

 

$

102,502

 

$

5,610,495

 

Forwards

 

(1,504,842

)

(245,497

)

(1,750,339

)

Total

 

$

4,003,151

 

$

(142,995

)

$

3,860,156

 

 

December 31, 2008

 

Unrealized Long Positions

 

Unrealized Short Positions

 

Total

 

Futures

 

$

(820,254

)

$

6,662,180

 

$

5,841,926

 

Forwards

 

465,793

 

(1,811,557

)

(1,345,764

)

Total

 

$

(354,461

)

$

4,850,623

 

$

4,496,162

 

 

The Partnership’s volume of trading forwards and futures as of the end of this year is representative of the activity throughout the year.

 

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The following table summarizes the valuation of the Partnership’s investment by the above fair value hierarchy levels as of December 31, 2009 and 2008:

 

Net unrealized

 

 

 

 

 

 

 

 

 

profit (loss)

 

 

 

 

 

 

 

 

 

on open contracts

 

Total

 

Level I

 

Level II

 

Level III

 

 

 

 

 

 

 

 

 

 

 

December 31, 2009

 

$

3,860,156

 

$

2,575,045

 

$

1,285,111

 

$

 

December 31, 2008

 

$

4,496,162

 

$

4,496,162

 

$

 

$

 

 

As of January 1, 2009, the Partnership adopted the FASB’s guidance on disclosures about derivative instruments and hedging activities 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. This guidance only expands the disclosure requirements for derivative instruments and related hedging activities and has no impact on Statements of Financial Condition or Statements Operations or Statements of Changes in Partners’ Capital.

 

The Partnership engages in the speculative trading of futures, options on futures and forward contracts on a wide range of commodities. Such contracts meet the definition of a derivative as noted in the guidance for derivatives and hedging. The fair value amounts of and the gains and losses on derivative instruments is disclosed in the statements of financial condition and statements of operations, respectively. There are no credit related contingent features embedded in these derivative contracts.

 

The following table indicates the trading gains and losses, by commodity industry sector, on derivative instruments for the year ended December 31, 2009

 

Commodity Industry

 

Gain (loss)

 

Sector

 

from trading

 

 

 

 

 

Agriculture

 

$

1,848,990

 

Currencies

 

(1,176,863

)

Energy

 

2,501,445

 

Interest rates

 

(1,743,507

)

Metals

 

10,192,213

 

Stock indices

 

4,439,114

 

 

 

 

 

Total

 

$

16,061,392

 

 

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The Partnership is subject to the risk of insolvency of a counterparty, an exchange, a clearinghouse or MLPF&S.  Partnership assets could be lost or impounded during lengthy bankruptcy proceedings.  Were a substantial portion of the Partnership’s capital tied up in a bankruptcy or other similar types of proceedings, MLAI might suspend or limit trading, perhaps causing the Partnership to miss significant profit opportunities.  There are increased risks in dealing with unregulated trading counterparties including the risk that assets may not benefit from the protection afforded to “customer funds” deposited with regulated dealers and brokers.

 

4.     RELATED PARTY TRANSACTIONS

 

The Partnership’s U.S. dollar assets are maintained at MLPF&S. On assets held in U.S. dollars, Merrill Lynch credits the Partnership with interest at the prevailing 91-day U.S. Treasury bill rate.  The Partnership is credited with interest on any of its assets and net gains actually held by MLPF&S in non-U.S. dollar currencies at a prevailing local rate received by Merrill Lynch.  Merrill Lynch may derive certain economic benefit, in excess of the interest, which Merrill Lynch pays to the Partnership, from possession of such assets.

 

Merrill Lynch charges the Partnership, at prevailing local interest rates, for financing realized and unrealized losses on the Partnership’s non-U.S. dollar-denominated positions.  Such amounts are netted against interest income due to the insignificance of such amounts.

 

The Partnership pays brokerage commissions to MLPF&S at a flat monthly rate equal to 0.458 of 1% (a 5.50% annual rate) of the Partnership’s month-end trading assets. The Partnership pays administrative fees to MLAI at a flat monthly rate equal to 0.021 of 1% (a 0.25% annual rate) of the Partnership’s month-end trading assets. Month-end trading assets are not reduced, for purposes of calculating brokerage commissions and administrative fees, by any accrued brokerage commissions, administrative fees, Profit Shares or other fees or charges.

 

Until 2007, the Partnership reimbursed MLAI for payment of the actual State of New Jersey annual filing fee (“NJ filing fees”) assessed on a per partner basis.  Filing fees receivable represents refunds on such payments.   The Partnership pays all filing fees directly and no longer reimburses MLAI for such disbursements.

 

MLPF&S pays Sunrise a monthly consulting fee of 0.083 of 1% (a 1% annual rate) of the month-end trading assets, after reduction for a portion of the brokerage commissions.

 

Brokerage Commissions and Interest as seen on the Statements of Operations are all received from or paid to related parties.

 

The Fund holds cash at an unaffiliated bank which invests such cash in a money market fund which is managed by BlackRock, a related party to MLAI.  The Cash and cash equivalents as seen on the Statements of Financial Condition is the amount held by the related party.

 

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5.                    ADVISORY AGREEMENT

 

The Partnership entered into an Advisory Agreement with Sunrise.  The Advisory Agreement between the Partnership and Sunrise continues to be in effect, subject to certain renewal rights exercisable by the Partnership.  Sunrise determines the commodity futures, options on futures and forward contracts traded by the Partnership, subject to certain trading policies and to certain rights reserved by MLAI.

 

Profit Shares equal to 23% of any New Trading Profit, as defined in the limited partnership agreement, as of the end of each calendar year are paid to Sunrise.  Profit Shares are also paid out in respect of Units redeemed (to the extent they exceed the number of Units purchased) as of the end of interim months during a calendar year, to the extent of the applicable percentage of any New Trading Profit attributable to such Units.

 

6.               WEIGHTED AVERAGE UNITS

 

The weighted average number of Units outstanding is computed for purposes of calculating net income (loss) per weighted average Unit.  The weighted average number of Units outstanding for the years ended December 31, 2009, 2008 and 2007 equaled the Units outstanding as of such date, adjusted proportionately for Units sold or redeemed based on the respective length of time each was outstanding during such year.

 

7.     RECENT ACCOUNTING PRONOUNCEMENTS

 

In July 2009, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC”) 105, Generally Accepted Accounting Principles, (ASC 105), which approved the FASB Accounting Standards Codification (the “Codification”) as the single source of authoritative nongovernmental GAAP. The Codification is effective for interim or annual periods ending after September 15, 2009. All existing accounting standards have been superseded and all other accounting literature not included in the Codification are considered nonauthoritative. ASC 105 was not intended to change the accounting literature and did not impact the Partnership’s financial condition or results of operations.  All accounting references within this report are in accordance with the new Codification.

 

In April 2009, the FASB issued guidance on 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. This guidance provides additional guidance for estimating fair value in accordance with FASB guidance on fair value measurements, when the volume and level of activity for the asset or liability have significantly decreased. This guidance also identifies circumstances that indicate a transaction is not orderly. The guidance emphasizes that even if there has been a significant decrease in the volume and level of activity for the asset or liability and regardless of the valuation technique(s) used, the objective of a fair value measurement remains the same. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. The guidance also contains enhanced disclosure requirements whereby fair value disclosures as well as certain disaggregated information will be disclosed. The adoption of this guidance had no impact on the financial statements.

 

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In September 2009, the FASB issued Accounting Standards Update No. 2009-12, Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) (the “ASU 2009-12”), which is effective for interim or annual financial periods ending after December 15, 2009.  The adoption of this guidance had no impact on the financial statements.

 

In January 2010, the FASB issued an update to the fair value measurements disclosure. Pursuant to this update, additional disclosures in the financial statements relating to transfers in and out of Levels 1 and 2 fair value measurements and separate disclosure of purchases, sales, issuances, and settlements in Level 3 roll forward, will be required. In addition, this update provides clarifications on i) the level of aggregation of classes of assets and liabilities disclosed in the fair value measurement disclosures and ii) disclosures relating to the inputs and valuation techniques for Level 2 and Level 3 fair value measurements. The new disclosures and clarifications of existing disclosures are effective for annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the Level 3 roll forward which are effective for fiscal years beginning after December 15, 2010. This update further enhances the fair value disclosures and the General Partner has determined that the adoption of this update would not have a material impact to the Partnership’s financial statements.

 

8.               MARKET AND CREDIT RISKS

 

The nature of this Partnership has certain risks, which cannot all be presented on the financial statements.  The following summarizes some of those risks.

 

Market Risk

 

Derivative instruments involve varying degrees of 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 (loss) 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.  Investments in foreign markets may also entail legal and political risks.

 

MLAI 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, 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 does not itself intervene in the markets to hedge or diversify the Partnership’s market exposure, MLAI may urge Sunrise to reallocate positions in an attempt to avoid over-concentrations.  However, such interventions are unusual and unless it appears that Sunrise has begun to deviate from past practice or trading policies or to be trading erratically, MLAI’s basic risk control procedures consist simply of the ongoing process of advisor monitoring, with the market risk controls being applied by Sunrise.

 

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Credit Risk

 

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 on open contracts, 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 MLPF&S acting as its commodity broker.  Pursuant to the brokerage agreement 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 Net unrealized profit (loss) on open contracts on the Statements of Financial Condition.

 

Indemnifications

 

In the normal course of business, the Fund has entered, or may in the future enter into agreements that obligate the Fund to indemnify third parties, including affiliates of the Fund, for breach of certain representations and warranties made by the Fund. No claims have actually been made with respect to such indemnities and any quantification would involve hypothetical claims that have not been made. Based on the Fund’s experience, MLAI expected the risk of loss to be remote and, therefore, no provision has been recorded.

 

9.               SUBSEQUENT EVENT

 

Management has evaluated the impact of subsequent events on the Fund and has determined that there were no subsequent events that require adjustments to, or disclosure in, the financial statements.

 

17



 

*     *     *     *     *     *     *     *     *     *      *

 

To the best of the knowledge and belief of the

undersigned, the information contained in this

report is accurate and complete.

 

 

GRAPHIC

 

 

Barbra E. Kocsis

 

 

Chief Financial Officer

 

 

Merrill Lynch Alternative Investments LLC

 

 

General Partner of

 

 

ML Select Futures I L.P.

 

 

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