UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report: January 3, 2011

 

 

POWERSHARES DB US DOLLAR INDEX TRUST

(Registrant)

 

 

POWERSHARES DB US DOLLAR INDEX BULLISH FUND

POWERSHARES DB US DOLLAR INDEX BEARISH FUND

(Rule 140 Co-Registrants)

(Exact Name of each Registrant as Specified in its Charter)

 

 

 

PowerShares DB US Dollar Index Trust – Delaware    87-0778080
(State or Other Jurisdiction of Incorporation or Organization)    (IRS Employer ID Number)

c/o DB Commodity Services LLC

60 Wall Street

New York, New York

  

10005

(Address of Principal Executive Offices)    (Zip Code)

001-33314, 001-33317, 001-33318

(Commission File Number(s))

(212) 250-5883

(Registrant’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Item 8.01. Other Events.

PowerShares DB US Dollar Index Trust (the “Trust”) was organized as a Delaware statutory trust in two separate series, PowerShares DB US Dollar Index Bullish Fund and PowerShares DB US Dollar Index Bearish Fund (individually, a “Fund,” collectively, the “Funds”). DB US Dollar Index Master Trust (the “Master Trust”) was organized as a Delaware statutory trust in two separate series, DB US Dollar Index Bullish Master Fund and DB US Dollar Index Bearish Master Fund (individually, a “Master Fund,” collectively, the “Master Funds”).

As promptly as reasonably practicable after the determination of the net asset value of each Master Fund on December 31, 2010, each Master Fund was dissolved and all of the assets of each Master Fund were distributed to the corresponding Fund (the “Consolidation”).

DB Commodity Services LLC (the “Managing Owner”) serves as the managing owner of the Trust and the Funds and also served as the Managing Owner of the Master Trust and the Master Funds.

Consolidation of the Funds and Master Funds

The purpose underlying the Fund/Master Fund structure was to enable each Fund to be classified as a “grantor trust” for U.S. federal income tax purposes. As a result, investors would not receive Schedule K-1s with respect to their investments in a Fund. However, due to subsequent IRS interpretations of the Internal Revenue Code, each Fund is now required to distribute Schedule K-1s to its investors. Therefore, the original purpose underlying the Fund/Master Fund structure has been frustrated.

In light of the foregoing, the Managing Owner determined that it would be in the best interest of each Fund and its shareholders to dissolve its corresponding Master Fund and have each Fund perform all of the functions previously performed by its corresponding Master Fund. Accordingly, as promptly as practicable after the determination of the net asset value of each Master Fund on December 31, 2010, each Master Fund transferred all of its assets to its corresponding Fund and terminated. Effective January 1, 2011, each reorganized Fund will perform all necessary functions in order to continue in the normal course of business.

A Second Amended and Restated Declaration of Trust and Trust Agreement of the Trust dated December 31, 2010, that will govern the operation of the business of each Fund going forward, is being filed on January 3, 2011 as Exhibit 4.1.1 to the registration statement of each Fund.

The Consolidation is not expected to have any adverse effect on the Fund’s shares or shareholders.

Each defined term used and not otherwise defined herein shall have the meaning assigned to each term as provided in the Prospectus dated January 3, 2011.


WARNING CONCERNING FORWARD LOOKING STATEMENTS

THIS FORM 8-K CONTAINS FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. THESE FORWARD LOOKING STATEMENTS AND THEIR IMPLICATIONS ARE BASED UPON EACH FUND’S PRESENT BELIEFS AND EXPECTATIONS, BUT THEY ARE NOT GUARANTEED TO OCCUR AND MAY NOT OCCUR FOR VARIOUS REASONS, INCLUDING SOME REASONS WHICH ARE BEYOND EACH FUND’S CONTROL.

FOR THESE AND OTHER REASONS, INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS IN THIS FORM 8-K.

EXCEPT AS REQUIRED BY LAW, THE MANAGING OWNER DOES NOT INTEND TO UPDATE OR CHANGE ANY FORWARD LOOKING STATEMENTS AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

PowerShares DB US Dollar Index Trust
By:   DB Commodity Services LLC,
  its Managing Owner
By:   /s/ Michael Gilligan
 

Name:    Michael Gilligan

Title:      Principal Financial Officer

By:   /s/ Martin Kremenstein
 

Name:    Martin Kremenstein

Title:      Chief Operating Officer

 

PowerShares DB US Dollar Index Bullish Fund,

a series of PowerShares DB US Dollar Index Trust

By:   DB Commodity Services LLC,
  its Managing Owner
By:   /s/ Michael Gilligan
 

Name:    Michael Gilligan

Title:      Principal Financial Officer

By:   /s/ Martin Kremenstein
 

Name:    Martin Kremenstein

Title:      Chief Operating Officer

 

PowerShares DB US Dollar Index Bearish Fund,

a series of PowerShares DB US Dollar Index Trust

By:   DB Commodity Services LLC,
  its Managing Owner
By:   /s/ Michael Gilligan
 

Name:    Michael Gilligan

Title:      Principal Financial Officer

By:   /s/ Martin Kremenstein
 

Name:    Martin Kremenstein

Title:      Chief Operating Officer

Date:  January 3, 2011