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EXCEL - IDEA: XBRL DOCUMENT - DIVERSIFIED 2000 FUTURES FUND L.P.Financial_Report.xls
EX-99.1 - EX-99.1 - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex991.htm
EX-31.2 - EX-31.2 - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex312.htm
EX-99.3 - EX-99.3 - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex993.htm
EX-31.1 - EX-31.1 - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex311.htm
EX-32.2 - EX-32.2 - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex322.htm
EX-99.2 - EX-99.2 - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex992.htm
EX-32.1 - EX-32.1 - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex321.htm
EX-10.9(A) - EX-10.9(A) - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex109a.htm
EX-10.6(A) - EX-10.6(A) - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex106a.htm
EX-10.7(A) - EX-10.7(A) - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex107a.htm
EX-10.10(A) - EX-10.10(A) - DIVERSIFIED 2000 FUTURES FUND L.P.d841792dex1010a.htm
10-K - FORM 10-K - DIVERSIFIED 2000 FUTURES FUND L.P.d841792d10k.htm

Exhibit 99.4

To the Limited Partners of

PGR Master Fund L.P.

To the best of the knowledge and belief of the undersigned, the information contained herein is accurate and complete.

 

LOGO
By:   Patrick T. Egan
  President and Director
  Ceres Managed Futures LLC
 

General Partner,

PGR Master Fund L.P.

Ceres Managed Futures LLC

522 Fifth Avenue

New York, NY 10036

(855) 672-4468


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of

PGR Master Fund L.P.:

We have audited the accompanying statements of financial condition of PGR Master Fund L.P. (the “Partnership”), including the condensed schedules of investments, as of December 31, 2014 and 2013, and the related statements of income and expenses and changes in partners’ capital for each of the three years in the period ended December 31, 2014. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements 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 are free of material misstatement. The Partnership 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 Partnership’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, such financial statements present fairly, in all material respects, the financial position of PGR Master Fund L.P. as of December 31, 2014 and 2013, and the results of its operations and changes in its partners’ capital for each of the three years in the period ended December 31, 2014, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

New York, New York

March 25, 2015


PGR Master Fund L.P.

Statements of Financial Condition

December 31, 2014 and 2013

 

     December 31, 2014      December 31, 2013  

Assets:

     

Equity in trading account:

     

Cash (Note 3c)

   $ 9,834,494       $ 22,936,416   

Cash margin (Note 3c)

     2,214,643         2,080,614   

Net unrealized appreciation on open futures contracts

     1,364,401         745,196   
  

 

 

    

 

 

 

Total trading equity

     13,413,538         25,762,226   

Expense reimbursements

     6,834         2,231   
  

 

 

    

 

 

 

Total assets

   $ 13,420,372       $ 25,764,457   
  

 

 

    

 

 

 

Liabilities and Partners’ Capital:

     

Liabilities:

     

Accrued expenses:

     

Professional fees

   $ 47,975       $ 17,200   

Clearing fees due to MS&Co.

     581         1,730   

Redemptions payable

     —           14,986,152   
  

 

 

    

 

 

 

Total liabilities

     48,556         15,005,082   
  

 

 

    

 

 

 

Partners’ Capital:

     

General Partner

     —           —     

Limited Partners

     13,371,816         10,759,375   
  

 

 

    

 

 

 

Total liabilities and partners’ capital

   $ 13,420,372       $ 25,764,457   
  

 

 

    

 

 

 

See accompanying notes to financial statements.


PGR Master Fund L.P.

Condensed Schedule of Investments

December 31, 2014

 

     Number of
Contracts
     Fair Value     % of  Partners'
Capital
 

Futures Contracts Purchased

       

Grains

     4       $ (4,077     (0.03 )% 

Indices

     119         45,359        0.34   

Interest Rates U.S.

     99         49,117        0.37   

Interest Rates Non-U.S.

     294         390,964        2.92   

Livestock

     3         (8,650     (0.06

Softs

     13         4,325        0.03   
     

 

 

   

 

 

 

Total futures contracts purchased

        477,038        3.57   
     

 

 

   

 

 

 

Futures Contracts Sold

       

Currencies

     200         182,999        1.37   

Energy

     100         523,399        3.92   

Grains

     30         (12,942     (0.10

Indices

     1         (5,389    
(0.04

Metals

     52         114,893        0.86   

Softs

     65         84,403        0.63   
     

 

 

   

 

 

 

Total futures contracts sold

        887,363        6.64   
     

 

 

   

 

 

 

Net fair value

      $ 1,364,401        10.21
     

 

 

   

 

 

 

 

See accompanying notes to financial statements.


PGR Master Fund L.P.

Condensed Schedule of Investments

December 31, 2013

 

     Number
of
Contracts
     Fair Value     % of Partners’
Capital
 

Futures Contracts Purchased

       

Currencies

     120       $ 52,256        0.49

Energy

     36         (46,911     (0.44

Grains

     13         (20,630     (0.19

Indices

     171         579,643        5.39   

Interest Rates U.S.

     100         (21,606     (0.20

Interest Rates Non-U.S.

     155         (91,045     (0.85

Livestock

     4         920        0.01   

Softs

     26         (6,641     (0.06
     

 

 

   

 

 

 

Total futures contracts purchased

        445,986        4.15   
     

 

 

   

 

 

 

Futures Contracts Sold

       

Currencies

     76         38,020        0.35   

Energy

     2         (560     (0.01

Grains

     75         59,682        0.56   

Interest Rates U.S.

     74         35,141        0.33   

Interest Rates Non-U.S.

     83         47,241        0.44   

Metals

     37         119,340        1.11   

Softs

     77         346        0.00
     

 

 

   

 

 

 

Total futures contracts sold

        299,210        2.78   
     

 

 

   

 

 

 

Net fair value

      $ 745,196        6.93
     

 

 

   

 

 

 

 

* Due to rounding.

See accompanying notes to financial statements.


PGR Master Fund L.P.

Statements of Income and Expenses

for the years ended December 31, 2014, 2013, and 2012

 

     2014     2013     2012  

Investment Income:

      

Interest income

   $ 1,816      $ 12,279      $ 26,436   
  

 

 

   

 

 

   

 

 

 

Expenses:

      

Clearing fees

     31,871        89,508        112,638   

Professional fees

     124,235        79,849        68,428   
  

 

 

   

 

 

   

 

 

 

Total expenses

     156,106        169,357        181,066   

Expense reimbursements

     (61,855     (22,347     (27,881
  

 

 

   

 

 

   

 

 

 

Net expenses

     94,251        147,010        153,185   
  

 

 

   

 

 

   

 

 

 

Net investment income (loss)

     (92,435     (134,731     (126,749
  

 

 

   

 

 

   

 

 

 

Trading Results:

      

Net gains (losses) on trading of commodity interests:

      

Net realized gains (losses) on closed contracts

     2,171,525        8,156,055        (8,206,734

Change in net unrealized gains (losses) on open contracts

     619,205        388,709        (756,621
  

 

 

   

 

 

   

 

 

 

Total trading results

     2,790,730        8,544,764        (8,963,355
  

 

 

   

 

 

   

 

 

 

Net income (loss)

   $ 2,698,295      $ 8,410,033      $ (9,090,104
  

 

 

   

 

 

   

 

 

 

See accompanying notes to financial statements.


PGR Master Fund L.P.

Statements of Changes in Partners’ Capital

for the years ended December 31, 2014, 2013, and 2012

 

     Partners’
Capital
 

Partners’ Capital at December 31, 2011

   $ 45,036,946   

Net income (loss)

     (9,090,104

Subscriptions

     11,955,774   

Redemptions

     (8,481,883

Distribution of interest income to feeder funds

     (26,436
  

 

 

 

Partners’ Capital at December 31, 2012

     39,394,297   

Net income (loss)

     8,410,033   

Subscriptions

     3,242,837   

Redemptions

     (40,275,513

Distribution of interest income to feeder funds

     (12,279
  

 

 

 

Partners’ Capital at December 31, 2013

     10,759,375   

Net income (loss)

     2,698,295   

Subscriptions

     3,000,000   

Redemptions

     (3,084,038

Distribution of interest income to feeder funds

     (1,816
  

 

 

 

Partners’ Capital at December 31, 2014

   $ 13,371,816   
  

 

 

 

 

See accompanying notes to financial statements.


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

 

1. Partnership Organization:

PGR Master Fund L.P. (the “Master”) is a limited partnership organized under the partnership laws of the State of Delaware to engage in the speculative trading of a diversified portfolio of commodity interests including futures, option, swap and forward contracts. The sectors traded include currencies, energy, grains, indices, U.S. and non-U.S. interest rates, livestock, metals and softs. The commodity interests that are traded by the Master are volatile and involve a high degree of market risk.

Ceres Managed Futures LLC, a Delaware limited liability company, acts as the general partner (the “General Partner”) and commodity pool operator of the Master. The General Partner is wholly owned by Morgan Stanley Smith Barney Holdings LLC (“MSSB Holdings”). MSSB Holdings is ultimately owned by Morgan Stanley. Morgan Stanley is a publicly held company whose shares are listed on the New York Stock Exchange and Morgan Stanley is engaged in various financial services and other businesses. Prior to June 28, 2013, Morgan Stanley indirectly owned a majority equity interest in MSSB Holdings and Citigroup Inc. indirectly owned a minority equity interest in MSSB Holdings. 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 Inc. As of December 31, 2014, all trading decisions for the Master are made by the Advisor (defined below).

On November 1, 2010 (commencement of trading operations), Diversified 2000 Futures Fund L.P. (“Diversified 2000”) and Emerging CTA Portfolio L.P. (“Emerging CTA”) each allocated a portion of their capital to the Master. Diversified 2000 allocated a portion of its capital with cash equal to $5,000,000. Emerging CTA allocated a portion of its capital with cash equal to $14,913,029. On December 1, 2011, Morgan Stanley Smith Barney Spectrum Strategic L.P. (“Spectrum Strategic”) allocated a portion of its capital to the Master. Spectrum Strategic allocated a portion of its capital with cash equal to $8,952,411. On December 31, 2013, Emerging CTA redeemed its investment in the Master for the amount of $14,986,152. The Master permits commodity pools managed by PGR Capital LLP (the “Advisor”) using the Mayfair Program, the Advisor’s proprietary, systematic trading system, to invest together in one trading vehicle. Since September 1, 2011, the Advisor has traded the Master’s assets at a level that is up to 1.5 times the amount of such assets.

During the year ended December 31, 2014, the Master’s commodity broker was Morgan Stanley & Co. LLC (“MS&Co.”), a registered futures commission merchant. During prior periods included in this report, Citigroup Global Markets Inc. (“CGM”) also served as a commodity broker.

The Master’s investors consist of Diversified 2000 and Spectrum Strategic (each a “Feeder,” and collectively, the “Funds”). Diversified 2000 and Spectrum Strategic each owned approximately 60.4% and 39.6% investments in the Master at December 31, 2014, respectively. Prior to Emerging CTA’s full redemption, Diversified 2000, Emerging CTA and Spectrum Strategic each owned approximately 28.9%, 58.2% and 12.9% investments in the Master at December 31, 2013, respectively.

The Master will be liquidated upon the first to occur of the following: December 31, 2030; or under certain other circumstances as defined in the limited partnership agreement of the Master (the “Limited Partnership Agreement”).

During 2012, the Master changed the presentation of the partnership interests from a unitized basis to a non-unitized basis. This change was retrospectively applied and as such all prior year unit and per unit amounts and disclosures have been removed from the Statements of Financial Condition, Statements of Income and Expenses, Statements of Changes in Partners’ Capital and Footnotes 1, 2, 5 and 6, to conform to the current year’s financial statement presentation. This change was made in order to reflect the capital balance structure for all feeder fund investments.


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

2. Accounting Policies:

 

  a. Use of Estimates.    The preparation of financial statements and accompanying notes in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the General Partner 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.

 

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

 

  c. Master’s Investments.    All commodity interests of the Master, 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. Net unrealized gains or losses on open contracts are included as a component of equity in trading account on the Statements of Financial Condition. Net realized gains or losses and any change in net unrealized gains or losses from the preceding period are included in the Statements of Income and Expenses.

Master’s Fair Value Measurements.    Fair value is defined 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 under current market conditions. 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. GAAP also requires the use of judgment in determining if a formerly active market has become inactive and in determining fair values when the market has become inactive. The General Partner has concluded that based on available information in the marketplace, the Master’s Level 1 assets and liabilities are actively traded.

GAAP also requires the use of judgment in determining if a formerly active market has become inactive and in determining fair values when the market has become inactive. The General Partner has concluded that, based on available information in the marketplace, there has not been a significant decrease in the volume or level of activity in the Master’s Level 2 assets and liabilities.

The Master will separately present purchases, sales, issuances, and settlements in its reconciliation of Level 3 fair value measurements (i.e., to present such items on a gross basis rather than on a net basis), and make disclosures regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either Level 2 or Level 3 of the fair value hierarchy as required under GAAP.

The Master considers prices for exchange-traded commodity futures, forwards, swaps and option contracts to be based on unadjusted quoted prices in active markets for identical assets and liabilities (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 that derive fair values for those assets and liabilities from observable inputs (Level 2). As of and for the years ended December 31, 2014 and 2013, the Master did not hold derivative instruments that were priced at fair value using unobservable inputs through the application of the General Partner’s assumptions and internal valuation pricing models (Level 3). During the years ended December 31, 2014 and 2013, there were no transfers of assets or liabilities between Level 1 and Level 2.


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

     December 31, 2014      Quoted Prices in
Active Markets for
Identical Assets
and Liabilities
(Level 1)
     Significant Other
Observable
Inputs (Level 2)
     Significant
Unobservable Inputs
(Level 3)
 

Assets

           

Futures

   $ 1,522,041       $ 1,522,041       $         —       $         —   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total assets

   $ 1,522,041       $ 1,522,041       $       $   
  

 

 

    

 

 

    

 

 

    

 

 

 

Liabilities

           

Futures

   $ 157,640       $ 157,640       $       $   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total liabilities

   $ 157,640       $ 157,640       $       $   
  

 

 

    

 

 

    

 

 

    

 

 

 

Net fair value

   $ 1,364,401       $ 1,364,401       $       $   
  

 

 

    

 

 

    

 

 

    

 

 

 
     December 31, 2013      Quoted Prices in
Active Markets for
Identical Assets
and Liabilities
(Level 1)
     Significant Other
Observable
Inputs (Level 2)
     Significant
Unobservable Inputs
(Level 3)
 

Assets

           

Futures

   $ 980,828       $ 980,828       $       $   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total assets

   $ 980,828       $ 980,828       $       $   
  

 

 

    

 

 

    

 

 

    

 

 

 

Liabilities

           

Futures

   $ 235,632       $ 235,632       $       $   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total liabilities

   $ 235,632       $ 235,632       $       $   
  

 

 

    

 

 

    

 

 

    

 

 

 

Net fair value

   $ 745,196       $ 745,196       $       $   
  

 

 

    

 

 

    

 

 

    

 

 

 

 

  d. Futures Contracts.    The Master trades 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 cannot occur (such as the S&P 500 Index), whereby such contract is settled in cash. Payments (“variation margin”) may be made or received by the Master 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 Master. When the contract is closed, the Master records 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. 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. Net realized gains (losses) and changes in net unrealized gains (losses) on futures contracts are included in the Statements of Income and Expenses.

 

  e.

Forward Foreign Currency Contracts.    Forward foreign currency contracts are those contracts where the Master agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed-upon future date. Forward foreign currency contracts are valued daily, and the Master’s 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. Net realized gains (losses) and changes in net unrealized


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

  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.

The Master does not isolate the 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 income (loss) in the Statements of Income and Expenses.

 

  f. Income and Expenses Recognition.    All of the income and expenses and realized and unrealized gains and losses on trading of commodity interests are determined on each valuation day and allocated pro rata among the Funds at the time of such determination.

 

  g. Income Taxes.    Income taxes have not been provided as each partner is individually liable for the taxes, if any, on its share of the Master’s income and expenses.

GAAP provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements and requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Master’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 Master 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 concluded that no provision for income tax is required in the Master’s financial statements.

The Master files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The 2011 through 2014 tax years remain subject to examination by U.S. federal and most state tax authorities. The General Partner does not believe that there are any uncertain tax positions that require recognition of a tax liability.

 

  h. Investment Company Status.    Effective January 1, 2014, the Master adopted Accounting Standards Update (“ASU”) 2013-08, “Financial Services — Investment Companies (Topic 946): Amendments to the Scope, Measurement and Disclosure Requirements.” ASU 2013-08 changes the approach to the investment company assessment, requires non-controlling ownership interests in other investment companies to be measured at fair value, and requires additional disclosures about the investment company’s status as an investment company. ASU 2013-08 is effective for interim and annual reporting periods beginning after December 15, 2013. The adoption of this ASU did not have a material impact on the Master’s financial statements. Based on the General Partner’s assessment, the Master has been deemed to be an investment company since inception.

 

  i. Subsequent Events.    The General Partner evaluates events that occur after the balance sheet date but before financial statements are issued. The General Partner has assessed the subsequent events through the date of issuance and determined that there were no subsequent events requiring adjustment of or disclosure in the financial statements.

 

3. Agreements:

 

  a. Limited Partnership Agreement:

The General Partner administers the business and affairs of the Master including selecting one or more advisors to make trading decisions for the Master.

 


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

  b. Management Agreement:

The General Partner, on behalf of the Master, has entered into a management agreement (the “Management Agreement”) with the Advisor, a registered commodity trading advisor. The Advisor is not affiliated with the General Partner, MS&Co. or CGM and is not responsible for the organization or operation of the Master. The Management Agreement provides that the Advisor has sole discretion in determining the investment of the assets of the Master. All management fees in connection with the Management Agreement are borne by the Funds. The Management Agreement may be terminated upon notice by either party.

 

  c. Customer Agreement:

Prior to and during part of the third quarter of 2013, the Master was party to a Customer Agreement with CGM (the “CGM Customer Agreement”). During the third quarter of 2013, the Master entered into a Customer Agreement with MS&Co. (the “MS&Co. Customer Agreement”). The Master has terminated the CGM Customer Agreement.

Under the CGM Customer Agreement, CGM provided services to the Master, including, among other things, the execution and clearing of transactions for the Master’s account in accordance with orders placed by the Advisor. All exchange, clearing, service, user, give-up, floor brokerage and National Futures Association (“NFA”) fees (collectively the “CGM clearing fees”) were borne by the Master and allocated to the Funds. All other fees including CGM’s direct brokerage fees were borne by the Funds. During the term of the CGM Customer Agreement, all of the Master’s assets were deposited in the Master’s account at CGM. The Master’s cash was deposited by CGM in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations.

Under the MS&Co. Customer Agreement, the Master pays MS&Co. trading fees for the clearing and, where applicable, the execution of transactions. Further, all trading, exchange, clearing, user, give-up, floor brokerage and NFA fees (collectively the “MS&Co clearing fees” and together with the CGM clearing fees, the “clearing fees”) are borne by the Master and allocated to the Funds. All other fees are borne by the Funds. All of the Master’s assets are deposited in the Master’s account at MS&Co. The Master’s cash is deposited by MS&Co. in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations. At December 31, 2014 and 2013, the amount of cash held by the Master for margin requirements was $2,214,643 and $2,080,614, respectively. The MS&Co. Customer Agreement may generally be terminated upon notice by either party.

Prior to April 1, 2014, Spectrum Strategic paid to MS&Co. a monthly brokerage fee at a flat rate of 1/12 of 6% per month (a 6% annual rate) of the net assets of Spectrum Strategic allocated to the Advisor as of the first day of each month. Effective April 1, 2014, the flat rate brokerage fee was reduced to 1/2 of 4% per month (a 4% annual rate) of Spectrum Strategic’s net assets. Effective October 1, 2014, the flat rate brokerage fee was separated into (i) a General Partner administrative fee payable to the General Partner equal to an annual rate of 2.0% of Spectrum Strategic’s net assets, and (ii) an ongoing placement agent fee payable to Morgan Stanley Wealth Management equal to an annual rate of 2.0% of Spectrum Strategic’s net assets. The October 1, 2014 fee changes, in the aggregate, did not exceed the flat rate brokerage fee and, accordingly, there was no change to the aggregate fees incurred by Spectrum Strategic. The General Partner administrative fees include, and the flat rate brokerage fee included, clearing fees that are charged to the Master, and therefore, the Master receives monthly expense reimbursements on clearing fees incurred during such month, as shown on the Statements of Income and Expenses as expense reimbursements, based on the beginning of the month Partners’ capital allocation percentage for Spectrum


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

Strategic’s investment in the Master. Prior to October 1, 2014, the monthly expense reimbursement was paid by MS&Co. Effective October 1, 2014, the monthly expense reimbursement is paid by the General Partner.

 

4. Trading Activities:

The Master was formed for the purpose of trading contracts in a variety of commodity interests, including derivative financial instruments and derivative commodity interests. The results of the Master’s trading activities are shown in the Statements of Income and Expenses.

The MS&Co. Customer Agreement with the Master gives, and the CGM Customer Agreement with the Master gave, the Master the legal right to net unrealized gains and losses on open futures and open forward contracts. The Master nets, for financial reporting purposes, the unrealized gains and losses on open futures and open forward contracts on the Statements of Financial Condition as the criteria under Accounting Standards Codification 210-20, “Balance Sheet,” have been met.

All of the commodity interests owned by the Master are held for trading purposes. The monthly average number of futures contracts traded during the years ended December 31, 2014 and 2013 were 1,013 and 2,382, respectively. The monthly average notional values of currency forward contracts held during the years ended December 31, 2014 and 2013 were $0 and $42,362, respectively.

On January 1, 2013, the Master adopted ASU 2011-11, “Disclosure about Offsetting Assets and Liabilities” and ASU 2013-01, “Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities”. ASU 2011-11 created a new disclosure requirement about the nature of an entity’s rights to setoff and the related arrangements associated with its financial instruments and derivative instruments, while ASU 2013-01 clarified the types of instruments and transactions that are subject to the offsetting disclosure requirements established by ASU 2011-11. Entities are required to disclose both gross information and net information about both instruments and transactions eligible for offset in the statement of financial condition and instruments and transactions subject to an agreement similar to a master netting arrangement. The objective of these disclosures is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of International Financial Reporting Standards (“IFRS”). The new guidance did not have a significant impact on the Master’s financial statements.

The following tables summarize the valuation of the Master’s investments as of December 31, 2014 and 2013, respectively.

 

December 31, 2014

   Gross
Amounts
Recognized
    Gross
Amounts
Offset in
the
Statements
of Financial
Condition
    Net
Amounts

Presented
in the

Statements
of Financial
Condition
 

Assets

      

Futures

   $ 1,522,041      $ (157,640   $ 1,364,401   
  

 

 

   

 

 

   

 

 

 

Total Assets

     1,522,041        (157,640     1,364,401   
  

 

 

   

 

 

   

 

 

 

Liabilities

      

Futures

   $ (157,640   $ 157,640      $   
  

 

 

   

 

 

   

 

 

 

Total Liabilities

     (157,640     157,640          
  

 

 

   

 

 

   

 

 

 

Net fair value

  

  $ 1,364,401   
      

 

 

 


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

December 31, 2013

   Gross
Amounts
Recognized
    Gross
Amounts
Offset in the
Statements
of Financial
Condition
    Net
Amounts

Presented
in the

Statements
of
Financial
Condition
 

Assets

      

Futures

   $ 980,828      $ (235,632   $ 745,196   
  

 

 

   

 

 

   

 

 

 

Total Assets

     980,828        (235,632     745,196   
  

 

 

   

 

 

   

 

 

 

Liabilities

      

Futures

   $ (235,632   $ 235,632      $   
  

 

 

   

 

 

   

 

 

 

Total Liabilities

     (235,632     235,632          
  

 

 

   

 

 

   

 

 

 

Net fair value

  

  $ 745,196   
      

 

 

 

The following tables indicate the gross fair values of derivative instruments of futures and forward contracts as separate assets and liabilities for the years ended December 31, 2014 and 2013.

 

     December 31,
2014
 

Assets

  

Futures Contracts

  

Currencies

   $ 205,899   

Energy

     524,658   

Grains

     651   

Indices

     124,126   

Interest Rates U.S.

     62,992   

Interest Rates Non-U.S.

     390,981   

Metals

     117,473   

Softs

     95,261   
  

 

 

 

Total unrealized appreciation on open futures contracts

   $ 1,522,041   
  

 

 

 

Liabilities

  

Futures Contracts

  

Currencies

   $ (22,900

Energy

     (1,259

Grains

     (17,670

Indices

     (84,156

Interest Rates U.S.

     (13,875

Interest Rates Non-U.S.

     (17

Livestock

     (8,650

Metals

     (2,580

Softs

     (6,533
  

 

 

 

Total unrealized depreciation on open futures contracts

   $ (157,640
  

 

 

 

Net unrealized appreciation on open futures contracts

   $ 1,364,401
  

 

 

 

 

* This amount is included in “Net unrealized appreciation on open futures contracts” on the Statements of Financial Condition.


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

     December 31,
2013
 

Assets

  

Futures Contracts

  

Currencies

   $ 103,967   

Energy

     356   

Grains

     59,982   

Indices

     579,751   

Interest Rates U.S.

     35,961   

Interest Rates Non-U.S.

     63,203   

Livestock

     930   

Metals

     121,400   

Softs

     15,278   
  

 

 

 

Total unrealized appreciation on open futures contracts

   $ 980,828   
  

 

 

 

Liabilities

  

Futures Contracts

  

Currencies

   $ (13,691

Energy

     (47,827

Grains

     (20,930

Indices

     (108

Interest Rates U.S.

     (22,426

Interest Rates Non-U.S.

     (107,007

Livestock

     (10

Metals

     (2,060

Softs

     (21,573
  

 

 

 

Total unrealized depreciation on open futures contracts

   $ (235,632
  

 

 

 

Net unrealized appreciation on open futures contracts

   $ 745,196
  

 

 

 

 

* This amount is included in “Net unrealized appreciation on open futures contracts” on the Statements of Financial Condition.


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

The following tables indicate the trading gains and losses, by market sector, on derivative instruments for the years ended December 31, 2014, 2013 and 2012.

 

Sector

   2014      2013      2012  

Currencies

   $ (196,481    $ (474,421    $ (2,988,588

Energy

     819,806         (2,788,356      (3,396,417

Grains

     81,661         425,933         (588,834

Indices

     243,725         10,103,252         (3,343,014

Interest Rates U.S.

     (51,404      (1,004,759      503,078   

Interest Rates Non-U.S.

     1,495,603         (1,381,262      3,273,179   

Livestock

     89,690         (19,410      (159,220

Metals

     169,500         3,579,097         (2,185,449

Softs

     138,630         104,690         (78,090
  

 

 

    

 

 

    

 

 

 

Total

   $ 2,790,730 ***     $ 8,544,764 ***     $ (8,963,355 )*** 
  

 

 

    

 

 

    

 

 

 

 

*** This amount is included in “Total trading results” on the Statements of Income and Expenses.

 

5. Subscriptions, Distributions and Redemptions:

Subscriptions are accepted monthly from investors that become limited partners on the first day of the month after their subscription is processed. A limited partner may withdraw all or part of its capital contribution and undistributed profits, if any, from the Master as of the end of any day (the “Redemption Date”) after a request has been made to the General Partner at least three business days in advance of the Redemption Date. Such withdrawals are classified as a liability when the limited partner elects to redeem and informs the Master.

 

6. Financial Highlights:

Ratios to average net assets for the years ended December 31, 2014, 2013 and 2012 were as follows:

 

     2014           2013           2012  

Ratios to average net assets:

              

Net investment income (loss)1

     (0.8 )%          (0.4 )%          (0.3 )% 
  

 

 

       

 

 

       

 

 

 

Operating expenses

     0.8 %2          0.4 2          0.3 %2 
  

 

 

       

 

 

       

 

 

 

Total return

     22.8         25.2         (18.8 )% 
  

 

 

       

 

 

       

 

 

 

 

1 

Interest income less total expenses.

 

2 

Percentages are after expense reimbursement (equal to (0.5)%, (0.1)% and (0.1)%, respectively).

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 limited partners’ share of income, expenses and average net assets.

 

7. Financial Instrument Risks:

In the normal course of business, the Master is party 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 at specific terms at


PGR Master Fund L.P.

Notes to Financial Statements

December 31, 2014

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, a swap execution facility or over-the-counter (“OTC”). Exchange-traded instruments include futures and certain standardized forward, swap and option contracts. Certain swap contracts may also be traded on a swap execution facility or OTC. OTC contracts are negotiated between contracting parties and also 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. None of the Master’s current contracts are traded OTC, although contracts may be traded OTC in the future.

Market risk is the potential for changes in the value of the financial instruments traded by the Master 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 Master 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 Master’s risk of loss in the event of a counterparty default is typically limited to the amounts recognized in the Statement of Financial Condition and is not represented by the contract or notional amounts of the instruments. The Master’s risk of loss is reduced through the use of legally enforceable master netting agreements with counterparties that permit the Master to offset unrealized gains and losses and other assets and liabilities with such counterparties upon the occurrence of certain events. The Master had credit risk and concentration risk during the reporting period and prior periods, as MS&Co. and/or CGM or their affiliates were the sole counterparties or brokers with respect to the Master’s assets. Credit risk with respect to exchange-traded instruments is reduced to the extent that, through MS&Co. and/or CGM, the Master’s counterparty is an exchange or clearing organization. The Master continues to be subject to such risk with respect to MS&Co.

The General Partner monitors and attempts to control the Master’s 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 Master may be subject. These monitoring systems generally allow the General Partner to statistically analyze actual trading results with risk-adjusted performance indicators and correlation statistics. In addition, online monitoring systems provide account analysis of futures, forward and option contracts 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 Master’s business, these instruments may not be held to maturity.