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Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 10-Q

 

 

(Mark One)

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2016

Or

 

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from               to             

Commission File Number 001-34879

 

 

Nuveen Diversified Commodity Fund

(Exact name of registrant as specified in its charter)

 

Delaware   27-2048014
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification No.)
333 West Wacker Drive
Chicago Illinois
  60606
(Address of principal executive offices)   (Zip Code)

(877) 827-5920

(Registrant’s telephone number, including area code)

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated file, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer   ¨      Accelerated filer   x
Non-accelerated filer   ¨    (Do not check if smaller reporting company)   Smaller reporting company   ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

As of August 2, 2016, the registrant had 9,047,040 shares outstanding.

 

 

 


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

TABLE OF CONTENTS

 

         Page No.  
PART I. FINANCIAL INFORMATION   
Item 1.    Financial Statements:     3   
   Schedule of Investments at June 30, 2016 (Unaudited)     3   
   Statements of Financial Condition at June 30, 2016 (Unaudited) and December 31, 2015     9   
   Statements of Operations (Unaudited) for the three months ended June 30, 2016 and June 30,  2015 and the six months ended June 30, 2016 and June 30, 2015     10   
   Statements of Changes in Shareholders’ Capital for the six months ended June 30, 2016 (Unaudited) and the year ended December 31, 2015     11   
   Statements of Cash Flows (Unaudited) for the six months ended June 30, 2016 and June 30, 2015     12   
   Notes to Financial Statements (Unaudited)     13   
Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations     26   
Item 3.    Quantitative and Qualitative Disclosures About Market Risk     41   
Item 4.    Controls and Procedures     44   
PART II. OTHER INFORMATION  
Item 1.    Legal Proceedings     46   
Item 1A.    Risk Factors     46   
Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds     46   
Item 3.    Defaults Upon Senior Securities     46   
Item 4.    Mine Safety Disclosures     46   
Item 5.    Other Information     46   
Item 6.    Exhibits     47   
Signatures     48   

 

2


Table of Contents

PART 1. FINANCIAL INFORMATION

 

Item 1. Financial Statements

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Unaudited)

June 30, 2016

Investments

 

Principal
Amount (000)
     Description   

Coupon/

Yield

     Maturity      Ratings(1)      Value  
   Short-Term Investments            
   U.S. Government and Agency Obligations            
  $14,000       U.S. Treasury Bills      0.000%         7/21/16         Aaa         $13,998,586   
  20,000       U.S. Treasury Bills      0.000%         9/15/16         Aaa         19,990,860   
  10,500       U.S. Treasury Bills      0.000%         9/22/16         Aaa         10,494,162   
  3,500       U.S. Treasury Bills      0.000%         11/10/16         Aaa         3,496,728   
  500       U.S. Treasury Bills      0.000%         12/08/16         Aaa         499,352   
  2,000       U.S. Treasury Bills      0.000%         1/05/17         Aaa         1,996,404   
  2,500       U.S. Treasury Bills      0.000%         2/02/17         Aaa         2,494,780   
  5,300       U.S. Treasury Bills      0.000%         3/02/17         Aaa         5,285,981   
  8,000       U.S. Treasury Bills      0.000%         3/30/17         Aaa         7,975,864   
  19,000       U.S. Treasury Bills      0.000%         4/27/17         Aaa         18,936,160   

 

 

                

 

 

 
  $85,300       Total U.S. Government and Agency Obligations (cost $85,117,861)               $85,168,877   

 

 

                

 

 

 
   Repurchase Agreements            
  $6,336       Repurchase Agreement with State Street Bank, dated 6/30/16, repurchase price $6,335,762, collateralized by $6,055,000 U.S. Treasury Notes, 2.250%, due 7/31/21, value $6,467,249      0.030%         7/01/16         N/A         $  6,335,757   

 

 

                

 

 

 
   Total Repurchase Agreements (cost $6,335,757)               $  6,335,757   
              

 

 

 
   Total Short-Term Investments (cost $91,453,618)               $91,504,634   
  

 

           

 

 

 

Investments in Derivatives

Futures Contracts outstanding:

Commodity
Group
  Contract   Contract
Position(2)
  Contract
Expiration
    Number  of
Contracts(3)
   

Notional
Amount

at Value(3)

    Unrealized
Appreciation
(Depreciation)(4)
 
Energy   Crude Oil          
  ICE Brent Crude Oil Futures Contract   Long     September 2016        197        $9,792,870        $  366,140   
  NYMEX Crude Oil Futures Contract   Long     August 2016        87        4,204,710        (42,600
  NYMEX Crude Oil Futures Contract   Long     September 2016        88        4,312,880        (19,930
 

 

         

 

 

 
  Total Crude Oil             303,610   
 

 

         

 

 

 
  Heating Oil          
  ICE Low Sulphur Gasoil Futures Contract   Long     August 2016        64        2,856,000        11,258   
  NYMEX NY Harbor ULSD Futures Contract   Long     August 2016        45        2,813,643        (37,611
 

 

         

 

 

 
  Total Heating Oil             (26,353
 

 

         

 

 

 
  Natural Gas          
  NYMEX Natural Gas Futures Contract   Long     August 2016        95        2,777,800        172,900   
  NYMEX Natural Gas Futures Contract   Long     September 2016        95        2,772,100        284,990   
 

 

         

 

 

 
  Total Natural Gas             457,890   
 

 

         

 

 

 
  Unleaded Gas          
  NYMEX Gasoline RBOB Futures Contract   Long     August 2016        27        1,702,474        (92,886)   
  NYMEX Gasoline RBOB Futures Contract   Long     September 2016        19        1,202,905        (48,247)   
 

 

         

 

 

 
  Total Unleaded Gas             (141,133)   
 

 

         

 

 

 
  Total Energy             594,014   
 

 

         

 

 

 

 

3


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

June 30, 2016

Investments in Derivatives (Continued)

Futures Contracts outstanding (Continued):

 

Commodity
Group
  Contract   Contract
Position(2)
  Contract
Expiration
    Number  of
Contracts(3)
   

Notional
Amount

at Value(3)

    Unrealized
Appreciation
(Depreciation)(4)
 
Industrial

Metals

  Copper          
  COMEX Copper Futures Contract   Long     September 2016        25        $ 1,372,187        $   91,213   
  LME Copper Futures Contract   Long     July 2016        16        1,936,700        (51,000
  LME Copper Futures Contract   Long     August 2016        43        5,210,525        286,288   
  LME Copper Futures Contract   Long     September 2016        14        1,696,800        77,175   
  LME Copper Futures Contract   Short     July 2016        16        (1,936,700     (92,200
 

 

         

 

 

 
  Total Copper             311,476   
 

 

         

 

 

 
  Aluminum          
  LME Primary Aluminum Futures Contract   Long     August 2016        114        4,696,800        270,038   
  LME Primary Aluminum Futures Contract   Short     August 2016        3        (123,600     (3,275
 

 

         

 

 

 
  Total Aluminum             266,763   
 

 

         

 

 

 
  Zinc          
  LME Zinc Futures Contract   Long     August 2016        31        1,630,988        151,674   
 

 

         

 

 

 
  Nickel          
  LME Nickel Futures Contract   Long     August 2016        27        1,527,012        172,773   
 

 

         

 

 

 
  Lead          
  LME Lead Futures Contract   Long     August 2016        20        893,875        51,400   
  LME Lead Futures Contract   Short     August 2016        1        (44,694     (1,319
 

 

         

 

 

 
  Total Lead             50,081   
 

 

         

 

 

 
  Total Industrial Metals             952,767   
 

 

         

 

 

 
Agriculturals   Soybean          
  CBOT Soybean Futures Contract   Long     November 2016        91        5,247,288        170,425   
 

 

         

 

 

 
  Corn          
  CBOT Corn Futures Contract   Long     September 2016        164        2,997,100        (253,975
 

 

         

 

 

 
  Wheat          
  CBOT Wheat Futures Contract   Long     September 2016        44        980,100        (57,399
  KCBT Wheat Futures Contract   Long     September 2016        79        1,668,875        (119,013
 

 

         

 

 

 
  Total Wheat             (176,412
 

 

         

 

 

 
  Soybean Meal          
  CBOT Soybean Meal Futures Contract   Long     December 2016        48        1,924,800        110,530   
 

 

         

 

 

 
  Soybean Oil          
  CBOT Soybean Oil Futures Contract   Long     December 2016        88        1,693,296        (30,966
 

 

         

 

 

 
  Total Agriculturals             (180,398
 

 

         

 

 

 
Precious

Metals

  Gold          
  CEC Gold Futures Contract   Long     August 2016        63        8,319,780        599,256   
 

 

         

 

 

 
  Silver          
  CEC Silver Futures Contract   Long     September 2016        28        2,607,220        133,720   
 

 

         

 

 

 
  Platinum          
  NYMEX Platinum Futures Contract   Long     October 2016        12        614,580        12,045   
 

 

         

 

 

 
  Palladium          
  NYMEX Palladium Futures Contract   Long     September 2016        7        418,145        5,310   
 

 

         

 

 

 
  Total Precious Metals             750,331   
 

 

         

 

 

 

 

4


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

June 30, 2016

Investments in Derivatives (Continued)

Futures Contracts outstanding (Continued):

 

Commodity
Group
  Contract   Contract
Position(2)
    Contract
Expiration
    Number  of
Contracts(3)
   

Notional
Amount

at Value(3)

    Unrealized
Appreciation
(Depreciation)(4)
 
Livestock   Live Cattle          
  CME Live Cattle Futures Contract     Long        August 2016        115        $ 5,281,950        $ (190,611
 

 

         

 

 

 
  Lean Hogs          
  CME Lean Hogs Futures Contract     Long        August 2016        47        1,565,570        (40,300
  CME Lean Hogs Futures Contract     Long        October 2016        16        458,880        (150
 

 

         

 

 

 
  Total Lean Hogs             (40,450
 

 

         

 

 

 
  Feeder Cattle          
  CME Feeder Cattle Futures Contract     Long        August 2016        20        1,443,000        (101,275
 

 

         

 

 

 
  Total Livestock             (332,336
 

 

         

 

 

 
Foods and
Fibers
  Sugar          
  ICE Sugar Futures Contract     Long        October 2016        105        2,390,808        103,153   
  ICE White Sugar Futures Contract     Long        August 2016        8        221,000        47,915   
 

 

         

 

 

 
  Total Sugar             151,068   
 

 

         

 

 

 
  Coffee          
  ICE Coffee C Futures Contract     Long        September 2016        32        1,747,800        31,575   
  LIFFE Coffee Robusta Futures Contract     Long        September 2016        16        274,720        8,480   
 

 

         

 

 

 
  Total Coffee             40,055   
 

 

         

 

 

 
  Cotton          
  ICE Cotton Futures Contract     Long        December 2016        38        1,219,230        (14,784
 

 

         

 

 

 
  Cocoa          
  ICE Cocoa Futures Contract     Long        September 2016        30        888,900        (13,110
 

 

         

 

 

 
  Total Foods and Fibers             163,229   
 

 

         

 

 

 
  Total Futures Contracts outstanding         2,038        $91,258,317        $1,947,607   
 

 

     

 

 

   

 

 

   

 

 

 

 

5


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

June 30, 2016

Investments in Derivatives (Continued)

Call Options Written outstanding:

 

Commodity

Group

   Contract   

Contract

Expiration

     Number
of
Contracts
     Strike
Price
     Value  

 

 

Energy

   Crude Oil            
   ICE Brent Crude Oil Futures Options      September 2016         (98)         $51.50         $(105,840
   NYMEX Crude Oil Futures Options      July 2016         (87)         52.50         (18,270
  

 

           

 

 

 
   Total Crude Oil               (124,110
  

 

           

 

 

 
   Heating Oil            
   NYMEX NY Harbor ULSD Futures Options      July 2016         (45)         168.00         (8,127
  

 

           

 

 

 
   Natural Gas            
   NYMEX Natural Gas Futures Options      July 2016         (95)         2.95         (102,600
  

 

           

 

 

 
   Unleaded Gas            
   NYMEX Gasoline RBOB Futures Options      July 2016         (23)         176.00         (2,705
  

 

           

 

 

 
   Total Energy               (237,542
  

 

           

 

 

 

Industrial Metals

   Copper            
   LME Copper Futures Options(5)      August 2016         (35)         4,950.00         (65,118
  

 

           

 

 

 
   Aluminum            
   LME Primary Aluminum Futures Options(5)      August 2016         (56)         1,650.00         (47,404
  

 

           

 

 

 
   Zinc            
   LME Zinc Futures Options(5)      August 2016         (16)         2,000.00         (54,144
  

 

           

 

 

 
   Nickel            
   LME Nickel Futures Options(5)      August 2016         (14)         9,500.00         (26,069
  

 

           

 

 

 
   Lead            
   LME Lead Futures Options(5)      August 2016         (9)         1,800.00         (10,721
  

 

           

 

 

 
   Total Industrial Metals               (203,456
  

 

           

 

 

 

Agriculturals

   Soybean            
   CBOT Soybean Futures Options      October 2016         (45)         1,220.00         (99,844
  

 

           

 

 

 
   Corn            
   CBOT Corn Futures Options      August 2016         (82)         440.00         (12,300
  

 

           

 

 

 
   Wheat            
   CBOT Wheat Futures Options      August 2016         (22)         520.00         (3,712
   CBOT Wheat Futures Options      August 2016         (39)         500.00         (5,119
  

 

           

 

 

 
   Total Wheat               (8,831
  

 

           

 

 

 
   Soybean Meal            
   CBOT Soybean Meal Futures Options      November 2016         (24)         430.00         (47,280
  

 

           

 

 

 
   Soybean Oil            
   CBOT Soybean Oil Futures Options      November 2016         (44)         36.00         (13,464
  

 

           

 

 

 
   Total Agriculturals               (181,719
  

 

           

 

 

 

Precious Metals

   Gold            
   COMEX Gold Futures Options      July 2016         (32)         1,325.00         (65,600
  

 

           

 

 

 
   Silver            
   CEC Silver Futures Options      August 2016         (14)         19.25         (35,980
  

 

           

 

 

 
   Total Precious Metals               (101,580
  

 

           

 

 

 

 

6


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

June 30, 2016

Investments in Derivatives (Continued)

Call Options Written outstanding (Continued):

 

Commodity

Group

   Contract   

Contract

Expiration

     Number
of
Contracts
     Strike
Price
     Value  

 

 

Livestock

   Live Cattle            
   CME Live Cattle Futures Options      August 2016         (73)         $125.00         $  (10,950
  

 

           

 

 

 
   Lean Hogs            
   CME Lean Hogs Futures Options      August 2016         (31)         92.00         (1,550
  

 

           

 

 

 
   Total Livestock               (12,500
  

 

           

 

 

 

Foods and Fibers

   Sugar            
   ICE Sugar Futures Options      September 2016         (57)         21.50         (59,371
  

 

           

 

 

 
   Coffee            
   ICE Coffee C Futures Options      August 2016         (19)         160.00         (22,586
  

 

           

 

 

 
   Cotton            
   ICE Cotton Futures Options      November 2016         (19)         71.00         (8,930
  

 

           

 

 

 
   Cocoa            
   ICE Cocoa Futures Options      August 2016         (15)         3,250.00         (1,350
  

 

           

 

 

 
   Total Foods and Fibers               (92,237
  

 

           

 

 

 
   Total Call Options Written outstanding            
   (premiums received $680,319)         (994)            $(829,034
  

 

     

 

 

       

 

 

 

 

7


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

June 30, 2016

 

 

 

 

(1)    Ratings: Using the highest of Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. rating.
(2)    The Fund expects to invest only in long futures contracts. Some short futures positions arise in futures contracts traded on the London Metal Exchange (“LME”) solely as the result of closing existing long LME futures positions. For every short LME futures contract outstanding, the Fund had previously entered into a long LME futures contract. The London Clearing House is the counterparty for both the long and short position.
(3)    Total number of contracts and notional amount at value include the net effect of LME short futures positions, when applicable.
(4)    The gross unrealized appreciation (depreciation) on futures contracts is $3,158,258 and $(1,210,651), respectively.
(5)    For fair value measurement disclosure purposes, these Call Options Written are classified as Level 2. See Notes to Financial Statements, Note 2—Summary of Significant Accounting Policies, Investment Valuation and Fair Value Measurements for more information.
N/A    Not applicable.
CBOT    Chicago Board of Trade
CEC    Commodities Exchange Center
CME    Chicago Mercantile Exchange
COMEX    Commodities Exchange, Inc.
ICE    Intercontinental Exchange
KCBT    Kansas City Board of Trade
LIFFE    London International Financial Futures Exchange
LME    London Metal Exchange
NY Harbor ULSD    New York Harbor Ultra-Low Sulfur Diesel
NYMEX    New York Mercantile Exchange
RBOB    Reformulated Gasoline Blendstock for Oxygen Blending

See accompanying notes to financial statements.

 

8


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF FINANCIAL CONDITION

At June 30, 2016 (Unaudited) and December 31, 2015

 

      June 30, 2016     December 31, 2015  
ASSETS     

Short-term investments, at value:

U.S. government and agency obligations (cost $85,117,861 and $70,029,645 respectively)

  

$

85,168,877

  

  $ 70,000,297   

Repurchase agreements (cost approximates value)

     6,335,757        1,088,249   

Deposits with brokers

     10,236,112        16,182,840   

Unrealized appreciation on futures contracts

     3,158,258        1,629,675   
  

 

 

   

 

 

 

Total assets

   $ 104,899,004      $ 88,901,061   
  

 

 

   

 

 

 
LIABILITIES     

Call options written, at value
(premiums received $680,319 and $633,387, respectively)

   $ 829,034      $ 439,772   

Unrealized depreciation on futures contracts

     1,210,651        2,259,165   

Payable for:

    

Distributions

     524,724          

Investments purchased

     10,494,723          

Accrued expenses:

    

Conversion

     79,282        74,106   

Management fees

     93,161        91,477   

Independent Committee fees

     10,169        10,926   

Professional fees

     224,672        309,773   

Other

     86,907        84,301   
  

 

 

   

 

 

 

Total liabilities

     13,553,323        3,269,520   
  

 

 

   

 

 

 
SHAREHOLDERS’ CAPITAL     

Paid-in capital, unlimited number of shares authorized, 9,047,040 shares issued and outstanding at June 30, 2016 and December 31, 2015

     217,646,428        217,646,428   

Accumulated undistributed earnings (deficit)

     (126,300,747     (132,014,887
  

 

 

   

 

 

 

Total shareholders’ capital (Net assets)

     91,345,681        85,631,541   
  

 

 

   

 

 

 

Total liabilities and shareholders’ capital

   $ 104,899,004      $ 88,901,061   
  

 

 

   

 

 

 

Net assets

   $ 91,345,681      $ 85,631,541   

Shares outstanding

     9,047,040        9,047,040   
  

 

 

   

 

 

 

Net asset value per share outstanding
(net assets divided by shares outstanding)

   $ 10.10      $ 9.47   
  

 

 

   

 

 

 

Market value per share outstanding

   $ 9.82      $ 9.02   
  

 

 

   

 

 

 

 

See accompanying notes to financial statements.

 

9


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF OPERATIONS (Unaudited)

For the Three Months Ended June 30, 2016 and June 30, 2015

and the Six Months Ended June 30, 2016 and June 30, 2015

 

     Three Months Ended June 30,     Six Months Ended June 30,  
             2016                     2015                 2016             2015      

Investment Income:

        

Interest

   $ 82,539      $ 35,852      $ 140,289      $ 61,811   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Investment Income

     82,539        35,852        140,289        61,811   
  

 

 

   

 

 

   

 

 

   

 

 

 

Expenses:

        

Management fees

     275,079        365,425        531,057        729,225   

Brokerage commissions

     29,137        34,409        56,998        67,977   

Conversion expenses

            98,779               98,779   

Custodian fees and expenses

     25,308        30,105        44,979        56,745   

Independent Committee fees and expenses

     10,619        11,846        19,737        23,301   

Professional fees

     101,134        106,720        213,103        229,737   

Shareholder reporting expenses

     22,879        25,451        51,778        60,002   

Other expenses

     (1,590     8,514        5,393        14,592   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total expenses

     462,566        681,249        923,045        1,280,358   
  

 

 

   

 

 

   

 

 

   

 

 

 

Net investment income (loss)

     (380,027     (645,397     (782,756     (1,218,547
  

 

 

   

 

 

   

 

 

   

 

 

 

Net realized gain (loss) from:

        

Short-term investments

                   101        1,145   

Futures contracts

     7,504,806        2,136,804        4,883,354        (13,428,936

Options written

     1,248,511        1,577,009        2,446,654        3,411,922   

Change in net unrealized appreciation (depreciation) of:

        

Short-term investments

     37,334        19,877        80,364        24,432   

Futures contracts

     704,385        2,092,904        2,577,097        10,269,374   

Options written

     (339,293     (763,399     (342,330     (941,687
  

 

 

   

 

 

   

 

 

   

 

 

 

Net realized gain (loss) and change in net unrealized appreciation (depreciation)

     9,155,743        5,063,195        9,645,240        (663,750
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

   $ 8,775,716      $ 4,417,798      $ 8,862,484      $ (1,882,297
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) per weighted-average share

   $ 0.97      $ 0.49      $ 0.98      $ (0.21

Weighted-average shares outstanding

     9,047,040        9,047,040        9,047,040        9,047,040   

 

See accompanying notes to financial statements.

 

10


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF CHANGES IN SHAREHOLDERS’ CAPITAL

For the Six Months Ended June 30, 2016 (Unaudited) and the Year Ended December 31, 2015

 

                                 
     Six Months Ended
June 30, 2016
    Year Ended
December 31, 2015
 

Shareholders’ capital—beginning of period

   $ 85,631,541      $ 123,198,004   

Repurchase of shares

     —          —     
  

 

 

   

 

 

 

Net increase (decrease) in shareholders’ capital resulting from operations:

    

Net investment income (loss)

     (782,756     (2,382,074

Net realized gain (loss) from:

    

Short-term investments

     101        79   

Futures contracts

     4,883,354        (40,931,647

Call options written

     2,446,654        5,739,221   

Change in net unrealized appreciation (depreciation) of:

    

Short-term investments

     80,364        (30,540

Futures contracts

     2,577,097        10,208,143   

Call options written

     (342,330     (462,171
  

 

 

   

 

 

 

Net income (loss)

     8,862,484        (27,858,989
  

 

 

   

 

 

 

Distributions to shareholders

     (3,148,344     (9,707,474
  

 

 

   

 

 

 

Shareholders’ capital—end of period

   $ 91,345,681      $ 85,631,541   
  

 

 

   

 

 

 

Shares—beginning of period

     9,047,040        9,047,040   

Repurchase of shares

     —          —     
  

 

 

   

 

 

 

Shares—end of period

     9,047,040        9,047,040   
  

 

 

   

 

 

 

 

See accompanying notes to financial statements.

 

11


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF CASH FLOWS (Unaudited)

For the Six Months Ended June 30, 2016 and June 30, 2015

 

     Six Months Ended June 30,  
         2016         2015  

Cash flows from operating activities:

    

Net income (loss)

   $ 8,862,484      $ (1,882,297

Adjustments to reconcile net income (loss) to net cash provided by
(used in) operating activities:

    

Purchases of U.S. government and agency obligations

     (73,080,491     (55,991,676

Proceeds from sales and maturities of U.S. government and agency obligations

     58,118,823        77,199,877   

Proceeds from (Purchases of) repurchase agreements, net

     (5,247,508     (6,340,623

Premiums received for options written

     2,812,600        3,450,692   

Cash paid for options written

     (319,014     (255,864

Amortization (Accretion) of short-term investments

     (126,447     (61,811

(Increase) Decrease in:

    

Deposits with brokers

     5,946,728        1,704,064   

Other assets

            (7,561

Increase (Decrease) in:

    

Payable for investments purchased

     10,494,723          

Accrued conversion fees

     5,176          

Accrued management fees

     1,684        (19,772

Accrued professional fees

     (85,101       

Accrued Independent Committee fees

     (757     (1,395

Accrued other expenses

     2,606        (124,953

Net realized (gain) loss from:

    

Short-term investments

     (101     (1,145

Options written

     (2,446,654     (3,411,922

Change in net unrealized (appreciation) depreciation of:

    

Short-term investments

     (80,364     (24,432

Futures contracts

     (2,577,097     (10,269,374

Options written

     342,330        941,687   
  

 

 

   

 

 

 

Net cash provided by (used in) operating activities

     2,623,620        4,903,495   
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Cash distributions paid to shareholders

     (2,623,620     (4,903,495
  

 

 

   

 

 

 

Net cash provided by (used in) financing activities

     (2,623,620     (4,903,495
  

 

 

   

 

 

 

Net increase (decrease) in cash

              

Cash—beginning of period

              
  

 

 

   

 

 

 

Cash—end of period

   $      $   
  

 

 

   

 

 

 

 

See accompanying notes to financial statements.

 

12


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Unaudited)

June 30, 2016

1. Organization

Fund Information

The Nuveen Diversified Commodity Fund (the “Fund”) was organized as a Delaware statutory trust on December 7, 2005, to operate as a commodity pool. Nuveen Commodities Asset Management, LLC, the Fund’s manager (“NCAM” or the “Manager”), is a Delaware limited liability company registered as a commodity pool operator with the Commodity Futures Trading Commission (the “CFTC”) and is a member of the National Futures Association (the “NFA”). The Fund commenced operations on September 27, 2010, with its initial public offering. The Fund operates pursuant to a Second Amended and Restated Trust Agreement dated as of March 30, 2012 (the “Trust Agreement”). The Fund’s shares represent units of fractional undivided beneficial interest in, and ownership of, the Fund. The Fund’s shares trade on the NYSE MKT under the ticker symbol “CFD.” The Fund is not a mutual fund, a closed-end fund, or any other type of “investment company” within the meaning of the Investment Company Act of 1940, as amended, and is not subject to regulation thereunder.

Proposed Conversion to Exchange-Traded Fund (“ETF”) Structure

On December 19, 2014, the Fund issued a press release announcing that the Manager had approved a plan to convert the Fund (the “Conversion”) into an open-ended ETF. On June 30, 2015, shareholders of the Fund approved amendments to the Fund’s Declaration of Trust that are necessary to complete the Conversion. To facilitate the Conversion, on July 9, 2015, the Fund filed a registration statement with the Securities and Exchange Commission (the “SEC”) to register common shares that may be issued from time to time after the Conversion. The Conversion requires regulatory clearance, including SEC approval of a new exchange rule pursuant to which the Fund’s shares will trade following the Conversion. On June 8, 2016, the Fund announced that the SEC had issued notice of the proposed new exchange rule, which was subsequently published in the Federal Register on June 13, 2016, and subject to a 45-day SEC review period. On July 28, 2016, the Fund announced that the SEC had extended the review period for the rule through September 9, 2016. If the SEC approves the proposed rule at the conclusion of this review period, the Fund intends to complete the Conversion as soon as practicable thereafter. There can be no assurance that SEC approval will be obtained, or if obtained, that the Conversion will be completed in the anticipated time frame. As of June 30, 2016, the Conversion remains subject to the receipt of regulatory approvals.

The Fund is not currently, and after the Conversion will not be, a mutual fund or any other type of investment company within the meaning of the 1940 Act. Until the Conversion occurs, the Fund will continue to operate as currently structured.

Investment Adviser

The Manager has selected its affiliate, Gresham Investment Management LLC (“Gresham LLC”), acting through its Near Term Active division (in that capacity, “Gresham” or the “Commodity Sub-adviser”), to manage the Fund’s commodity investment strategy and its options strategy. Gresham LLC is a Delaware limited liability company, the successor to Gresham Investment Management, Inc., formed in July 1992. Gresham LLC is registered with the CFTC as a commodity trading adviser and commodity pool operator, is a member of the NFA and is registered with the SEC as an investment adviser.

The Manager has selected its affiliate, Nuveen Asset Management, LLC (“Nuveen Asset Management” or the “Collateral Sub-adviser”), to manage the Fund’s collateral invested in cash equivalents, U.S. government securities and other short-term, high grade debt securities. Nuveen Asset Management is a Delaware limited liability company and is registered with the SEC as an investment adviser.

 

13


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

1. Organization (Continued)

 

The Manager, the Commodity Sub-adviser and the Collateral Sub-adviser are subsidiaries of Nuveen Investments, Inc. (“Nuveen Investments”). Nuveen Investments is a subsidiary of TIAA Global Asset Management.

Investment Objectives and Principal Investment Strategies

The Fund’s investment objective is to generate higher risk-adjusted total return than leading commodity market benchmarks. Risk-adjusted total return refers to the income and capital appreciation generated by a portfolio (the combination of which equals its total return) per unit of risk taken, with such risk measured by the volatility of the portfolio’s total returns over a specific period of time. In pursuing its investment objective, the Fund invests directly in a diversified portfolio of commodity futures, forward and options contracts to obtain broad exposure to all principal groups in the global commodity markets. The Fund’s investment strategy has three principal elements:

 

   

An actively managed portfolio of commodity futures and forward contracts utilizing Gresham’s proprietary Tangible Asset Program®, or TAP®, a long-only rules-based commodity investment strategy designed to maintain consistent, fully collateralized exposure to commodities as an asset class;

 

   

An integrated program of writing commodity call options designed to enhance the risk-adjusted total return of the Fund’s commodity investments (TAP® and this options strategy are collectively referred to as TAP PLUSSM); and

 

   

A collateral portfolio of cash equivalents, U.S. government securities and other short-term, high grade debt securities.

2. Summary of Significant Accounting Policies

The Fund follows accounting and reporting guidance under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 946 “Financial Services-Investment Companies.” The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”).

The accompanying unaudited financial statements were prepared in accordance with U.S. GAAP for interim financial information and with the instructions for Form 10-Q and the rules and regulations of the SEC. In the opinion of management, all material adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement of the interim period financial statements have been made. Interim period results are not necessarily indicative of results for a full-year period. These financial statements and the notes thereto should be read in conjunction with the Fund’s financial statements included in the Fund’s Annual Report on Form 10-K for the year ended December 31, 2015.

Basis of Accounting

The accompanying financial statements have been prepared in conformity with U.S. GAAP. The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

 

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Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

2. Summary of Significant Accounting Policies (Continued)

 

Futures Contracts

The Fund invests in commodity futures contracts. Upon execution of a futures contract, the Fund is obligated to deposit cash or eligible securities, also known as “initial margin,” into an account at its clearing broker. Generally investments in futures contracts also obligate the investor and the clearing broker to settle monies on a daily basis representing changes in the prior day’s “mark-to-market” of the open contracts. If the Fund has unrealized appreciation, the clearing broker would credit the Fund’s account with an amount equal to appreciation and conversely, if the Fund has unrealized depreciation, the clearing broker would debit the Fund’s account with an amount equal to depreciation. These daily cash settlements are also known as “variation margin.” In lieu of posting variation margin daily, the Fund has deposited cash with the clearing broker in an amount, generally representing approximately twice the required initial margin to cover the initial margin and the daily changes in the market value of its futures investments. Cash held by the clearing broker to cover both margin requirements on open futures contracts is recognized as “Deposits with brokers” on the Statements of Financial Condition.

During the period the futures contract is open, changes in the value of the contract are recognized as an unrealized gain or loss by “marking-to-market” on a daily basis to reflect the changes in market value of the contract, which are recognized as a component of “Unrealized appreciation or depreciation on futures contracts” on the Statements of Financial Condition and “Change in net unrealized appreciation (depreciation) of futures contracts” on the Statements of Operations. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract on the closing date and the value of the contract when originally entered into, which is recognized as a component of “Net realized gain (loss) from futures contracts” on the Statements of Operations.

The Fund expects to invest only in long futures contracts. Some short futures positions may arise in futures contracts traded on the London Metal Exchange (“LME”) solely as the result of closing existing long LME futures positions. For every short LME futures contract outstanding, the Fund had previously entered into a long futures contract. The LME Clearing House is the counterparty for both the long and short positions.

Risks of investments in commodity futures contracts include possible adverse movement in the price of the commodities underlying the contracts, the possibility that there may not be a liquid secondary market for the contracts and the possibility that a change in the value of the contract may not correlate with a change in the value of the underlying commodities.

The average number of futures contracts outstanding during the six months ended June 30, 2016 and the year ended December 31, 2015 was as follows:

 

     Six Months Ended
June 30, 2016
     Year Ended
December 31, 2015
 

Average number of futures contracts outstanding*

     2,150         2,432   
  

 

 

    

 

 

 

 

* The average number of contracts is calculated based on the number of contracts outstanding at the beginning of the year and at the end of each quarter within the respective period.

Refer to Note 3 – Derivative Instruments and Hedging Activities within these Notes to Financial Statements for further details on futures contracts activity.

Options Contracts

The Fund may write (sell) and purchase options on commodity futures and forward contracts to enhance the Fund’s risk-adjusted total return. When the Fund writes an option, an amount equal to the premium received is

 

15


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

2. Summary of Significant Accounting Policies (Continued)

 

recognized as a component of “Call options written, at value” on the Statements of Financial Condition and is subsequently adjusted to reflect the current value of the written option until the option expires or the Fund enters into a closing purchase transaction. The changes in value of the options written during the reporting period are recognized as a component of “Change in net unrealized appreciation (depreciation) of call options written” on the Statements of Operations. When an option is exercised or expires, or the Fund enters into a closing purchase transaction, the difference between the net premium received and any amount paid at expiration or on executing a closing purchase transaction is recognized as a component of “Net realized gain (loss) from call options written” on the Statements of Operations. The Fund, as writer of an option, has no control over whether the underlying instrument may be sold (called) and as a result bears the risk of an unfavorable change in the market value of the instrument underlying the written option. There is also the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the six months ended June 30, 2016 and the year ended December 31, 2015, the Fund wrote call options on futures contracts.

The Fund did not purchase options on futures or forward contracts during the six months ended June 30, 2016 and the year ended December 31, 2015. The purchase of options involves the risk of loss of all or part of the cash paid for the options (the premium). The market risk associated with purchasing options is limited to the premium paid. The counterparty credit risk of purchasing options, however, needs to take into account the current value of the option, as performance is expected from the counterparty.

Transactions in call options written during the six months ended June 30, 2016 and the year ended December 31, 2015, were as follows:

 

      Six Months Ended
June 30, 2016
    Year Ended
December 31,  2015
 
     Number of
Contracts
    Premiums
Received
    Number of
Contracts
    Premiums
Received
 

Outstanding, beginning of period

     1,098      $ 633,387        1,257      $ 952,693   

Options written

     4,525        2,812,600        11,246        6,566,423   

Options terminated in closing purchase transactions

     (2,334     (1,325,587     (6,402     (3,978,394

Options expired

     (1,214     (742,939     (4,217     (2,400,362

Options exercised

     (1,081     (697,142     (786     (506,973
  

 

 

   

 

 

   

 

 

   

 

 

 

Outstanding, end of the period

     994      $ 680,319        1,098      $ 633,387   
  

 

 

   

 

 

   

 

 

   

 

 

 

The average number of call options written outstanding during the six months ended June 30, 2016 and the year ended December 31, 2015 was as follows:

 

     Six Months Ended
June 30, 2016
     Year Ended
December 31, 2015
 

Average number of call options written outstanding*

     1,047         1,183   
  

 

 

    

 

 

 

 

* The average number of contracts is calculated based on the outstanding number of contracts at the beginning of the year and at the end of each quarter within the respective period.

Refer to Note 3 – Derivative Instruments and Hedging Activities within these Notes to Financial Statements for further details on options activity.

 

16


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

2. Summary of Significant Accounting Policies (Continued)

 

Forward Contracts

The Fund may enter into forward contracts but did not make any such investments since its commencement of operations on September 27, 2010. A forward contract is an agreement between two parties to purchase or sell a specified quantity of a commodity at or before a specified date in the future at a specified price. Forward contracts are typically traded in the over-the-counter (“OTC”) markets and all details of the contract are negotiated between the counterparties to the agreement. Accordingly, the forward contracts are valued by reference to the contracts traded in the OTC markets.

The contractual obligations of a buyer or seller may generally be satisfied by taking or making physical delivery of the underlying commodity, establishing an opposite position in the contract and recognizing the profit or loss on both positions simultaneously on the delivery date or, in some instances, paying a cash settlement before the designated date of delivery. The forward contracts are adjusted by the daily fluctuation of the underlying commodity or currency and any gains or losses are recognized on the Statements of Operations as unrealized appreciation or depreciation until the contract settlement date.

Forward contracts are, in general, not cleared or guaranteed by a third party. The Fund may collateralize forward commodity contracts with cash and/or certain securities as indicated on its Statements of Financial Condition or Schedule of Investments, when applicable, and such collateral is held for the benefit of the counterparty in a segregated account at the custodian to protect the counterparty against non-payment by the Fund. In the event of a default by the counterparty, the Fund will seek return of this collateral and may incur certain costs exercising its right with respect to the collateral.

The Fund remains subject to credit risk with respect to the amount it expects to receive from counterparties, as those amounts are not similarly collateralized by the counterparty. If a counterparty becomes bankrupt or otherwise fails to perform its obligations due to financial difficulties, the Fund may experience significant delays in obtaining any recovery in a bankruptcy or other reorganization proceeding. The Fund may obtain only limited recovery or may obtain no recovery in such circumstances.

Participants in trading foreign exchange forward contracts often do not require margin deposits, but rely upon internal credit limitations and their judgments regarding the creditworthiness of their counterparties.

The Fund will enter into forward contracts only with large, well-capitalized and well-established financial institutions. The creditworthiness of each of the firms which is a party to a forward contract is monitored by the Manager.

Netting Agreements

In the ordinary course of business, the Fund has entered into transactions subject to enforceable master repurchase agreements or other similar arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows the Fund to offset any exposure to a specific counterparty with any collateral received or delivered to that counterparty based on the terms of the agreements. The Fund manages its cash collateral and securities collateral on a counterparty basis. As of June 30, 2016 and December 31, 2015, the Fund was not invested in any portfolio securities or derivatives, other than the repurchase agreements further described below, that are subject to netting agreements.

Repurchase Agreements

In connection with transactions in repurchase agreements, it is the Fund’s policy that its custodian take possession of the underlying collateral securities, the fair value of which exceeds the principal amount of the

 

17


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

2. Summary of Significant Accounting Policies (Continued)

 

repurchase transaction, including accrued interest, at all times. If the counterparty defaults, and the fair value of the collateral declines, realization of the collateral may be delayed or limited.

The following tables present the repurchase agreements for the Fund, presented on the Statements of Financial Condition as of June 30, 2016 and December 31, 2015, and recognized as a component of “Short-term investments, at value,” that are subject to netting agreements as of the end of each reporting period, and the collateral delivered related to those repurchase agreements.

 

     June 30, 2016  
     Counterparty      Short-Term
Investments,
at Value
     Collateral Pledged
(From)
Counterparty*
    Net
Exposure
 

Repurchase Agreements

     State Street Bank       $ 6,335,757       $ (6,335,757 )   $   —   
     

 

 

    

 

 

   

 

 

 

 

     December 31, 2015  
     Counterparty      Short-Term
Investments,
at Value
     Collateral Pledged
(From)
Counterparty*
    Net
Exposure
 

Repurchase Agreements

     State Street Bank       $ 1,088,249       $ (1,088,249   $   —   
     

 

 

    

 

 

   

 

 

 

 

* As of June 30, 2016 and December 31, 2015, the value of the collateral pledged from the counterparty exceeded the value of the repurchase agreements. The value of the collateral pledged from the counterparty as of June 30, 2016 and December 31, 2015 was $6,467,249 and $1,111,113, respectively.

Collateral Investments

Currently, approximately 15% of the Fund’s net assets are committed to secure the Fund’s futures contract positions. These assets are placed in a commodity futures account maintained by the Fund’s clearing broker, and are held in high-quality instruments permitted under CFTC regulations.

The Fund’s remaining assets are held in a separate collateral investment account managed by the Collateral Sub-adviser. The Fund’s assets held in the separate collateral account are invested in cash equivalents, U.S. government securities and other high-quality short-term debt securities with final terms not exceeding one year at the time of investment. The collateral portfolio’s debt securities (other than U.S. government securities) are rated at the highest applicable rating as determined by at least one nationally recognized statistical rating organization, or if unrated, judged by the Collateral Sub-adviser to be of comparable quality.

Investment Valuation

Commodity futures contracts and options on commodity futures contracts which are traded on an exchange are valued at the final settlement price or official closing price as determined by the principal exchange on which the instruments are traded as supplied by independent pricing services. These investments are generally classified as Level 1 for fair value measurement purposes. OTC commodity futures and forward contracts and options on commodity futures and forward contracts which are not traded on an exchange are valued, in order of hierarchy, by independent pricing services, price quotations obtained from counterparty broker-dealers, or through fair valuation methodologies as determined by the Manager. These investments are generally classified as Level 2. Additionally, events may occur after the close of the market, but prior to the determination of the Fund’s net asset value, that may affect the values of the Fund’s investments. In such circumstances, the Manager determines a fair valuation for such investments that in its opinion is reflective of fair market value. These investments are generally classified as Level 2 or Level 3 depending on the observability of the significant inputs.

 

18


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

2. Summary of Significant Accounting Policies (Continued)

 

Prices of fixed-income securities, including, but not limited to, highly-rated agency discount notes and U.S. Treasury bills, are provided by a pricing service approved by the Fund’s Manager. These securities are generally classified as Level 2. The pricing service establishes a security’s fair value using methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. These securities are generally classified as Level 2 or Level 3 depending on the priority of the significant inputs.

Repurchase agreements are valued at contract amount plus accrued interest, which approximates market value. These securities are generally classified as Level 2.

Fair Value Measurements

Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The following is a summary of the three-tier hierarchy of valuation inputs.

Level 1—Inputs are unadjusted and prices are determined by quoted prices in active markets for identical securities.

Level 2—Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Prices are determined using significant unobservable inputs (including management’s assumptions in determining the fair value of investments).

The inputs or methodologies used for valuing securities are not an indication of the risks associated with investing in those securities. The following is a summary of the Fund’s fair value measurements as of June 30, 2016 and December 31, 2015:

 

    June 30, 2016  
    Level 1     Level 2     Level 3     Total  

Short-Term Investments:

       

U.S. Government and Agency Obligations

  $      $ 85,168,877      $   —      $ 85,168,877   

Repurchase Agreements

           6,335,757               6,335,757   

Investments in Derivatives:

       

Futures Contracts*

    1,947,607                      1,947,607   

Call Options Written**

    (625,578     (203,456            (829,034
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ 1,322,029      $ 91,301,178      $      $ 92,623,207   
 

 

 

   

 

 

   

 

 

   

 

 

 

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

2. Summary of Significant Accounting Policies (Continued)

 

    December 31, 2015  
    Level 1     Level 2     Level 3     Total  

Short-Term Investments:

       

U.S. Government and Agency Obligations

  $      $ 70,000,297      $   —      $ 70,000,297   

Repurchase Agreements

           1,088,249               1,088,249   

Investments in Derivatives:

       

Futures Contracts*

    (629,490                   (629,490

Call Options Written

    (350,916     (88,856            (439,772
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ (980,406   $ 70,999,690      $   —      $ 70,019,284   
 

 

 

   

 

 

   

 

 

   

 

 

 

 

* Represents the net unrealized appreciation (depreciation) on futures contracts as reported on the Statements of Financial Condition.
** Refer to the Schedule of Investments for a breakdown of call options written classified as Level 2, which is comprised of the Fund’s call options written on the LME.

The Manager is responsible for the Fund’s valuation process and has delegated daily oversight of the process to the Manager’s Valuation Committee. The Valuation Committee, pursuant to its valuation policies and procedures, is responsible for making fair value determinations, evaluating the effectiveness of the Fund’s pricing policies, and reporting to the Manager’s senior management. The Valuation Committee is aided in its efforts by the Manager’s Securities Valuation Team, which is responsible for administering the daily valuation process and applying fair value methodologies as approved by the Valuation Committee. When determining the reliability of independent pricing services for investments owned by the Fund, the Valuation Committee, among other things, conducts due diligence reviews of the pricing services and monitors the quality of security prices received through various testing reports conducted by the Securities Valuation Team.

For each portfolio instrument that has been fair valued pursuant to the Valuation Committee’s policies, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such testing and fair valuation occurrences are reported to the Manager’s senior management.

Investment Transactions

Investment transactions are recorded on a trade date basis. Realized gains and losses from investment transactions are determined on the specific identification method, which is the same for federal income tax purposes.

Investment Income

Interest income, which reflects the amortization of premiums and includes accretion of discounts for financial reporting purposes, is recorded on an accrual basis.

Brokerage Commissions and Fees

The Fund pays brokerage commissions, including applicable clearing costs, exchange fees, NFA fees, give-up fees, pit brokerage fees and other transaction-related fees and expenses, incurred in connection with its commodity trading activities.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

2. Summary of Significant Accounting Policies (Continued)

 

Income Taxes

No provision for federal, state, and local income taxes has been made in the accompanying financial statements because the Fund has elected to be classified as a partnership for U.S. federal income tax purposes. Each owner of the Fund’s shares will be required to take into account its allocable share of the Fund’s income, gains, losses, deductions and other items for the Fund’s taxable year.

For all open tax years and all major taxing jurisdictions, the Manager of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim tax period since then). Furthermore, the Manager of the Fund is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Expense Recognition

All expenses of the Fund are recognized on an accrual basis. The Fund pays all costs and expenses of its operations, including brokerage expenses, custody fees, transfer agent expenses, professional fees, expenses of preparing, printing and distributing reports, notices, information statements, proxy statements, reports to governmental agencies, and taxes, if any. Occasionally, the Fund may receive a refund or reduction for certain expenses previously incurred. When such events occur, the Fund may suspend or reverse an expense accrual, which in turn may result in a credit balance to that expense account recognized on the Statements of Operations.

In connection with the Conversion described previously, the Fund has incurred certain costs and expenses. Such amounts are recognized as a component of “Accrued conversion expenses” on the Statements of Financial Condition and “Conversion expenses” on the Statements of Operations, when applicable.

Calculation of Net Asset Value

The net asset value per share of the Fund on any given day is computed by dividing the value of all assets of the Fund (including any accrued interest), less all liabilities (including accrued expenses and distributions declared but unpaid), by the total number of shares outstanding.

Distributions

The Fund intends to make regular monthly distributions to its shareholders stated in terms of a fixed cents per share distribution rate. Among other factors, the Manager seeks to establish a distribution rate that roughly corresponds to its projections of the total return that could reasonably be expected to be generated by the Fund over an extended period of time. In the event that the amount of income earned or capital gains realized by the Fund is not sufficient to cover the Fund’s distributions, the Fund may be required to liquidate investments to fund distributions at times or on terms that are disadvantageous to the Fund and its shareholders. As market conditions and portfolio performance may change, the rate of distribution on the shares and the Fund’s distribution policy could change. The Manager reserves the right to change the Fund’s distribution policy and the basis for establishing the rate of the Fund’s monthly distributions, or may temporarily suspend or reduce distributions without a change in policy, at any time and may do so without prior notice to shareholders.

Distributions to shareholders are recorded on the ex-dividend date.

Commitments and Contingencies

Under the Fund’s organizational documents, the Manager, Wilmington Trust Company (the Fund’s Delaware trustee) and the Manager’s Independent Committee members are indemnified against certain liabilities arising out of

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

2. Summary of Significant Accounting Policies (Continued)

 

the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts that provide general indemnifications to other parties. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts and believes the risk of loss to be remote.

Financial Instrument Risk

The Fund utilizes commodity futures and options, whose values are based upon an underlying asset and generally represent future commitments that have a reasonable possibility of being settled in cash or through physical delivery. As of June 30, 2016 and December 31, 2015, the financial instruments held by the Fund were traded on an exchange and are standardized contracts.

Market risk is the potential for changes in the value of the financial instruments traded by the Fund due to market changes, including fluctuations in commodity prices. Investing in commodity futures and forward contracts involves the Fund entering into contractual commitments to purchase or sell a particular commodity at a specified date and price. The market risk associated with the Fund’s commitments to purchase commodities will be limited to the gross or face amount of the contracts held. The Fund’s exposure to market risk may be influenced by a number of factors, including changes in international balances of payments and trade, currency devaluations and revaluations, changes in interest and foreign currency exchange rates, price volatility of commodity futures and forwards contracts and market liquidity, weather, geopolitical events and other factors. These factors also affect the Fund’s investments in options on commodity futures and forward contracts. The inherent uncertainty of the Fund’s investments as well as the development of drastic market occurrences could ultimately lead to a loss of all, or substantially all, of investors’ capital.

Credit risk is the possibility that a loss may occur due to failure of a counterparty performing according to the terms of the forwards, futures and option contracts. The Fund may be exposed to credit risk from its investments in commodity futures and forward contracts and options on commodity futures and forward contracts resulting from the clearing house associated with a particular exchange failing to meet its obligations to the Fund. In general, clearing houses are backed by their corporate members who may be required to share in the financial burden resulting from the nonperformance of one of their members, which should significantly reduce this credit risk. In cases where the clearing house is not backed by the clearing members (i.e., as in some foreign exchanges), it may be backed by a consortium of banks or other financial institutions. There can be no assurance that any counterparty, clearing member or clearing house will meet its obligations to the Fund.

The commodity markets have volatility risk. The commodity markets have experienced periods of extreme volatility. General market uncertainty and consequent repricing risk have led to market imbalances of sellers and buyers, which in turn have resulted in significant reductions in values of a variety of commodities. Similar future market conditions may result in rapid and substantial valuation increases or decreases in the Fund’s holdings. In addition, volatility in the commodity and securities markets may directly and adversely affect the setting of distribution rates on the Fund’s shares.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

3. Derivative Instruments and Hedging Activities

The Fund records derivative instruments at fair value, with changes in fair value recognized on the Statements of Operations.

The following tables present the fair value of all derivative instruments held by the Fund as of June 30, 2016 and December 31, 2015, the location of these instruments on the Statements of Financial Condition and the primary underlying risk exposure.

 

       

June 30, 2016

Location on the Statements of Financial Condition

 
Underlying
Risk Exposure
  Derivative
Instrument
 

Asset Derivatives

   

Liability Derivatives

 
    Location   Value     Location   Value  

 

 

Commodity

  Futures Contracts   Unrealized appreciation on futures contracts   $ 3,158,258      Unrealized depreciation on futures contracts   $ 1,210,651   

Commodity

  Options            Call options written, at value     829,034   

Total

          $ 3,158,258          $ 2,039,685   

 

       

December 31, 2015

Location on the Statements of Financial Condition

 
Underlying
Risk Exposure
  Derivative
Instrument
 

Asset Derivatives

   

Liability Derivatives

 
    Location   Value     Location   Value  

 

 

Commodity

  Futures Contracts  

Unrealized appreciation on futures contracts

  $
1,629,675
  
 

Unrealized depreciation on futures contracts

  $ 2,259,165   

Commodity

  Options            Call options written, at value     439,772   

Total

          $ 1,629,675          $ 2,698,937   

The following table presents the amount of net realized gain (loss) and change in net unrealized appreciation (depreciation) recognized on derivative instruments during the six months ended June 30, 2016 and June 30, 2015, the location of these instruments on the Statements of Operations and the primary underlying risk exposure.

 

Commodity Risk Exposure  

Six Months Ended

June 30, 2016

   

Six Months Ended

June 30, 2015

 

Net realized gain (loss) from:

   

Futures contracts

  $ 4,883,354      $ (13,428,936

Call options written

    2,446,654        3,411,922   

Change in net unrealized appreciation (depreciation) of:

   

Futures contracts

  $ 2,577,097      $ 10,269,374   

Call options written

    (342,330     (941,687

4. Related Parties

The Manager, the Commodity Sub-adviser and the Collateral Sub-adviser are considered to be related parties to the Fund.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

4. Related Parties (continued)

 

For the services and facilities provided by the Manager, the Fund pays the Manager an annual management fee, payable monthly, based on the Fund’s average daily net assets, according to the following schedule:

 

Average Daily Net Assets

   Management Fee  

For the first $500 million

     1.250

For the next $500 million

     1.225   

For the next $500 million

     1.200   

For the next $500 million

     1.175   

For net assets over $2 billion

     1.150   

“Average daily net assets” represents the total assets of the Fund, minus the sum of its total liabilities.

The Manager and the Fund have entered into sub-advisory agreements with the Commodity Sub-adviser and the Collateral Sub-adviser. Both the Commodity Sub-adviser and the Collateral Sub-adviser are compensated for their services to the Fund from the management fees paid to the Manager, and the Fund does not reimburse the Manager for those fees.

5. Share Repurchase Program

On December 21, 2011, the Fund adopted an open-market share repurchase program, pursuant to which it was authorized to repurchase up to 10% of its outstanding common shares (approximately 920,000 shares) in open-market transactions at the Manager’s discretion.

On March 6, 2014, the Fund reauthorized its share repurchase program, pursuant to which it may repurchase up to 10% of its outstanding common shares as of the reauthorization date (approximately 920,000 shares) in open-market transactions at the Manager’s discretion.

The Fund did not have any transactions in share repurchases during the six months ended June 30, 2016 and the year ended December 31, 2015.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

June 30, 2016

 

6. Financial Highlights

The following financial highlights relate to investment performance and operations for a Fund share outstanding during the three and six months ended June 30, 2016 and the three and six months ended June 30, 2015. The Net Asset Value presentation is calculated using average daily shares outstanding. The Ratios to Average Net Assets are calculated using average daily net assets and have been annualized for periods less than a full year. The Total Returns at Net Asset Value and Market Value are based on the change in net asset value and market value, respectively, for a share during the period. An investor’s return and ratios will vary based on the timing of purchasing and selling Fund shares.

 

    Three Months
Ended June 30,
    Six Months
Ended June 30,
 
    2016     2015     2016     2015  

Net Asset Value:

       

Net asset value per share—beginning of period

  $ 9.30      $ 12.59      $ 9.47      $ 13.62   

Net investment income (loss)

    (0.04     (0.07     (0.09     (0.13

Net realized and unrealized gain (loss)

    1.01        0.55        1.07        (0.08

Distributions

    (0.17     (0.31     (0.35     (0.65
 

 

 

   

 

 

   

 

 

   

 

 

 

Net asset value per share—end of period

  $ 10.10      $ 12.76      $ 10.10      $ 12.76   
 

 

 

   

 

 

   

 

 

   

 

 

 

Market Value:

       

Market value per share—beginning of period

  $ 8.91      $ 11.90      $ 9.02      $ 12.83   
 

 

 

   

 

 

   

 

 

   

 

 

 

Market value per share—end of period

  $ 9.82      $ 11.91      $ 9.82      $ 11.91   
 

 

 

   

 

 

   

 

 

   

 

 

 

Ratios to Average Net Assets:(a)

       

Net investment income (loss)

    (1.73 )%      (2.21 )%      (1.84 )%      (2.09 )% 
 

 

 

   

 

 

   

 

 

   

 

 

 

Expenses

    2.10     2.33     2.17     2.19
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Returns:(b)

       

Based on Net Asset Value

    10.51     3.79     10.62     (1.54 )% 
 

 

 

   

 

 

   

 

 

   

 

 

 

Based on Market Value

    12.24     2.66     13.12     (2.12 )% 
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(a) Annualized.
(b) Total Return Based on Net Asset Value is the combination of changes in net asset value per share and the assumed reinvestment of distributions, if any, at net asset value per share on the distribution payment date. The last distribution declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the net asset value per share at the end of the period. Total returns are not annualized.

Total Return Based on Market Value is the combination of changes in the market price per share and the assumed reinvestment of distributions, if any, at the ending market price per share on the distribution payment date. The last distribution declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price per share at the end of the period. Total returns are not annualized.

 

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Table of Contents

Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

This information should be read in conjunction with the financial statements and notes to financial statements included in Item 1 of Part I of this Quarterly Report (the “Report”). The discussion and analysis includes forward-looking statements that generally relate to future events or future performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or the negative of these terms or other comparable terminology. These forward-looking statements are based on information currently available to Nuveen Commodities Asset Management, LLC (“NCAM” or the “Manager”), Gresham Investment Management LLC and its Near Term Active division (such division referred to herein as “Gresham” or the “Commodity Sub-adviser”) and Nuveen Asset Management, LLC (“Nuveen Asset Management” or the “Collateral Sub-adviser”) and are subject to a number of risks, uncertainties and other factors, both known and unknown, that could cause the actual results, performance, prospects or opportunities of the Nuveen Diversified Commodity Fund (the “Fund”) to differ materially from those expressed in, or implied by, these forward-looking statements.

You should not place undue reliance on any forward-looking statements. Except as expressly required by the federal securities laws or otherwise, the Fund and the Manager undertake no obligation to publicly update or revise any forward-looking statements or the risks, uncertainties or other factors described in this Report, as a result of new information, future events or changed circumstances or for any other reason after the date of this Report.

Introduction

The Fund is a commodity pool which was organized as a Delaware statutory trust on December 7, 2005 and commenced operations on September 27, 2010, with its public offering. The Fund’s shares trade on the NYSE MKT under the ticker symbol “CFD”. The Fund’s investment objective is to generate higher risk-adjusted total return than leading commodity market benchmarks. In pursuing its investment objective, the Fund invests directly in a diversified portfolio of commodity futures and forward contracts to obtain broad exposure to all principal groups in the global commodity markets. The Fund is unleveraged, and the Fund’s commodity contract positions are fully collateralized with cash equivalents, U.S. government securities and other short-term, high-grade debt securities. The Fund writes commodity call options seeking to enhance the Fund’s risk-adjusted total return. The Manager focuses on the Bloomberg Commodity Index (“BCOM”) when evaluating the performance of the commodity futures, forwards, and options positions (the “commodity portfolio”) in the Fund’s portfolio.

Proposed Conversion to ETF Structure

On December 19, 2014, the Fund issued a press release announcing that the Manager had approved a plan to convert the Fund (the “Conversion”) into an open-ended ETF. On June 30, 2015, shareholders of the Fund approved amendments to the Fund’s Declaration of Trust that are necessary to complete the Conversion. To facilitate the Conversion, on July 9, 2015, the Fund filed a registration statement with the Securities and Exchange Commission (the “SEC”) to register common shares that may be issued from time to time after the Conversion. The Conversion requires regulatory clearance, including SEC approval of a new exchange rule pursuant to which the Fund’s shares will trade following the Conversion. On June 8, 2016, the Fund announced that the SEC had issued notice of the proposed new exchange rule, which was subsequently published in the Federal Register on June 13, 2016, and subject to a 45-day SEC review period. On July 28, 2016, the Fund announced that the SEC had extended the review period for the rule through September 9, 2016. If the SEC approves the proposed rule at the conclusion of this review period, the Fund intends to complete the Conversion as soon as practicable thereafter. There can be no assurance that SEC approval will be obtained, or if obtained, that the Conversion will be completed in the anticipated time frame. As of June 30, 2016, the Conversion remains subject to the receipt of regulatory approvals.

In connection with the Conversion, the Manager intends to implement a number of additional changes to the Fund that the Manager believes will better align a number of the Fund’s features with its newly-adopted ETF structure, including a reduction of the management fee, and changes to the Fund’s investment strategy, name and

 

26


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distribution policy. None of these expected changes have been finalized, and they remain subject to further revision by the Manager. In addition, following the Conversion, the Manager will continue to have the ability, without shareholder approval, to make subsequent changes to the operation of the Fund.

The Fund is not currently, and after the Conversion will not be, a mutual fund or any other type of investment company within the meaning of the 1940 Act. Until the Conversion occurs, the Fund will continue to operate as currently structured.

Results of Operations

The Quarter Ended June 30, 2016 – Fund Share Price

The Fund’s shares traded on the NYSE MKT at a price of $9.82 on the close of business on June 30, 2016. This represents an increase of 10.21% in share price (not including an assumed reinvestment of distributions) from the $8.91 price at which the shares of the Fund traded on the close of business on March 31, 2016. The high and low intra-day share prices for the quarter were $9.93 (June 10, 2016) and $8.52 (April 5, 2016), respectively. During the quarter, the Fund declared distributions totaling $0.174 per share to shareholders, of which $0.058 was paid on July 1, 2016. The remainder was paid during the quarter. The Fund’s cumulative total return on market value for the quarter, which assumes reinvestment of such distributions, was 12.24%. At June 30, 2016, shares of the Fund traded at a 2.77% discount to the Fund’s net asset value of $10.10 per share.

The Quarter Ended June 30, 2015 – Fund Share Price

The Fund’s shares traded on the NYSE MKT at a price of $11.91 on the close of business on June 30, 2015. This represents an increase of 0.08% in share price (not including an assumed reinvestment of distributions) from the $11.90 price at which the shares of the Fund traded on the close of business on March 31, 2015. The high and low intra-day share prices for the quarter were $12.79 (May 14, 18 and 20, 2015) and $11.64 (June 29, 2015), respectively. During the quarter, the Fund declared distributions totaling $0.309 per share to shareholders, of which $0.103 was paid on July 1, 2015. The remainder was paid during the quarter. The Fund’s cumulative total return on market value for the quarter, which assumes reinvestment of such distributions, was 2.66%. At June 30, 2015, shares of the Fund traded at a 6.66% discount to the Fund’s net asset value of $12.76 per share.

The Quarter Ended June 30, 2016 – Net Assets of the Fund

The Fund’s net assets increased from $84.1 million at March 31, 2016, to $91.3 million at June 30, 2016, an increase of $7.2 million. The increase in the Fund’s net assets was due to net income of $8.8 million offset by $1.6 million of distributions to shareholders.

The Fund generated net income of $8.8 million for the quarter ended June 30, 2016, resulting from interest income of $0.1 million, net realized gains of $8.8 million and change in net unrealized appreciation of $0.4 million, offset by expenses of $0.5 million.

During the quarter ended June 30, 2016, the Fund’s collateral investments generated interest income of $82,539, which represents 0.09% of average net assets for the quarter ended June 30, 2016.

The net asset value per share on June 30, 2016, was $10.10. This represents an increase of 8.60% in net asset value (not including an assumed reinvestment of distributions) from the $9.30 net asset value as of March 31, 2016. During the quarter, the Fund declared distributions totaling $0.174 per share to shareholders, of which $0.058 was paid on July 1, 2016. When an assumed reinvestment of these distributions is taken into account, the cumulative total return for the Fund on net asset value was 10.51% for the quarter ended June 30, 2016.

 

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Table of Contents

The Quarter Ended June 30, 2015 – Net Assets of the Fund

The Fund’s net assets increased from $113.9 million at March 31, 2015, to $115.5 million at June 30, 2015, an increase of $1.6 million. The increase in the Fund’s net assets was due to net income of $4.4 million, in addition to $2.8 million of distributions to shareholders.

The Fund generated net income of $4.4 million for the quarter ended June 30, 2015, resulting from net realized gains of $3.7 million and change in net unrealized appreciation of approximately $1.4 million, offset by total expenses of $0.7 million.

During the quarter ended June 30, 2015, the Fund’s collateral investments generated interest income of $35,852, which represents 0.03% of average net assets for the quarter ended June 30, 2015.

The net asset value per share on June 30, 2015, was $12.76. This represents an increase of 1.35% in net asset value (not including an assumed reinvestment of distributions) from the $12.59 net asset value as of March 31, 2015. During the quarter, the Fund declared distributions totaling $0.309 per share to shareholders, of which $0.103 was paid on July 1, 2015. When an assumed reinvestment of these distributions is taken into account, the cumulative total return for the Fund on net asset value was 3.79% for the quarter ended June 30, 2015.

The Quarter Ended June 30, 2016 – Overall Commodity Market Commentary

The broad commodity market performed strongly in the second quarter of 2016, as measured by the Bloomberg Commodity Index (BCOM), supported by a favorable macro backdrop, improving fundamentals and bullish weather events. Currency fluctuations were a distinct theme in the second quarter. For most of the quarter, the U.S. Federal Reserve (the “Fed”) was expected to raise its target interest rate in June, providing support to the U.S. dollar. However, a disappointing jobs report in May and unease about the British vote to leave the European Union (commonly referred to as Brexit) took the potential June increase off the table, and the dollar retreated. All of the commodities traded in the Fund and BCOM are denominated in U.S. dollars, but the dollar weakening helped precious metals commodities to rally. The most dramatic currency swing was the British pound, which fell to a 31-year low versus the U.S. dollar after the British public voted on June 23 to leave the European Union. The yen, euro, Chinese yuan and other emerging market currencies were also volatile over the quarter.

The Fed left its benchmark interest rate unchanged at its June meeting. Although the June jobs report (released after the close of the quarter) significantly exceeded expectations and alleviated concerns that May was the start of a deceleration trend, the Brexit vote introduced a host of economic and political uncertainties. Central bank assurances helped soothe global markets, with many assets recovering most, if not all, of their post-Brexit trading losses by the end of the quarter. Looking at longer-term rates, Treasury yields fell to new lows in the Brexit aftershock, as risk aversion sent investors rushing into safe-haven assets such as government bonds and precious metals. Furthermore, with Japan adopting negative interest rates in early 2016 and low to negative rates across Europe, commodities and other non-yielding assets have benefited from investors seeking preservation of value.

Although the El Niño weather pattern officially ended in May, several grain and soft commodities saw price increases during the quarter driven by expectations for smaller harvests due to lower rainfalls in Southeast Asia and India, dry weather in Brazil and flooding in Argentina. Commodity producers and investors also continued to monitor conditions for a potential La Niña phenomenon, which could begin in the coming months and potentially disrupt growing seasons and transport.

The energy and industrial metals complexes also saw tightening supply conditions. Evidence that production cuts have started to balance some of the more-oversupplied markets triggered rallies across crude oil, natural gas and zinc. The energy sector was further boosted by a number of supply disruptions around the world, including forest fires in Canada, pipeline attacks in Nigeria, and worker strikes in France and Kuwait. However, the supply tightening trend could slow if the recent price rally encourages producers to reintroduce capacity.

 

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Led by double digit appreciation in the energy, foods and fibers (as grouped by Gresham), precious metals and agriculture groups, the BCOM rose 12.8% in the second quarter. Industrial metals was also a contributor to the BCOM’s returns, posting single digit gains. Livestock was the weakest performing group in the BCOM and the only sector with a negative return. While lean hogs prices increased on the prospect of increased Chinese demand, the gains were offset by falling live cattle prices, which suffered due to forecasts for robust production and diminishing demand.

The Quarter Ended June 30, 2015 – Overall Commodity Market Commentary

After three consecutive quarterly losses, the broad commodity market swung to a gain in the second quarter of 2015, as measured by the BCOM. Double-digit increases in the BCOM’s largest sectors (energy and agriculture) were the main contributors to the index’s positive performance, while the industrial metals and precious metals groups were the main detractors.

The largest group by weight, energy commodities represented 35.7% of the BCOM at the end of the period. All energy commodities had positive returns for the quarter, contributing to the group’s 10.9% advance. Unleaded gas was the strongest performer in the group, rallying on refinery outages, seasonal demand for driving and news that the Environmental Protection Agency was proposing to ease ethanol blend regulations. Crude oil was another top performer, as both Brent and West Texas Intermediate (WTI) prices rallied off their March lows on declining U.S. rig counts and lower U.S. production estimates from the Energy Information Administration.

Agricultural commodities, as grouped by Gresham, made up 22.9% of the BCOM at the end of the period. The group was up 10.4% for the quarter, with positive performance from all agriculture commodities. Heavy rainfall across key growing regions in the U.S. propelled grain prices, causing floods and potentially reduced plantings. Additionally, a June 30th U.S. Department of Agriculture (USDA) crop report revealed potentially tighter-than-expected supplies of corn and soybeans. Dry conditions across a number of wheat-exporting countries, including Canada, Russia, Ukraine, France and Australia, further supported price appreciation for wheat, as did Russia’s implementation of an export tax to stem high bread prices and inflation.

The precious metals group, which is made up of gold and silver commodities, represented 15.1% of the BCOM at the end of the period. Precious metals were among the weaker-performing sectors in the BCOM for the quarter, down 2.6%. U.S. dollar movements, reduced demand, and anticipation of rising U.S. interest rates weighed on the sector. Platinum and palladium, which are held by the Fund but not the BCOM, also posted losses for the quarter.

The commodities in the industrial metals group comprised 15.0% of the BCOM at the end of the period. All of the industrial metals commodities (aluminum, copper, nickel, and zinc) finished the quarter lower, as worries about China’s slowing economy continued to dampen prices. The group as a whole fell 5.3% for the quarter.

Foods and fibers commodities, as grouped by Gresham, made up a combined 6.6% of the BCOM at the end of the period. The sector rose 1.6% for the quarter, as gains in cotton and sugar offset a decline in Arabica coffee. The three contracts included in the Fund but not in the BCOM, white sugar, Robusta coffee and cocoa, were also up for the quarter. Cocoa delivered a double-digit gain, buoyed by a number of supply-related concerns, including concerns that Ghana may not have enough crops to fulfill its 2014-2015 contracts and the potential for an El Niño weather pattern to disrupt cocoa crops in Ecuador, Indonesia and West Africa. Cotton prices rallied late in the quarter, as heavy rains delayed plantings in several U.S. states, including Texas, a top producer of high-quality fiber.

The livestock group, at 4.7% of the BCOM at the end of the period, is the smallest group. Both live cattle and lean hogs contracts declined slightly over the quarter, resulting in a 1.5% drop for the livestock group in aggregate. Additionally, the Fund also invests in feeder cattle contracts, which also posted a small loss. Cattle prices were choppy during the quarter amid cattle herd rebuilding after last year, and rain and flooding across the U.S. Midwest creating logistical problems for cattle producers. Higher supply levels and a slowdown in export demand kept lean hogs prices relatively flat for the quarter. Concerns about the avian flu epidemic pressured

 

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cattle and lean hogs prices during the quarter. U.S. poultry export restrictions enacted because of the avian flu led to an increase in domestic chicken and turkey supplies, creating price competition for beef and pork heading into the summer months, when demand is usually higher.

The Quarter Ended June 30, 2016 – Fund Commodity Portfolio Commentary

The Fund’s commodity portfolio was up 10.8% for the three-month period, before considering the expenses of the Fund or the performance of its collateral portfolio. The overall commodities market, as measured by the BCOM, was up 12.8%. The Fund’s total return on net asset value for the same period, which includes the effect of the Fund’s expenses and the performance of the collateral portfolio and assumes reinvestment of the Fund’s distributions, was 10.51%.

The Fund writes – that is, sells – covered call options on its portfolio’s commodity futures, seeking to limit return volatility, and to provide cash flow to support the Fund’s distributions. Gresham sells exchange-traded commodity call options on up to 50% of the value of each of the Fund’s commodity futures contracts, when those options are deemed to have sufficient trading volume and liquidity. The Fund receives cash premiums in return. The Fund wrote call options for soybeans, soybean meal, WTI crude, Brent crude, natural gas, silver and sugar that went in the money and were exercised during the quarter.

During the quarter the Fund sold options on approximately 50% of the value of each commodity position. The Fund’s option-writing activity detracted from the performance for the period, but premiums collected on call options helped reduce the Fund’s volatility versus the BCOM, as measured by the standard deviation of return.

At the commodity group level, agriculture was the only commodity group in which the Fund outperformed the BCOM. The Fund’s foods and fibers group, as grouped by Gresham, lagged the BCOM’s position due to the Fund’s smaller gains in sugar and cotton, and an overall underweight allocation to the group. In precious metals, the Fund’s return fell short of the BCOM’s return due to underweight position in silver and gold. Natural gas was a large detractor from the Fund’s relative performance in the energy group, as the Fund held a smaller exposure during a period of strongly rising prices. The Fund’s WTI crude oil and heating oil exposures also modestly underperformed the BCOM’s positions. In the industrial metals group, the Fund’s gain lagged that of the BCOM. The Fund’s livestock position underperformed the BCOM’s exposure due to an overweight position in live cattle and exposure to feeder cattle, a commodity not represented in the BCOM.

The Quarter Ended June 30, 2015 – Fund Commodity Portfolio Commentary

The Fund’s commodity portfolio rose 4.5% for the quarter, before considering the expenses of the Fund or the performance of the collateral portfolio. The overall commodities market, as measured by the BCOM, was up 4.7%. The Fund’s total return on net asset value for the same period, which includes the effect of the Fund’s expenses and the performance of the collateral portfolio and assumes reinvestment of the Fund’s distributions, was 3.79%.

The Fund writes – that is, sells – covered call options on its portfolio’s commodity futures, seeking to limit return volatility, and to provide cash flow to support the Fund’s distributions. Gresham sells exchange-traded commodity call options on up to 50% of the value of each of the Fund’s commodity futures contracts, when those options are deemed to have sufficient trading volume and liquidity. The Fund receives cash premiums in return.

During the quarter, the Fund sold options on approximately 50% of the value of each commodity position. Overall, the Fund’s option-writing activity detracted from performance for the period but helped reduce the Fund’s volatility versus the BCOM, as measured by the standard deviation of return. Call options written on the Fund’s agriculture and precious metals positions expired out of the money, enabling the Fund to retain all of those premiums.

 

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At the commodity group level, the energy, precious metals, and foods and fibers positions contributed positively to relative performance, while agriculture, industrial metals and livestock detracted, as highlighted below.

The Fund’s energy position gained 12.7% and outperformed the BCOM’s 10.9% return in the group. The outperformance was primarily due to the Fund’s higher weighting in crude oil. Additionally, the Fund collected higher premiums from writing energy call options in a higher volatility environment, which helped offset options on crude oil, unleaded gas and heating oil that were exercised against the Fund during the quarter.

In the precious metals group, the Fund’s positions fell 2.4%, which was slightly better than the 2.6% decline in the BCOM. The positive relative performance was driven both by the Fund’s underweight to the group, which limited its exposure to the sector’s losses during the quarter, and the options strategy which contributed to the Fund’s performance. All of the Fund’s precious metals options expired out of the money, enabling the Fund to keep the full premiums.

The Fund’s foods and fibers position gained 4.4% and outpaced the BCOM’s 1.6% return. Relative outperformance in the foods and fibers group came from the Fund’s exposure to cocoa, which rallied during the quarter (cocoa is not included in the BCOM), as well as the Fund’s lower weighting in Arabica coffee, which posted a loss for the quarter. Detracting slightly from performance were cocoa and cotton options written by the Fund, which were exercised against the Fund during the quarter.

Although the Fund’s agriculture position rose 7.8%, it lagged the BCOM’s 10.4% return. The agriculture group was the largest detractor from relative performance for the quarter, mainly because the Fund was underweight in the group during a period of rising prices. However, the Fund benefited from collecting the full premiums on all of its agriculture options, which expired out of the money as options were written further out of the money throughout the quarter.

In the industrial metals group, the Fund declined 6.3% versus the BCOM’s 5.3% drop. The Fund’s overweight drove relative underperformance, as did its exposure to the negative performance of London Metal Exchange (LME) copper, which is not included in the BCOM. Furthermore, performance was hurt by LME copper, aluminum, zinc, lead and nickel options that were exercised against the Fund in May.

Although the Fund’s 0.9% decline in the livestock group was better than the BCOM’s 1.5% loss, the livestock group detracted modestly from relative performance. An overweight in the sector, and particularly in live cattle, hampered performance. The Fund’s exposure to losses in feeder cattle, which are not in the BCOM, was unfavorable as well.

The Six Months Ended June 30, 2016 – Fund Share Price

The Fund’s shares traded on the NYSE MKT at a price of $9.82 on the close of business on June 30, 2016, an increase of 8.87% in share price (not including an assumed reinvestment of distributions) from the $9.02 price at which the shares of the Fund traded on the close of business on December 31, 2015. The high and low intra-day share prices for the six month period were $9.93 (June 10, 2016) and $7.88 (January 20, 2016), respectively. During the six month period, the Fund declared distributions totaling $0.348 per share to shareholders, of which $0.058 was paid on July 1, 2016. The remainder was paid during the period. The Fund’s cumulative total return on market value for the six month period, which assumes reinvestment of such distributions, was 13.12%. At June 30, 2016, shares of the Fund traded at a 2.77% discount to the Fund’s net asset value of $10.10 per share.

The Six Months Ended June 30, 2015 – Fund Share Price

The Fund’s shares traded on the NYSE MKT at a price of $11.91 on the close of business on June 30, 2015. This represents a decrease of 7.17% in share price (not including an assumed reinvestment of distributions) from the $12.83 price at which the shares of the Fund traded on the close of business on December 31, 2014. The high and low intra-day share prices for the six month period were $13.00 (January 15, 2015) and $11.52 (March 18, 2015), respectively. During the six month period, the Fund declared distributions totaling $0.645 per share to shareholders,

 

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of which $0.103 was paid on July 1, 2015. The remainder was paid during the period. The Fund’s cumulative total return on market value for the six month period, which assumes reinvestment of such distributions, was -2.12%. At June 30, 2015, shares of the Fund traded at a 6.66% discount to the Fund’s net asset value of $12.76.

The Six Months Ended June 30, 2016 – Net Assets of the Fund

The Fund’s net assets increased from $85.6 million at December 31, 2015, to $91.3 million at June 30, 2016, an increase of $5.7 million. The increase in the Fund’s net assets was due to net income of $8.9 million offset by approximately $3.2 million of distributions to shareholders.

The Fund generated net income of $8.9 million for the six month period ended June 30, 2016, resulting from interest income of $0.1 million, net realized gains of approximately $7.4 million and change in net unrealized appreciation of $2.3 million, offset by expenses of $0.9 million.

During the six month period ended June 30, 2016, the Fund’s collateral investments generated interest income of $140,289, which represents 0.16% of average net assets for the six month period ended June 30, 2016.

The net asset value per share on June 30, 2016, was $10.10. This represents an increase of 6.65% in net asset value (not including an assumed reinvestment of distributions) from the $9.47 net asset value as of December 31, 2015. During the six month period, the Fund declared distributions totaling $0.348 per share to shareholders, of which $0.058 was paid on July 1, 2016. When an assumed reinvestment of these distributions is taken into account, the cumulative total return for the Fund on net asset value was 10.62% for the six month period ended June 30, 2016.

The Six Months Ended June 30, 2015 – Net Assets of the Fund

The Fund’s net assets decreased from $123.2 million at December 31, 2014, to $115.5 million at June 30, 2015, a decrease of $7.7 million. The decrease in the Fund’s net assets was due to a net loss of $1.9 million, in addition to $5.8 million of distributions to shareholders.

The Fund generated a net loss of $1.9 million for the six month period ended June 30, 2015, resulting from interest income of $0.1 million and change in net unrealized appreciation of approximately $9.3 million, offset by expenses of $1.3 million and net realized losses of $10.0 million.

During the six month period ended June 30, 2015, the Fund’s collateral investments generated interest income of $61,811, which represents 0.05% of average net assets for the six month period ended June 30, 2015.

The net asset value per share on June 30, 2015, was $12.76. This represents a decrease of 6.31% in net asset value (not including an assumed reinvestment of distributions) from the $13.62 net asset value as of December 31, 2014. During the six month period, the Fund declared distributions totaling $0.645 per share to shareholders, of which $0.103 was paid on July 1, 2015. When an assumed reinvestment of these distributions is taken into account, the cumulative total return for the Fund on net asset value was -1.54% for the six month period ended June 30, 2015.

The Six Months Ended June 30, 2016 – Overall Commodity Market Commentary

In the six-month period, the broad commodity market rallied, advancing 13.3% as measured by the BCOM. Nearly all of the gains for this period occurred in the second quarter of 2016, as the BCOM’s first-quarter performance was hampered by a weak global growth outlook and persistent oversupply situations for energy and industrial metals in particular. However, in the second quarter, sentiment improved. Oil and natural gas inventory gluts eased, inclement weather moderated harvest expectations for a number of grains and soft commodities, and precious metals continued to reassert their appeal as a risk hedge and store of value against a backdrop of Brexit-related uncertainties and low interest rates in the U.S. and around the world.

 

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The precious metals group was the top-performing group in the BCOM for the six-month period. The foods and fibers group (as grouped by Gresham) was another strong performer in the six-month period, led by appreciation in sugar contracts. Sugar prices were buoyed by forecasts for a global production deficit caused by El Niño induced weather, a stronger Brazilian real and weaker U.S. dollar, Brazil’s increased sugarcane ethanol biofuel production and India’s announcement of a new duty on sugar exports. Strong performance in the agriculture group was driven by massive rallies in soybean and soybean meal prices. Harvests in South America were hampered by poor weather, while demand from China was projected to increase, sending prices higher. Prices in the energy and industrial metals groups also rose over the six-month period due to evidence that production cuts were beginning to restore balance to some of these commodities. However, the livestock group declined over the period and was the only negative performing group in the BCOM. Although lean hogs prices rallied, live cattle prices continued to fall amid rising supply levels and slackening beef demand.

The Six Months Ended June 30, 2015 – Overall Commodity Market Commentary

The broad commodity market fell 1.6% for the six-month period, as measured by the BCOM, as gains in the second half of the period partially offset losses earlier in the year. Foods and fibers, livestock and industrial metals declined by double-digits over the period. Agriculture was the best-performing group in the BCOM, with a modest return of 2.1%, followed by energy, up 1.8%. Precious metals were down 1.3% for the period.

The energy group’s second quarter rally offset losses in the first three months of the year, which led to a 1.8% gain for the six-month period overall. Unleaded gas was the top-performing commodity in the BCOM for the period, appreciating 19.2% on a combination of production issues and rising seasonal demand. A second-quarter rally in crude oil prices helped WTI and Brent recover their first quarter losses, to finish the period with flat returns overall.

Agriculture commodities, as grouped by Gresham, delivered positive results, up 2.1% in aggregate for the period. After struggling in the first quarter of 2015, grain prices rebounded in the second quarter. Soybean meal, soybean oil and soybeans were the best-performing contracts in the sector, with transportation issues across South America and a USDA crop report showing lower-than-expected soybean stocks bolstering prices.

The precious metals group declined 1.3% for the period. Gold and silver prices were choppy during the second quarter. Waning demand, expectations for rising interest rates in the U.S., and a rally in the U.S. dollar contributed to fluctuating prices in the sector.

All four industrial metals commodities in the BCOM (aluminum, COMEX copper, nickel and zinc) posted negative performance in the six-month period, with the group in aggregate down 10.4%. LME copper and lead, which are included in the Fund but not the BCOM, also lost value during the period. Prices declined across the sector on concerns about China’s weakening economy and evidence of rising stockpiles for some of the metals. Widespread liquidations of long positions also contributed to price weakness in industrial metals.

The foods and fibers group, as grouped by Gresham, was the weakest performer in the BCOM over the six-month period, led lower by a 24.6% decline in Arabica coffee and a 15.8% loss in sugar. Both of these commodities are predominantly produced in Brazil, where improving growing conditions were expected to result in higher crop yields, adding to already high inventories. In addition, weakness in the Brazilian real was expected to encourage exports, adding to global supply gluts, which put further downward pressure on prices. The foods and fibers group overall was down 12.3% for the period.

The livestock group fell 11.2% for the period. Lean hogs prices dropped 24.5%, hampered by supply increases. Pork production increased as farms recovered from a fatal virus outbreak and falling grain prices decreased the cost of feed, while U.S. exports slowed, contributing to ample supplies. Furthermore, with export bans increasing U.S. poultry supplies following an avian flu outbreak, fears about price competition dampened lean hogs prices initially, but the pressure abated as the impact was less than expected.

 

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The Six Months Ended June 30, 2016 – Fund Commodity Portfolio Commentary

The Fund’s commodity portfolio gained 11.5% for the six months ended June 30, 2016, before considering the expenses of the Fund. The overall commodities market, as measured by the BCOM, was up 13.3%. The Fund’s total return on net asset value for the same period, which includes the effect of the Fund’s expenses and the performance of the collateral portfolio and assumes reinvestment of the Fund’s distributions, was 10.62%.

The Fund writes – that is, sells – covered call options on its portfolio’s commodity futures, seeking to limit return volatility, and to provide cash flow to support the Fund’s distributions. Gresham sells exchange-traded commodity call options on approximately 50% of the value of each of the Fund’s commodity futures contracts, when those options are deemed to have sufficient trading volume and liquidity. The Fund receives cash premiums in return.

During the period, the Fund sold options on approximately 50% of the value of each commodity position. The Fund’s option-writing activity had a neutral impact on performance for the period, but premiums collected on call options helped reduce the Fund’s volatility versus the BCOM, as measured by the standard deviation of return.

At the commodity group level, the Fund’s commodity portfolio underperformed the BCOM in foods and fibers, precious metals and livestock, on an absolute return basis. The Fund’s energy and agriculture positions outpaced that of the BCOM’s positions, and the portfolio performed in line with the BCOM in industrial metals.

Relative to the BCOM, the Fund’s underperformance was generally driven by exposure to some weaker-performing commodities that aren’t included in the BCOM and by holding smaller weightings in some of the better-performing commodities during the period. Cocoa, which is not represented in the BCOM, performed poorly in the first quarter amid aggressive selling by investors holding long positions, concerns about waning global demand for chocolate, and was beset by considerable price volatility in the second quarter. In the livestock group, although the Fund’s live cattle and lean hogs positions outperformed the BCOM’s positions, exposure to the double-digit decline in feeder cattle prices hurt performance over the six-month period. Additionally, relative results were dampened by the Fund’s relative underweight allocations to soybean meal, sugar, and gold, which were among the largest gaining commodities in the BCOM during the period.

In contrast, the Fund’s energy position outperformed the BCOM’s position. The Fund held a higher weighting in the sector, which was generally beneficial when prices rebounded in the second quarter, as well as achieved better relative returns in crude oil and heating oil.

The Six Months Ended June 30, 2015 – Fund Commodity Portfolio Commentary

The Fund’s commodity portfolio was down 0.5% for the six months ended June 30, 2015, before considering the expenses of the Fund or the performance of the collateral portfolio. The overall commodities market, as measured by the BCOM, lost 1.6%. The Fund’s total return on net asset value for the same period, which includes the effect of the Fund’s expenses and the performance of the collateral portfolio and assumes reinvestment of the Fund’s distributions, was -1.54%.

The Fund writes – that is, sells – covered call options on its portfolio’s commodity futures, seeking to limit return volatility, and to provide cash flow to support the Fund’s distributions. Gresham sells exchange-traded commodity call options on approximately 50% of the value of each of the Fund’s commodity futures contracts, when those options are deemed to have sufficient trading volume and liquidity. The Fund receives cash premiums in return.

During the period, the Fund sold options on approximately 50% of the value of each commodity position. The Fund’s option-writing activity benefitted the performance for the period, and premiums collected on call options helped reduce the Fund’s volatility versus the BCOM, as measured by the standard deviation of return.

 

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At the commodity group level, the Fund’s commodity portfolio benefited relative to the BCOM from its energy and foods and fibers positions, while its agriculture, livestock, industrial metals and precious metals positions diminished relative performance.

Weighting differences helped account for the Fund’s performance advantage over the BCOM in the energy and foods and fibers groups. The Fund held an overweight in energy (37.5% to the BCOM’s 35.7%) and outperformed in the group, which boosted relative results. The Fund’s foods and fibers position, as grouped by Gresham, declined 7.9% versus the BCOM’s 12.3% drop in the group which, along with the Fund’s underweight, buffered the Fund’s exposure to the group’s losses during the period. Also, the Fund benefited from its smaller weights than the BCOM in natural gas, Arabica coffee and sugar, as these three commodities experienced falling prices during the period.

The agriculture group was the largest sector-level detractor, with underweight positions in corn, wheat and soybean oil dampening relative performance.

The Fund’s livestock group position declined 8.3% versus the BCOM’s 11.2% loss. However, on a weighted basis, the Fund underperformed in the livestock group given its larger weighting in lean hog contracts, one of the weakest performing individual commodities for the six-month period, as well as the Fund’s overweight to the livestock group overall.

The Fund’s overweight in the industrial metals group was disadvantageous in a period of falling prices. Furthermore, the Fund’s larger and more diversified copper position, comprised of both LME and COMEX contracts (the BCOM includes only COMEX copper), was unfavorable as both contracts declined during the period.

The Fund’s precious metal position was down 1.6% versus the BCOM’s 1.3% loss. The Fund’s holdings in platinum and palladium (which are not represented in the BCOM) were detrimental to relative performance, as these two commodities traded lower over the period.

Fund Total Returns

The following table presents selected total returns for the Fund and BCOM as of June 30, 2016. Market value and net asset value total returns are based on the change in market value and net asset value, respectively, for a share during the period presented. The total returns presented assume the reinvestment of distributions at market value on the distribution payment date for returns based on market value, and at net asset value on the distribution payment date for returns based on net asset value. The last distribution declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the market price at the end of the period for total returns based on market value, and at the net asset value at the end of the period for total returns based on net asset value.

 

     Total Returns as of June 30, 2016  
     Cumulative     Average Annual  
        3 Months           Year to Date            1 Year             5 Year         Since Inception  

Market Value

     12.24     13.12     -10.63     -10.10     -7.27

Net Asset Value

     10.51     10.62     -14.49     -10.02     -6.63

BCOM

     12.78     13.25     -13.32     -10.82     -7.50

“Since inception” returns present performance for the period since the Fund’s commencement of operations on September 27, 2010.

Returns represent past performance, which is no guarantee of future performance.

 

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Distributions

The Fund makes regular monthly distributions to its shareholders stated in terms of a fixed cents per share distribution rate. The Manager seeks to establish a distribution rate that, among other factors, roughly corresponds to its projections of the total return that could reasonably be expected to be generated by the Fund over an extended period of time. The Fund’s projected or actual distribution rate is not a prediction of what the Fund’s actual total returns will be over any specific future period.

The Fund’s ability to make distributions will depend on a number of factors, including, most importantly, the long-term total returns generated by the Fund’s commodity investments and the gains generated through the Fund’s options strategy. The Fund’s actual financial performance will likely vary significantly from month-to-month and from year-to-year, and there may be periods, perhaps of extended durations of up to several years, when the distribution rate exceeds the Fund’s actual total returns. In the event that the amount of income earned or capital gains realized by the Fund is not sufficient to cover the Fund’s distributions, the Fund may be required to liquidate investments to fund distributions at times or on terms that could be disadvantageous to the Fund and its shareholders.

Because the Fund’s investment performance since its inception has not been sufficient to cover the distributions made, the Fund has effectively been drawing upon its assets to meet payments prescribed by its distribution policy. The Fund also has paid fees and expenses that have also been drawn from the Fund’s assets.

As market conditions and portfolio performance may change, the rate of distributions on the shares and the Fund’s distribution policy could change. The Manager reserves the right to change the Fund’s distribution policy and the basis for establishing the rate of its monthly distributions, or may temporarily suspend or reduce distributions without a change in policy, at any time and may do so without prior notice to shareholders. The reduction or elimination of the Fund’s distributions could have the effect of increasing the Manager’s management fees.

 

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Commodity Portfolio Composition and Weightings

The table below presents the composition and weightings of the Fund’s TAP PLUSSM strategy (Gresham’s long-only rules-based investment strategy, which uses futures and forward contracts to gain exposure to commodities and options to enhance the Fund’s risk-adjusted total return) and the BCOM as of June 30, 2016. The table below serves as a guide to how the composition and weightings of the Fund’s TAP PLUSSM investment strategy compared to that of the BCOM, a leading commodity market benchmark, as of June 30, 2016.

 

          Composition  

Commodity Group

  

Commodity

  

 

TAP PLUSSM

        BCOM      

Energy

   Crude Oil      20.07     17.31
   Heating Oil      6.21     4.29
   Natural Gas      6.08     8.78
   Unleaded Gas      3.18     3.86
     

 

 

   

 

 

 
        35.54     34.24
     

 

 

   

 

 

 

Industrial Metals

   Copper      9.07     6.55
   Aluminum      5.01     4.20
   Zinc      1.79     2.81
   Nickel      1.67     2.11
   Lead      0.93     0.00
     

 

 

   

 

 

 
        18.47     15.67
     

 

 

   

 

 

 

Agriculturals

   Soybean      5.75     6.21
   Corn      3.28     6.21
   Wheat      2.90     3.47
   Soybean Meal      2.11     3.46
   Soybean Oil      1.86     2.49
     

 

 

   

 

 

 
        15.90     21.84
     

 

 

   

 

 

 

Precious Metals

   Gold      9.12     11.22
   Silver      2.86     4.58
   Platinum      0.67     0.00
   Palladium      0.46     0.00
     

 

 

   

 

 

 
        13.11     15.80
     

 

 

   

 

 

 

Livestock

   Live Cattle      5.79     2.45
   Lean Hogs      2.22     2.30
   Feeder Cattle      1.58     0.00
     

 

 

   

 

 

 
        9.59     4.75
     

 

 

   

 

 

 

Foods and Fibers

   Sugar      2.86     4.17
   Coffee      2.22     2.27
   Cotton      1.34     1.26
   Cocoa      0.97     0.00
     

 

 

   

 

 

 
        7.39     7.70
     

 

 

   

 

 

 

Total

        100.00     100.00
     

 

 

   

 

 

 

 

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Liquidity and Capital Resources

The Fund pursues its investment objective by taking long positions in commodity futures contracts and writing commodity call options as part of an integrated program designed to enhance the risk-adjusted total return of the Fund’s commodity investments. The Fund’s investment activity in futures contracts and writing commodity call options does not require a significant outlay of capital. The Fund currently expects to post approximately 10% to 25% of its net assets in a margin account with the Fund’s clearing broker to cover its futures contracts; the remaining assets are held by the Fund in a separate collateral pool managed by the Collateral Sub-adviser. The Fund believes the higher allocation to initial margin will provide a significant buffer to accommodate variations in the required margin posting that may result from market volatility, potential gains and losses on the contracts, and changes in margin rules, and will minimize the frequency of cash transfers from the Fund’s other collateral pool to meet variation margin requirements. The Fund does not intend to utilize leverage and its commodity contract positions are fully collateralized. Ordinary expenses and distributions are met by cash on hand, although distributions may at times consist of return of capital and may require that the Fund liquidate investments. The Fund earns interest on its continuing investments in cash equivalents, U.S. government securities and other short-term, high-grade debt securities. The Fund also generates cash from the premiums it receives when writing call options on the Fund’s futures contracts.

The Fund’s investments in commodity futures contracts and options on commodity futures contracts may be subject to periods of illiquidity because of market conditions, regulatory considerations and other reasons. For example, commodity exchanges limit fluctuations in certain commodity futures contract prices during a single day by regulations referred to as “daily limits.” During a single day, no trades may be executed at prices beyond the daily limit. Once the price of a futures contract for a particular commodity has increased or decreased by an amount equal to the daily limit, positions in the futures contract can neither be taken nor liquidated unless the traders are willing to effect trades at or within the limit. Commodity futures prices have occasionally moved to the daily limit for several consecutive days with little or no trading. Such market conditions could prevent the Fund from promptly liquidating its commodity futures positions.

The Fund’s shares trade on the NYSE MKT and shares are not redeemed by the Fund in the normal course of business (although the Manager may decide to do so at its discretion), thereby alleviating the need for the Fund to have liquidity available for possible shareholder redemptions. On December 21, 2011, the Fund announced the adoption of an open-market share repurchase program, pursuant to which it is authorized to repurchase an aggregate of up to 10% of its outstanding common shares as of the authorization date in open-market transactions. On March 6, 2014, the Fund reauthorized its share repurchase program, pursuant to which it may repurchase up to 10% of its outstanding common shares as of the reauthorization date (approximately 920,000 shares) in open-market transactions, at the Manager’s discretion. Refer to “Part II—Item 2. Unregistered Sales of Equity Securities and Use of Proceeds” in this Report for details of repurchase activity, if any, during the six months ended June 30, 2016.

The Fund is unaware of any other trends, demands, conditions or events, other than the proposed Conversion, that are reasonably likely to result in material changes to the Fund’s liquidity needs.

Because the Fund invests in commodity futures contracts, its capital is at risk from changes in the value of these contracts (market risk) or the inability of clearing brokers or counterparties to perform under the terms of the contracts (credit risk).

Market Risk

Investing in commodity futures and forward contracts involves the Fund entering into contractual commitments to purchase or sell a particular commodity at a specified date and price. The market risk associated with the Fund’s commitments to purchase commodities will be limited to the gross or face amount of the contracts held.

 

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Table of Contents

The Fund’s exposure to market risk may be influenced by a number of factors, including changes in international balances of payments and trade, currency devaluations and revaluations, changes in interest and foreign currency exchange rates, price volatility of commodity futures and forwards contracts and market liquidity, weather, geopolitical events and other factors. These factors also affect the Fund’s investments in options on commodity futures and forward contracts. The inherent uncertainty of the Fund’s investments as well as the development of drastic market occurrences could ultimately lead to a loss of all, or substantially all, of investors’ capital.

Credit Risk

The Fund may be exposed to credit risk from its investments in commodity futures and forward contracts and options on commodity futures and forward contracts resulting from the clearing house associated with a particular exchange failing to meet its obligations to the Fund. In general, clearing houses are backed by their corporate members who may be required to share in the financial burden resulting from the nonperformance of one of their members, which should significantly reduce this credit risk. In cases where the clearing house is not backed by the clearing members (i.e., as in some foreign exchanges), it may be backed by a consortium of banks or other financial institutions. There can be no assurance that any counterparty, clearing member or clearing house will meet its obligations to the Fund.

The Fund attempts to minimize market risks, and the Commodity Sub-adviser attempts to minimize credit risks, by abiding by various investment limitations and policies, which include limiting margin accounts, investing only in liquid markets and permitting the use of stop-loss orders. The Commodity Sub-adviser implements procedures which include, but are not limited to:

 

   

Employing the options strategy to limit directional risk (although there is no guarantee that the Fund’s options strategy will be successful);

 

   

Executing and clearing trades only with counterparties the Commodity Sub-adviser believes are creditworthy;

 

   

Limiting the amount of margin or premium required for any one commodity contract or all commodity contracts combined; and

 

   

Generally limiting transactions to contracts which are traded in sufficient volume to permit the efficient taking and liquidating of positions.

A commodity broker, when acting as the Fund’s futures commission merchant, is required by Commodity Futures Trading Commission (“CFTC”) regulations to separately account for and segregate all assets of the Fund relating to domestic futures investments. A commodity broker is not allowed to commingle such assets with other assets of the commodity broker. In addition, CFTC regulations also require a commodity broker, when acting as the Fund’s futures commission merchant, to hold in a “secured” account the assets of the Fund related to foreign commodity futures investments and not commingle such assets with assets of the commodity broker.

If the Fund purchases over-the-counter (“OTC”) commodity put options, the Fund will be exposed to credit risk that the counterparty to the contract will not meet its obligations. In cases where the Fund purchases OTC commodity put options with a counterparty, the sole recourse of the Fund will be the financial resources of the counterparty to the transaction since there is no clearing house to assume the obligations of the counterparty.

As it relates to the Fund’s assets held as collateral for its investments in commodity futures and forwards contracts, there is credit risk present in the securities used to invest the Fund’s cash. While these consist of cash equivalents, U.S. government securities and other short-term, high-grade debt securities, like any investment, these too would be affected by any credit difficulties that might be experienced by their issuers.

 

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Table of Contents

Off-Balance Sheet Arrangements

As of June 30, 2016, the Fund has not utilized, nor does it expect to utilize in the future, special purpose entities to facilitate off-balance sheet financing arrangements and has no loan guarantee arrangements or off-balance sheet arrangements of any kind other than agreements entered into in the normal course of business, which may include indemnification provisions related to certain risks service providers undertake in performing services which are in the best interests of the Fund. While the Fund’s exposure under such indemnification provisions cannot be estimated, these general business indemnifications are not expected to have a material impact on the Fund’s financial position.

Contractual Obligations

The Fund’s contractual obligations are with the Manager, the Collateral Sub-adviser, the Commodity Sub-adviser, the custodian, the transfer agent, the commodity broker and, to the extent that the Fund enters into OTC transactions, dealers. Management fee payments made to the Manager are calculated as a percentage of the Fund’s net assets. The custodian fee is primarily based on the Fund’s assets and trading activity. The transfer agent fee is calculated based on the Fund’s total number of registered accounts. Commission payments to the commodity broker are on a contract-by-contract or round-turn basis, and payments to forward contract dealers are usually based on a fee or percentage of the notional value of the contract. The Manager cannot anticipate the amount of payments that will be required under these arrangements for future periods, as these payments are based on figures which are not known until a future date. Additionally, these agreements may be terminated by either party for various reasons.

Critical Accounting Policies

The Fund’s critical accounting policies are as follows:

 

   

Preparation of the financial statements and related disclosures in conformity with accounting principles generally accepted in the United States requires the application of appropriate accounting rules and guidance, as well as the use of estimates and assumptions. The Fund’s application of these policies involves judgments and actual results may differ from the estimates used.

 

   

The Fund holds a significant portion of its assets in futures contracts, options contracts, and short-term, high-grade debt instruments, all of which are recorded on a trade date basis and recognized at fair value in the financial statements, with changes in fair value reported on the Statements of Operations as change in net unrealized appreciation (depreciation).

 

   

The use of fair value to measure financial instruments, with related unrealized appreciation (depreciation) recognized in earnings in each period, is fundamental to the Fund’s financial statements.

 

   

The fair value of a financial instrument is the amount 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.

 

   

Generally, commodity futures and forward contracts and options on commodity futures and forward contracts traded on an exchange will be valued at the final settlement price or official closing price as determined by the principal exchange on which the instruments are traded as supplied by independent pricing services. OTC commodity futures and forward contracts and options on commodity futures and forward contracts not traded on an exchange will be valued, in order of hierarchy, by independent pricing services, price quotations obtained from counterparty broker-dealers, or through fair valuation methodologies as determined by the Manager.

 

   

Market quotations for exchange-traded commodity futures and forward contracts and options on commodity futures and forward contracts may not be readily available as a result of significant events, which can include, but are not limited to: trading halts or suspensions, market disruptions, or the absence of market makers willing to make a market in such instruments. In addition, events may occur after the close of the market, but prior to the determination of the Fund’s net asset value, which may

 

40


Table of Contents
 

affect the values of the Fund’s investments. In such circumstances, the Manager will determine a fair valuation for such investments that in its opinion is reflective of fair market value.

 

   

Realized gains (losses) on closed positions and changes in unrealized appreciation (depreciation) on open positions are determined on a specific identification basis and recognized in the Statements of Operations during the period in which the contract is closed or the changes occur, respectively.

 

   

Interest income, which reflects the amortization of premiums and includes accretion of discounts for financial reporting purposes, is recorded on an accrual basis.

Refer to note 2 of the Fund’s Notes to Financial Statements in “Part 1—Item 1. Financial Statements” of this Report for the summary of significant accounting policies of the Fund.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Quantitative Disclosure

The Fund is exposed to commodity price risk through the futures and forward contracts and the options on futures and forward contracts that the Fund invests in as part of its investment strategy. These instruments have been entered into for trading purposes. The following table provides information about the Fund’s futures contracts and options on futures contracts, which are sensitive to changes in commodity prices, as of June 30, 2016. The Fund expects to invest only in long futures contracts. Some short futures positions arise in futures contracts traded on the London Metal Exchange (“LME”) solely as the result of closing existing long LME futures positions. For every short LME futures contract held by the Fund, the Fund had previously entered into a long futures contract. As of June 30, 2016, the Fund has not invested in forward contracts.

Futures Contracts

 

Commodity
Group

  

Contract

  Contract
Position
    Contract
Expiration
    Number
of
Contracts
    Valuation
Price
    Contract
Multiplier
    Notional
Amount at
Value
 

Energy

   Crude Oil            
   ICE Brent Crude Oil Futures Contract     Long        September 2016        197      $ 49.7100        1,000      $ 9,792,870   
   NYMEX Crude Oil Futures Contract     Long        August 2016        87        48.3300        1,000        4,204,710   
   NYMEX Crude Oil Futures Contract     Long        September 2016        88        49.0100        1,000        4,312,880   
  

Heating Oil

           
  

ICE Low Sulphur Gasoil Futures Contract

    Long        August 2016        64        446.2500        100        2,856,000   
  

NYMEX NY Harbor ULSD Futures Contract

    Long        August 2016        45        1.4887        42,000        2,813,643   
  

Natural Gas

           
   NYMEX Natural Gas Futures Contract     Long        August 2016        95        2.9240        10,000        2,777,800   
  

NYMEX Natural Gas Futures Contract

    Long        September 2016        95        2.9180        10,000        2,772,100   
  

Unleaded Gas

           
  

NYMEX Gasoline RBOB Futures Contract

    Long        August 2016        27        1.5013        42,000        1,702,474   
  

NYMEX Gasoline RBOB Futures Contract

    Long        September 2016        19        1.5074        42,000        1,202,905   

Industrial Metals

  

Copper

           
   COMEX Copper Futures Contract     Long        September 2016        25        2.1955        25,000        1,372,187   
  

LME Copper Futures Contract

    Long        July 2016        16        4,841.7500        25        1,936,700   
   LME Copper Futures Contract     Long        August 2016        43        4,847.0000        25        5,210,525   
  

LME Copper Futures Contract

    Long        September 2016        14        4,848.0000        25        1,696,800   
  

LME Copper Futures Contract

    Short        July 2016        16        4,841.7500        25        (1,936,700
  

Aluminum

           
  

LME Primary Aluminum Futures Contract

    Long        August 2016        114        1,648.0000        25        4,696,800   
   LME Primary Aluminum Futures Contract     Short        August 2016        3        1,648.0000        25        (123,600
  

Zinc

           
   LME Zinc Futures Contract     Long        August 2016        31        2,104.5000        25        1,630,988   
  

Nickel

           
  

LME Nickel Futures Contract

    Long        August 2016        27        9,426.0000        6        1,527,012   
  

Lead

           
  

LME Lead Futures Contract

    Long        August 2016        20        1,787.7500        25        893,875   
   LME Lead Futures Contract     Short        August 2016        1        1,787.7500        25        (44,694

 

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Table of Contents

Futures Contracts (Continued)

 

Commodity
Group

  

Contract

  Contract
Position
    Contract
Expiration
    Number
of
Contracts
    Valuation
Price
    Contract
Multiplier
    Notional
Amount
at Value
 

Agriculturals

   Soybean            
   CBOT Soybean Futures Contract     Long        November 2016        91      $ 11.5325        5,000      $ 5,247,288   
   Corn            
   CBOT Corn Futures Contract     Long        September 2016        164        3.6550        5,000        2,997,100   
   Wheat            
   CBOT Wheat Futures Contract     Long        September 2016        44        4.4550        5,000        980,100   
   KCBT Wheat Futures Contract     Long        September 2016        79        4.2250        5,000        1,668,875   
   Soybean Meal            
   CBOT Soybean Meal Futures Contract     Long        December 2016        48        401.0000        100        1,924,800   
   Soybean Oil            
   CBOT Soybean Oil Futures Contract     Long        December 2016        88        0.3207        60,000        1,693,296   

Precious Metals

   Gold            
   CEC Gold Futures Contract     Long        August 2016        63        1,320.6000        100        8,319,780   
   Silver            
   CEC Silver Futures Contract     Long        September 2016        28        18.6230        5,000        2,607,220   
   Platinum            
   NYMEX Platinum Futures Contract     Long        October 2016        12        1,024.3000        50        614,580   
   Palladium            
   NYMEX Palladium Futures Contract     Long        September 2016        7        597.3500        100        418,145   

Livestock

   Live Cattle            
   CME Live Cattle Futures Contract     Long        August 2016        115        1.1483        40,000        5,281,950   
   Lean Hogs            
   CME Lean Hogs Futures Contract     Long        August 2016        47        0.8328        40,000        1,565,570   
   CME Lean Hogs Futures Contract     Long        October 2016        16        0.7170        40,000        458,880   
   Feeder Cattle            
   CME Feeder Cattle Futures Contract     Long        August 2016        20        1.4430        50,000        1,443,000   

Foods and Fibers

   Sugar            
   ICE Sugar Futures Contract     Long        October 2016        105        0.2033        112,000        2,390,808   
   ICE White Sugar Futures Contract     Long        August 2016        8        552.5000        50        221,000   
  

Coffee

           
   ICE Coffee C Futures Contract     Long        September 2016        32        1.4565        37,500        1,747,800   
   LIFFE Coffee Robusta Futures Contract     Long        September 2016        16        1,717.0000        10        274,720   
  

Cotton

           
   ICE Cotton Futures Contract     Long        December 2016        38        0.6417        50,000        1,219,230   
  

Cocoa

           
   ICE Cocoa Futures Contract     Long        September 2016        30        2,963.0000        10        888,900   

 

42


Table of Contents

Commodity Call Options Written

 

Commodity
Group

  

Contract

   Contract
Expiration
     Number
of
Contracts
    Strike
Price
     Value  

Energy

   Crude Oil           
   ICE Brent Crude Oil Futures Options      September 2016         (98   $ 51.50       $ (105,840
   NYMEX Crude Oil Futures Options      July 2016         (87     52.50         (18,270
   Heating Oil           
   NYMEX NY Harbor ULSD Futures Options      July 2016         (45     168.00         (8,127
   Natural Gas           
   NYMEX Natural Gas Futures Options      July 2016         (95     2.95         (102,600
   Unleaded Gas           
   NYMEX Gasoline RBOB Futures Options      July 2016         (23     176.00         (2,705

Industrial Metals

   Copper           
   LME Copper Futures Options      August 2016         (35     4,950.00         (65,118
   Aluminum           
   LME Primary Aluminum Futures Options      August 2016         (56     1,650.00         (47,404
   Zinc           
   LME Zinc Futures Options      August 2016         (16     2,000.00         (54,144
   Nickel           
   LME Nickel Futures Options      August 2016         (14     9,500.00         (26,069
   Lead           
   LME Lead Futures Options      August 2016         (9     1,800.00         (10,721

Agriculturals

   Soybean           
   CBOT Soybean Futures Options      October 2016         (45     1,220.00         (99,844
   Corn           
   CBOT Corn Futures Options      August 2016         (82     440.00         (12,300
   Wheat           
   CBOT Wheat Futures Options      August 2016         (22     520.00         (3,712
   CBOT Wheat Futures Options      August 2016         (39     500.00         (5,119
   Soybean Meal           
   CBOT Soybean Meal Futures Options      November 2016         (24     430.00         (47,280
   Soybean Oil           
   CBOT Soybean Oil Futures Options      November 2016         (44     36.00         (13,464

Precious Metals

   Gold           
   COMEX Gold Futures Options      July 2016         (32     1,325.00         (65,600
   Silver           
   CEC Silver Futures Options      August 2016         (14     19.25         (35,980

Livestock

   Live Cattle           
   CME Live Cattle Futures Options      August 2016         (73     125.00         (10,950
   Lean Hogs           
   CME Lean Hogs Futures Options      August 2016         (31     92.00         (1,550

Foods and Fibers

   Sugar           
   ICE Sugar Futures Options      September 2016         (57     21.50         (59,371
   Coffee           
   ICE Coffee C Futures Options      August 2016         (19     160.00         (22,586
   Cotton           
   ICE Cotton Futures Options      November 2016         (19     71.00         (8,930
   Cocoa           
   ICE Cocoa Futures Options      August 2016         (15     3,250.00         (1,350

 

CBOT    Chicago Board of Trade
CEC    Commodities Exchange Center
CME    Chicago Mercantile Exchange
COMEX    Commodities Exchange, Inc.
ICE    Intercontinental Exchange
KCBT    Kansas City Board of Trade
LIFFE    London International Financial Futures Exchange
LME    London Metal Exchange
NY Harbor ULSD    New York Harbor Ultra-Low Sulfur Diesel
NYMEX    New York Mercantile Exchange
RBOB    Reformulated Gasoline Blendstock for Oxygen Blending

 

43


Table of Contents

The Fund also invests the assets held as collateral for its investments in commodity futures and forward contracts in cash equivalents, U.S. government securities, and other short-term, high-grade debt securities, which exposes the Fund to interest rate risk. These instruments are deemed to be entered into for non-trading purposes, with an emphasis on current income, liquidity and preservation of capital. As of June 30, 2016, the Fund held U.S. Treasury bills worth $85,168,877 with a total par value of $85,300,000 and a repurchase agreement worth $6,335,757.

Qualitative Disclosure

The Fund’s primary trading risk exposure is commodity price risk, which affects the futures contracts and options on futures contracts in which the Fund invests. There are numerous uncertainties, contingencies and risks associated with these investments (as discussed in Part I—Item 1A. Risk Factors in the Fund’s annual report on Form 10-K for the year ended December 31, 2015 and Part II—Item 1A. Risk Factors in the Fund’s subsequent quarterly reports on Form 10-Q, filed with the SEC) which include, but are not limited to, government interventions, defaults and expropriations, adverse weather conditions, commodity supply factors, illiquid markets, the emergence of dominant fundamental factors, political upheavals, changes in historical price relationships, an influx of new market participants, and increased regulation. Investors may lose all or substantially all of their investment in the Fund.

The Fund invests in a diversified portfolio of commodity futures and forward contracts to obtain broad exposure to all principal groups in the global commodity markets, thereby limiting its exposure to the commodity price risk of any one futures contract or any specific commodity group. To further help manage commodity price risk, the Fund uses its options strategy in an attempt to enhance the Fund’s risk-adjusted total returns. In up markets, the portion of the Fund on which call options have been sold will forego potential appreciation in the value of the underlying contracts to the extent the price of those contracts exceeds the exercise price of options written plus the premium collected by writing the call options. In flat or sideways markets, the portion of the Fund on which call options have been sold will generate current gains from the premium collected by writing the call options. In down markets, the Fund will experience declines in the value of the underlying contracts to the extent that the amount of the decline in the value of the underlying contracts exceeds the option premium collected by writing the call options. There can be no assurance that the Fund’s options strategy will be successful. The Fund’s risk-adjusted returns over any particular period may be positive or negative.

The Fund’s primary non-trading risk exposures are interest rate risk and credit risk related to the collateral portfolio. Interest rate risk is mitigated by the short-term nature of the collateral portfolio’s debt securities. Credit risk is mitigated by the fact that the collateral portfolio’s debt securities (other than U.S. government securities) are rated at the highest applicable rating as determined by at least one nationally recognized statistical rating organization (“NRSRO”) or, if unrated, judged by the Collateral Sub-adviser to be of comparable quality.

 

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Under the supervision and with the participation of the principal executive officer and principal financial officer of the Manager of the Fund, the Manager has evaluated the effectiveness of the Fund’s disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”). Based upon that evaluation, the principal executive officer and principal financial officer concluded that the Fund’s disclosure controls and procedures were effective as of the end of the period covered by this Report to provide reasonable assurance that information required to be disclosed in the reports that the Fund files or submits to the SEC under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to the management of the Manager as appropriate to allow timely decisions regarding required disclosure.

 

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Table of Contents

Changes in Internal Control Over Financial Reporting

There were no changes in the Fund’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the reporting period covered by this Report that have materially affected, or are reasonably likely to materially affect, the Fund’s internal control over financial reporting.

 

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Table of Contents

PART II. OTHER INFORMATION

 

Item  1. Legal Proceedings

None.

 

Item  1A. Risk Factors

There have been no changes to the Risk Factors since last reported on Part I, Item 1A of the Fund’s annual report on Form 10-K dated December 31, 2015, filed with the SEC.

 

Item  2. Unregistered Sales of Equity Securities and Use of Proceeds

a) None.

b) The Fund did not issue new shares within the six month period ended on June 30, 2016.

c) On December 21, 2011, the Fund adopted an open-market share repurchase program pursuant to which it was authorized to repurchase an aggregate of up to 10% of its outstanding common shares (approximately 920,000 shares) in open-market transactions at the Manager’s discretion. On March 6, 2014, the Fund reauthorized its share repurchase program, pursuant to which it may repurchase an aggregate of up to 10% of its outstanding common shares as of the reauthorization date (approximately 920,000 shares). During the six month period ended June 30, 2016, the Fund did not repurchase any shares. A cumulative total of 220,000 shares have been repurchased through the repurchase program described above. No shares have been repurchased outside of the program described.

 

Item  3. Defaults Upon Senior Securities

None.

 

Item  4. Mine Safety Disclosures

Not applicable.

 

Item  5. Other Information

None.

 

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Table of Contents
Item 6. Exhibits

 

    4.1    Second Amended and Restated Trust Agreement of the Fund. (1)
  31.1    Certification of Principal Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
  31.2    Certification of Principal Financial Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
  32.1    Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
  32.2    Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS    XBRL Instance Document.
101.SCH    XBRL Taxonomy Extension Schema Document.
101.CAL    XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB    XBRL Taxonomy Extension Label Linkbase Document.
101.PRE    XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF    XBRL Taxonomy Extension Definition Linkbase Document.

 

(1) Filed on March 30, 2012 as an exhibit to Registrant’s Form 8-K dated March 30, 2012 and incorporated by reference herein.

 

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Table of Contents

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Chicago, State of Illinois, on August 4, 2016.

 

Nuveen Diversified Commodity Fund
By:    Nuveen Commodities Asset Management, LLC, its Manager

By: /s/ William Adams IV

 

President

(Principal Executive Officer)

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Nuveen Commodities Asset Management, LLC

Manager of Registrant

 

/s/  William Adams IV

 

President

(Principal Executive Officer)

August 4, 2016

/s/ Stephen D. Foy

 

Chief Financial Officer

(Principal Financial and Accounting Officer)

August 4, 2016

 

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