Attached files
file | filename |
---|---|
EX-32.S - EXHIBIT - Polaris Futures Fund L.P. | hvex3201.htm |
EX-31.S - EXHIBIT - Polaris Futures Fund L.P. | hvex3101.htm |
EX-31.S - EXHIBIT - Polaris Futures Fund L.P. | hvex3102.htm |
EX-32.S - EXHIBIT - Polaris Futures Fund L.P. | hvex3202.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
x QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the
quarterly period ended September 30, 2009 or
o TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the
transition period from __________________to__________________
Commission
File Number: 000-53115
MANAGED
FUTURES PROFILE HV, L.P.
|
||
(Exact
name of registrant as specified in its charter)
|
Delaware
|
20-8528957
|
|||
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S.
Employer
Identification
No.)
|
|||
Demeter
Management LLC
|
||||
522
Fifth Avenue, 13th Floor
|
||||
New
York, NY
|
10036
|
|||
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code
|
(212)
296-1999
|
Morgan
Stanley Managed Futures HV, L.P.
(Former
name, former address and former fiscal year, if changed since last
report)
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 o
Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).
Yes o No o
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of “large accelerated filer”,
“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act.
Large
accelerated filer o
|
Accelerated
filer o
|
Non-accelerated
filer x
|
Smaller
reporting company o
|
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes 0 No
T
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
INDEX TO QUARTERLY REPORT ON
FORM 10-Q
September 30,
2009
PART I. FINANCIAL
INFORMATION
|
||
Item
1.
|
Financial
Statements (Unaudited)
|
|
Statements
of Financial Condition as of September 30, 2009 and December 31, 2008
|
2
|
|
Statements
of Operations for the Three and Nine Months Ended September 30, 2009 and
2008
|
3
|
|
Statements
of Changes in Partners’ Capital for the Nine Months Ended September 30,
2009 and 2008
|
4
|
|
Statements
of Cash Flows for the Nine Months Ended September 30, 2009 and 2008
|
5
|
|
Notes
to Financial Statements
|
6-21
|
|
Item
2.
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
22-33
|
Item
3.
|
Quantitative
and Qualitative Disclosures About Market Risk
|
33-46
|
Item
4T.
|
Controls
and Procedures
|
46-47
|
PART II. OTHER INFORMATION
|
||
Item
1A.
|
Risk
Factors
|
48
|
Item
2.
|
Unregistered
Sales of Securities and Use of Proceeds
|
48
|
Item
6.
|
Exhibits
|
48
|
PART I. FINANCIAL
INFORMATION
Item
1. Financial
Statements
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
STATEMENTS
OF FINANCIAL CONDITION
(Unaudited)
September
30,
|
December
31,
|
||
2009
|
2008
|
||
ASSETS
|
$
|
$
|
|
Investments
in Affiliated Trading Companies:
|
|||
Investment
in BHM I, LLC
|
37,058,915
|
20,936,983
|
|
Investment
in Aspect I, LLC
|
34,411,095
|
25,124,380
|
|
Investment
in Altis I, LLC
|
33,344,528
|
22,332,782
|
|
Investment
in WNT I, LLC
|
32,977,995
|
24,453,928
|
|
Investment
in Boronia I, LLC
|
18,965,953
|
10,561,102
|
|
Total
Investments in Affiliated Trading Companies, at fair value
(cost
$144,649,528 and $90,549,578, respectively)
|
156,758,486
|
103,409,175
|
|
Subscriptions
receivable
|
6,404,282
|
–
|
|
Receivable
from Affiliated Trading Companies
|
–
|
13,558,064
|
|
Total
Assets
|
163,162,768
|
116,967,239
|
|
LIABILITIES
|
|||
Payable
to Affiliated Trading Companies
|
4,340,633
|
–
|
|
Redemptions
payable
|
1,671,910
|
7,241,922
|
|
Total
Liabilities
|
6,012,543
|
7,241,922
|
|
PARTNERS’
CAPITAL
|
|||
Class
A (69,954.081 and 46,349.723 Units, respectively)
|
86,801,884
|
59,691,122
|
|
Class
B (16,342.552 and 12,869.463 Units, respectively)
|
20,497,709
|
16,690,009
|
|
Class
C (33,750.667 and 24,072.194 Units, respectively)
|
42,789,367
|
31,437,299
|
|
Class
D (3,072.942 Units)
|
3,916,563
|
–
|
|
Class
Z (2,427.718 and 1,439.906 Units, respectively)
|
3,144,702
|
1,906,887
|
|
Total
Partners’ Capital
|
157,150,225
|
109,725,317
|
|
Total
Liabilities and Partners’ Capital
|
163,162,768
|
116,967,239
|
|
NET
ASSET VALUE PER UNIT
|
|||
Class
A
|
1,240.84
|
1,287.84
|
|
Class
B
|
1,254.25
|
1,296.87
|
|
Class
C
|
1,267.81
|
1,305.96
|
|
Class
D
|
1,274.53
|
n/a
*
|
|
Class
Z
|
1,295.33
|
1,324.31
|
* Class D
Units were issued beginning on March 1, 2009.
The
accompanying notes are an integral part of these financial
statements.
- 2
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
STATEMENTS
OF OPERATIONS
(Unaudited)
For
the Three Months
Ended September 30,
|
For
the Nine Months
Ended September 30,
|
||||||
2009
|
2008
|
2009
|
2008
|
||||
$
|
$
|
$
|
$
|
||||
EXPENSES
|
|||||||
Ongoing
Placement Agent fees
|
564,529
|
357,741
|
1,499,106
|
812,366
|
|||
General
Partner fees
|
356,249
|
228,117
|
941,650
|
512,414
|
|||
Administrative
fees
|
142,500
|
91,247
|
376,660
|
204,966
|
|||
Total
Expenses
|
1,063,278
|
677,105
|
2,817,416
|
1,529,746
|
|||
NET
INVESTMENT LOSS
|
(1,063,278)
|
(677,105)
|
(2,817,416)
|
(1,529,746)
|
|||
REALIZED/NET
CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON
INVESTMENTS
|
|||||||
Realized
|
–
|
–
|
318,858
|
69,220
|
|||
Net
change in unrealized appreciation (depreciation) on
investments
|
5,281,938
|
(11,122,876)
|
(750,639)
|
(415,585)
|
|||
Total
Realized/Net Change in Unrealized Appreciation (Depreciation) on
Investments
|
5,281,938
|
(11,122,876)
|
(431,781)
|
(346,365)
|
|||
NET
INCOME (LOSS)
|
4,218,660
|
(11,799,981)
|
(3,249,197)
|
(1,876,111)
|
|||
NET
INCOME (LOSS) ALLOCATION
|
|||||||
Class
A
|
2,221,283
|
(6,175,602)
|
(1,950,032)
|
(700,573)
|
|||
Class
B
|
568,304
|
(1,682,259)
|
(520,587)
|
(149,871)
|
|||
Class
C
|
1,227,629
|
(3,734,720)
|
(673,139)
|
(973,443)
|
|||
Class
D
|
118,104
|
–
|
(78,262)
|
–
|
|||
Class
Z
|
83,340
|
(207,400)
|
(27,177)
|
(52,224)
|
|||
NET
INCOME (LOSS) PER UNIT
|
|||||||
Class
A
|
34.87
|
(161.37)
|
(35.47)
|
47.09
|
|||
Class
B
|
36.23
|
(160.64)
|
(36.34)
|
51.37
|
|||
Class
C
|
38.20
|
(159.88)
|
(25.00)
|
55.69
|
|||
Class
D
|
38.43
|
–
|
(25.47)
|
–
|
|||
Class
Z
|
41.22
|
(158.34)
|
(15.75)
|
64.42
|
|||
Units
|
Units
|
Units
|
Units
|
||||
WEIGHTED
AVERAGE NUMBER
|
|||||||
OF
UNITS OUTSTANDING
|
|||||||
Class
A
|
63,707.515
|
39,714.418
|
54,976.197
|
30,812.415
|
|||
Class
B
|
15,685.826
|
10,951.958
|
14,325.965
|
8,805.539
|
|||
Class
C
|
32,139.328
|
24,848.875
|
26,920.460
|
17,476.733
|
|||
Class
D
|
3,072.942
|
–
|
3,072.942
|
–
|
|||
Class
Z
|
2,021.848
|
1,322.332
|
1,725.900
|
1,023.764
|
The
accompanying notes are an integral part of these financial
statements.
– 3
–
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
STATEMENTS
OF CHANGES IN PARTNERS’ CAPITAL
For the
Nine Months Ended September 30, 2009 and 2008
(Unaudited)
Class A
|
Class B
|
Class C
|
Class D
|
Class Z
|
Total
|
||||||
$
|
$
|
$
|
$
|
$
|
$
|
||||||
Partners’
Capital,
|
|||||||||||
December
31, 2007
|
15,455,619
|
3,446,431
|
5,639,752
|
–
|
383,883
|
24,925,685
|
|||||
Subscriptions
|
33,808,073
|
10,764,329
|
27,172,605
|
–
|
1,274,313
|
73,019,320
|
|||||
Net
Loss
|
(700,573)
|
(149,871)
|
(973,443)
|
–
|
(52,224)
|
(1,876,111)
|
|||||
Redemptions
|
(2,680,514)
|
(1,382,922)
|
(1,490,278)
|
–
|
(65,444)
|
(5,619,158)
|
|||||
Partners’
Capital,
|
|||||||||||
September
30, 2008
|
45,882,605
|
12,677,967
|
30,348,636
|
–
|
1,540,528
|
90,449,736
|
|||||
Partners’
Capital,
|
|||||||||||
December
31, 2008
|
59,691,122
|
16,690,009
|
31,437,299
|
–
|
1,906,887
|
109,725,317
|
|||||
Subscriptions
|
41,302,953
|
10,288,489
|
26,143,098
|
3,994,825
|
2,198,951
|
83,928,316
|
|||||
Net
Loss
|
(1,950,032)
|
(520,587)
|
(673,139)
|
(78,262)
|
(27,177)
|
(3,249,197)
|
|||||
Redemptions
|
(12,242,159)
|
(5,960,202)
|
(14,117,891)
|
–
|
(933,959)
|
(33,254,211)
|
|||||
Partners’
Capital,
|
|||||||||||
September
30, 2009
|
86,801,884
|
20,497,709
|
42,789,367
|
3,916,563
|
3,144,702
|
157,150,225
|
|||||
Class A
|
Class B
|
Class C
|
Class D
|
Class Z
|
Total
|
||||||
Units
|
Units
|
Units
|
Units
|
Units
|
Units
|
||||||
Beginning
Units,
|
|||||||||||
December
31, 2007
|
14,456.976
|
3,217.119
|
5,253.689
|
–
|
356.140
|
23,283.924
|
|||||
Subscriptions
|
28,945.597
|
9,266.837
|
22,832.957
|
–
|
1,049.694
|
62,095.085
|
|||||
Redemptions
|
(2,295.248)
|
(1,191.077)
|
(1,209.812)
|
–
|
(57.240)
|
(4,753.377)
|
|||||
Ending
Units,
|
|||||||||||
September
30, 2008
|
41,107.325
|
11,292.879
|
26,876.834
|
–
|
1,348.594
|
80,625.632
|
|||||
Beginning
Units,
|
|||||||||||
December
31, 2008
|
46,349.723
|
12,869.463
|
24,072.194
|
–
|
1,439.906
|
84,731.286
|
|||||
Subscriptions
|
33,399.252
|
8,239.012
|
20,721.477
|
3,072.942
|
1,709.863
|
67,142.546
|
|||||
Redemptions
|
(9,794.894)
|
(4,765.923)
|
(11,043.004)
|
–
|
(722.051)
|
(26,325.872)
|
|||||
Ending
Units,
|
|||||||||||
September
30, 2009
|
69,954.081
|
16,342.552
|
33,750.667
|
3,072.942
|
2,427.718
|
125,547.960
|
The
accompanying notes are an integral part of these financial
statements.
- 4
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
STATEMENTS
OF CASH FLOWS
(Unaudited)
For the Nine Months Ended September
30,
|
|||
2009
|
2008
|
||
$
|
$
|
||
CASH
FLOWS FROM OPERATING ACTIVITIES
|
|||
Net
loss
|
(3,249,197)
|
(1,876,111)
|
|
Adjustments
to reconcile net loss:
|
|||
Purchases
of Investments in Affiliated Trading Companies
|
(55,194,670)
|
(67,827,513)
|
|
Proceeds
from sale of Investments in Affiliated Trading Companies
|
1,413,578
|
332,332
|
|
Realized
|
(318,858)
|
–
|
|
Net
change in unrealized depreciation on investments
|
750,639
|
415,585
|
|
Decrease
in operating assets:
|
|||
Receivable
from Affiliated Trading Companies
|
13,558,064
|
–
|
|
Increase
in operating liabilities:
|
|||
Payable
to Affiliated Trading Companies
|
4,340,633
|
–
|
|
Net cash
used for operating activities
|
(38,699,811)
|
(68,955,707)
|
|
CASH
FLOWS FROM FINANCING ACTIVITIES
|
|||
Cash
received from offering of Units
|
77,524,034
|
73,019,320
|
|
Cash
paid for redemptions of Units
|
(38,824,223)
|
(4,063,613)
|
|
Net
cash provided by financing activities
|
38,699,811
|
68,955,707
|
|
Net
change in cash
|
–
|
–
|
|
Cash
at beginning of period
|
–
|
–
|
|
Cash
at end of period
|
–
|
–
|
The
accompanying notes are an integral part of these financial
statements.
- 5
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS
September
30, 2009
(Unaudited)
The
unaudited financial statements contained herein include, in the opinion of
management, all adjustments necessary for a fair presentation of the financial
condition and results of operations of Managed Futures Profile HV, L.P.
(formerly, Morgan Stanley Managed Futures HV, L.P.) (“Profile HV” or the
“Partnership”). The financial statements and condensed notes herein
should be read in conjunction with the Partnership’s Annual Report on Form
10-K/A for the fiscal year ending December 31, 2008.
1. Organization
Managed
Futures Profile HV, L.P. (formerly, Morgan Stanley Managed Futures HV, L.P.) was
formed on February 22, 2007, under the Delaware Revised Uniform Limited
Partnership Act, as a multi-advisor commodity pool created to profit from the
speculative trading of domestic and foreign futures contracts, forward
contracts, foreign exchange commitments, options on physical commodities and
futures contracts, spot (cash) commodities and currencies, exchange of futures
contracts on physicals transactions and futures contracts transactions, and any
rights pertaining thereto (collectively, “Futures Interests”) (refer to Note 4.
Financial Instruments
of the Trading Companies) through its investments in affiliated trading
companies (each a “Trading Company”, or collectively the “Trading
Companies”). Profile HV is one of the partnerships in the Managed
Futures Multi-Strategy Profile Series, comprised of the Profile HV, Managed
Futures Profile LV, L.P., and Managed Futures Profile MV, L.P. (collectively,
the "Profile Series").
- 6
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
The
Partnership allocates substantially all of its assets to multiple affiliated
Trading Companies, each of which allocates substantially all of its assets to
the trading program of an unaffiliated commodity trading advisor which makes
investment decisions for each respective Trading Company.
The
Partnership commenced trading operations on August 1, 2007, in accordance with
the terms of its Limited Partnership Agreement. The primary commodity
broker for each Trading Company is Morgan Stanley & Co. Incorporated
("MS&Co."). Morgan Stanley & Co. International plc ("MSIP")
acts as each Trading Company’s commodity broker to the extent it trades on the
London Metal Exchange (collectively, MS&Co. and MSIP are referred to as the
"Commodity Brokers"). Each Trading Company’s over-the-counter foreign
exchange spot, options, and forward contract counterparties are MS&Co.
and/or Morgan Stanley Capital Group Inc. ("MSCG") to the extent a Trading
Company trades options on over-the-counter foreign currency forward
contracts.
Effective
October 1, 2009, Demeter Management LLC (“Demeter”), the general partner of the
Partnership and trading manager of each Trading Company, changed the name of the
Partnership and its affiliated Trading Companies. Please refer to
Note 7. Subsequent
Events for name changes.
Demeter
is a wholly-owned subsidiary of Morgan Stanley Smith Barney Holdings LLC
(“MSSB”). MSSB is majority-owned indirectly by Morgan Stanley and
minority-owned indirectly by Citigroup Inc. MS&Co., MSIP,
and MSCG are wholly-owned subsidiaries of Morgan Stanley.
- 7
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
The
financial statements of the Partnership have been prepared using the "Fund of
Funds" approach and accordingly all revenue and expense information from the
Trading Companies is reflected as a net change in unrealized appreciation
(depreciation) on investments on the Statements of Operations. The
Partnership maintains sufficient cash balances on hand to satisfy ongoing
operating expenses for the Partnership. The Trading Companies and their trading
advisors (each individually, a "Trading Advisor" or collectively, the "Trading
Advisors") for the Partnership at September 30, 2009, are as
follows:
Trading Company
|
Trading Advisor
|
Morgan
Stanley Smith Barney Altis I, LLC
|
|
(“Altis
I, LLC”)
|
Altis
Partners (Jersey) Limited
|
Morgan
Stanley Smith Barney Aspect I, LLC
|
|
(“Aspect
I, LLC”)
|
Aspect
Capital Limited
|
Morgan
Stanley Smith Barney BHM I, LLC
|
|
(“BHM
I, LLC”)
|
Blenheim
Capital Management, L.L.C.
|
Morgan
Stanley Smith Barney Boronia I, LLC
|
|
(“Boronia
I, LLC”)
|
Boronia
Capital Pty. Ltd.
|
Morgan
Stanley Smith Barney WNT I, LLC
|
|
(“WNT
I, LLC”)
|
Winton
Capital Management Limited
|
Demeter
may reallocate the Partnership’s assets to the different Trading Companies at
its sole discretion.
- 8
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
Units of
limited partnership interest ("Units") of the Partnership are being offered in
four share classes in a private placement pursuant to Regulation D under the
Securities Act of 1933, as amended. Depending on the aggregate amount
invested in the Partnership, limited partners receive class A, B, C or D Units
in the Partnership (each a "Class" and collectively the
"Classes"). Certain limited partners who are not subject to the
ongoing placement agent fee are deemed to hold Class Z Units. Demeter
received Class Z Units with respect to its investment in the
Partnership.
Demeter
is not required to maintain any investment in the Partnership, and may withdraw
any portion of its interest in the Partnership at any time, as permitted by the
Limited Partnership Agreement. In addition, Class Z shares are only
held by certain individuals affiliated with Morgan Stanley at Demeter’s sole
discretion. Class Z Units are not subject to paying the placement
agent fee.
On July
1, 2009, the Financial Accounting Standards Board (“FASB”) issued Statement of
Financial Accounting Standards (“SFAS”) No. 168, The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles
(“GAAP”), also known as FASB Accounting Standards Codification (“ASC”)
105-10, Generally Accepted
Accounting Principles (“ASC 105-10” or the
“Codification”). ASC 105-10 established the exclusive authoritative
reference for U.S. GAAP for use in financial statements except for Securities
and Exchange Commission (“SEC”) rules and interpretive releases, which are also
authoritative GAAP for SEC registrants. The Codification supersedes
all existing non-SEC accounting and reporting standards. The
Codification became the single source of authoritative accounting principles
generally accepted in the United States and is effective for financial
statements issued for interim and annual periods ending after September 15,
2009.
- 9
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
2. Related Party
Transactions
The cash
held by each Trading Company is on deposit with MS&Co. and MSIP in futures
interest trading accounts to meet margin requirements as
needed. MS&Co. pays each Trading Company at each month end
interest income on 100% of its average daily funds held at MS&Co. Assets
deposited with MS&Co. as margin are credited with interest income at a rate
approximately equivalent to what MS&Co. pays or charges other customers on
such assets deposited as margin. Assets not deposited as margin with
MS&Co. are credited with interest income at a rate equal to the monthly
average of the 4-week U.S. Treasury bill discount rate less 0.15% during such
month but in no event less than zero. For purposes of such interest
payments, net assets do not include monies owed to the Trading Company on
Futures Interests.
The
Partnership pays monthly administrative fees and general partner fees to
Demeter. The Partnership pays placement agent fees to MSSB equal to a
percentage of beginning net assets adjusted for additional subscriptions and
redemptions.
3. Income
Taxes
No
provision for income taxes has been made in the accompanying financial
statements, as limited partners are individually responsible for reporting
income or loss based upon their respective share of the Partnership’s revenues
or expenses for income tax purposes. The Partnership files U.S.
federal and state tax returns.
- 10
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
ASC
740-10, Income Taxes
(which incorporates former FASB No. 109 and FASB Interpretation No. 48, Income Taxes), clarifies the
accounting for uncertainty in income taxes recognized in a Partnership's
financial statements, and prescribes a recognition threshold and measurement
attribute for financial statement recognition and measurement of a tax position
taken or expected to be taken. The 2007 through 2008 tax years
generally remain subject to examination by U.S. federal and most state tax
authorities.
4. Financial Instruments of the
Trading Companies
The
Trading Advisors trade Futures Interests on behalf of the Trading
Companies. Futures and forwards represent contracts for delayed
delivery of an instrument at a specified date and price. Futures
Interests are open commitments until settlement date, at which time they are
realized. They are valued at fair value, generally on a daily basis,
and the unrealized gains and losses on open contracts (the difference between
contract trade price and market price) are reported in the Statements of
Financial Condition as net unrealized gains or losses on open
contracts. The resulting net change in unrealized gains and losses is
reflected in the change in unrealized trading profit (loss) on open contracts
from one period to the next on the Statements of Operations. The fair
value of exchange-traded futures, options and forwards contracts is determined
by the various futures exchanges, and reflects the settlement price for each
contract as of the close of business on the last business day of the reporting
period. The fair value of foreign currency forward contracts is
extrapolated on a forward basis from the spot prices quoted as of approximately
3:00 P.M. (E.T.) of the last business day of the reporting
period. The fair value of non-exchange-traded foreign currency option
contracts is calculated by applying an industry
- 11
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
standard
model application for options valuation of foreign currency options, using as
input, the spot prices, interest rates, and option implied volatilities quoted
as of approximately 3:00 P.M. (E.T.) on the last business day of the reporting
period. Risk arises from changes in the value of these contracts and
the potential inability of counterparties to perform under the terms of the
contracts. There are numerous factors which may significantly
influence the fair value of these contracts, including interest rate
volatility.
The fair
value of exchange-traded contracts is based on the settlement price quoted by
the exchange on the day with respect to which fair value is being
determined. If an exchange-traded contract could not have been
liquidated on such day due to the operation of daily limits or other rules of
the exchange, the settlement price shall be the settlement price on the first
subsequent day on which the contract could be liquidated. The fair
value of off-exchange-traded contracts is based on the fair value quoted by the
counterparty.
The
Trading Companies’ contracts are accounted for on a trade-date basis and marked
to market on a daily basis. The Trading Companies account for their derivative
investments as required by ASC 815-10-15, Derivative and Hedging
(formerly, SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities). A
derivative is
defined as a
financial instrument or other contract that has all three of the following
characteristics:
- 12
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
1)
|
One
or more underlying notional amounts or payment
provisions;
|
2)
|
Requires
no initial net investment or a smaller initial net investment than would
be required relative to changes in market
factors;
|
3)
|
Terms
require or permit net settlement.
|
Generally,
derivatives include futures, forward, swap or options contracts, and other
financial instruments with similar characteristics such as caps, floors, and
collars.
The
futures, forwards and options traded by the Trading Advisors on behalf of the
Trading Companies involve varying degrees of related market
risk. Market risk is dependent upon changes in the level or
volatility of interest rates, exchange rates, and prices of financial
instruments and commodities, factors that result in frequent changes in the fair
value of the Trading Companies’ open positions, and consequently in their
earnings, whether realized or unrealized, and cash flow. Gains and
losses on open positions of exchange-traded futures, exchange-traded forward,
and exchange-traded futures-styled options contracts are settled daily through
variation margin. Gains and losses on off-exchange-traded forward
currency contracts and forward currency options contracts are settled upon
termination of the contract. However, the Trading Companies are required to meet
margin requirements equal to the net unrealized loss on open forward currency
contracts in the Trading Companies’ accounts with the counterparty, which is
accomplished by daily maintenance of the cash balance in a custody account held
at MS&Co.
- 13
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
5. Fair Value Measurements and
Disclosures
As
defined by ASC 820-10-55, Fair
Value Measurements and Disclosures (formerly, SFAS No. 157, Fair Value Measurements),
fair value is the amount that would be recovered when an asset is sold or an
amount paid to transfer a liability, in an ordinary transaction, between market
participants at the measurement date (exit price). Market price
observability is impacted by a number of factors, including the types of
investments, the characteristics specific to the investment, and the state of
the market (including the existence and the transparency of transactions between
market participants). Investments with readily available actively
quoted prices in an ordinary market will generally have a higher degree of
market price observability and a lesser degree of judgment used in measuring
fair value.
ASC
820-10-55 requires use of a fair value hierarchy that prioritizes the inputs to
valuation techniques used to measure fair value into three levels: Level 1 -
unadjusted quoted market prices in active markets for identical assets and
liabilities; Level 2 - inputs other than unadjusted quoted market prices that
are observable for the asset or liability, either directly or indirectly
(including quoted prices for similar investments, interest rates, credit risk);
and Level 3 - unobservable inputs for the asset or liability (including the
Partnership’s own assumptions used in determining the fair value of
investments).
In
certain cases, the inputs used to measure fair value may fall into different
levels of the fair value hierarchy. In such cases, an investment’s
level within the fair value hierarchy is based on the lowest level of input that
is
- 14
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
significant
to the fair value measurement. The Partnership’s assessment of the
significance of a particular input to the fair value measurement in its entirety
requires judgment, and considers factors specific to the
investment.
The
following tables summarize the valuation of the Partnership’s investments by the
above ASC 820-10-55 fair value hierarchy as of September 30, 2009 and December
31, 2008:
September 30,
2009
Assets
|
Quoted Prices in
Active Markets for
Identical Assets
(Level
1)
|
Significant Other
Observable
Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
|||
$
|
$
|
$
|
|||||
Investment
in BHM I, LLC
|
–
|
37,058,915
|
n/a
|
37,058,915
|
|||
Investment
in Aspect I, LLC
|
–
|
34,411,095
|
n/a
|
34,411,095
|
|||
Investment
in Altis I, LLC
|
–
|
33,344,528
|
n/a
|
33,344,528
|
|||
Investment
in WNT I, LLC
|
–
|
32,977,995
|
n/a
|
32,977,995
|
|||
Investment
in Boronia I, LLC
|
–
|
18,965,953
|
n/a
|
18,965,953
|
December 31,
2008
Assets
|
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
|
Significant Other
Observable
Inputs
(Level 2)
|
Significant
Unobservable
Inputs
(Level 3)
|
Total
|
|
$
|
$
|
$
|
|||
Investment
in Aspect I, LLC
|
–
|
25,124,380
|
n/a
|
25,124,380
|
|
Investment
in WNT I, LLC
|
–
|
24,453,928
|
n/a
|
24,453,928
|
|
Investment
in Altis I, LLC
|
–
|
22,332,782
|
n/a
|
22,332,782
|
|
Investment
in BHM I, LLC
|
–
|
20,936,983
|
n/a
|
20,936,983
|
|
Investment
in Boronia I, LLC
|
–
|
10,561,102
|
n/a
|
10,561,102
|
- 15
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
The
Partnership’s assets identified as "Investments in Affiliated Trading Companies"
reflected on the Statements of Financial Condition represents the net asset
value of the Partnership’s pro rata share of each Trading
Company. The net assets of each Trading Company is equal to the total
assets of the Trading Company (including, but not limited to all cash and cash
equivalents, accrued interest and amortization of original issue discount, and
the fair value of all open Futures Interests contract positions and other
assets) less all liabilities of the Trading Company (including, but not limited
to, brokerage commissions that would be payable upon the closing of open Futures
Interest positions, management fees, incentive fees, and extraordinary
expenses), determined in accordance with accounting principles generally
accepted in the United States of America.
The
Partnership’s investment in the Trading Companies represents approximately: BHM
I, LLC 23.64%; Aspect I, LLC 21.95%; Altis I, LLC 21.27%; WNT I, LLC 21.04%; and
Boronia I, LLC 12.10% of the total investments of the Partnership,
respectively.
Summarized
information for the Partnership’s pro-rata investment in the Trading Companies
for the nine months ended September 30, 2009 is as follows:
Investment
|
% of Profile
HV’s Partners’
Capital
|
Fair Value
|
Profile
HV’s pro-rata Net Income/(Loss)
|
Management
Fees
|
Incentive
Fees
|
Administrative
Fees
|
$
|
$
|
$
|
$
|
$
|
||
BHM
I, LLC
|
23.6
|
37,058,915
|
5,705,287
|
447,178
|
733,494
|
78,256
|
Aspect
I, LLC
|
22.0
|
34,411,095
|
(2,380,270)
|
412,464
|
149
|
72,181
|
Altis
I, LLC
|
21.3
|
33,344,528
|
(1,119,327)
|
235,451
|
–
|
65,926
|
WNT
I, LLC
|
21.0
|
32,977,995
|
(2,007,973)
|
410,305
|
179
|
71,803
|
Boronia
I, LLC
|
12.1
|
18,965,953
|
(629,498)
|
231,937
|
89
|
40,589
|
- 16
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
For all
Trading Companies, Contributions and Withdrawals are permitted on a monthly
basis.
The table
below represents summarized Income Statement information for the Partnership’s
Investment in the Trading Companies for the nine months ended September 30, 2009
and 2008, respectively, to meet the requirements of Regulation S-X rule 3-09, as
follows:
September 30, 2009
|
Investment Income
|
Net
Investment Loss
|
Total Trading Results
|
Net
Income/(Loss)
|
$
|
$
|
$
|
$
|
|
BHM
I, LLC
|
24,887
|
(1,315,565)
|
31,067,772
|
29,752,207
|
Aspect
I, LLC
|
5,958
|
(694,365)
|
(2,342,538)
|
(3,036,903)
|
Altis
I, LLC
|
26,371
|
(324,887)
|
(794,440)
|
(1,119,327)
|
WNT,
LLC
|
5,056
|
(650,239)
|
(1,899,105)
|
(2,549,344)
|
September 30, 2008
|
Investment Income
|
Net
Investment Loss
|
Total Trading Results
|
Net
Income
|
$
|
$
|
$
|
$
|
|
BHM
I, LLC
|
182,322
|
(798,575)
|
14,512,576
|
13,714,001
|
Aspect
I, LLC
|
203,301
|
(732,436)
|
732,062
|
(374)
|
Altis
I, LLC
|
176,418
|
(1,229,902)
|
1,602,439
|
302,537
|
WNT,
LLC
|
204,343
|
(687,148)
|
1,088,565
|
401,417
|
6. Recent Accounting
Pronouncements
(a) Fair Value
Measurements
ASC
820-10-65, Fair Value
Measurements (formerly, FASB Staff Position (“FSP”) SFAS No. 157-4, Determining Fair Value When the
Volume and Level of Activity for the Asset or Liability Have Significantly
Decreased and Identifying Transactions That Are Not Orderly), was issued
in April 2009. ASC 820-10-65 provides additional guidance for
determining fair value and requires new disclosures regarding the categories of
fair value instruments, as well as the inputs and valuation techniques utilized
to determine fair value and
- 17
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
any
changes to the inputs and valuation techniques during the period. ASC
820-10-65 is effective for the interim and annual periods ending after June 15,
2009. The adoption of ASC 820-10-65 did not have a material impact on
the Partnership’s financial statements.
(b) Financial
Instruments
ASC
825-10-65, Financial
Instruments (formerly, FSP SFAS No. 107-1 and Accounting Principals Board
No. 28-1, Interim Disclosures
About Fair Value of Financial Instruments), was issued in April 2009. ASC 825-10-65
requires fair
value disclosures of financial instruments on a quarterly basis, as well as new
disclosures regarding the methodology and significant assumptions underlying the
fair value measures and any changes to
the
methodology and assumptions during the reporting period. ASC
825-10-65 is effective for the interim and annual periods ending after June 15,
2009. The adoption of ASC 825-10-65 did not have a material impact on
the Partnership’s financial statements.
(c) Subsequent
Events
The
Partnership adopted ASC 855-10, Subsequent Events (formerly,
SFAS No. 165, Subsequent
Events), which was issued in May 2009. ASC 855-10 establishes
general standards of accounting for and disclosure of events that occur after
the balance sheet date but before financial statements are issued or are
available to be issued. It requires the disclosure of the date
through which an entity has evaluated subsequent events and the basis for that
date; that is, whether that date represents the date the financial statements
were issued or were
- 18
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
available
to be issued. ASC 855-10 is effective for the interim and annual
periods ending after June 15, 2009. Management has performed its
evaluation of subsequent events through November 16, 2009, the date these
financial statements were issued.
(d) Investment in Certain
Entities That Calculate Net Asset Value per Share (or Its
Equivalent)
In
September 2009, the FASB issued Accounting Standards Update No. 2009-12
(“Update”) addressing Fair
Value Measurement and Disclosures Topic, ASC 820. This Update
amended Subtopic 820-10, Fair
Value Measurement and Disclosures-Overall, for the fair value measurement
of investments in certain entities that calculate net asset value per share or
its equivalent. The amendments in the Update permit, as a practical
expedient, a reporting entity to measure the fair value of an investment that is
within the scope of the amendments in this Update on the basis of the net asset
value per share of the investment or its equivalent. Additionally, this
Update require disclosures by major category of investment about the attributes
of the investments within the scope of the amendments, such as the nature of any
restrictions on redemptions, any unfunded commitments and the investment
strategies of the investees. The amendments in this Update are effective
for interim and annual periods ending after December 15, 2009. Management
is currently evaluating if the adoption of this Update will have an impact
on the financial statements of the Partnership.
- 19
-
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONTINUED)
(e) Consolidation
In June
2009, the FASB issued ASC 810-10, Consolidation of Variable Interest
Entities (formerly, SFAS 167, Amendments to FASB Interpretation
No. 46(R), Consolidation of Variable Interest Entities). ASC
810-10 eliminates Interpretation 46(R)’s exception to consolidating qualifying
special-purpose entities, contains new criteria for determining the primary
beneficiary, and increases the frequency of required reassessments to determine
whether a company is the primary beneficiary of a variable interest
entity. ASC 810-10 also contains a new requirement that any term,
transaction, or arrangement that does not have a substantive effect on an
entity’s status as a variable interest entity, a company’s power over a variable
interest entity, or a company’s obligation to absorb losses or its right to
receive benefits of an entity must be disregarded in applying Interpretation
46(R)’s provisions. ASC 810-10 is applicable for annual periods after
November 15, 2009, and interim periods thereafter. The Partnership is
currently evaluating the impact of the adoption of ASC 810-10 on the
Partnership’s financial statements.
7. Subsequent
Events
Effective
October 1, 2009, the name of the Partnership was changed from Morgan Stanley
Managed Futures HV L.P. to Managed Futures Profile HV, L.P. The name change does
not have any impact on the operation of the Partnership or its limited
partners.
Effective
October 1, 2009, Demeter changed the name of Morgan Stanley Managed Futures
Altis I, LLC to Morgan Stanley Smith Barney Altis I, LLC.
|
-
20 -
|
MANAGED
FUTURES PROFILE HV, L.P.
(formerly,
Morgan Stanley Managed Futures HV, L.P.)
NOTES TO FINANCIAL
STATEMENTS (CONCLUDED)
Effective
October 1, 2009, Demeter changed the name of Morgan Stanley Managed Futures
Aspect I, LLC to Morgan Stanley Smith Barney Aspect I, LLC.
Effective
October 1, 2009, Demeter changed the name of Morgan Stanley Managed Futures BHM
I, LLC to Morgan Stanley Smith Barney BHM I, LLC.
Effective
October 1, 2009, Demeter changed the name of Morgan Stanley Managed Futures GMF
I, LLC to Morgan Stanley Smith Barney Boronia I, LLC.
Effective
October 1, 2009, Demeter changed the name of Morgan Stanley Managed Futures WCM,
LLC to Morgan Stanley Smith Barney WNT I, LLC.
|
-
21 -
|
Item
2.
|
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
|
Liquidity. MS&Co.
and its affiliates act as custodians of each Trading Company’s assets pursuant
to customer agreements and foreign exchange customer agreement. The
Partnership allocates substantially all of its assets to multiple Trading
Companies. Such assets are deposited in the Trading Companies’ trading accounts
with MS&Co. or its affiliates. The funds in such accounts are
available for margin and are used to engage in Futures Interest trading pursuant
to instructions provided by the Trading Advisors. The assets are held
in either non-interest bearing bank accounts or in securities and instruments
permitted by the Commodity Futures Trading Commission for investment of customer
segregated or secured funds. Since the Partnership’s sole purpose is
to trade Futures Interests indirectly through the investment in the Trading
Companies, it is expected that the Trading Companies will continue to own such
liquid assets for margin purposes.
The
Trading Companies investment in Futures Interests may, from time to time, be
illiquid. Most U.S. futures exchanges limit fluctuations in prices
during a single day by regulations referred to as "daily price fluctuations
limits" or "daily limits". Trades may not be executed at prices
beyond the daily limit. If the price for a particular futures or
options contract has increased or decreased by an amount equal to the daily
limit, positions in that futures or options contract can neither be taken nor
liquidated unless traders are willing to effect trades at or within the
limit. Futures prices have occasionally moved the daily limit for
several consecutive days with little or no trading. These market
conditions could prevent the Trading Companies from promptly liquidating their
futures or options contracts and result in restrictions on
redemptions.
- 22
-
There is
no limitation on daily price movements in trading forward contracts on foreign
currencies. The markets for some world currencies have low trading
volume and are illiquid, which may prevent the Trading Companies from trading in
potentially profitable markets or prevent the Trading Companies from promptly
liquidating unfavorable positions in such markets, subjecting them to
substantial losses. Either of these market conditions could result in
restrictions on redemptions. For the periods covered by this report,
illiquidity has not materially affected the Partnership’s assets.
There are
no known material trends, demands, commitments, events, or uncertainties at the
present time that are reasonably likely to result in the Partnership’s liquidity
increasing or decreasing in any material way.
Capital
Resources. The Partnership does not have, nor does it expect
to have, any capital assets. Redemptions, exchanges, and sales of
Units in the future will affect the amount of funds available for investments in
Futures Interests in subsequent periods. It is not possible to
estimate the amount, and therefore the impact, of future inflows and outflows of
Units.
There are
no known material trends, favorable or unfavorable, that would affect, nor any
expected material changes to, the Partnership’s capital resource arrangements at
the present time.
Results of
Operations
General. The
Partnership’s results depend on the Trading Advisors and the ability of each
Trading Advisor’s trading program to take advantage of price movements in the
futures, forward and options markets. The following presents a
summary of the Partnership’s operations for the three and nine month periods
ended
- 23
-
September
30, 2009 and 2008, and a general discussion of its trading activities during
each period. It is important to note, however, that the Trading
Advisors trade in various markets at different times and that prior activity in
a particular market does not mean that such market will be actively traded by
the Trading Advisors or will be profitable in the
future. Consequently, the results of operations of the Partnership
are difficult to discuss other than in the context of the Trading Advisors’
trading activities on behalf of the Partnership during the period in
question. Past performance is no guarantee of future
results.
The
Partnership’s results of operations set forth in the Financial Statements on
pages 2 through 21 of this report are prepared in accordance with U.S. GAAP,
which require the use of certain accounting policies that affect the amounts
reported in these Financial Statements, including the following: the
contracts the Trading Companies trade are accounted for on a trade-date basis
and marked to market on a daily basis. The difference between their
original contract value and fair value is recorded on the Statements of
Operations as “Net change in unrealized gain (loss)” for open contracts, and
recorded as “Realized trading gain (loss)” when open positions are closed
out. The sum of these amounts constitutes the Trading Company’s
trading results. The fair value of a futures contract is the
settlement price on the exchange on which that futures contract is traded on a
particular day. The value of a foreign currency forward contract is
based on the spot rate as of the close of business.
- 24
-
For the Three and Nine
Months Ended September 30, 2009
The
Partnership recorded total realized/net change in unrealized appreciation
(depreciation) on investments of $5,281,938 and expenses totaling $1,063,278,
resulting in net income of $4,218,660 for the three months ended September 30,
2009. The Partnership’s net asset value per Unit by share Class is
provided in the table below.
Share Class
|
NAV at 6/30/09
|
NAV at 9/30/09
|
A
|
$1,207.16
|
$1,240.84
|
B
|
$1,218.69
|
$1,254.25
|
C
|
$1,230.34
|
$1,267.81
|
D
|
$1,236.10
|
$1,274.53
|
Z
|
$1,253.94
|
$1,295.33
|
The most
significant trading gains of approximately 2.4% were experienced in the
agricultural sector throughout a majority of the quarter from long futures
positions in sugar as prices moved sharply higher amid speculation that a global
production deficit may continue for two consecutive years, triggered by
increasing demand from India, the world’s largest consumer. Sugar
prices continued to climb throughout August, reaching a 28-year high, on
deepening concerns that unfavorable weather in producing countries and rising
import demand might worsen the global supply shortfall. Elsewhere, gains were
achieved, primarily during July and September, from long positions in cocoa
futures as prices moved higher on supply concerns due to news of a
smaller-than-average crop this year and after reports showed inventories reached
a seven-month low. Within the metals complex, gains of approximately
0.9% were recorded primarily during July and August from long futures positions
in zinc and copper as prices rose following news of an economic expansion in
China during the second quarter of 2009, thereby spurring speculation that
China’s demand for base metals might rise. Lastly, gains in the
metals markets were also experienced from long positions in palladium futures as
prices
- 25
-
rose
during July and August amid increased demand. Additional gains of
0.8% were experienced in the global interest rate sector throughout a majority
of the quarter from long positions in short-term European and U.S. interest rate
futures as prices increased on investor sentiment that signs of moderate
inflation, as well as the U.S. Federal Reserve’s commitment to its quantitative
easing program, would result in the U.S. Federal Reserve, European Central Bank,
and the Bank of England holding interest rates steady in the near
term. Within the currency sector, gains of approximately 0.7% were
recorded throughout a majority of the quarter from long positions in the
Australian dollar and New Zealand dollar versus the U.S. dollar and British
pound as the value of the Australian dollar and New Zealand dollar moved higher
in the wake of stronger gold prices. Furthermore, the U.S. dollar and British
pound fell on the aforementioned speculation that the U.S. Federal Reserve and
Bank of England might keep borrowing rates low in the near
term. Smaller gains of approximately 0.5% were achieved in the global
equity index sector throughout a majority of the quarter from long positions in
European, U.S., Australian, and Hong Kong equity index futures as prices
increased due to positive economic data and increased merger and acquisition
activity in the technology sector. A portion of the Partnership’s
gains for the quarter was offset by losses of approximately 1.0% within the
energy sector during July from short futures positions in crude oil and its
related products as prices moved higher during the latter half of the month amid
better-than-expected quarterly earnings reports and positive economic data,
which spurred optimism that energy demand might rebound. During
August, newly established long futures positions in crude oil and its related
products recorded additional losses as prices reversed lower due to
above-average U.S. stockpiles.
The
Partnership recorded total realized/net change in unrealized appreciation
(depreciation) on investments of $(431,781) and expenses totaling $2,817,416,
resulting in a net loss of $3,249,197 for the nine months ended September 30,
2009. The Partnership’s net asset value per Unit by share Class is
provided in the table below.
- 26
-
Share Class
|
NAV at 12/31/08
|
NAV at 9/30/09
|
A
|
$1,287.84
|
$1,240.84
|
B
|
$1,296.87
|
$1,254.25
|
C
|
$1,305.96
|
$1,267.81
|
D
|
n/a
|
$1,274.53
|
Z
|
$1,324.31
|
$1,295.33
|
The most
significant trading losses of approximately 1.6% were incurred in the energy
sector, primarily during March, May, and July, from short futures positions in
crude oil and its related products as prices reversed higher on optimism that a
possible rebound in global economic growth might boost energy
demand. During August, newly established long futures positions in
crude oil and its related products recorded additional losses as prices reversed
lower due to above-average U.S. stockpiles. Within the currency
sector, losses of approximately 1.5% were recorded primarily during March and
April from short positions in the British pound, euro, and Swiss franc versus
the U.S. dollar as the value of the U.S. dollar decreased relative to most of
its rivals following the U.S. Federal Reserve’s surprise plans to begin a more
aggressive phase of quantitative easing and economic stimulus spending.
Meanwhile, additional losses were recorded, primarily during February and March,
from long positions in the Japanese yen versus the U.S. dollar as the value of
the Japanese yen reversed lower against most of its rivals amid speculation that
the Bank of Japan might intervene to weaken the currency. Further
losses were recorded during June from long positions in the British pound, euro,
Swiss franc, and Japanese yen versus the U.S. dollar as the value of the U.S.
dollar reversed higher against these currencies amid speculation that the U.S.
Federal Reserve might raise interest rates. A portion of the
Partnership’s losses during the first nine months of the year was offset by
gains of approximately 1.8% experienced in the agricultural complex, primarily
during March, April, May, June, and July, from long futures positions in sugar
as prices moved
- 27
-
sharply
higher amid speculation that a global production deficit might continue for two
consecutive years, triggered by increasing demand from India, the world’s
largest consumer. Sugar prices continued to climb throughout August
and September reaching a 28-year high, on deepening concerns that unfavorable
weather in producing countries and rising import demand may worsen the global
supply shortfall. Elsewhere, gains were achieved, primarily during
July and September, from long positions in cocoa futures as prices moved higher
on supply concerns due to news of a smaller-than-average crop this year and
after reports showed inventories reached a seven-month low. Within
the metals sector, gains of approximately 1.0% were achieved during March,
April, May, June, July, and August from long futures positions in copper and
zinc as prices rose amid speculation that economic stimulus plans in the U.S.
and China might help boost demand for base metals. Elsewhere in the
metals complex, long positions in palladium futures resulted in gains during
March, April, May, July, and August as prices climbed higher amid news of a
possible strike at a South African producer. Smaller gains of
approximately 0.1% were experienced in the global stock index sector throughout
a majority of the third quarter from long positions in European and Hong Kong
equity index futures as prices increased due to positive economic data and
increased merger and acquisition activity in the technology sector.
For the Three and Nine
Months Ended September 30, 2008
The
Partnership recorded total realized/net change in unrealized appreciation
(depreciation) on investments of $(11,122,876) and expenses totaling $677,105,
resulting in a net loss of $11,799,981 for the three months ended September 30,
2008. The Partnership’s net asset value per Unit by share Class is
provided in the table below.
- 28
-
Share Class
|
NAV at 6/30/08
|
NAV at 9/30/08
|
A
|
$1,277.54
|
$1,116.17
|
B
|
$1,283.29
|
$1,122.65
|
C
|
$1,289.05
|
$1,129.17
|
Z
|
$1,300.66
|
$1,142.32
|
The most
significant trading losses of approximately 5.5% were incurred in the
agricultural sector throughout the majority of the quarter from long futures
positions in the soybean complex and corn as prices declined on news that
favorable weather may improve crop conditions in the U.S.
Midwest. Prices also moved lower amid speculation that a slowing U.S.
economy may reduce demand for alternative biofuels. Additional losses
were recorded in July from long positions in cocoa futures as prices decreased
following news of a rise in exports from the Ivory Coast, the world’s largest
cocoa producer. Within the energy markets, losses of approximately 4.8% were
recorded primarily during July and August from long futures positions in crude
oil and its related products as prices reversed lower amid signs that the U.S.
economic slump may extend into 2009 and curb future energy
demand. Meanwhile, long positions in natural gas futures resulted in
losses as prices sharply decreased in July amid rising inventories and news that
the Atlantic hurricane season's first storm avoided the gas-producing fields in
the Gulf of Mexico. Additional losses of approximately 2.4% were experienced in
the currency sector primarily during August and September from long positions in
the Brazilian real and Australian dollar versus the U.S. dollar as the value of
the U.S. dollar reversed higher against most of its rivals in August after the
U.S. Commerce Department reported a larger-than-previously-estimated increase in
Gross Domestic Product during the second quarter. The U.S. dollar
then moved sharply higher against these currencies during September in tandem
with surging U.S. Treasury prices amid a worldwide “flight-to-quality” due to
fears of an intense credit crunch and subsequent global recession, resulting in
further losses from long positions in these currencies versus the U.S. dollar.
Furthermore, losses were experienced from short positions in the Japanese
yen
- 29
-
relative
to the U.S. dollar, euro, Swiss franc, and British pound as the value of the
Japanese yen moved higher amid a reduction in carry-trade positions due to the
perception of a rising risk environment. Further losses of approximately 1.1%
were incurred in the metals sector from long positions in aluminum, nickel, and
zinc futures as prices declined throughout the quarter on concerns that turmoil
in the financial markets may further weaken the global economy and erode demand
for base metals. Meanwhile, long positions in palladium, gold, and platinum
futures incurred losses during July and August as prices moved lower due to a
sharp rise in the value of the U.S. dollar. Smaller losses of approximately 0.4%
were recorded in the global interest rate sector primarily during July and
September from short positions in European fixed-income futures as prices moved
higher following a sharp decline in the global equity markets,
weaker-than-expected U.K. and German economic data, and comments from European
Central Bank President Jean-Claude Trichet saying that economic growth will be
“particularly weak”, thereby fueling demand for the “safe haven” of government
bonds. During September, additional losses were recorded from both long and
short positions in Japanese fixed-income futures as prices moved without
consistent direction throughout the month. A portion of the Partnership’s losses
for the quarter was offset by gains of approximately 1.9% within the global
stock index sector, primarily during September, from short positions in
European, Pacific Rim, and U.S. equity index futures as prices moved sharply
lower amid unprecedented U.S. financial market turmoil following news of the
collapse of a major U.S. investment bank and the government rescue of a U.S.
insurance giant. Furthermore, global equity prices plunged after the
U.S. House of Representatives rejected the Economic Stabilization Act of 2008,
which would have allowed the U.S. Treasury to purchase troubled mortgage-backed
securities from U.S. financial institutions.
- 30
-
The
Partnership recorded total realized/net change in unrealized appreciation
(depreciation) on investments of $(346,365) and expenses totaling $1,529,746,
resulting in a net loss of $1,876,111 for the nine months ended September 30,
2008. The Partnership’s net asset value per Unit by share Class is
provided in the table below.
Share Class
|
NAV at 12/31/07
|
NAV at 9/30/08
|
A
|
$1,069.08
|
$1,116.17
|
B
|
$1,071.28
|
$1,122.65
|
C
|
$1,073.48
|
$1,129.17
|
Z
|
$1,077.90
|
$1,142.32
|
The most
significant trading gains of approximately 5.5% were experienced within the
agricultural markets during January, February, April, and June from long futures
positions in cocoa as prices rose amid speculation that crops in the Ivory
Coast, the world’s largest cocoa producer, are developing more slowly than
anticipated. Meanwhile, long futures positions in the soybean complex and corn
resulted in gains throughout the majority of the first half of the year as
prices increased following news that global production may drop, rising energy
prices may boost demand for alternative biofuels, and severe floods in the U.S.
Midwest damaged crops. Elsewhere, gains were experienced, primarily during
January, February, and June, from long positions in sugar futures as prices
increased amid speculation that future demand may strengthen. Within the global
stock index sector, gains of approximately 3.2% were experienced, primarily
during February, March, and June, from short positions in European, U.S., and
Pacific Rim equity index futures as prices decreased on concerns that a
persistent U.S. housing slump, mounting losses linked to U.S. sub-prime mortgage
investments, rising commodity prices, and a weakening job market may restrain
consumer spending, erode corporate earnings, and curb global economic
growth. During September, prices moved sharply lower amid
unprecedented U.S. financial market volatility and turmoil following news of the
collapse of a major U.S. investment bank and the
- 31
-
government
rescue of a U.S. insurance giant, resulting in further gains from short
positions in European, Pacific Rim, and U.S. equity index futures. Within the
global interest rate sector, gains of approximately 1.8% were experienced,
primarily during January, from long positions in U.S. interest rate futures as
prices moved higher on concerns of a possible economic recession in the United
States and the subsequent effect this may have on the global
economy. In addition, U.S. interest rate futures prices increased
after the U.S. Federal Reserve cut its benchmark interest rate by 125 basis
points during the month in order to prevent a sharp decline in the global equity
markets. Further gains were achieved during August and September from long
positions in U.S. interest rate futures as prices moved higher amid a worldwide
“flight-to-safety”. Within the energy markets, gains of approximately 1.1% were
recorded, throughout a majority of the first six months of the year, from long
futures positions in gasoline and heating oil as prices moved consistently
higher due to speculation that OPEC may cut production, ongoing geopolitical
concerns in the Middle East, growing Asian fuel consumption, and strong demand
for physical commodities as an inflation hedge. During the second quarter,
prices were pressured higher amid declining production in Western Canada, a
continued decline in U.S. inventories, and forecasts for an active hurricane
season in the Atlantic. Smaller gains of approximately 0.2% were recorded within
the metals sector, primarily during January, February, June, and July, from long
positions in lead and copper futures as prices moved higher on reports of
falling inventories amid rising demand from China and India. A portion of the
Partnership’s gains during the first nine months of the year was offset by
losses of approximately 1.7% incurred within the currency sector, primarily
during March and June, from long positions in the Canadian dollar versus the
U.S. dollar as the value of the Canadian dollar moved lower against most of its
major rivals amid continued weak economic data out of Canada. Elsewhere, losses
were incurred from long positions in the euro and Brazilian real versus the U.S.
dollar, primarily during August and September, as the value of the U.S. dollar
reversed higher against most of its rivals in August after the U.S. Commerce
Department reported a
- 32
-
larger-than-previously-estimated
increase in Gross Domestic Product during the second quarter. The
U.S. dollar then moved sharply higher during September in tandem with surging
U.S. Treasury prices amid a worldwide “flight-to-quality” due to fears of an
intense credit crunch and subsequent global recession, resulting in further
losses from long positions in these currencies versus the U.S.
dollar.
Item 3. QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK
Introduction
All of
the Partnership’s assets are subject to the risk of trading loss through its
investments in the Trading Companies, each of which invests substantially all of
its assets in the trading program of an unaffiliated Trading Advisor. The
market-sensitive instruments held by the Trading Companies are acquired for
speculative trading purposes, and substantially all of the respective Trading
Companies’ assets are subject to the risk of trading loss. Unlike an
operating company, the risk of market-sensitive instruments is integral, not
incidental, to the Trading Companies’ main line of business.
The
futures, forwards and options traded by the Trading Companies involve varying
degrees of related market risk. Market risk is often dependent upon
changes in the level or volatility of interest rates, exchange rates and prices
of financial instruments and commodities. These factors result in
frequent changes in the fair value of the Trading Companies’ open positions, and
consequently in their earnings, whether realized or unrealized, and cash
flow. Gains and losses on open positions of exchange-traded futures,
exchange-traded forward, and exchange-traded futures-styled options contracts
are settled daily through variation margin. Gains and losses on
off-exchange-traded forward currency contracts and forward currency options
contracts are settled upon termination of the contract. However, the
Trading Companies are required to meet margin requirements equal
- 33
-
to the
unrealized loss on open forward currency contracts in the Trading Companies’
accounts with the counterparty, which is accomplished by daily maintenance of
the cash balance in a custody account held at MS&Co.
The total
market risk of the respective Trading Companies may increase or decrease as it
is influenced by a wide variety of factors, including, but not limited to, the
diversification among the Trading Companies’ open positions, the volatility
present within the markets, and the liquidity of the markets.
The face
value of the market sector instruments held by the Trading Companies is
typically many times the applicable margin requirements. Margin
requirements generally range between 2% and 15% of contract face
value. Additionally, the use of leverage causes the face value of the
market sector instruments held by the Trading Companies typically to be many
times the total capitalization of the Trading Companies.
The
Partnership’s and the Trading Companies’ past performance are no guarantee of
their future results. Any attempt to numerically quantify the Trading
Companies’ market risk is limited by the uncertainty of their speculative
trading. The Trading Companies’ speculative trading and use of
leverage may cause future losses and volatility (i.e., "risk of ruin") that
far exceed the Trading Companies’ experiences to date disclosed under the
"Trading Companies’ Value at Risk in Different Market Sectors" section and
significantly exceed the Value at Risk ("VaR") tables disclosed
below.
Limited
partners will not be liable for losses exceeding the current net asset value of
their investment.
- 34
-
Quantifying the Trading
Companies’ Trading Value at Risk
The
following quantitative disclosures regarding the Trading Companies’ market risk
exposures contain "forward-looking statements" within the meaning of the safe
harbor from civil liability provided for such statements by the Private
Securities Litigation Reform Act of 1995 (set forth in Section 21E of the
Securities Exchange Act of 1934). All quantitative disclosures in this section
are deemed to be forward-looking statements for purposes of the safe harbor,
except for statements of historical fact.
The
Trading Companies account for open positions on the basis of mark to market
accounting principles. Any loss in the market value of the Trading Companies’
open positions is directly reflected in the Trading Companies’ earnings and cash
flow.
The
Trading Companies’ risk exposure in the market sectors traded by the Trading
Advisors is estimated below in terms of VaR. VaR for a particular
market sector is estimated by Demeter using a model based upon historical
simulation (with a confidence level of 99%) which involves constructing a
distribution of hypothetical daily changes in the value of a trading
portfolio. The VaR model takes into account linear exposures to risks
including equity and commodity prices, interest rates, foreign exchange rates,
and correlation among these variables. The hypothetical daily changes
in the value of a Trading Company’s portfolio are based on daily percentage
changes observed in key market indices or other market factors ("market risk
factors") to which the portfolio is sensitive. The one-day 99% confidence level
of the Trading Companies’ VaR corresponds to the reliability of the expectations
that the Trading Company’s trading losses in one day will not exceed the maximum
loss indicated by the VaR. The 99% one-day confidence level is not an
indication of probability of such losses, nor does VaR
- 35
-
typically
represent the worst case outcome. Demeter uses approximately four years of daily
market data and re-values its portfolio for each of the historical market moves
that occurred over this period. This enables Demeter to generate a distribution
of daily "simulated profit and loss" outcomes.
The
Trading Companies’ VaR computations are based on the risk representation of the
underlying benchmark for each instrument or contract and do not distinguish
between exchange and non-exchange dealer-based instruments. They are
also not based on exchange and/or dealer-based maintenance margin
requirements.
VaR
models, including the models used by Morgan Stanley and Demeter, are continually
evolving as trading portfolios become more diverse and modeling techniques and
systems capabilities improve. Please note that the VaR model is used to quantify
market risk for historic reporting purposes only and is not utilized by either
Demeter or the Trading Advisors in their daily risk management activities.
Please further note that VaR as described above may not be comparable to
similarly-titled measures used by other entities.
The Trading Companies’ Value
at Risk in Different Market Sectors
As of
September 30, 2009 and 2008, Altis I, LLC’s total capitalization was $33,344,528
and $20,496,945, respectively. The Partnership owned 100% and 100%,
respectively, of Altis I, LLC.
Altis I,
LLC
September 30, 2009
|
September 30, 2008
|
||
Primary Market Risk
Category
|
VAR
|
VAR
|
|
Currency
|
(0.74)%
|
(0.33)%
|
|
Interest
Rate
|
(0.69)
|
(0.33)
|
|
Equity
|
(2.23)
|
(0.44)
|
|
Commodity
|
(1.01)
|
(1.75)
|
|
Aggregate
Value at Risk
|
(2.54)%
|
(2.17)%
|
- 36
-
As of
September 30, 2009 and 2008, Aspect I, LLC’s total capitalization was
$44,225,925 and $24,591,171, respectively. The Partnership owned
approximately 78% and 83%, respectively, of Aspect I, LLC.
Aspect I,
LLC
September 30, 2009
|
September 30, 2008
|
||
Primary Market Risk
Category
|
VAR
|
VAR
|
|
Currency
|
(0.61)%
|
(0.16)%
|
|
Interest
Rate
|
(1.34)
|
(0.66)
|
|
Equity
|
(1.64)
|
(0.19)
|
|
Commodity
|
(0.90)
|
(0.60)
|
|
Aggregate
Value at Risk
|
(2.16)%
|
(0.97)%
|
As of
September 30, 2009 and 2008, BHM I, LLC’s total capitalization was $139,469,947
and $128,224,637, respectively. The Partnership owned approximately
27% and 17%, respectively, of BHM I, LLC.
BHM I,
LLC
September 30, 2009
|
September 30, 2008
|
||
Primary Market Risk
Category
|
VAR
|
VAR
|
|
Currency
|
(0.02)%
|
(0.29)%
|
|
Interest
Rate
|
(0.98)
|
(0.24)
|
|
Commodity
|
(3.59)
|
(1.63)
|
|
Aggregate
Value at Risk
|
(4.12)%
|
(1.43)%
|
As of
September 30, 2009 and 2008, Boronia I, LLC’s total capitalization was
$35,734,820 and $40,734,631, respectively. The Partnership owned
approximately 53% and 22%, respectively, of Boronia I, LLC.
- 37
-
Boronia I,
LLC
September 30, 2009
|
September 30, 2008
|
||
Primary Market Risk
Category
|
VAR
|
VAR
|
|
Currency
|
(0.46)%
|
(0.32)%
|
|
Interest
Rate
|
(1.42)
|
(0.14)
|
|
Equity
|
(0.72)
|
(0.26)
|
|
Commodity
|
(0.86)
|
(0.46)
|
|
Aggregate
Value at Risk
|
(1.93)%
|
(0.77)%
|
As of
September 30, 2009 and 2008, WNT I, LLC’s total capitalization was $42,792,826
and $24,038,828, respectively. The Partnership owned approximately
77% and 84%, respectively, of WNT I, LLC.
WNT I,
LLC
September 30, 2009
|
September 30, 2008
|
||
Primary Market Risk
Category
|
VAR
|
VAR
|
|
Currency
|
(0.82)%
|
(0.15)%
|
|
Interest
Rate
|
(0.79)
|
(0.36)
|
|
Equity
|
(0.94)
|
(0.30)
|
|
Commodity
|
(0.39)
|
(0.16)
|
|
Aggregate
Value at Risk
|
(1.48)%
|
(0.59)%
|
The VaR
for a market category represents the one-day downside risk for the aggregate
exposures associated with this market category. The Aggregate Value
at Risk listed above represents the VaR of the respective Trading Companies’
open positions across all the market categories, and is less than the sum of the
VaRs for all such market categories due to the diversification benefit across
asset classes.
Because
the business of the Trading Companies is the speculative trading of futures,
forwards and options, the composition of its trading portfolio can change
significantly over any given time period, or even within a single trading
day. Such changes could positively or negatively materially impact
market risk as measured by VaR.
- 38
-
The table
below supplements the quarter-end VaR set forth above by presenting the Trading
Companies’ high, low, and average VaR, as a percentage of total Net Assets for
the four quarter-end periods from October 1, 2008 through September 30,
2009.
Altis I,
LLC
Primary Market Risk
Category
|
High
|
Low
|
Average
|
Currency
|
(0.94)%
|
(0.35)%
|
(0.60)%
|
Interest
Rate
|
(1.14)
|
(0.53)
|
(0.81)
|
Equity
|
(2.23)
|
(0.13)
|
(0.74)
|
Commodity
|
(1.44)
|
(0.69)
|
(1.08)
|
Aggregate
Value at Risk
|
(2.54)%
|
(1.27)%
|
(1.89)%
|
Aspect I,
LLC
Primary Market Risk
Category
|
High
|
Low
|
Average
|
Currency
|
(0.61)%
|
(0.13)%
|
(0.36)%
|
Interest
Rate
|
(1.34)
|
(0.54)
|
(0.98)
|
Equity
|
(1.64)
|
(0.04)
|
(0.52)
|
Commodity
|
(0.90)
|
(0.45)
|
(0.64)
|
Aggregate
Value at Risk
|
(2.16)%
|
(0.96)%
|
(1.42)%
|
BHM I,
LLC
Primary Market Risk
Category
|
High
|
Low
|
Average
|
Currency
|
(0.11)%
|
(0.02)%
|
(0.05)%
|
Interest
Rate
|
(0.98)
|
(0.24)
|
(0.53)
|
Commodity
|
(3.59)
|
(1.44)
|
(2.66)
|
Aggregate
Value at Risk
|
(4.12)%
|
(1.49)%
|
(2.86)%
|
Boronia
I, LLC
Primary Market Risk
Category
|
High
|
Low
|
Average
|
Currency
|
(0.46)%
|
(0.08)%
|
(0.24)%
|
Interest
Rate
|
(1.42)
|
(0.59)
|
(1.06)
|
Equity
|
(0.72)
|
(0.10)
|
(0.44)
|
Commodity
|
(1.05)
|
(0.44)
|
(0.74)
|
Aggregate
Value at Risk
|
(1.93)%
|
(1.18)%
|
(1.44)%
|
- 39
-
WNT I,
LLC
Primary Market Risk
Category
|
High
|
Low
|
Average
|
Currency
|
(0.87)%
|
(0.18)%
|
(0.56)%
|
Interest
Rate
|
(0.79)
|
(0.37)
|
(0.51)
|
Equity
|
(0.94)
|
(0.05)
|
(0.39)
|
Commodity
|
(0.39)
|
(0.20)
|
(0.27)
|
Aggregate
Value at Risk
|
(1.48)%
|
(0.57)%
|
(0.87)%
|
Limitations on Value at Risk
as an Assessment of Market Risk
VaR
models permit estimation of a portfolio’s aggregate market risk exposure,
incorporating a range of varied market risks, reflect risk reduction due to
portfolio diversification or hedging activities, and can cover a wide range of
portfolio assets. However, VaR risk measures should be viewed in
light of the methodology’s limitations, which include, but may not be limited to
the following:
·
|
past
changes in market risk factors will not always result in accurate
predictions of the distributions and correlations of future market
movements;
|
·
|
changes
in portfolio value caused by market movements may differ from those of the
VaR model;
|
·
|
VaR
results reflect past market fluctuations applied to
current trading positions while future risk depends on future
positions;
|
·
|
VaR
using a one-day time horizon does not fully capture the market risk of
positions that cannot be liquidated or hedged within one day;
and
|
·
|
the
historical market risk factor data used for VaR estimation may provide
only limited insight into losses that could be incurred under certain
unusual market movements.
|
In
addition, the VaR tables above, as well as the past performance of the
Partnership and the Trading Companies, give no indication of the Partnership’s
potential "risk of ruin".
- 40
-
The VaR
tables provided present the results of the Partnership’s VaR for each of the
Trading Companies’ market risk exposures and on an aggregate basis at September
30, 2009 and 2008 and for the four quarter-end reporting periods from October 1,
2008, through September 30, 2009. VaR is not necessarily
representative of the Trading Companies’ historic risk, nor should it be used to
predict the Partnership or the Trading Companies’ future financial performance
or their ability to manage or monitor risk. There can be no assurance that the
Trading Companies’ actual losses on a particular day will not exceed the VaR
amounts indicated above or that such losses will not occur more than once in 100
trading days.
Non-Trading
Risk
The
Trading Companies have non-trading market risk on their foreign cash balances.
These balances and any market risk they may represent are
immaterial.
The
Trading Companies also maintain a substantial portion of their available assets
in cash at MS&Co.; as of September 30, 2009, such amount was equal
to:
·
|
approximately
83% of Altis I, LLC’s net assets.
|
·
|
approximately
84% of Aspect I, LLC’s net assets.
|
·
|
approximately
87% of BHM I, LLC’s net assets.
|
·
|
approximately
90% of Boronia I, LLC’s net assets.
|
·
|
approximately
89% of WNT I, LLC’s net assets.
|
A decline
in short-term interest rates would result in a decline in the Trading Companies’
cash management income. This cash flow risk is not considered to be
material.
- 41
-
Materiality,
as used throughout this section, is based on an assessment of reasonably
possible market movements and any associated potential losses, taking into
account the leverage, optionality, and multiplier features of the Trading
Companies’ market-sensitive instruments, in relation to the Trading Companies’
net assets.
Qualitative Disclosures
Regarding Primary Trading Risk Exposures
The
following qualitative disclosures regarding the Partnership’s market risk
exposures – except for (A) those disclosures that are statements of historical
fact and (B) the descriptions of how the Partnership manages its primary market
risk exposures – constitute forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934. The Partnership’s
primary market risk exposures, as well as the strategies used and to be used by
Demeter and the Trading Advisors for managing such exposures, are subject to
numerous uncertainties, contingencies and risks, any one of which could cause
the actual results of the Partnership’s risk controls to differ materially from
the objectives of such strategies. Government interventions, defaults
and expropriations, illiquid markets, the emergence of dominant fundamental
factors, political upheavals, changes in historical price relationships, an
influx of new market participants, increased regulation, and many other factors
could result in material losses, as well as in material changes to the risk
exposures and the risk management strategies of the Partnership.
The
Trading Advisor for each Trading Company, in general, tends to utilize its
trading system(s) to take positions when market opportunities develop, and
Demeter anticipates that the Trading Advisors will continue to do
so.
Investors
must be prepared to lose all or substantially all of their investment in the
Partnership.
- 42
-
The
following were the primary trading risk exposures of the Partnership at
September 30, 2009, by market sector. It may be anticipated, however,
that these market exposures will vary materially over time.
Equity. The
third largest market exposure of the Partnership at September 30, 2009, was to
the global stock index sector, primarily to equity price risk in the G-7
countries. The G-7 countries consist of France, the U.S., the United
Kingdom, Germany, Japan, Italy, and Canada. The stock index futures
traded by the Partnership are by law limited to futures on broadly-based
indices. At September 30, 2009, the Partnership’s primary exposures
were to the S&P 500 (U.S.), FTSE 100 (United Kingdom), S&P Midcap
(U.S.), DAX (Germany), SPI 200 (Australia), NIKKEI 225 (Japan), NASDAQ 100
(U.S.), Euro Stox 50 (Europe), CAC 40 (France), IBEX 35 (Spain), HANG SENG (Hong
Kong), Dow Jones 30 (U.S.), Canadian S&P 60 (Canada), TAIWAN (Taiwan),
S&P/MIB (Italy), H-Shares (Hong Kong), OMX 30 (Sweden), Russell 2000 (U.S.),
TOPIX (Japan), AEX (The Netherlands), ALL SHARE (South Africa), Singapore Free
(Singapore), GS COMMODITY (U.S.), MSCI Europe Large Cap (Euro-Zone), and S&P
Nifty (India) stock indices. The Partnership is primarily exposed to
the risk of adverse price trends or static markets in the North American,
European, and Pacific Rim stock indices. Static markets would not cause major
market changes but would make it difficult for the Partnership to avoid
trendless price movements, resulting in numerous small losses.
Interest
Rate. At September 30, 2009, the Partnership had market
exposure to the global interest rate sector. This exposure was
primarily spread across the U.S., European, Japanese, Australian, and Canadian
interest rate sectors. Interest rate movements directly affect the
price of the sovereign bond futures positions held by the Partnership and
indirectly affect the value of its stock index and currency
positions. Interest rate movements in one country, as
well
- 43
-
as
relative interest rate movements between countries, materially impact the
Partnership’s profitability. The Partnership’s interest rate exposure is
generally to interest rate fluctuations in the U.S. and the other G-7
countries. However, the Partnership also takes futures positions in
the government debt of smaller countries – e.g.,
Australia. Demeter anticipates that the G-7 countries’ and Australian
interest rates will remain the primary interest rate exposures of the
Partnership for the foreseeable future. The speculative futures
positions held by the Partnership may range from short to long-term
instruments. Consequently, changes in short, medium, or long-term
interest rates may have an effect on the Partnership.
Currency. At
September 30, 2009, the Partnership had market exposure to the currency
sector. The Partnership’s currency exposure is to exchange rate
fluctuations, primarily fluctuations which disrupt the historical pricing
relationships between different currencies and currency
pairs. Interest rate changes, as well as political and general
economic conditions influence these fluctuations. The Partnership
trades a number of currencies including cross-rate – i.e., positions between two
currencies other than the U.S. dollar. At September 30, 2009, the Partnership’s
major exposures were to the British pound, Australian dollar, Japanese yen,
euro, New Zealand dollar, Canadian dollar, Swiss franc, Swedish krona, Norwegian
krone, Czech koruna, Hungarian forint, and Polish zloty currency crosses, as
well as to outright U.S. dollar positions. Outright positions consist of the
U.S. dollar vs. other currencies. These other currencies include
major and minor currencies. Demeter does not anticipate that the risk
associated with the Partnership’s currency trades will change significantly in
the future.
- 44
-
Commodity.
Soft Commodities and
Agriculturals. The largest market exposure of the Partnership
at September 30, 2009, was to the markets that comprise these
sectors. Most of the exposure was to cocoa, sugar, corn, wheat,
soybeans, coffee, live cattle, lean hogs, soybean oil, cotton, soybean meal,
rapeseed, feeder cattle, rubber, lumber, and fluid milk markets. Supply and
demand inequalities, severe weather disruptions, and market expectations affect
price movements in these markets.
Metals. The
second largest market exposure of the Partnership at September 30, 2009, was to
the metals sector. The Partnership’s metals exposure was to
fluctuations in the price of base metals, such as copper, zinc, lead, aluminum,
tin, and nickel. The Partnership also had exposure to precious metals, such as
gold, silver, palladium, and platinum. Economic forces, supply and
demand inequalities, geopolitical factors, and market expectations influence
price movements in these markets.
Energy. At
September 30, 2009, the Partnership had market exposure to the energy
sector. The Partnership’s primary energy exposure was to futures
contracts in crude oil and its related products, as well as natural
gas. Price movements in these markets result from geopolitical
developments, particularly in the Middle East, as well as weather patterns, and
other economic fundamentals. Significant profits and losses, which have been
experienced in the past, are expected to continue to be experienced in the
future. Natural gas has exhibited volatility in price resulting from
weather patterns and supply and demand factors and will likely continue in this
choppy pattern.
- 45
-
Qualitative Disclosures
Regarding Non-Trading Risk Exposure
The
following was the only non-trading risk exposure of the Partnership at September
30, 2009:
Foreign Currency
Balances. The Partnership’s primary foreign currency balances
at September 30, 2009, were in euros, British pounds, Japanese yen, Australian
dollars, Hong Kong dollars, Swiss francs, Canadian dollars, Czech koruny, South
African rands, New Zealand dollars, Swedish kronor, Hungarian forint, Singapore
dollars, and Norwegian kroner. The Partnership controls the
non-trading risk of foreign currency balances by regularly converting them back
into U.S. dollars upon liquidation of their respective positions.
Item
4T. CONTROLS AND
PROCEDURES
As of the
end of the period covered by this quarterly report, the President and Chief
Financial Officer of Demeter, have evaluated the effectiveness of the
Partnership’s disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) of the Exchange Act), and have judged such controls and procedures
to be effective.
|
Changes in Internal
Control over Financial
Reporting
|
There
have been no changes during the period covered by this quarterly report in the
Partnership’s internal control over financial reporting (as defined in Rules
13a-15(f) and 15d-15(f) of the Exchange Act) that have materially affected or
are reasonably likely to affect the Partnership’s internal control over
financial reporting.
- 46
-
Limitations on the
Effectiveness of Controls
Any
control system, no matter how well designed and operated, can provide reasonable
(not absolute) assurance that its objectives will be
met. Furthermore, no evaluation of controls can provide absolute
assurance that all control issues and instances of fraud, if any, have been
detected.
- 47
-
PART II. OTHER
INFORMATION
Item
1A. RISK
FACTORS
There
have been no material changes from the risk factors previously referenced in the
Partnership’s Report on Form 10-K for the fiscal year ended December 31,
2008.
Item
2. UNREGISTERED SALES OF
SECURITIES AND USE OF PROCEEDS
Units of
the Partnership are sold to persons and entities who are accredited investors as
the term is defined in Rule 501(a) of Regulation D.
The
aggregate proceeds of securities sold in all share Classes to the limited
partners through September 30, 2009 was $196,428,833. The Partnership
received $1,452,000 in consideration from the sale of Units to
Demeter.
Item
6. EXHIBITS
31.01
|
Certification
of President of Demeter Management LLC, the general partner of the
Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
31.02
|
Certification
of Chief Financial Officer of Demeter Management LLC, the general partner
of the Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
32.01
|
Certification
of President of Demeter Management LLC, the general partner of the
Partnership, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of
2002.
|
32.02
|
Certification
of Chief Financial Officer of Demeter Management LLC, the general partner
of the Partnership, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
- 48
-
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
Managed
Futures Profile HV, L.P.
|
|||
(Registrant)
|
|||
By:
|
Demeter
Management LLC
|
||
(General
Partner)
|
|||
November
16, 2009
|
By:
|
/s/Christian
Angstadt
|
|
Christian
Angstadt
|
|||
Chief
Financial Officer
|
The
General Partner which signed the above is the only party authorized to act for
the registrant. The registrant has no principal executive officer,
principal financial officer, controller, or principal accounting officer and has
no Board of Directors.
-
49-