Exhibit 13.02

 

INDEPENDENT AUDITORS’ REPORT

 

To the Shareholders and Board of Directors of
AlphaMetrix Aspect Fund – MT0001

 

We have audited the accompanying financial statements of AlphaMetrix Aspect Fund – MT0001 (a Cayman Islands exempted limited liability company) (the “Master Fund”), which comprise the statements of financial condition, including the condensed schedules of investments, as of December 31, 2012 and 2011, and the related statements of operations and changes in net assets for the years then ended (all expressed in United States dollars), and the related notes to the financial statements.

 

Management’s Responsibility for the Financial Statements

 

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements and that are free from material misstatement, whether due to fraud or error.

 

Auditors’ Responsibility

 

Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Master Fund’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Master Fund’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

 

Opinion

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of AlphaMetrix Aspect Fund – MT0001 as of December 31, 2012 and 2011, and the results of its operations and changes in its net assets for the years then ended, in accordance with accounting principles generally accepted in the United States of America.

 

/s/ DELOITTE & TOUCHE LLP

 

Chicago, Illinois
April 11, 2013

ALPHAMETRIX ASPECT FUND — MT0001

(A Cayman Islands Exempted Limited Liability Company)

 

STATEMENTS OF FINANCIAL CONDITION

DECEMBER 31, 2012 and 2011

(Expressed in U.S. dollars)

 

ASSETS		2012				2011
Equity in commodity trading account at clearing broker:
Cash		$	66,079,534			$	72,220,727
Investments, at fair value (representing unrealized appeciation on open contracts, net)			1,294,564				2,015,072
Cash at bank			6,283,994				5,289,957
Total Assets		$	73,658,092			$	79,525,756
LIABILITIES AND SHAREHOLDERS’ EQUITY (NET ASSETS)
LIABILITIES:
Accrued expenses		$	2,898			$	3,765
Payable to trading advisor			153,233				154,218
Total Liabilities			156,131				157,983
SHAREHOLDERS’ EQUITY (NET ASSETS):			73,501,961				79,367,773
Total Liabilities and Shareholders’ Equity (Net Assets)		$	73,658,092			$	79,525,756
Net asset value per share (68,062 and 66,028 shares issued and outstanding at December 31, 2012 and December 31, 2011, respectively; 4,999,802 shares authorized)		$	1,079.92			$	1,202.03

 

See notes to financial statements.

ALPHAMETRIX ASPECT FUND — MT0001

(A Cayman Islands Exempted Limited Liability Company)

 

CONDENSED SCHEDULE OF INVESTMENTS

DECEMBER 31, 2012

(Expressed in U.S. dollars)

 

		Number of Contracts				Fair Value				Percentage of Shareholders’ Equity (Net Assets)
Long contracts:
Domestic
Futures contracts
Agriculture			82			$	(46,035	)			(0.06	)%
Currency			36				(6,155	)			(0.01	)
Indices			617				286,378				0.39
Interest			646				(68,966	)			(0.09	)
Metals			53				(259,675	)			(0.36	)
Energy			82				85,827				0.12
Foreign
Futures contracts
Agriculture			25				(12,237	)			(0.02	)
Indices			701				703,491				0.96
Interest			1,665				131,701				0.18
Metals			283				(14,573	)			(0.02	)
Total long contracts							799,756				1.09
Short contracts:
Domestic
Futures contracts
Agriculture			(428	)			421,797				0.58
Currency			(4	)			30,325				0.04
Energy			(228	)			46,839				0.06
Indices			(5	)			(8,066	)			(0.01	)
Metals			(12	)			(23,100	)			(0.03	)
Foreign
Futures contracts
Agriculture			(24	)			9,505				0.01
Interest			(205	)			(9,772	)			(0.01	)
Metals			(227	)			(232,666	)			(0.32	)
Total short contracts							234,862				0.32
Total futures contracts							1,034,617				1.41
FORWARD CURRENCY CONTRACTS:
Total forward currency contracts - long							337,659				0.46
Total forward currency contracts - short							(77,713	)			(0.11	)
Total forward currency contracts							259,946				0.35
Investments - at fair value						$	1,294,564				1.76	%

 

See notes to financial statements.

ALPHAMETRIX ASPECT FUND — MT0001

(A Cayman Islands Exempted Limited Liability Company)

 

CONDENSED SCHEDULE OF INVESTMENTS

DECEMBER 31, 2011

(Expressed in U.S. dollars)

 

		Number of Contracts				Fair Value				Percentage of Shareholders’ Equity (Net Assets)
Long contracts:
Domestic
Futures contracts
Agriculture			7			$	2,530				—	%
Currency			5				7,143				0.01
Indices			71				41,321				0.05
Interest			556				205,619				0.26
Metals			24				(300,495	)			(0.38	)
Energy			74				48,616				0.06
Foreign
Futures contracts
Indices			16				(2,126	)			—
Interest			2,586				1,221,108				1.54
Metals			30				(67,243	)			(0.08	)
Total long contracts							1,156,473				1.46
Short contracts:
Domestic
Futures contracts
Agriculture			341				(124,316	)			(0.16	)
Currency			15				4,204				0.01
Energy			221				560,595				0.71
Indices			199				63,713				0.08
Interest			56				(4,263	)			(0.01	)
Foreign
Futures contracts
Agriculture			87				143,047				0.18
Indices			162				90,998				0.11
Interest			45				(1,731	)			—
Metals			141				39,959				0.05
Total short contracts							772,206				0.97
Total futures contracts							1,928,679				2.43
FORWARD CURRENCY CONTRACTS:
Total forward currency contracts - long							(100,983	)			(0.13	)
Total forward currency contracts - short							187,376				0.24
Total forward currency contracts							86,393				0.11
Investments - at fair value						$	2,015,072				2.54	%

 

See notes to financial statements.

ALPHAMETRIX ASPECT FUND — MT0001

(A Cayman Islands Exempted Limited Liability Company)

 

STATEMENTS OF OPERATIONS

FOR THE YEARS ENDED DECEMBER 31, 2012 and 2011

(Expressed in U.S. dollars)

 

		2012				2011
INVESTMENT INCOME:
Interest income		$	19,317			$	29,909
EXPENSES:
Trading costs			166,373				117,275
Interest expense			55,209				52,284
Bank fees			—				117
Total expenses			221,582				169,676
NET INVESTMENT LOSS			(202,265	)			(139,767	)
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain/(loss) from:
Investments			(7,456,181	)			9,522,345
Foreign currency transactions			14,947				(64,671	)
			(7,441,234	)			9,457,674
Net increase/(decrease) in unrealized appreciation/(depreciation) on:
Investments			(720,508	)			(1,634,922	)
Translation of assets and liabilities denominated in foreign currencies			3,173				(1,560	)
			(717,335	)			(1,636,482	)
Net realized and unrealized gain/(loss) on investments and foreign currency			(8,158,569	)			7,821,192
Net increase/(decrease) in net assets resulting from operations		$	(8,360,834	)		$	7,681,425

 

See notes to financial statements.

ALPHAMETRIX ASPECT FUND — MT0001

(A Cayman Islands Exempted Limited Liability Company)

 

STATEMENTS OF CHANGES IN NET ASSETS

FOR THE YEARS ENDED DECEMBER 31, 2012 and 2011

(Expressed in U.S. dollars)

 

		2012				2011
Changes in net assets from operations:
Net investment loss		$	(202,265	)		$	(139,767	)
Net realized gain/(loss) from investments and foreign currency transactions			(7,441,234	)			9,457,674
Net increase/(decrease) in unrealized appreciation/(depreciation) on investments and translation of assets and liabilities denominated in foreign currencies			(717,335	)			(1,636,482	)
Net increase/(decrease) in net assets resulting from operations			(8,360,834	)			7,681,425
Changes in net assets from capital transactions:
Proceeds from issuance of shares to investors			4,661,650				7,008,450
Redemptions of shares by investors			(2,166,628	)			(3,005,373	)
Net increase/(decrease) in net assets resulting from capital transactions			2,495,022				4,003,077
Increase/(decrease) in net assets			(5,865,812	)			11,684,502
NET ASSETS — Beginning of Year			79,367,773				67,683,271
NET ASSETS — End of Year		$	73,501,961			$	79,367,773

 

See notes to financial statements.

AlphaMetrix ASPECT Fund — MT0001

(A Cayman Islands Exempted Limited Liability Company)

 

Notes to the Financial Statements

AS OF AND for the YEARS ended DECEMBER 31, 2012 and 2011

 

1.

Organization and Structure

 

AlphaMetrix Aspect Fund — MT0001 (the “Master Fund”) was incorporated on November 1, 2008 in the Cayman Islands as an exempted company with limited liability. The Master Fund was created to serve as the trading entity managed by Aspect Capital Limited (the “Trading Advisor”) pursuant to its Aspect Diversified Program (the “Program”). The Program applies a fully systematic and broadly diversified global trading system, which deploys multiple trading strategies that seek to identify and exploit directional moves in market behavior of a broad range of global financial futures, commodity futures and over-the-counter (“OTC”) derivative contracts including (but not limited to) bonds, currencies, interest rates, equities, equity indices, debt securities and selected physical commodities. The Master Fund began trading November 3, 2008.

 

The Master Fund and other separately incorporated offshore investment vehicles (“Other Master Funds”), are investment vehicles available under the AlphaMetrix Managed Account Platform (the “Platform”). The Master Fund and the Platform are sponsored by AlphaMetrix, LLC (the “Sponsor” or “AlphaMetrix”) as a means of making available to qualified high net-worth individuals and institutional investors (including funds of hedge funds) (“Investors”) a variety of third-party professional managed futures and foreign exchange advisors (“Advisors”). The Trading Advisor is not affiliated with the Sponsor.

 

AlphaMetrix Managed Futures LLC is a Delaware series limited liability company (“LLC”) that currently has one series, the Aspect Series (“Public Feeder”) which is a public commodity pool. The Public Feeder was organized in October 2006, commenced operations in March 2007, and invests substantially all of its assets in the Master Fund. Neither the Master Fund nor the Public Feeder is registered under the Investment Company Act of 1940. In December 2009, the series of another newly organized Delaware series LLC, AlphaMetrix Managed Futures II LLC (the “Private Feeder”), began investing in the Master Fund. At December 31, 2012 and 2011, approximately 86% and 87%, respectively, of the Master Fund is owned by the Public Feeder and approximately 14% and 13%, respectively, is owned by the Private Feeder.

 

The Public Feeder and Private Feeder are collectively hereafter referred to as the “Feeder Funds.” Subscriptions and redemptions into the Feeder Funds and the corresponding transactions with the Master Fund are governed by each Feeder Fund’s respective Confidential Offering Memorandum.

 

The Master Fund is managed by its Board of Directors (“Directors”). The Directors have delegated the day-to-day operations of the Master Fund to service providers, including the Sponsor and the Master Fund’s administrator. There are no service contracts, existing or proposed, between the Master Fund and any Director, aside from the fiduciary responsibility that each Director serves in fulfillment of his or her respective role as Director of the Master Fund.

 

The Sponsor was formed in May 2005 and its principal office is located in Chicago, Illinois. The Sponsor is registered with the U.S. Commodity Futures Trading Commission (“CFTC”) as a commodity pool operator and commodity trading advisor, with the Securities and Exchange

Commission (“SEC”) as a Registered Investment Advisor (“RIA”), and registered transfer agent (“RTA”), and is a member of the National Futures Association (“NFA”).

 

The Master Fund has appointed the Sponsor, under the terms of a trading management agreement (the “Trading Management Agreement”), to manage, with wide discretionary powers, the portfolio of the Master Fund. Under the Trading Management Agreement, the Directors have delegated to the Sponsor full authority in respect of all matters relating to the investment and portfolio management of the Master Fund.

 

Pursuant to the Trading Management Agreement, the Directors have also delegated to the Sponsor authority to select the administrator for the Master Fund. The Trading Management Agreement will continue and remain in force until terminated by either the Sponsor or the Master Fund upon not less than thirty (30) days’ prior written notice. In certain circumstances (for example, the insolvency of either party or in the event all trading for the Master Fund by the Trading Advisor is suspended), the Trading Management Agreement may be terminated immediately by either party.

 

The Master Fund and the Sponsor have entered into a contract (the “Trading Agreement”) with the Trading Advisor pursuant to which the Master Fund’s trading accounts are managed, subject to rights of termination, by the Trading Advisor in accordance with its Program. The Trading Advisor may alter its Program (including its trading systems and methods and including the addition and/or deletion of any financial interests or contracts traded in the Master Fund’s trading accounts), provided that the Trading Advisor provides prior notice to the Master Fund and the Sponsor of any material change to the Trading Advisor’s Program. From time to time, the Trading Advisor (or its affiliates) may manage additional accounts, and these accounts will increase the level of competition for the same trades desired for the Master Fund, including the priorities of order entry. There is no specific limit as to the number of accounts the Trading Advisor (or its affiliates) may manage. In addition, the positions of all of the accounts owned or controlled by the Platform’s Trading Advisors (or their affiliates) are aggregated for the purposes of applying speculative position limits. The management and incentive fees due to the Trading Advisor, in accordance with the Trading Agreement, are calculated, recorded and allocated to the Investors by the Feeder Funds in accordance with the each Feeder Fund’s Confidential Offering Memorandum. These fees are paid by the Master Fund via redemptions by the Feeder Funds from the Master Fund.

 

2.

Summary of Significant Accounting Policies

 

The accounting records of the Master Fund are maintained in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Following is a summary of significant accounting policies consistently followed in the preparation of the Master Fund’s financial statements.

 

Cash — Cash held in the commodity trading account at the clearing broker consists of either cash maintained in the custody of the broker, a portion of which is required margin for open positions, or amounts due to/from the broker for margin or unsettled trades. The Master Fund also holds cash in a non-interest bearing United States dollar (“USD”) commercial bank account. The Master Fund holds various currencies at the clearing broker, of which approximately $66,536,805 and $72,340,809 is held in USD and ($457,271) and ($120,082) in foreign currencies as of December 31, 2012 and 2011. The non-U.S. currencies fluctuate in value on a daily basis relative to the USD. A portion of this cash is restricted cash required to meet maintenance margin requirements. Cash with the clearing broker as of December 31, 2012 and 2011 included restricted cash for margin requirements of $9,766,809 and $10,298,501. This cash becomes unrestricted when the underlying positions to which it is applicable are liquidated.

Depending on the Program and investments traded, the Master Fund follows the following valuation and revenue recognition policies:

 

Valuation and Revenue Recognition —

 

Futures and Options on Futures Contracts — The Master Fund may enter into futures and options on futures contracts. Upon entering into a futures contract, the Master Fund agrees to receive or deliver a fixed quantity of an underlying instrument or commodity for an agreed-upon price. An option contract provides the option purchaser with the right, but not the obligation, to buy or sell a security or financial instrument at a predetermined exercise price during a defined period. An option contract requires the option writer to buy or sell that security or financial instrument at the same predetermined exercise price during the defined period. Futures and options on futures contracts are recorded on the trade date. The difference between the original contract amount and the fair value of futures contracts purchased or sold is reflected as unrealized appreciation/(depreciation) on open contracts. Options on futures contracts are reflected in investments at fair value. The difference between the premiums paid or received on open options on futures contracts and fair value of such options is recorded as unrealized appreciation/(depreciation) on open contracts. The fair value of futures and options on futures contracts is based upon daily exchange settlement prices. The realized gain or loss is determined on the settlement of intraday trades first and then by the first-in-first-out (“FIFO”) method.

 

Forward Currency Contracts — Forward currency contracts, agreements to exchange one currency for another at a future date and at a specified price, are recorded on the trade date. The difference between the original contract amount and fair value of the open forward currency contract is reflected as unrealized appreciation/(depreciation) on open contracts. Realized gain or loss is recognized when the open contract is closed on its settlement date. Fair value of forward currency contracts is determined daily at closing and based on broker quotes received from interbank foreign currency markets.

 

Foreign Currency Transactions — The Master Fund’s financial statements are denominated in USD. However, forward currency contracts, non-U.S. futures contracts, and non-U.S. options on futures contracts are denominated in currencies other than USD. Assets and liabilities and transactions denominated in currencies other than the USD are translated into USD at the rates in effect at either the close of business on the last business day of the reporting period or on the date of such transactions, respectively. Such fluctuations are included within the unrealized appreciation on open contracts, net. The Master Fund does not separate that portion of the results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in the fair value of investments held on the Statements of Operations. Net realized foreign exchange gains or losses arise from the sales of foreign currencies and currency gains or losses realized between trade and settlement dates. Net unrealized foreign exchange gains and losses arise from changes in the fair value of assets and liabilities resulting from changes in exchange rates.

 

Trading Costs — Trading costs generally consist of brokerage commissions, brokerage fees, clearing fees, exchange and regulatory fees, and transaction and NFA fees. Fees vary by type of contract for each purchase and sale or sale and purchase (round turn) of futures, options on futures, and forward currency contracts. Commissions are paid on each individual investment transaction.

 

Interest Income/Expense — Interest income and expense is recognized on an accrual basis.

Operating Costs — Operating costs consist of legal, compliance, regulatory, audit, tax, administration, and other costs. In accordance with each Feeder Fund’s respective Confidential Offering Memorandum, each Feeder Fund is responsible for and will bear its pro rata share of the Master Fund’s operating costs.

 

Income Taxes — The Master Fund follows the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 740, Income Taxes (“ASC 740“), related to accounting for uncertainty in income taxes. ASC 740 prescribes the minimum recognition threshold a tax position must meet in connection with accounting for uncertainties in income tax positions taken or expected to be taken by an entity before being measured and recognized in the financial statements. ASC 740 requires the evaluation of tax positions taken in the course of preparing the tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax benefits of positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax expense in the current year. As of December 31, 2012 and 2011, the Master Fund recognized no liability in connection with ASC 740. The Master Fund is subject to U.S. Federal, state and local or non-US income tax examinations by tax authorities for all tax years since inception.

 

As the Master Fund is a partnership for tax purposes, the Master Fund’s investors are individually responsible for reporting income or loss based on such investor’s share of the Master Fund’s income and expenses as reported for income tax purposes.

 

Use of Estimates — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

 

Indemnifications — The Sponsor and Directors are indemnified against certain liabilities arising out of the performance of their duties for the Master Fund. In addition, in the normal course of business, the Master Fund enters into contracts with vendors and others that provide for general indemnifications. The Master Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Master Fund. However, the Master Fund expects the risk of loss to be remote.

 

3.

FAIR VALUE MEASUREMENTS

 

The Master Fund’s investments are stated at fair value in accordance with FASB ASC 820, Fair Value Measurement (“ASC 820”). ASC 820 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC 820 also emphasizes that fair value is a market-based measurement, not an entity-specific measurement, and sets out a fair value hierarchy with the highest priority being quoted prices in an active market. Under ASC 820, fair value measurements are disclosed by level within that hierarchy, as follows:

 

Level 1 — Values for investments classified as Level 1 are based on unadjusted quoted prices for identical investments in an active market. Since valuations are based on quoted prices that are readily accessible at the measurement date, valuation of these investments does not entail a significant degree of judgment.

 

Level 2 — Values for investments classified as Level 2 are based on quoted prices for similar investments in active or non-active markets for which all significant inputs are observable either

directly or indirectly. Level 2 inputs may also include discounts related to restrictions on the investments.

 

Level 3 — Values for investments categorized as Level 3 are based on prices or valuation techniques that require inputs that are both significant to the fair value and unobservable, including valuations by the Sponsor in the absence of readily ascertainable fair values.

 

In December 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-11, Disclosures about Offsetting Assets and Liabilities. The update creates new disclosure requirements requiring entities to disclose both gross and net information for recognized derivative instruments and financial instruments that are either offset in the Statement of Financial Condition or subject to an enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. The Sponsor is currently evaluating the impact of the ASU’s adoption on the Master Fund’s financial statement disclosures.

 

A description of the valuation methodologies applied to the Master Fund’s major categories of assets and liabilities measured at fair value on a recurring basis follows. Inputs that are used in determining fair value of an investment may include price information, credit data, volatility statistics, and other factors. These inputs can be either observable or unobservable. All of the inputs for the Master Fund are observable. The availability of observable inputs can vary between investments and is affected by various factors such as type of investment and the volume and level of activity for that investment or similar investments in the marketplace.

 

Exchange-traded derivative contracts that are actively traded are valued based on daily quoted settlement prices from the respective exchange and are categorized in Level 1 of the fair value hierarchy. Exchange-traded derivative contracts not actively traded and OTC derivative contracts can include futures contracts and forward currency contracts. Such derivative contracts are valued using observable market data, including currency spot rates or quoted prices of the related underlying reference obtained from the applicable exchange or market. OTC derivative contracts are valued using the above described pricing methodology and are categorized as Level 2 within the fair value hierarchy.

 

There were no transfers between levels for the years ended December 31, 2012 and 2011.

 

The inputs or methodologies used for valuing investments are not necessarily indicative of the risk associated with investing in those instruments.

 

The following tables present the classification of derivatives, by type, into the above hierarchy levels as of December 31, 2012 and 2011. Presentation is gross – as an asset if in a gain position and a liability if in a loss position.

						Fair Value Measurements at Reporting Date Using
						Quoted Prices in
						Active Markets for				Significant Other				Significant
		Fair Value at				Identical Investments				Observable Inputs				Unobservable Inputs
Description		December 31, 2012				(Level 1)				(Level 2)				(Level 3)
Assets
Futures contracts
Agriculture		$	519,195			$	519,195			$	—			$	—
Currency			40,238				40,238				—				—
Energy			322,239				322,239				—				—
Indices			1,073,620				1,073,620				—				—
Interest			603,726				603,726				—				—
Metals			304,096				304,096				—				—
Forward currency contracts			1,047,235				—				1,047,235				—
Total investment assets at fair value			3,910,349				2,863,114				1,047,235				—
Liabilities
Futures contracts
Agriculture			(146,165	)			(146,165	)			—				—
Currency			(16,068	)			(16,068	)			—				—
Energy			(189,573	)			(189,573	)			—				—
Indices			(91,817	)			(91,817	)			—				—
Interest			(550,763	)			(550,763	)			—				—
Metals			(834,110	)			(834,110	)			—				—
Forward currency contracts			(787,289	)			—				(787,289	)			—
Total investment liabilities at fair value			(2,615,785	)			(1,828,496	)			(787,289	)			—
Total investments at fair value - net*		$	1,294,564			$	1,034,618			$	259,946			$	—

 

* Located on the Statement of Financial Condition as Investments, at fair value.

						Fair Value Measurements at Reporting Date Using
						Quoted Prices in
						Active Markets for				Significant Other				Significant
		Fair Value at				Identical Investments				Observable Inputs				Unobservable Inputs
Description		December 31, 2011				(Level 1)				(Level 2)				(Level 3)
Assets
Futures contracts
Agriculture		$	351,958			$	351,958			$	—			$	—
Currency			13,706				13,706				—				—
Energy			634,611				634,611				—				—
Indices			229,592				229,592				—				—
Interest Rates			1,594,655				1,594,655				—				—
Metals			93,336				93,336				—				—
Forward currency contracts			268,640				—				268,640				—
Total investment assets at fair value			3,186,498				2,917,858				268,640				—
Liabilities
Futures contracts
Agriculture			(330,697	)			(330,697	)			—				—
Currency			(2,359	)			(2,359	)			—				—
Energy			(25,400	)			(25,400	)			—				—
Indices			(35,686	)			(35,686	)			—				—
Interest Rates			(173,922	)			(173,922	)			—				—
Metals			(421,115	)			(421,115	)			—				—
Forward currency contracts			(182,247	)			—				(182,247	)			—
Total investment liabilities at fair value			(1,171,426	)			(989,179	)			(182,247	)			—
Total investments at fair value - net*		$	2,015,072			$	1,928,679			$	86,393			$	—

 

* Located on the Statement of Financial Condition as Investments, at fair value.

4.

Derivative Financial Instruments

 

Derivative financial instruments speculatively traded by the Master Fund can include U.S. and foreign futures and options on futures contracts and forward currency contracts (collectively, “derivatives”) whose values are based upon an underlying asset, indices, or reference rates, and generally represent future commitments to exchange cash flows, or to purchase or sell other financial instruments at specified future dates. Derivatives may be traded on an exchange or OTC. Exchange-traded derivatives are standardized and include futures contracts. OTC derivatives are negotiated between contracting parties and include forward currency contracts and certain options. Derivatives are subject to various risks similar to those related to the underlying financial instruments including market and credit risks.

 

Market risk is the potential for changes in the fair value of derivatives due to market changes, including interest and foreign exchange rate movements and fluctuations in commodity and security prices. Market risk is directly impacted by the volatility and liquidity in the markets in which the related underlying assets are traded. The market risk of the Master Fund is managed by the underlying Trading Advisor according to its Program. The Master Fund is exposed to a market risk equal to the notional contract value of the derivatives contracts purchased and unlimited liability on such contracts sold short.

 

Credit risk is the possibility that a loss may occur due to the failure of a counterparty to perform according to the terms of a contract. Credit risk due to exchange traded financial instruments is significantly reduced by the regulatory requirements of the individual exchanges on which the instruments are traded. At any point in time, the credit risk for OTC derivatives is limited to the net unrealized gain for each counterparty for which a netting agreement exists, if any. In a similar fashion, liabilities represent net amounts owed to counterparties. As of December 31, 2012 and 2011, the credit risk exposure for the Master Fund’s outstanding OTC derivatives was $259,946 and $86,393.

 

Purchase and sale of futures contracts requires margin deposits with a broker. Additional deposits may be necessary for any loss on contract value. The U.S. Commodity Exchange Act requires a broker to segregate all customer transactions and assets from such broker’s proprietary activities. A customer’s cash and other property (for example, U.S. Treasury bills) deposited with a broker are considered commingled with all other customer funds subject to the broker’s segregation requirements. In the event of a broker’s insolvency, recovery may be limited to a pro rata share of segregated funds available. It is possible that the recovered amount could be less than total cash and other property deposited.

 

The Master Fund trades forward currency contracts in unregulated markets between principals and assumes the risk of loss from counterparty nonperformance. Accordingly, the risks associated with forward currency contracts are generally greater than those associated with exchange traded contracts because of the greater risk of counterparty default. Additionally, the trading of forward currency contracts typically involves delayed cash settlement.

 

The Master Fund has a substantial portion of its assets on deposit with counterparties. In the event of a counterparty’s insolvency, recovery of the Master Fund’s assets on deposit may be limited to account insurance or other protection afforded such deposits.

 

To evaluate and monitor counterparty risk for each counterparty, the AlphaMetrix Risk Department initially evaluates the credit ratings from the major agencies: Moody’s, Standard & Poor’s and Fitch Ratings. Credit ratings and outlooks are monitored daily for downgrades whereby an investigation is initiated upon an adverse occurrence. Further, any large decline in the daily stock price also triggers an investigation. Lastly, quarterly reports on earnings and future outlooks from counterparties are reviewed and analyzed for unfavorable results by the AlphaMetrix Risk Department.

FASB ASC 815, Derivatives and Hedging (“ASC 815“) requires qualitative disclosure about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements.

 

Pursuant to the Program, the Master Fund engages in the speculative trading of derivatives. These derivatives include both financial and non-financial contracts held as part of a diversified trading strategy. The Master Fund is exposed to both market risk, the risk arising from changes in the fair value of the contracts, and credit risk with the clearing broker, the risk of failure by another party to perform according to the terms of a contract.

 

At December 31, 2012 and 2011, the Master Fund had open futures positions with the following notional values by sector:

 

Description		Quantity				Notional Value
Long
Futures contracts
Agriculture			107			$	3,791,519
Currency			36				3,132,170
Energy			82				9,271,696
Indices			1,318				68,837,656
Interest			2,311				795,308,130
Metals			336				24,370,369
Short
Futures contracts
Agriculture			(452	)			(13,947,483	)
Currency			(4	)			(577,500	)
Energy			(228	)			(10,520,759	)
Indices			(5	)			(232,863	)
Interest			(205	)			(47,365,357	)
Metals			(239	)			(17,149,404	)

 

Description		Quantity				Notional Value
Long
Futures contracts
Agriculture			7			$	252,795
Currency			5				722,960
Energy			74				7,690,001
Indices			87				5,143,362
Interest			3,142				862,085,081
Metals			54				5,431,774
Short
Futures contracts
Agriculture			(428	)			(13,184,259	)
Currency			(15	)			(1,157,845	)
Energy			(221	)			(6,698,196	)
Indices			(361	)			(13,638,554	)
Interest			(101	)			(59,474,444	)
Metals			(141	)			(7,880,431	)

 

During 2012, the Master Fund participated in 13,550 forward currency and 60,713 futures contract transactions.

During 2011, the Master Fund participated in 11,575 forward currency and 46,553 futures contract transactions.

 

The effect of trading derivative contracts on the Statements of Operations for the years ended December 31, 2012 and 2011 is detailed below:

 

		Net Trading Gain/(Loss)*				Net Trading Gain/(Loss)*
		year ended December 31, 2012				year ended December 31, 2011
Futures contracts:
Agriculture		$	(803,295	)		$	(2,212,502	)
Currencies			(239,759	)			62,489
Energy			(1,743,204	)			1,826,029
Indices			(2,562,661	)			(1,550,168	)
Interest			3,477,911				11,907,060
Metals			(4,662,251	)			(1,646,944	)
Total Futures contracts			(6,533,259	)			8,385,964
Forward currency contracts			(1,643,430	)			(498,541	)
Total net trading gain/(loss)		$	(8,176,689	)		$	7,887,423

 

* Includes both realized gains/(losses) of ($7,456,181) and $9,522,345 and net change in unrealized appreciation (depreciation) of ($720,508) and ($1,634,922) for the years ended December 31, 2012 and 2011, respectively, and is located in Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency in the Statements of Operations. Amounts exclude foreign currency transactions and translation.

 

5.

Allocation of Master Fund’S Income and Gains and Losses

 

Profits and losses of the Master Fund are allocated pro-rata among the participating shareholders (Feeder Funds) holding interests in the Master Fund.

 

6.

Related Parties

 

AlphaMetrix Alternative Investment Advisors, LLC (“AlphaMetrix AIA”), an independent research affiliate of the Sponsor, was formed in August 2007. AlphaMetrix AIA is a registered CFTC commodity trading advisor and member of the NFA. AlphaMetrix AIA is responsible for the initial due diligence of the Trading Advisors that are being considered for the Platform. While AlphaMetrix AIA conducts due diligence and recommends Trading Advisors for the Platform, the Sponsor is ultimately responsible for the selection of all Trading Advisors to be added to the Platform. Currently, AlphaMetrix AIA receives no direct compensation for the services provided.

 

AlphaMetrix360 Cayman, Ltd. (“AlphaMetrix360 Cayman”), an affiliate of the Sponsor, serves as administrator (“Administrator”) for the Master Fund.

7.

NAV Verification agent

 

Beginning in November 2011, Custom House Fund Services (Chicago) LLC (“Custom House”), was retained by the Platform to serve as a NAV Verification Agent and perform certain net asset value verification procedures for the Master Fund and the Public and Private Feeders pursuant to a NAV Verification Agreement (the “Custom House Agreement”), entered into by Custom House, the Sponsor, the Platform and the Administrator.

 

8.

Capital Structure

 

The share capital of the Master Fund is US$50,000 divided into (i) 2 voting, non-participating management shares of a nominal or par value of US$1.00 each and (ii) 4,999,800 non-voting, participating portfolio shares each being a non-voting share each of a nominal or par value of US$0.01 each. Subscriptions and redemptions into the Master Fund are transacted at the current net asset value at the time of the subscription or redemption.

 

The analysis of changes in shares (rounded to the nearest whole share) for the years ended December 31, 2012 and 2011 are as follows:

 

		2012				2011
Shares outstanding — Beginning of Year			66,028				62,478
Shares subscribed			3,862				6,130
Shares redeemed			(1,828	)			(2,580	)
Shares outstanding — End of Year			68,062				66,028

 

9.

Financial Highlights

 

Financial highlights of the Master Fund for the years ended December 31, 2012 and 2011 are presented in the table below. The information has been derived from information presented in the financial statements.

 

Regarding the information shown in the table below:

 

•

Per share operating performance is computed based upon either actual number of shares outstanding at the beginning and end of the year or the weighted-average net shares for the years ended December 31, 2012 and 2011. Weighted average shares are computed using the month-end shares outstanding.

 

•

Total return is calculated as the change in the net asset value per share for the years ended December 31, 2012 and 2011.

 

•

The net investment loss and total expense ratios are computed based upon the weighted average net assets for the years ended December 31, 2012 and 2011. Weighted average net assets are computed using the average of month-end net assets.

An individual shareholder’s total return and ratios may vary from those below based on the timing of capital transactions.

 

		Year Ended				Year Ended
		December 31, 2012				December 31, 2011
Net asset value — Beginning of Year		$	1,202.03			$	1,083.31
Per share data (for a share outstanding throughout the year):
Net investment loss			(2.98	)			(2.19	)
Total net realized and unrealized gain/(loss) on investments and foreign currency			(119.13	)			120.91
Total from investment operations			(122.11	)			118.72
Net asset value — End of Year		$	1,079.92			$	1,202.03
Total return			(10.16	)%			10.96	%
Ratio to average net assets:
Net investment loss			(0.25	)%			(0.19	)%
Total expenses			0.28	%			0.23	%

 

10.

SUBSEQUENT EVENTs

 

In accordance with FASB ASC 855, Subsequent Events, the Sponsor has evaluated all subsequent events requiring recognition and disclosure in the Master Fund’s financial statements through April 11, 2013, the date the financial statements were available for issuance. The Sponsor has determined that there are no material events that would require recognition or disclosure in the Master Fund’s financial statements through this date.

 

*  *  *  *  *  *

ALPHAMETRIX ASPECT FUND — MT0001

(A Cayman Islands Exempted Limited Liability Company)

 

OATH OF AFFIRMATION OF THE COMMODITY POOL OPERATOR

 

To the best of the knowledge and belief of the undersigned, the information contained in the annual report for the years ended December 31, 2012 and 2011, is accurate and complete.

 

 

Aleks Kins, President and Chief Executive Officer AlphaMetrix, LLC — Sponsor