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EX-99.3 - EX-99.3 - CERES TACTICAL SYSTEMATIC L.P.d841804dex993.htm
EX-99.2 - EX-99.2 - CERES TACTICAL SYSTEMATIC L.P.d841804dex992.htm
EX-32.2 - EX-32.2 - CERES TACTICAL SYSTEMATIC L.P.d841804dex322.htm
EX-31.1 - EX-31.1 - CERES TACTICAL SYSTEMATIC L.P.d841804dex311.htm
EX-99.1 - EX-99.1 - CERES TACTICAL SYSTEMATIC L.P.d841804dex991.htm
EX-31.2 - EX-31.2 - CERES TACTICAL SYSTEMATIC L.P.d841804dex312.htm
EX-32.1 - EX-32.1 - CERES TACTICAL SYSTEMATIC L.P.d841804dex321.htm
EX-10.8(A) - EX-10.8(A) - CERES TACTICAL SYSTEMATIC L.P.d841804dex108a.htm
EX-10.14 - EX-10.14 - CERES TACTICAL SYSTEMATIC L.P.d841804dex1014.htm
EX-10.4(B) - EX-10.4(B) - CERES TACTICAL SYSTEMATIC L.P.d841804dex104b.htm
EX-10.3(A) - EX-10.3(A) - CERES TACTICAL SYSTEMATIC L.P.d841804dex103a.htm
EX-10.14(A) - EX-10.14(A) - CERES TACTICAL SYSTEMATIC L.P.d841804dex1014a.htm
EX-10.10(A) - EX-10.10(A) - CERES TACTICAL SYSTEMATIC L.P.d841804dex1010a.htm
EX-10.14(B) - EX-10.14(B) - CERES TACTICAL SYSTEMATIC L.P.d841804dex1014b.htm
EXCEL - IDEA: XBRL DOCUMENT - CERES TACTICAL SYSTEMATIC L.P.Financial_Report.xls
EX-99.8 - EX-99.8 - CERES TACTICAL SYSTEMATIC L.P.d841804dex998.htm
EX-99.5 - EX-99.5 - CERES TACTICAL SYSTEMATIC L.P.d841804dex995.htm
EX-99.7 - EX-99.7 - CERES TACTICAL SYSTEMATIC L.P.d841804dex997.htm
EX-99.4 - EX-99.4 - CERES TACTICAL SYSTEMATIC L.P.d841804dex994.htm
EX-99.9 - EX-99.9 - CERES TACTICAL SYSTEMATIC L.P.d841804dex999.htm
10-K - FORM 10-K - CERES TACTICAL SYSTEMATIC L.P.d841804d10k.htm
EX-10.9(A) - EX-10.9(A) - CERES TACTICAL SYSTEMATIC L.P.d841804dex109a.htm

Exhibit 99.6

To the Limited Partners of

KR Master Fund L.P.

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

 

LOGO

 

By:

 

Patrick T. Egan

 

President and Director

Ceres Managed Futures LLC

General Partner,

KR Master Fund L.P.

Ceres Managed Futures LLC

522 Fifth Avenue

New York, NY 10036

(855) 672-4468


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of

KR Master Fund L.P.:

We have audited the accompanying statement of financial condition (liquidation basis), including the condensed schedule of investments (liquidation basis), of KR Master Fund L.P. (the “Partnership”), as of December 31, 2014 (termination of operations), and the related statements of income and expenses (liquidation basis) and changes in partners’ capital (liquidation basis) for the year ended December 31, 2014. In addition, we have audited the accompanying statement of financial condition, including the condensed schedule of investments, of the Partnership as of December 31, 2013, and the related statements of income and expenses and changes in partners’ capital for the years ended December 31, 2013 and 2012. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Partnership’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

As discussed in Note 1 to the financial statements, the Partnership terminated operations on December 31, 2014. As a result, the Partnership changed its basis of accounting from the going concern basis to the liquidation basis.

In our opinion, such financial statements present fairly, in all material respects, (1) the financial position (liquidation basis) of KR Master Fund L.P. as of December 31, 2014 (termination of operations), (2) the results of its operations (liquidation basis) and changes in its partners’ capital (liquidation basis) for the year ended December 31, 2014, (3) the financial position as of December 31, 2013, and (4) the results of its operations and changes in its partners’ capital for the years ended December 31 2013 and 2012, in conformity with accounting principles generally accepted in the United States of America applied on the bases described in the preceding paragraph.

/s/ Deloitte & Touche LLP

New York, New York

March 25, 2015


KR Master Fund L.P.

Statements of Financial Condition

December 31, 2014 (termination of operations) (liquidation basis) and 2013

 

     December 31,
2014*
     December 31,
2013
 

Assets:

     

Equity in trading account:

     

Cash (Note 3c)

   $ 12,413,495       $ 41,024,193   

Cash margin (Note 3c)

             2,322,125   

Options purchased, at fair value (cost $0 and $2,559,422, respectively)

             694,598   
  

 

 

    

 

 

 

Total trading equity

     12,413,495         44,040,916   

Expense reimbursements

     1,891         2,929   
  

 

 

    

 

 

 

Total assets

   $ 12,415,386       $ 44,043,845   
  

 

 

    

 

 

 

Liabilities and Partners’ Capital:

     

Liabilities:

     

Net unrealized depreciation on open futures contracts

   $       $ 630,148   

Net unrealized depreciation on open forward contracts

     238,782         668,793   

Options premium received, at fair value (premium $0 and $181,240, respectively)

             127,950   

Accrued expenses:

     

Professional fees

     48,670         28,684   

Clearing fees due to MS&Co.

     264         1,210   

Liquidation redemptions payable

     12,127,670           
  

 

 

    

 

 

 

Total liabilities

     12,415,386         1,456,785   
  

 

 

    

 

 

 

Partners’ Capital:

     

General Partner

               

Limited Partners

             42,587,060   
  

 

 

    

 

 

 

Total liabilities and partners’ capital

   $ 12,415,386       $ 44,043,845   
  

 

 

    

 

 

 

 

* Presented on a liquidation basis of accounting.

See accompanying notes to financial statements.


KR Master Fund L.P.

Condensed Schedule of Investments (liquidation basis)

December 31, 2014

(termination of operations)

 

     Number of
Contracts
     Fair Value     % of Partners’
Capital*
 

Unrealized Appreciation on Open Forward Contracts

       

Metals

     255         1,170,683        9.65
     

 

 

   

 

 

 

Total unrealized appreciation on open forward contracts

        1,170,683        9.65
     

 

 

   

 

 

 

Unrealized Depreciation on Open Forward Contracts

       

Metals

     273         (1,409,465     (11.62 )% 
     

 

 

   

 

 

 

Total unrealized depreciation on open forward contracts

        (1,409,465     (11.62 )% 
     

 

 

   

 

 

 

Net fair value

      $ (238,782     (1.97 )% 
     

 

 

   

 

 

 

 

* Calculated based on pre-liquidation redemption.

See accompanying notes to financial statements.


KR Master Fund L.P.

Condensed Schedule of Investments

December 31, 2013

 

     Number of
Contracts
     Fair Value     % of Partners’
Capital
 

Futures Contracts Purchased

       

Energy

     25       $ (16,543     (0.04 )% 

Grains

     85         (14,820     (0.03

Livestock

     57         36,790        0.09   

Metals

     21         (12,615     (0.03
     

 

 

   

 

 

 

Total futures contracts purchased

        (7,188     (0.01
     

 

 

   

 

 

 

Futures Contracts Sold

       

Energy

     34         (15,840     (0.04

Grains

     115         90,320        0.21   

Livestock

     43         40,310        0.09   

Metals

     208         (737,750     (1.73
     

 

 

   

 

 

 

Total futures contracts sold

        (622,960     (1.47
     

 

 

   

 

 

 

Net unrealized depreciation on open futures contracts

        (630,148     (1.48
     

 

 

   

 

 

 

Unrealized Appreciation on Open Forward Contracts

       

Metals

     800         3,982,786        9.35   
     

 

 

   

 

 

 

Total unrealized appreciation on open forward contracts

        3,982,786        9.35   
     

 

 

   

 

 

 

Unrealized Depreciation on Open Forward Contracts

       

Metals

     812         (4,651,579     (10.92
     

 

 

   

 

 

 

Total unrealized depreciation on open forward contracts

        (4,651,579     (10.92
     

 

 

   

 

 

 

Net unrealized depreciation on open forward contracts

        (668,793     (1.57
     

 

 

   

 

 

 

Options Purchased

       

Call

       

Energy

     452         660,180        1.55   
     

 

 

   

 

 

 

Call options purchased

        660,180        1.55   
     

 

 

   

 

 

 

Put

       

Grains

     170         5,038        0.01   

Livestock

     226         29,380        0.07   
     

 

 

   

 

 

 

Put options purchased

        34,418        0.08   
     

 

 

   

 

 

 

Total options purchased

        694,598        1.63   
     

 

 

   

 

 

 

Options Premium Received

       

Call

       

Energy

     68         (103,800     (0.24
     

 

 

   

 

 

 

Call options premium received

        (103,800     (0.24
     

 

 

   

 

 

 

Put

       

Energy

     23         (24,150     (0.06
     

 

 

   

 

 

 

Put options premium received

        (24,150     (0.06
     

 

 

   

 

 

 

Total options premium received

        (127,950     (0.30
     

 

 

   

 

 

 

Net fair value

      $ (732,293     (1.72 )% 
     

 

 

   

 

 

 

See accompanying notes to financial statements.


KR Master Fund L.P.

Statements of Income and Expenses

for the years ended December 31, 2014 (termination of operations)

(liquidation basis), 2013 and 2012

 

     2014*     2013     2012  

Investment Income:

      

Interest income

   $ 3,785      $ 25,093      $ 59,059   
  

 

 

   

 

 

   

 

 

 

Expenses:

      

Clearing fees

     93,544        260,783        512,271   

Professional fees

     103,906        86,464        66,157   
  

 

 

   

 

 

   

 

 

 

Total expenses

     197,450        347,247        578,428   

Expense reimbursements

     (34,635     (40,589     (57,161
  

 

 

   

 

 

   

 

 

 

Net expenses

     162,815        306,658        521,267   
  

 

 

   

 

 

   

 

 

 

Net investment income (loss)

     (159,030     (281,565     (462,208
  

 

 

   

 

 

   

 

 

 

Trading Results:

      

Net gains (losses) on trading of commodity interests:

      

Net realized gains (losses) on closed contracts

     (1,977,970     (4,286,195     (5,263,717

Change in net unrealized gains (losses) on open contracts

     2,871,693        (888,854     721,125   
  

 

 

   

 

 

   

 

 

 

Total trading results

     893,723        (5,175,049     (4,542,592
  

 

 

   

 

 

   

 

 

 

Net income (loss)

   $ 734,693      $ (5,456,614   $ (5,004,800
  

 

 

   

 

 

   

 

 

 

 

* Presented on a liquidation basis of accounting.

See accompanying notes to financial statements.


KR Master Fund L.P.

Statements of Changes in Partners’ Capital

for the years ended December 31, 2014 (termination of operations)

(liquidation basis), 2013 and 2012

 

     Partners’
Capital
 

Partners’ Capital at December 31, 2011

     111,938,551   

Net income (loss)

     (5,004,800

Subscriptions

     40,929,684   

Redemptions

     (32,914,139

Distribution of interest income to feeder funds

     (59,059
  

 

 

 

Partners’ Capital at December 31, 2012

     114,890,237   

Net income (loss)

     (5,456,614

Subscriptions

     4,878,753   

Redemptions

     (71,700,223

Distribution of interest income to feeder funds

     (25,093
  

 

 

 

Partners’ Capital at December 31, 2013

   $ 42,587,060   

Net income (loss)

     734,693   

Subscriptions

     3,300,000   

Redemptions

     (46,617,968

Distribution of interest income to feeder funds

     (3,785
  

 

 

 

Partners’ Capital at December 31, 2014*

   $   
  

 

 

 

 

* Presented on a liquidation basis of accounting.

See accompanying notes to financial statements.


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

1. Partnership Organization:

KR Master Fund L.P. (the “Master”) was a limited partnership organized under the partnership laws of the State of Delaware on April 21, 2011, to engage in the speculative trading of a diversified portfolio of commodity interests including futures contracts, options, swaps and forward contracts. The sectors traded included energy, grains, livestock, metals and softs. The commodity interests that were traded by the Master were volatile and involved a high degree of market risk. The Master terminated operations on December 31, 2014. As a result, the Master changed the basis of accounting from the going concern basis to a liquidation basis. Liquidation basis accounting requires the Master to record assets and liabilities at values to be received in liquidation.

Ceres Managed Futures LLC, a Delaware limited liability company, acted as the general partner (the “General Partner”) and commodity pool operator of the Master. The General Partner is wholly owned by Morgan Stanley Smith Barney Holdings LLC (“MSSB Holdings”). MSSB Holdings is ultimately owned by Morgan Stanley. Morgan Stanley is a publicly held company whose shares are listed on the New York Stock Exchange. Morgan Stanley is engaged in various financial services and other businesses. Prior to June 28, 2013, Morgan Stanley indirectly owned a majority equity interest in MSSB Holdings and Citigroup Inc. indirectly owned a minority equity interest in MSSB Holdings. Prior to July 31, 2009, the date as of which MSSB Holdings became its owner, the General Partner was wholly owned by Citigroup Financial Products Inc., a wholly owned subsidiary of Citigroup Global Markets Holdings Inc., the sole owner of which is Citigroup Inc.

On May 1, 2011 (commencement of trading operations), Commodity Advisors Fund L.P. (“Commodity Advisors”) and Tactical Diversified Futures Fund L.P. (“Tactical”) each allocated a portion of their capital to the Master. Commodity Advisors allocated a portion of its capital with cash equal to $13,913,306 and Tactical allocated a portion of its capital with cash equal to $65,000,000. On January 1, 2012, Morgan Stanley Smith Barney Spectrum Currency and Commodity L.P. (“Spectrum Currency”) allocated a portion of its capital to the Master with cash equal to $13,925,721. The Master was formed to permit commodity pools managed by Krom River Investment Management (Cayman) Limited and Krom River Trading AG (together, and each separately, the “Advisor”) using the Krom River Commodity Program, the Advisor’s proprietary, systematic trading system which was traded on both a fundamental and technical basis, to invest together in one trading vehicle. The General Partner and the Advisor had agreed that the Advisor could have traded the Master’s assets at a level that was up to 1.5 times the amount of such assets.

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

Prior to its termination on December 31, 2014, the Master operated under a structure where its investors consisted of Commodity Advisors, Tactical and Spectrum Currency (each a “Feeder”, collectively the “Funds”). Commodity Advisors, Tactical and Spectrum Currency owned approximately 11.1%, 73.4% and 15.5% of the Master at December 31, 2014, respectively. Commodity Advisors, Tactical and Spectrum Currency owned approximately 11.8%, 71.1% and 17.1% of the Master at December 31, 2013, respectively.

 

2. Accounting Policies:

 

  a.

Use of Estimates.    The preparation of financial statements and accompanying notes in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the General Partner to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

  contingent assets and liabilities in the financial statements and accompanying notes. As a result, actual results could differ from these estimates.

The liquidation basis of accounting requires the Master to record assets and liabilities at values expected to be received in liquidation. The change in basis of accounting from the going concern basis to the liquidation basis did not have a material effect on the Master’s carrying value of assets and liabilities or its results of operations. All carrying values, whether market or fair values, are expected to be realized by the General Partner during liquidation. Also, the liquidation basis of accounting requires the financial statements to include a statement of net assets available to shareholders or changes in net assets available. The Statements of Changes in Partners’ Capital (included herein) presents the same information and thus the financial statements include a statement of net assets available to shareholders for the period January 1, 2014 to December 31, 2014.

 

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

 

  c. Master’s Investments.    All commodity interests of the Master, including derivative financial instruments and derivative commodity instruments, were held for trading purposes. The commodity interests were recorded on trade date and open contracts were recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies were translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses were realized when contracts were liquidated. Unrealized gains or losses on open contracts were included as a component of equity in trading account on the Statements of Financial Condition. Net realized gains or losses and any change in net unrealized gains or losses were included in the Statements of Income and Expenses.

Master’s Fair Value Measurements.    Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to fair values derived from unobservable inputs (Level 3). The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety. GAAP also requires the use of judgment in determining if a formerly active market has become inactive and in determining fair values when the market has become inactive.

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

The Master considered prices for exchange-traded commodity futures, forwards, swaps and option contracts to be based on unadjusted quoted prices in active markets for identical assets and liabilities (Level 1). The values of non-exchange-traded forwards, swaps and certain option contracts for which market quotations are not readily available are priced by broker-dealers that derive fair values for those assets and liabilities from observable inputs (Level 2). As of and for the years ended December 31, 2014 and 2013, the Master did not hold any derivative instruments for which market quotations were not readily available and that were priced by broker-dealers who derive fair values for those assets and liabilities from observable inputs (Level 2) or that were priced at fair value using observable inputs through


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

the application of the General Partner’s assumptions and internal valuation pricing models (Level 3). During the years ended December 31, 2014 and 2013, there were no transfers of assets or liabilities between Level 1 and Level 2.

 

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

(Level 3)
 

Assets

       

Forwards

  $ 1,170,683      $ 1,170,683      $      $   
 

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

    1,170,683        1,170,683                 
 

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities

       

Forwards

  $ 1,409,465      $ 1,409,465      $      $   
 

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities

    1,409,465        1,409,465                 
 

 

 

   

 

 

   

 

 

   

 

 

 

Net fair value

  $ (238,782   $ (238,782   $         —      $         —   
 

 

 

   

 

 

   

 

 

   

 

 

 

 

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

Assets

       

Futures

  $ 181,606      $ 181,606      $      $   

Forwards

    3,982,786        3,982,786                 

Options purchased

    694,598        694,598                 
 

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

    4,858,990        4,858,990                 
 

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities

       

Futures

  $ 811,754      $ 811,754      $      $   

Forwards

    4,651,579        4,651,579                 

Options premium received

    127,950        127,950                 
 

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities

    5,591,283        5,591,283                 
 

 

 

   

 

 

   

 

 

   

 

 

 

Net fair value

  $
(732,293

  $ (732,293   $         —      $         —   
 

 

 

   

 

 

   

 

 

   

 

 

 

 

  d. Futures Contracts.    The Master traded futures contracts. A futures contract is a firm commitment to buy or sell a specified quantity of investments, currency or a standardized amount of a deliverable grade commodity, at a specified price on a specified future date, unless the contract is closed before the delivery date or if the delivery quantity is something where physical delivery cannot occur (such as the S&P 500 Index), whereby such contract is settled in cash. Payments (“variation margin”) were made or received by the Master each business day, depending on the daily fluctuations in the value of the underlying contracts, and were recorded as unrealized gains or losses by the Master. When the contract was closed, the Master recorded a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Transactions in futures contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the futures broker, directly with the exchange on which the contracts are traded. Net realized gains (losses) and changes in net unrealized gains (losses) on futures contracts are included in the Statements of Income and Expenses.

 

  e.

London Metals Exchange Forward Contracts.    Metal contracts traded on the London Metals Exchange (“LME”) represent a firm commitment to buy or sell a specified quantity of aluminum, copper, lead, nickel, tin or zinc. LME contracts traded by the Master were cash settled based on prompt dates published by the LME. Payments (“variation margin”) may have been


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

  made or received by the Master each business day, depending on the daily fluctuations in the value of the underlying contracts, and were recorded as unrealized gains or losses by the Master. A contract is considered offset when all long positions have been matched with a like number of short positions settling on the same prompt date. When the contract is closed at the prompt date, the Master recorded a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Transactions in LME contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the broker, directly with the LME. Net realized gains (losses) and changes in net unrealized gains (losses) on metal contracts are included in the Statements of Income and Expenses.

 

  f. Options.    The Master was permitted to purchase and write (sell), both exchange-listed and over-the-counter (“OTC”), options on commodities or financial instruments. An option is a contract allowing, but not requiring, its holder to buy (call) or sell (put) a specific or standard commodity or financial instrument at a specified price during a specified time period. The option premium is the total price paid or received for the option contract. When the Master wrote an option, the premium received was recorded as a liability in the Statements of Financial Condition and marked to market daily. When the Master purchased an option, the premium paid was recorded as an asset in the Statements of Financial Condition and marked to market daily. Net realized gains (losses) and changes in net unrealized gains (losses) on option contracts are included in the Statements of Income and Expenses.

 

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

 

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

GAAP provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements and requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Master’s financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions with respect to tax at the Master level not deemed to meet the “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current period. The General Partner concluded that no provision for income tax is required in the Master’s financial statements.

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

 

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


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

  j. Subsequent Events.    The General Partner evaluates events that occur after the balance sheet date but before financial statements are issued. The General Partner has assessed the subsequent events through the date of issuance and determined that, other than that referenced in Note 8 to the financial statements, there were no subsequent events requiring adjustment of or disclosure in the financial statements.

 

3. Agreements:

 

  a. Limited Partnership Agreement:

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

 

  b. Management Agreement:

The General Partner, on behalf of the Master, entered into a management agreement (the “Management Agreement”) with the Advisor. The Advisor was not affiliated with the General Partner or MS&Co./CGM and was not responsible for the organization or operation of the Master. The Management Agreement provided that the Advisor had sole discretion in determining the investment of the assets of the Master. All management fees in connection with the Management Agreement were borne by the Funds. The Management Agreement was in effect until December 31, 2014 (termination of operations).

 

  c. Customer Agreement:

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

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

Under the MS&Co. Customer Agreement, the Master paid MS&Co. trading fees for the clearing and, where applicable, the execution of transactions. Further all trading, exchange, clearing, user, give-up, floor brokerage and NFA fees (collectively the “MS&Co. clearing fees” and together with the CGM clearing fees, the “clearing fees”) were borne by the Master and allocated to the Funds. All other fees were borne by the Funds. All of the Master’s assets were deposited in the Master’s account at MS&Co. The Master’s cash was deposited by MS&Co. in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations. At December 31, 2014 (termination of operations) and December 31, 2013, the amount of cash held by the Master for margin requirements was $0 and $2,322,125, respectively.

For the period April 1, 2014 to September 30, 2014, Specrum Currency paid MS&Co. a flat rate brokerage fee of 1/12 of 3.6% per month (a 3.6% annual rate), and prior to that this fee was charged at a flat rate of 1/12 of 4.6% per month (a 4.6% annual rate). For the period October 1,


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

2014 to December 31, 2014, Spectrum Currency paid an ongoing placement agent fee to Morgan Stanley Wealth Management at a flat rate of 1/12 of 2% per month (a 2% annual rate) of the net assets of Spectrum Currency allocated to the Advisor as of the first day of each month. Such fee included clearing fees that were charged to the Master, therefore, the Master received monthly expense reimbursements on clearing fees from MS&Co. incurred during such month, as shown on the Statements of Income and Expenses as expense reimbursements, based on the beginning of the month Partners’ capital allocation percentage of Spectrum Currency in the Master.

 

4. Trading Activities:

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

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

All of the commodity interests owned by the Master were held for trading purposes. The monthly average number of futures contracts traded during the years ended December 31, 2014 and 2013 were 336 and 1,224, respectively. The monthly average number of metals forward contracts traded during the years ended December 31, 2014 and 2013 were 991 and 2,794, respectively. The monthly average number of options contracts traded during the years ended December 31, 2014 and 2013 were 342 and 1,773, respectively.

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


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

The following tables summarize the valuation of the Master’s investments as of December 31, 2014 (termination of operations) and 2013.

 

December 31, 2014

 

Gross Amounts
Recognized

   

Gross Amounts
Offset in the
Statements of
Financial
Condition

   

Net Amounts
Presented in the
Statements of
Financial Condition

 

Assets

     

Forwards

  $ 1,170,683      $ (1,170,683   $   
 

 

 

   

 

 

   

 

 

 

Total Assets

  $ 1,170,683      $ (1,170,683   $   
 

 

 

   

 

 

   

 

 

 

Liabilities

     

Forwards

  $ (1,409,465   $ 1,170,683      $ (238,782
 

 

 

   

 

 

   

 

 

 

Total Liabilities

  $ (1,409,465   $ 1,170,683      $ (238,782
 

 

 

   

 

 

   

 

 

 

Net fair value

      $ (238,782
     

 

 

 

 

                       Gross Amounts not Offset
in the Statements of
Financial Condition
       

December 31,

2013

 

Gross Amounts
Recognized

   

Gross Amounts
Offset in the
Statements of
Financial
Condition

   

Amounts
Presented in the
Statements of
Financial Condition

   

Financial
Instruments

   

Cash Collateral

   

Net Amount

 

Assets

           

Futures

  $ 181,606      $ (181,606   $      $      $         —      $   

Forwards

    3,982,786        (3,982,786                            

Options purchased

    694,598               694,598        (127,950            566,648   
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Assets

    4,858,990        (4,164,392     694,598        (127,950            566,648   
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities

           

Futures

  $ (811,754   $ 181,606      $ (630,148   $      $      $ (630,148

Forwards

    (4,651,579     3,982,786        (668,793                   (668,793

Options premium received

    (127,950            (127,950     127,950                 
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Liabilities

    (5,591,283     4,164,392        (1,426,891     127,950               (1,298,941
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net fair value

            $ (732,293
           

 

 

 

The following tables indicate the gross fair values of derivative instruments of futures, forwards and option contracts as separate assets and liabilities as of December 31, 2014 (termination of operations) and 2013.

 

Assets    December 31, 2014  
  

Forward Contracts

  

Metals

   $ 1,170,683   
  

 

 

 

Total unrealized appreciation on open forward contracts

   $ 1,170,683   
  

 

 

 

Liabilities

  

Forward Contracts

  

Metals

   $ (1,409,465
  

 

 

 

Total unrealized depreciation on open forward contracts

   $ (1,409,465
  

 

 

 

Net unrealized depreciation on open forward contracts

   $ (238,782 )* 
  

 

 

 

 

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


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

Assets    December 31, 2013  
  

Futures Contracts

  

Energy

   $ 1,650   

Grains

     92,491   

Livestock

     81,480   

Metals

     5,985   
  

 

 

 

Total unrealized appreciation on open futures contracts

   $ 181,606   
  

 

 

 

Liabilities

  

Futures Contracts

  

Energy

   $ (34,033

Grains

     (16,991

Livestock

     (4,380

Metals

     (756,350
  

 

 

 

Total unrealized depreciation on open futures contracts

   $ (811,754
  

 

 

 

Net unrealized depreciation on open futures contracts

   $ (630,148 )* 
  

 

 

 

Assets

  

Forward Contracts

  

Metals

   $ 3,982,786   
  

 

 

 

Total unrealized appreciation on open forward contracts

   $ 3,982,786   
  

 

 

 

Liabilities

  

Forward Contracts

  

Metals

   $ (4,651,579
  

 

 

 

Total unrealized depreciation on open forward contracts

   $ (4,651,579
  

 

 

 

Net unrealized depreciation on open forward contracts

   $ (668,793 )** 
  

 

 

 

Assets

  

Options Purchased

  

Energy

   $ 660,180   

Grains

     5,038   

Livestock

     29,380   
  

 

 

 

Total options purchased

   $ 694,598 *** 
  

 

 

 

Liabilities

  

Options Premium Received

  

Energy

   $ (127,950
  

 

 

 

Total options premium received

   $ (127,950 )**** 
  

 

 

 

 

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

 

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

 

*** This amount is included in “Options purchased, at fair value" on the Statements of Financial Condition.

 

**** This amount is included in “Options premium received, at fair value" on the Statements of Financial Condition.


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

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

 

     2014     2013     2012  

Sector

      

Currencies

   $ —        $ (363,491   $ (564,129

Energy

     (1,150,407     (4,059,953     (2,594,826

Grains

     171,607        (2,997,657     2,298,579   

Livestock

     527,720        (722,752     (1,839,345

Metals

     1,110,159        2,661,755        (248,241

Softs

     234,644        307,049        (1,594,630
  

 

 

   

 

 

   

 

 

 

Total

   $ 893,723 *****    $ (5,175,049 )*****    $ (4,542,592 )***** 
  

 

 

   

 

 

   

 

 

 

 

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

 

5. Subscriptions, Distributions and Redemptions:

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

 

6. Financial Highlights:

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

 

         2014              2013              2012      

Net investment income (loss)*

     (0.7 )%       (0.4 )%       (0.4 )% 
  

 

 

    

 

 

    

 

 

 
        

Operating expenses**

     0.7      0.4      0.4
  

 

 

    

 

 

    

 

 

 
        

Total return

     1.2      (6.0 )%       (4.2 )% 
  

 

 

    

 

 

    

 

 

 

 

* Interest income less total expenses.

 

** Percentages are after expense reimbursement (equal to 0.1% for the year ended December 31, 2014 (termination of operations), and 0% due to rounding for both 2013 and 2012).

The above ratios may vary for individual investors based on the timing of capital transactions during the period. Additionally, these ratios were calculated for the limited partner class using limited partners’ share of income, expenses and average net assets.


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

7. Financial Instrument Risks:

In the normal course of business, the Master was party to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. These financial instruments included forwards, futures, options and swaps whose values were based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash balances, to purchase or sell other financial instruments at specific terms at specified future dates, or, in the case of derivative commodity instruments, to have a reasonable possibility to be settled in cash, through physical delivery or with another financial instrument. These instruments may have been traded on an exchange, a swap execution facility or over-the-counter (“OTC”). Exchange traded instruments include futures and certain standardized forwards, swaps and option contracts. Certain swap contracts may have also been traded on a swap execution facility or OTC. OTC contracts are negotiated between contracting parties and also include certain forward and option contracts. Each of these instruments is subject to various risks similar to those related to the underlying financial instruments, including market and credit risk. In general, the risks associated with OTC contracts are greater than those associated with exchange-traded instruments because of the greater risk of default by the counterparty to an OTC contract.

Market risk is the potential for changes in the value of the financial instruments traded by the Master due to market changes, including interest and foreign exchange rate movements and fluctuations in commodity or security prices. Market risk is directly impacted by the volatility and liquidity in the markets in which the related underlying assets are traded. The Master was exposed to a market risk equal to the value of futures and forward contracts purchased and unlimited liability on such contracts sold short.

Credit risk is the possibility that a loss may occur due to the failure of a counterparty to perform according to the terms of a contract. The Master’s risk of loss in the event of counterparty default was typically limited to the amounts recognized in the Statements of Financial Condition and not represented by the contract or notional amounts of the instruments. The Master’s risk of loss was reduced through the use of legally enforceable master netting agreements with counterparties that permitted the Master to offset unrealized gains and losses and other assets and liabilities with such counterparties upon the occurrence of certain events. The Master had credit risk and concentration risks during the reporting period and prior periods, as MS&Co. and/or CGM or their affiliates were the sole counterparties or brokers with respect to the Master’s assets. Credit risk with respect to exchange-traded instruments was reduced to the extent that, through MS&Co. or CGM, the Master’s counterparty was an exchange or clearing organization.

As both a buyer and seller of options, the Master paid or received a premium at the outset and then bore the risk of unfavorable changes in the price of the contract underlying the option. Written options exposed the Master to potentially unlimited liability; for purchased options the risk of loss was limited to the premiums paid. Certain written put options permit cash settlement and do not require the option holder to own the reference asset. The Master did not consider these contracts to be guarantees.

The General Partner monitored and attempted to control the Master’s risk exposure on a daily basis through financial, credit and risk management monitoring systems and accordingly, believed that it had effective procedures for evaluating and limiting the credit and market risks to which the Master may have been subject. These monitoring systems generally allowed the General Partner to analyze statistically actual trading results with risk-adjusted performance indicators and correlation statistics. In addition, online monitoring systems provided account analysis of futures, forward and option contracts by sector, margin requirements, gain and loss transactions and collateral positions.


KR Master Fund L.P.

Notes to Financial Statements (Liquidation Basis)

December 31, 2014

 

The majority of these instruments matured within one year of the inception date. However, due to the nature of the Master’s business, these instruments may not have been held to maturity.

 

8. Liquidation of the Master:

Distribution of the Master’s capital to the Feeders was made on January 5, 2015, January 20, 2015 and January 28, 2015.