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Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 10-Q

 

 

(Mark One)

 

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

For the quarterly period ended September 30, 2015

Or

 

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

For the transition period from               to             

Commission File Number 001-34879

 

 

Nuveen Diversified Commodity Fund

(Exact name of registrant as specified in its charter)

 

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

(877) 827-5920

(Registrant’s telephone number, including area code)

 

 

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

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

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

 

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

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

As of November 3, 2015, the registrant had 9,047,040 shares outstanding.

 

 

 


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

TABLE OF CONTENTS

 

         Page No.  
PART I. FINANCIAL INFORMATION   
Item 1.    Financial Statements:     3   
   Schedule of Investments at September 30, 2015 (Unaudited)     3   
   Statements of Financial Condition at September 30, 2015 (Unaudited) and December 31, 2014     9   
   Statements of Operations (Unaudited) for the three months ended September 30, 2015 and September  30, 2014 and for the nine months ended September 30, 2015 and September 30, 2014     10   
   Statements of Changes in Shareholders’ Capital for the nine months ended September 30, 2015 (Unaudited) and the year ended December 31, 2014     11   
   Statements of Cash Flows (Unaudited) for the nine months ended September 30, 2015 and September 30, 2014     12   
   Notes to Financial Statements (Unaudited)     13   
Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations     26   
Item 3.    Quantitative and Qualitative Disclosures About Market Risk     40   
Item 4.    Controls and Procedures     44   
PART II. OTHER INFORMATION  
Item 1.    Legal Proceedings     45   
Item 1A.    Risk Factors     45   
Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds     45   
Item 3.    Defaults Upon Senior Securities     45   
Item 4.    Mine Safety Disclosures     45   
Item 5.    Other Information     45   
Item 6.    Exhibits     46   
Signatures     47   

 

2


Table of Contents

PART 1. FINANCIAL INFORMATION

 

Item 1. Financial Statements

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2015

Investments

 

Principal
Amount (000)
     Description    Coupon     Maturity      Ratings(1)      Value  
   Short-Term Investments           
   U.S. Government and Agency Obligations           
  $2,000       U.S. Treasury Bills      0.000     10/15/15         Aaa       $ 2,000,040   
  6,000       U.S. Treasury Bills      0.000     11/12/15         Aaa         6,000,090   
  1,500       U.S. Treasury Bills      0.000     12/10/15         Aaa         1,500,105   
  1,500       U.S. Treasury Bills      0.000     2/04/16         Aaa         1,499,901   
  6,000       U.S. Treasury Bills      0.000     3/03/16         Aaa         5,999,328   
  10,000       U.S. Treasury Bills      0.000     3/31/16         Aaa         9,996,210   
  23,000       U.S. Treasury Bills      0.000     4/28/16         Aaa         22,991,122   
  15,620       U.S. Treasury Bills      0.000     5/26/16         Aaa         15,611,737   
  5,000       U.S. Treasury Bills      0.000     6/23/16         Aaa         4,993,860   
  7,000       U.S. Treasury Bills      0.000     7/21/16         Aaa         6,986,567   
  8,000       U.S. Treasury Bills      0.000     9/15/16         Aaa         7,976,280   

 

 

               

 

 

 
  $85,620       Total U.S. Government And Agency Obligations (cost $85,491,116)              85,555,240   

 

 

               

 

 

 
   Repurchase Agreements           
  $1,184       Repurchase Agreement with State Street Bank, dated 9/30/15, repurchase price $1,183,578, collateralized by $1,105,000 U.S. Treasury Notes, 3.125%, due 5/15/21, value $1,210,493      0.000     10/01/15         N/A       $ 1,183,578   

 

 

               

 

 

 
   Total Repurchase Agreements (cost $1,183,578)              1,183,578   
             

 

 

 
   Total Short-Term Investments (cost $86,674,694)            $ 86,738,818   
  

 

          

 

 

 

Investments in Derivatives

Futures Contracts outstanding:

 

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

Notional
Amount

at Value(3)

     Unrealized
Appreciation
(Depreciation)(4)
 

Energy

  Crude Oil               
  ICE Brent Crude Oil Futures Contract      Long         November 2015         107       $ 5,175,590       $ (57,470
  ICE Brent Crude Oil Futures Contract      Long         January 2016         107         5,318,970         (83,060
  NYMEX Crude Oil Futures Contract      Long         November 2015         89         4,013,010         (166,430
  NYMEX Crude Oil Futures Contract      Long         January 2016         65         3,000,400         (120,250
  NYMEX Crude Oil Futures Contract      Long         March 2016         8         378,960         (14,320
 

 

              

 

 

 
  Total Crude Oil                  (441,530
 

 

              

 

 

 
  Natural Gas               
  NYMEX Natural Gas Futures Contract      Long         November 2015         205         5,174,200         (227,500
  NYMEX Natural Gas Futures Contract      Long         January 2016         32         905,920         (24,380
 

 

              

 

 

 
  Total Natural Gas                  (251,880
 

 

              

 

 

 
  Heating Oil               
  ICE Low Sulphur Gasoil Futures Contract      Long         November 2015         57         2,661,900         (7,125
  NYMEX NY Harbor ULSD Futures Contract      Long         November 2015         42         2,711,974         44,806   
 

 

              

 

 

 
  Total Heating Oil                  37,681   
 

 

              

 

 

 

 

3


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

September 30, 2015

Investments in Derivatives (Continued)

Futures Contracts outstanding (Continued)

 

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

Notional
Amount

at Value(3)

    Unrealized
Appreciation
(Depreciation)(4)
 

Energy

  Unleaded Gas          
(continued)   NYMEX Gasoline RBOB Futures Contract     Long        November 2015        63      $ 3,616,288      $ (39,879
 

 

         

 

 

 
  Total Energy             (695,608 ) 
 

 

         

 

 

 
Industrial Metals   Copper          
  COMEX Copper Futures Contract     Long        December 2015        47        2,750,675        (55,813
  COMEX Copper Futures Contract     Long        March 2016        25        1,465,625        (30,313
  LME Copper Futures Contract     Long        October 2015        35        4,531,625        (91,000
 

 

         

 

 

 
  Total Copper             (177,126
 

 

         

 

 

 
  Aluminum          
  LME Primary Aluminum Futures Contract     Long        October 2015        133        5,244,356        (148,794
  LME Primary Aluminum Futures Contract     Short        October 2015        (5     (197,156     (2,281
 

 

         

 

 

 
  Total Aluminum             (151,075
 

 

         

 

 

 
  Nickel          
  LME Nickel Futures Contract     Long        October 2015        29        1,805,511        93,351   
  LME Nickel Futures Contract     Long        November 2015        3        186,984        9,666   
 

 

         

 

 

 
  Total Nickel             103,017   
 

 

         

 

 

 
  Zinc          
  LME Zinc Futures Contract     Long        October 2015        40        1,681,000        30,000   
  LME Zinc Futures Contract     Short        October 2015        (1     (42,025     (850
 

 

         

 

 

 
  Total Zinc             29,150   
 

 

         

 

 

 
  Lead          
  LME Lead Futures Contract     Long        October 2015        23        957,375        (20,988
  LME Lead Futures Contract     Short        October 2015        (2     (83,250     (100
 

 

         

 

 

 
  Total Lead             (21,088
 

 

         

 

 

 
  Total Industrial Metals             (217,122 ) 
 

 

         

 

 

 

Agriculturals

  Soybean          
  CBOT Soybean Futures Contract     Long        November 2015        106        4,727,600        94,075   
  CBOT Soybean Futures Contract     Long        January 2016        18        804,600        9,700   
 

 

         

 

 

 
  Total Soybean             103,775   
 

 

         

 

 

 
  Corn          
  CBOT Corn Futures Contract     Long        December 2015        183        3,547,912        29,738   
 

 

         

 

 

 
  Wheat          
  CBOT Wheat Futures Contract     Long        December 2015        47        1,204,963        37,600   
  KCBT Wheat Futures Contract     Long        December 2015        89        2,232,787        50,063   
 

 

         

 

 

 
  Total Wheat             87,663   
 

 

         

 

 

 
  Soybean Meal          
  CBOT Soybean Meal Futures Contract     Long        December 2015        89        2,750,100        15,620   
 

 

         

 

 

 
  Soybean Oil          
  CBOT Soybean Oil Futures Contract     Long        December 2015        68        1,115,472        23,184   
 

 

         

 

 

 
  Total Agriculturals             259,980   
 

 

         

 

 

 

 

4


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

September 30, 2015

Investments in Derivatives (Continued)

Futures Contracts outstanding (Continued)

 

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

Notional
Amount

at Value(3)

    Unrealized
Appreciation
(Depreciation)(4)
 

Precious Metals

  Gold          
  CEC Gold Futures Contract     Long        December 2015        80      $ 8,921,600      $ (140,800
 

 

         

 

 

 
  Silver          
  CEC Silver Futures Contract     Long        December 2015        34        2,468,060        (119,510
 

 

         

 

 

 
  Platinum          
  NYMEX Platinum Futures Contract     Long        January 2016        17        772,735        (54,910
 

 

         

 

 

 
  Palladium          
  NYMEX Palladium Futures Contract     Long        December 2015        8        520,760        27,880   
 

 

         

 

 

 
  Total Precious Metals             (287,340
 

 

         

 

 

 

Livestock

  Live Cattle          
  CME Live Cattle Futures Contract     Long        October 2015        73        3,640,510        (359,890
  CME Live Cattle Futures Contract     Long        December 2015        41        2,147,170        (144,730
 

 

         

 

 

 
  Total Live Cattle             (504,620
 

 

         

 

 

 
  Lean Hogs          
  CME Lean Hog Futures Contract     Long        October 2015        63        1,852,830        47,880   
  CME Lean Hog Futures Contract     Long        December 2015        56        1,494,640        39,200   
  CME Lean Hog Futures Contract     Long        February 2016        6        165,660        (1,500
 

 

         

 

 

 
  Total Lean Hogs             85,580   
 

 

         

 

 

 
  Feeder Cattle          
  CME Feeder Cattle Futures Contract     Long        November 2015        5        431,500        (31,125
  CME Feeder Cattle Futures Contract     Long        January 2016        12        1,003,650        (54,462
 

 

         

 

 

 
  Total Feeder Cattle             (85,587
 

 

         

 

 

 
  Total Livestock             (504,627
 

 

         

 

 

 

Foods and Fibers

  Sugar          
  ICE Sugar Futures Contract     Long        March 2016        130        1,875,328        176,176   
  ICE White Sugar Futures Contract     Long        December 2015        15        277,500        21,450   
 

 

         

 

 

 
  Total Sugar             197,626   
 

 

         

 

 

 
  Cotton          
  ICE Cotton Futures Contract     Long        December 2015        59        1,782,980        (10,325
 

 

         

 

 

 
  Coffee          
  ICE Coffee C Futures Contract     Long        December 2015        31        1,410,694        47,662   
  LIFFE Coffee Robusta Futures Contract     Long        November 2015        13        202,410        3,120   
  LIFFE Coffee Robusta Futures Contract     Long        January 2016        5        78,200        1,250   
 

 

         

 

 

 
  Total Coffee             52,032   
 

 

         

 

 

 

 

5


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

September 30, 2015

Investments in Derivatives (Continued)

Futures Contracts outstanding (Continued)

 

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

Notional
Amount

at Value(3)

     Unrealized
Appreciation
(Depreciation)(4)
 

Foods and Fibers

  Cocoa               

(continued)

  ICE Cocoa Futures Contract      Long         December 2015         27       $ 840,780       $ (53,190
 

 

              

 

 

 
  Total Foods and Fibers                  186,143   
 

 

              

 

 

 
  Total Futures Contracts outstanding            2,377       $ 97,528,373       $ (1,258,574
 

 

        

 

 

    

 

 

    

 

 

 

Call Options Written outstanding:

 

Commodity

Group

   Contract    Contract
Expiration
    

Number

of
Contracts

   

Strike

Price

     Value  

Energy

   Crude Oil           
   ICE Brent Crude Oil Futures Options      November 2015         (104   $ 54.50       $ (8,320
   ICE Brent Crude Oil Futures Options      November 2015         (3     52.00         (780
   NYMEX Crude Oil Futures Options      October 2015         (81     48.50         (38,880
  

 

          

 

 

 
   Total Crude Oil              (47,980
  

 

          

 

 

 
   Natural Gas           
   NYMEX Natural Gas Futures Options      October 2015         (118     2.85         (24,780
  

 

          

 

 

 
   Heating Oil           
   NYMEX NY Harbor ULSD Futures Options      October 2015         (42     164.00         (36,162
  

 

          

 

 

 
   Unleaded Gas           
   NYMEX Gasoline RBOB Futures Options      October 2015         (31     149.00         (29,164
  

 

          

 

 

 
   Total Energy              (138,086
  

 

          

 

 

 

Industrial Metals

   Copper           
   LME Copper Futures Options (5)      October 2015         (34     5,400.00         (12,402
  

 

          

 

 

 
   Aluminum           
   LME Primary Aluminum Futures Options (5)      October 2015         (64     1,675.00         (624
  

 

          

 

 

 
   Nickel           
   LME Nickel Futures Options (5)      October 2015         (16     11,000.00         (5,195
  

 

          

 

 

 
   Zinc           
   LME Zinc Futures Options (5)      October 2015         (20     1,975.00         —     
  

 

          

 

 

 
   Lead           
   LME Lead Futures Options (5)      October 2015         (11     1,850.00         (33
  

 

          

 

 

 
   Total Industrial Metals              (18,254
  

 

          

 

 

 

Agriculturals

   Soybean           
   CBOT Soybean Futures Options      October 2015         (35     980.00         (1,531
   CBOT Soybean Futures Options      October 2015         (27     1,000.00         (844
  

 

          

 

 

 
   Total Soybean              (2,375
  

 

          

 

 

 

 

6


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

September 30, 2015

Investments in Derivatives (Continued)

Call Options Written outstanding (Continued)

 

Commodity

Group

   Contract    Contract
Expiration
    

Number

of
Contracts

   

Strike

Price

     Value  

Agriculturals

   Corn           

(continued)

   CBOT Corn Futures Options      November 2015         (92   $ 400.00       $ (43,125
  

 

          

 

 

 
   Wheat           
   CBOT Wheat Futures Options      November 2015         (45     580.00         (5,906
   CBOT Wheat Futures Options      November 2015         (24     580.00         (4,350
  

 

          

 

 

 
   Total Wheat              (10,256
  

 

          

 

 

 
   Soybean Meal           
   CBOT Soybean Meal Futures Options      November 2015         (29     360.00         (2,175
   CBOT Soybean Meal Futures Options      November 2015         (15     340.00         (3,075
  

 

          

 

 

 
   Total Soybean Meal              (5,250
  

 

          

 

 

 
   Soybean Oil           
   CBOT Soybean Oil Futures Options      November 2015         (17     31.00         (1,428
   CBOT Soybean Oil Futures Options      November 2015         (17     29.00         (4,488
  

 

          

 

 

 
   Total Soybean Oil              (5,916
  

 

          

 

 

 
   Total Agriculturals              (66,922
  

 

          

 

 

 

Precious Metals

   Gold           
   CEC Gold Futures Options      November 2015         (40     1,180.00         (35,200
  

 

          

 

 

 
   Silver           
   CEC Silver Futures Options      November 2015         (17     16.00         (15,300
  

 

          

 

 

 
   Total Precious Metals              (50,500
  

 

          

 

 

 

Livestock

   Live Cattle           
   CME Live Cattle Futures Options      October 2015         (73     156.00         (380
  

 

          

 

 

 
   Lean Hogs           
   CME Lean Hogs Futures Options      October 2015         (63     69.00         (115,920
  

 

          

 

 

 
   Total Livestock              (116,300
  

 

          

 

 

 

Foods and Fibers

   Sugar           
   ICE Sugar Futures Options      February 2016         (30     13.00         (29,232
   ICE Sugar Futures Options      February 2016         (46     13.75         (30,397
  

 

          

 

 

 
   Total Sugar              (59,629
  

 

          

 

 

 
   Cotton           
   ICE Cotton Futures Options      November 2015         (30     69.00         (1,650
  

 

          

 

 

 
   Coffee           
   ICE Coffee C Futures Options      November 2015         (19     155.00         (3,705
  

 

          

 

 

 
   Cocoa           
   ICE Cocoa Futures Options      November 2015         (13     3,400.00         (2,080
  

 

          

 

 

 
   Total Foods and Fibers              (67,064
  

 

          

 

 

 
   Total Call Options Written outstanding           
   (premiums received $585,992)         (1,156      $ (457,126
  

 

     

 

 

      

 

 

 

 

7


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued) (Unaudited)

September 30, 2015

 

 

 

 

(1)    Ratings: Using the highest of Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. rating.
(2)    The Fund expects to invest only in long futures contracts. Some short futures positions arise in futures contracts traded on the London Metal Exchange (“LME”) solely as the result of closing existing long LME futures positions. For every short LME futures contract outstanding, the Fund had previously entered into a long LME futures contract. The London Clearing House is the counterparty for both the long and short position.
(3)    Total number of contracts and notional amount at value include the net effect of LME short futures positions, when applicable.
(4)    The gross unrealized appreciation (depreciation) on futures contracts is $802,421 and $(2,060,995), respectively.
(5)    For fair value measurement disclosure purposes, these Call Options Written are classified as Level 2. See Notes to Financial Statements, Note 2—Summary of Significant Accounting Policies, Investment Valuation and Fair Value Measurements for more information.
N/A    Not applicable.
CBOT    Chicago Board of Trade
CEC    Commodities Exchange Center
CME    Chicago Mercantile Exchange
COMEX    Commodities Exchange, Inc.
ICE    Intercontinental Exchange
KCBT    Kansas City Board of Trade
LIFFE    London International Financial Futures Exchange
LME    London Metal Exchange
NY Harbor ULSD    New York Harbor Ultra-Low Sulfur Diesel
NYMEX    New York Mercantile Exchange
RBOB    Reformulated Gasoline Blendstock for Oxygen Blending

See accompanying notes to financial statements.

 

8


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF FINANCIAL CONDITION

At September 30, 2015 (Unaudited) and December 31, 2014

 

      September 30, 2015     December 31, 2014  
ASSETS     

Short-term investments, at value
(cost $86,674,694 and $113,736,191, respectively)

  

$

86,738,818

  

  $ 113,737,383   

Deposits with brokers

     13,752,397        21,197,009   

Unrealized appreciation on futures contracts

     802,421        633,319   

Other assets

     3,780          
  

 

 

   

 

 

 

Total assets

   $ 101,297,416      $ 135,567,711   
  

 

 

   

 

 

 
LIABILITIES     

Options written, at value
(premiums received $585,992 and $952,693, respectively)

   $ 457,126      $ 296,907   

Unrealized depreciation on futures contracts

     2,060,995        11,470,952   

Payable for distributions

     669,481          

Accrued expenses:

    

Conversion fees

     129,167          

Management fees

     102,014        138,599   

Independent Committee fees

     12,172        13,103   

Other

     376,509        450,146   
  

 

 

   

 

 

 

Total liabilities

     3,807,464        12,369,707   
  

 

 

   

 

 

 
SHAREHOLDERS’ CAPITAL     

Paid-in capital, unlimited number of shares authorized, 9,047,040 shares issued and outstanding at September 30, 2015 and December 31, 2014

     217,646,428        217,646,428   

Accumulated undistributed earnings (deficit)

     (120,156,476     (94,448,424
  

 

 

   

 

 

 

Total shareholders’ capital (Net assets)

     97,489,952        123,198,004   
  

 

 

   

 

 

 

Total liabilities and shareholders’ capital

   $ 101,297,416      $ 135,567,711   
  

 

 

   

 

 

 

Net assets

   $ 97,489,952      $ 123,198,004   

Shares outstanding

     9,047,040        9,047,040   
  

 

 

   

 

 

 

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

   $ 10.78      $ 13.62   
  

 

 

   

 

 

 

Market value per share outstanding

   $ 10.31      $ 12.83   
  

 

 

   

 

 

 

 

See accompanying notes to financial statements.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF OPERATIONS (Unaudited)

For the Three Months Ended September 30, 2015 and September 30, 2014

and the Nine Months Ended September 30, 2015 and September 30, 2014

 

     Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
             2015             2014             2015             2014  

Investment Income:

        

Interest

   $ 47,524      $ 33,081      $ 109,335      $ 108,684   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Investment Income

     47,524        33,081        109,335        108,684   
  

 

 

   

 

 

   

 

 

   

 

 

 

Expenses:

        

Management fees

     325,901        501,527        1,055,126        1,556,703   

Brokerage commissions

     31,564        24,809        99,541        89,681   

Conversion expenses

     221,651               320,430          

Custodian fees and expenses

     24,021        26,813        80,766        77,982   

Independent Committee fees and expenses

     13,098        15,905        36,399        43,498   

Professional fees

     129,815        115,721        359,552        368,562   

Shareholder reporting expenses

     34,241        25,786        94,243        101,659   

Other expenses

     7,041        4,461        21,633        14,124   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total expenses

     787,332        715,022        2,067,690        2,252,209   
  

 

 

   

 

 

   

 

 

   

 

 

 

Net investment income (loss)

     (739,808     (681,941     (1,958,355     (2,143,525
  

 

 

   

 

 

   

 

 

   

 

 

 

Net realized gain (loss) from:

        

Short-term investments

     15               1,160        17   

Futures contracts

     (16,351,021     (7,002,815     (29,779,957     1,487,968   

Options written

     1,345,893        898,238        4,757,815        2,969,070   

Change in net unrealized appreciation (depreciation) of:

        

Short-term investments

     38,500        10,432        62,932        13,813   

Futures contracts

     (690,315     (11,377,594     9,579,059        (11,352,074

Options written

     414,767        247,519        (526,920     537,637   
  

 

 

   

 

 

   

 

 

   

 

 

 

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

     (15,242,161     (17,224,220     (15,905,911     (6,343,569
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

   $ (15,981,969   $ (17,906,161   $ (17,864,266   $ (8,487,094
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) per weighted-average share

   $ (1.77   $ (1.94   $ (1.97   $ (0.92

Weighted-average shares outstanding

     9,047,040        9,206,940        9,047,040        9,206,940   

 

See accompanying notes to financial statements.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF CHANGES IN SHAREHOLDERS’ CAPITAL

For the Nine Months Ended September 30, 2015 (Unaudited) and the Year Ended December 31, 2014

 

                                 
     Nine Months  Ended
September 30, 2015
    Year Ended
December 31, 2014
 

Shareholders’ capital—beginning of period

   $ 123,198,004      $ 167,146,684   

Repurchase of shares

            (2,001,984
  

 

 

   

 

 

 

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

    

Net investment income (loss)

     (1,958,355     (2,746,661

Net realized gain (loss) from:

    

Short-term investments

     1,160        547   

Futures contracts

     (29,779,957     (16,873,345

Options written

     4,757,815        3,826,262   

Change in net unrealized appreciation (depreciation) of:

    

Short-term investments

     62,932        (20,004

Futures contracts

     9,579,059        (12,716,647

Options written

     (526,920     908,317   
  

 

 

   

 

 

 

Net income (loss)

     (17,864,266     (27,621,531
  

 

 

   

 

 

 

Distributions to shareholders

     (7,843,786     (14,325,165
  

 

 

   

 

 

 

Shareholders’ capital—end of period

   $ 97,489,952      $ 123,198,004   
  

 

 

   

 

 

 

Shares—beginning of period

     9,047,040        9,206,940   

Repurchase of shares

            (159,900
  

 

 

   

 

 

 

Shares—end of period

     9,047,040        9,047,040   
  

 

 

   

 

 

 

 

See accompanying notes to financial statements.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF CASH FLOWS (Unaudited)

For the Nine Months Ended September 30, 2015 and September 30, 2014

 

     Nine Months Ended September 30,  
     2015     2014  

Cash flows from operating activities:

    

Net income (loss)

   $ (17,864,266   $ (8,487,094

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

    

Purchases of U.S. government and agency obligations

     (75,929,831     (127,082,367

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

     103,199,872        135,199,997   

Proceeds from (Purchases of) repurchase agreements, net

     (98,157     (1,340,185

Premiums received for options written

     5,280,496        3,640,803   

Cash paid for options written

     (889,382     (839,697

Amortization (Accretion) of short-term investments

     (109,227     (108,684

(Increase) Decrease in:

    

Deposits with brokers

     7,444,612        890,653   

Other assets

     (3,780     (3,779

Increase (Decrease) in:

    

Accrued conversion fees

     129,167          

Accrued management fees

     (36,585     (21,632

Accrued Independent Committee fees

     (931     967   

Other accrued expenses

     (73,637     46,235   

Net realized (gain) loss from:

    

Short-term investments

     (1,160     (17

Options written

     (4,757,815     (2,969,070

Change in net unrealized (appreciation) depreciation of:

    

Short-term investments

     (62,932     (13,813

Futures contracts

     (9,579,059     11,352,074   

Options written

     526,920        (537,637
  

 

 

   

 

 

 

Net cash provided by (used in) operating activities

     7,174,305        9,726,754   
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Cash paid for shares repurchased

            (151,538

Cash distributions paid to shareholders

     (7,174,305     (9,575,216
  

 

 

   

 

 

 

Net cash provided by (used in) financing activities

     (7,174,305     (9,726,754
  

 

 

   

 

 

 

Net increase (decrease) in cash

              

Cash—beginning of period

              
  

 

 

   

 

 

 

Cash—end of period

   $      $   
  

 

 

   

 

 

 

 

 

See accompanying notes to financial statements.

 

12


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Unaudited)

September 30, 2015

1. Organization

Fund Information

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

Proposed Conversion to ETF Structure

On December 19, 2014, the Fund issued a press release announcing that the Manager had approved a plan to convert the Fund (the “Conversion”) into an open-ended exchange-traded fund (“ETF”). On June 15, 2015, shareholders of the Fund approved amendments to the Fund’s Declaration of Trust that are necessary to complete the Conversion. To facilitate the Conversion, on July 9, 2015, the Fund filed a registration statement with the Securities and Exchange Commission (the “SEC”) to register common shares that may be issued from time to time after the Conversion. The Conversion remains subject to the receipt of certain regulatory approvals. The Fund is not currently, and after the Conversion will not be, a mutual fund or any other type of investment company within the meaning of 1940 Act. Until the Conversion occurs, the Fund will continue to operate as currently structured.

In connection with the Conversion, the Manager intends to implement a number of additional changes to the Fund that the Manager believes will better align a number of the Fund’s features with its newly-adopted ETF structure, including a reduction of the management fee, adoption of an expense cap, and changes to the Fund’s investment strategy, name, distribution policy and the exchange on which the Fund’s shares trade. None of these expected changes have been finalized, and they remain subject to further revision by the Manager. In addition, following the Conversion, the Manager will continue to have the ability, without shareholder approval, to make subsequent changes to the operation of the Fund.

Investment Adviser

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

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

Investment Objectives and Principal Investment Strategies

The Fund’s investment objective is to generate higher risk-adjusted total return than leading commodity market benchmarks. Risk-adjusted total return refers to the income and capital appreciation generated by a

 

13


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

1. Organization (Continued)

 

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

 

   

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

 

   

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

 

   

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

2. Summary of Significant Accounting Policies

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

The accompanying unaudited financial statements were prepared in accordance with U.S. GAAP for interim financial information and with the instructions for Form 10-Q and the rules and regulations of the SEC. In the opinion of management, all material adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement of the interim period financial statements have been made. Interim period results are not necessarily indicative of results for a full-year period. These financial statements and the notes thereto should be read in conjunction with the Fund’s financial statements included in the Fund’s Annual Report on Form 10-K for the year ended December 31, 2014.

Basis of Accounting

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

Futures Contracts

The Fund invests in commodity futures contracts. Upon execution of a futures contract, the Fund is obligated to deposit cash or eligible securities, also known as “initial margin,” into an account at its clearing broker. Generally investments in futures contracts also obligate the investor and the clearing broker to settle monies on a daily basis representing changes in the prior day’s “mark-to-market” of the open contracts. If the Fund has unrealized appreciation the clearing broker would credit the Fund’s account with an amount equal to appreciation and

 

14


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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

2. Summary of Significant Accounting Policies (Continued)

 

conversely if the Fund has unrealized depreciation the clearing broker would debit the Fund’s account with an amount equal to depreciation. These daily cash settlements are also known as “variation margin.” In lieu of posting variation margin daily, the Fund has deposited cash with the clearing broker, generally representing approximately twice the required initial margin to cover the initial margin and the daily changes in the market value of its futures investments. Cash held by the clearing broker to cover both margin requirements on open futures contracts is recognized as “Deposits with brokers” on the Statements of Financial Condition.

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

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

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

The average number of futures contracts outstanding during the nine months ended September 30, 2015 and year ended December 31, 2014 was as follows:

 

     Nine Months Ended
September 30, 2015
     Year Ended
December 31, 2014
 

Average number of futures contracts outstanding*

     2,478         2,764   
  

 

 

    

 

 

 

 

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

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

Options Contracts

The Fund may write (sell) and purchase options on commodity futures and forward contracts to enhance the Fund’s risk-adjusted total return. When the Fund writes an option, an amount equal to the premium received is recognized as a component of “Options written, at value” on the Statements of Financial Condition and is subsequently adjusted to reflect the current value of the written option until the option expires or the Fund enters into a closing purchase transaction. The changes in value of the options written during the reporting period are recognized as a component of “Change in net unrealized appreciation (depreciation) of options written” on the

 

15


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

2. Summary of Significant Accounting Policies (Continued)

 

Statements of Operations. When an option is exercised or expires, or the Fund enters into a closing purchase transaction, the difference between the net premium received and any amount paid at expiration or on executing a closing purchase transaction is recognized as a component of “Net realized gain (loss) from options written” on the Statements of Operations. The Fund, as writer of an option, has no control over whether the underlying instrument may be sold (called) and as a result bears the risk of an unfavorable change in the market value of the instrument underlying the written option. There is also the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. During the nine months ended September 30, 2015 and year ended December 31, 2014, the Fund wrote call options on futures contracts.

The Fund did not purchase options on futures or forward contracts during the nine months ended September 30, 2015 and year ended December 31, 2014. The purchase of options involves the risk of loss of all or part of the cash paid for the options (the premium). The market risk associated with purchasing options is limited to the premium paid. The counterparty credit risk of purchasing options, however, needs to take into account the current value of the option, as this is the performance expected from the counterparty.

Transactions in options written during the nine months ended September 30, 2015 and year ended December 31, 2014 were as follows:

 

      Nine Months  Ended
September 30, 2015
    Year Ended
December 31,  2014
 
     Number of
Contracts
    Premiums
Received
    Number of
Contracts
    Premiums
Received
 

Outstanding, beginning of period

     1,257      $ 952,693        1,377      $ 777,236   

Options written

     9,127        5,280,496        9,114        5,003,593   

Options terminated in closing purchase transactions

     (5,332     (3,378,031     (4,006     (1,970,074

Options expired

     (3,110     (1,762,193     (3,848     (2,173,528

Options exercised

     (786     (506,973     (1,380     (684,534
  

 

 

   

 

 

   

 

 

   

 

 

 

Outstanding, end of the period

     1,156      $ 585,992        1,257      $ 952,693   
  

 

 

   

 

 

   

 

 

   

 

 

 

The average number of options written outstanding during the nine months ended September 30, 2015 and year ended December 31, 2014 was as follows:

 

     Nine Months Ended
September 30, 2015
     Year Ended
December 31, 2014
 

Average number of options written outstanding*

     1,204         1,338   
  

 

 

    

 

 

 

 

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

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

Forward Contracts

The Fund may enter into forward contracts but did not make any such investments since its commencement of operations on September 27, 2010. A forward contract is an agreement between two parties to purchase or sell a specified quantity of a commodity at or before a specified date in the future at a specified price. Forward

 

16


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

2. Summary of Significant Accounting Policies (Continued)

 

contracts are typically traded in the over-the-counter (“OTC”) markets and all details of the contract are negotiated between the counterparties to the agreement. Accordingly, the forward contracts are valued by reference to the contracts traded in the OTC markets.

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

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

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

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

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

Netting Agreements

In the ordinary course of business, the Fund has entered into transactions subject to enforceable master repurchase agreements or other similar arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows the Fund to offset any exposure to a specific counterparty with any collateral received or delivered to that counterparty based on the terms of the agreements. The Fund manages its cash collateral and securities collateral on a counterparty basis. As of September 30, 2015 and December 31, 2014, the Fund was not invested in any portfolio securities or derivatives, other than the repurchase agreements further described below, that are subject to netting agreements.

Repurchase Agreements

In connection with transactions in repurchase agreements, it is the Fund’s policy that its custodian take possession of the underlying collateral securities, the fair value of which exceeds the principal amount of the repurchase transaction, including accrued interest, at all times. If the counterparty defaults, and the fair value of the collateral declines, realization of the collateral may be delayed or limited.

 

17


Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

2. Summary of Significant Accounting Policies (Continued)

 

The following tables present the repurchase agreements for the Fund, presented on the Statements of Financial Condition as of September 30, 2015 and December 31, 2014, and recognized as a component of “Short-term investments, at value,” that are subject to netting agreements as of the end of each reporting period, and the collateral delivered related to those repurchase agreements.

 

     September 30, 2015  
     Counterparty      Short-Term
Investments,
at Value
     Collateral Pledged
(From)
Counterparty*
    Net
Exposure
 

Repurchase Agreements

     State Street Bank       $ 1,183,578       $ (1,183,578   $   —   
     

 

 

    

 

 

   

 

 

 

 

     December 31, 2014  
     Counterparty      Short-Term
Investments,
at Value
     Collateral Pledged
(From)
Counterparty*
    Net
Exposure
 

Repurchase Agreements

     State Street Bank       $ 1,085,421       $ (1,085,421   $   —   
     

 

 

    

 

 

   

 

 

 

 

* As of September 30, 2015 and December 31, 2014, the value of the collateral pledged from the counterparty exceeded the value of the repurchase agreements. The value of the collateral pledged from the counterparty as of September 30, 2015 and December 31, 2014 was $1,210,493 and $1,113,007, respectively.

Collateral Investments

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

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

Investment Valuation

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

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

2. Summary of Significant Accounting Policies (Continued)

 

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

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

Fair Value Measurements

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

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

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

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

The inputs or methodologies used for valuing securities are not an indication of the risks associated with investing in those securities. The following is a summary of the Fund’s fair value measurements as of September 30, 2015 and December 31, 2014:

 

    September 30, 2015  
    Level 1     Level 2     Level 3     Total  

Short-Term Investments:

       

U.S. Government and Agency Obligations

  $      $ 85,555,240      $                 —      $ 85,555,240   

Repurchase Agreements

           1,183,578               1,183,578   

Investments in Derivatives:

       

Futures Contracts*

    (1,258,574                   (1,258,574

Call Options Written**

    (438,872     (18,254            (457,126
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ (1,697,446   $ 86,720,564      $      $ 85,023,118   
 

 

 

   

 

 

   

 

 

   

 

 

 

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

2. Summary of Significant Accounting Policies (Continued)

 

    December 31, 2014  
    Level 1     Level 2     Level 3     Total  

Short-Term Investments:

       

U.S. Government and Agency Obligations

  $      $ 112,651,962      $   —      $ 112,651,962   

Repurchase Agreements

           1,085,421               1,085,421   

Investments in Derivatives:

       

Futures Contracts*

    (10,837,633                   (10,837,633

Call Options Written

    (296,775     (132            (296,907
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ (11,134,408   $ 113,737,251      $                 —      $ 102,602,843   
 

 

 

   

 

 

   

 

 

   

 

 

 

 

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

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

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

Investment Transactions

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

Investment Income

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

Brokerage Commissions and Fees

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

 

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

2. Summary of Significant Accounting Policies (Continued)

 

Income Taxes

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

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

Expense Recognition

All expenses of the Fund are recognized on an accrual basis. The Fund pays all routine and extraordinary costs and expenses of its operations, brokerage expenses, custody fees, transfer agent expenses, professional fees, expenses of preparing, printing and distributing reports, notices, information statements, proxy statements, reports to governmental agencies, and taxes, if any.

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

Calculation of Net Asset Value

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

Distributions

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

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

During the nine months ended September 30, 2015, the Fund’s monthly per share distribution rate decreased from $0.130 to $0.103 effective with the distribution payable March 2, 2015 and from $0.103 to $0.074 effective with the distribution payable August 3, 2015.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

2. Summary of Significant Accounting Policies (Continued)

 

Commitments and Contingencies

Under the Fund’s organizational documents, the Manager, Wilmington Trust Company (the Fund’s Delaware trustee) and the Manager’s Independent Committee members are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts that provide general indemnifications to other parties. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts and believes the risk of loss to be remote.

Financial Instrument Risk

The Fund utilizes commodity futures and options, whose values are based upon an underlying asset and generally represent future commitments that have a reasonable possibility of being settled in cash or through physical delivery. As of September 30, 2015 and December 31, 2014, the financial instruments held by the Fund were traded on an exchange and are standardized contracts.

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

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

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

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

3. Derivative Instruments and Hedging Activities

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

The following tables present the fair value of all derivative instruments held by the Fund as of September 30, 2015 and December 31, 2014, the location of these instruments on the Statements of Financial Condition and the primary underlying risk exposure.

 

       

September 30, 2015

 
       

Location on the Statements of Financial Condition

 
Underlying
Risk Exposure
  Derivative
Instrument
 

Asset Derivatives

   

Liability Derivatives

 
    Location   Value     Location   Value  

 

 

Commodity

  Futures Contracts   Unrealized appreciation on futures contracts   $ 802,421      Unrealized depreciation on futures contracts   $ 2,060,995   

Commodity

  Options            Options written, at value     457,126   

Total

          $ 802,421          $ 2,518,121   

 

       

December 31, 2014

 
       

Location on the Statements of Financial Condition

 
Underlying
Risk Exposure
  Derivative
Instrument
 

Asset Derivatives

   

Liability Derivatives

 
    Location   Value     Location   Value  

 

 

Commodity

  Futures Contracts   Unrealized appreciation on futures contracts   $
633,319
  
  Unrealized depreciation on futures contracts   $ 11,470,952   

Commodity

  Options            Options written, at value     296,907   

Total

          $ 633,319          $ 11,767,859   

The following table presents the amount of net realized gain (loss) and change in net unrealized appreciation (depreciation) recognized on derivative instruments during the nine months ended September 30, 2015 and September 30, 2014, the location of these instruments on the Statements of Operations and the primary underlying risk exposure.

 

Commodity Risk Exposure   

Nine Months Ended

September 30, 2015

    Nine Months Ended
September 30, 2014
 

Net realized gain (loss) from:

    

Futures contracts

   $ (29,779,957   $ 1,487,968   

Options written

     4,757,815        2,969,070   

Change in net unrealized appreciation (depreciation) of:

    

Futures contracts

   $ 9,579,059      $ (11,352,074

Options written

     (526,920     537,637   

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

4. Related Parties

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

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

 

Average Daily Net Assets

   Management Fee  

For the first $500 million

     1.250

For the next $500 million

     1.225   

For the next $500 million

     1.200   

For the next $500 million

     1.175   

For net assets over $2 billion

     1.150   

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

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

5. Share Repurchase Program

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

Transactions in share repurchases during the nine months ended September 30, 2015 and year ended December 31, 2014, were as follows:

 

     Nine Months Ended
September 30, 2015
     Year Ended
December 31, 2014
 

Shares repurchased

                 —         159,900   
  

 

 

    

 

 

 

Weighted average price per share repurchased

           $ 12.50   
  

 

 

    

 

 

 

Weighted average discount per share repurchased

             18.14
  

 

 

    

 

 

 

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued) (Unaudited)

September 30, 2015

 

6. Financial Highlights

The following financial highlights relate to investment performance and operations for a Fund share outstanding during the three and nine months ended September 30, 2015 and the three and nine months ended September 30, 2014. The Net Asset Value presentation is calculated using average daily shares outstanding. The Ratios to Average Net Assets are calculated using average daily net assets and have been annualized for periods less than a full year. The Total Returns at Net Asset Value and Market Value are based on the change in net asset value and market value, respectively, for a share during the period. An investor’s return and ratios will vary based on the timing of purchasing and selling Fund shares.

 

     Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
     2015     2014     2015     2014  

Net Asset Value:

        

Net asset value per share—beginning of period

   $ 12.76      $ 18.40      $ 13.62      $ 18.15   

Net investment income (loss)

     (0.08     (0.07     (0.22     (0.23

Net realized and unrealized gain (loss)

     (1.68     (1.88     (1.75     (0.69

Distributions

     (0.22     (0.39     (0.87     (1.17
  

 

 

   

 

 

   

 

 

   

 

 

 

Net asset value per share—end of period

   $ 10.78      $ 16.06      $ 10.78      $ 16.06   
  

 

 

   

 

 

   

 

 

   

 

 

 

Market Value:

        

Market value per share—beginning of period

   $ 11.91      $ 16.26      $ 12.83      $ 15.17   
  

 

 

   

 

 

   

 

 

   

 

 

 

Market value per share—end of period

   $ 10.31      $ 13.79      $ 10.31      $ 13.79   
  

 

 

   

 

 

   

 

 

   

 

 

 

Ratios to Average Net Assets:(a)

        

Net investment income (loss)

     (2.84 )%      (1.70 )%      (2.32 )%      (1.72 )% 
  

 

 

   

 

 

   

 

 

   

 

 

 

Expenses

     3.02     1.78     2.45     1.81
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Returns:(b)

        

Based on Net Asset Value

     (13.80 )%      (10.67 )%      (15.13 )%      (5.54 )% 
  

 

 

   

 

 

   

 

 

   

 

 

 

Based on Market Value

     (11.60 )%      (12.93 )%      (13.49 )%      (2.05 )% 
  

 

 

   

 

 

   

 

 

   

 

 

 

 

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

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

 

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Table of Contents

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

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

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

Introduction

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

Proposed Conversion to ETF Structure

On December 19, 2014, the Fund issued a press release announcing that the Manager had approved a plan to convert the Fund (the “Conversion”) into an open-ended exchange-traded fund (“ETF”). On June 15, 2015, shareholders of the Fund approved amendments to the Fund’s Declaration of Trust that are necessary to complete the Conversion. To facilitate the Conversion, on July 9, 2015, the Fund filed a registration statement with the Securities and Exchange Commission (the “SEC”) to register common shares that may be issued from time to time after the Conversion. The Conversion remains subject to the receipt of certain regulatory approvals. The Fund is not currently, and after the Conversion will not be, a mutual fund or any other type of investment company within the meaning of 1940 Act. Until the Conversion occurs, the Fund will continue to operate as currently structured.

In connection with the Conversion, the Manager intends to implement a number of additional changes to the Fund that the Manager believes will better align a number of the Fund’s features with its newly-adopted ETF structure, including a reduction of the management fee, adoption of an expense cap, and changes to the Fund’s investment strategy, name, distribution policy, and the exchange on which the Fund’s shares trade. None of these expected changes have been finalized, and they remain subject to further revision by the Manager. In addition, following the Conversion, the Manager will continue to have the ability, without shareholder approval, to make subsequent changes to the operation of the Fund.

 

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Table of Contents

Results of Operations

The Quarter Ended September 30, 2015 – Fund Share Price

The Fund’s shares traded on the NYSE MKT at a price of $10.31 on the close of business on September 30, 2015, a decrease of 13.43% in share price (not including an assumed reinvestment of distributions) from the $11.91 price at which the shares of the Fund traded on the close of business on June 30, 2015. The high and low intra-day share prices for the quarter were $12.30 (July 2, 2015) and $9.23 (August 24, 2015), respectively. During the quarter, the Fund declared distributions totaling $0.222 per share to shareholders, of which $0.074 was paid on October 1, 2015. The remainder was paid during the quarter. The Fund’s cumulative total return on market value for the quarter, which assumes reinvestment of such distributions, was -11.60%. At September 30, 2015, shares of the Fund traded at a 4.36% discount to the Fund’s net asset value of $10.78 per share.

The Quarter Ended September 30, 2014 – Fund Share Price

The Fund’s shares traded on the NYSE MKT at a price of $13.79 on the close of business on September 30, 2014, a decrease of 15.19% in share price (not including an assumed reinvestment of distributions) from the $16.26 price at which the shares of the Fund traded on the close of business on June 30, 2014. The high and low intra-day share prices for the quarter were $16.30 (July 30, 2014) and $13.46 (September 26, 2014), respectively. During the quarter, the Fund declared distributions totaling $0.390 per share to shareholders, of which $0.130 was paid on October 1, 2014. The remainder was paid during the quarter. The Fund’s cumulative total return on market value for the quarter, which assumes reinvestment of such distributions, was -12.93%. At September 30, 2014, shares of the Fund traded at a 14.13% discount to the Fund’s net asset value of $16.06.

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

The Fund’s net assets decreased from $115.5 million at June 30, 2015, to approximately $97.5 million at September 30, 2015, a decrease of $18.0 million. The decrease in the Fund’s net assets was due to a net loss of $16.0 million, in addition to $2.0 million of distributions to shareholders.

The Fund generated a net loss of $16.0 million for the quarter ended September 30, 2015, resulting from net realized losses of $15.0 million, change in net unrealized depreciation of $0.2 million and total expenses of $0.8 million.

During the quarter ended September 30, 2015, the Fund’s collateral investments generated interest income of $47,524, which represents 0.05% of average net assets for the quarter ended September 30, 2015.

The net asset value per share on September 30, 2015, was $10.78, a decrease of 15.52% in net asset value (not including an assumed reinvestment of distributions) from the $12.76 net asset value as of June 30, 2015. During the quarter, the Fund declared distributions totaling $0.222 per share to shareholders, of which $0.074 was paid on October 1, 2015. When an assumed reinvestment of these distributions is taken into account, the cumulative total return for the Fund on net asset value was -13.80% for the quarter ended September 30, 2015.

The Quarter Ended September 30, 2014 – Net Assets of the Fund

The Fund’s net assets decreased from $169.4 million at June 30, 2014, to $147.9 million at September 30, 2014, a decrease of $21.5 million. The decrease in the Fund’s net assets was due to a net loss of $17.9 million, in addition to approximately $3.6 million of distributions to shareholders.

The Fund generated a net loss of $17.9 million for the quarter ended September 30, 2014, resulting from net realized losses of $6.1 million, expenses of $0.7 million, and net unrealized depreciation of $11.1 million.

 

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Table of Contents

During the quarter ended September 30, 2014, the Fund’s collateral investments generated interest income of $33,081 which represents 0.02% of average net assets for the quarter ended September 30, 2014.

The net asset value per share on September 30, 2014, was $16.06, a decrease of 12.72% in net asset value (not including an assumed reinvestment of distributions) from the $18.40 net asset value as of June 30, 2014. The Fund declared distributions totaling $0.390 per share during the quarter. When an assumed reinvestment of these distributions is taken into account, the cumulative total return for the Fund on net asset value was -10.67% for the quarter ended September 30, 2014.

The Quarter Ended September 30, 2015Overall Commodity Market Commentary

Declines were widespread in the broad commodity market during the third quarter of 2015, with all six commodity groups in the BCOM finishing the quarter lower. Of all of the commodities represented in the BCOM, only five didn’t post a loss in excess of 10%, and of those five only lean hogs had a positive return.

The largest group by weight, energy commodities represented 32.6% of the BCOM at the end of the period. The energy group led the BCOM’s decline, down 22.4% for the quarter. An ongoing supply glut, particularly for crude oil, and global macroeconomic worries, especially in China, weighed heavily on energy prices. The finalization of Iran’s nuclear deal, which lifts sanctions on oil exports, also disrupted oil markets—even though Iranian exports aren’t expected to impact the global oil supply until 2016. West Texas Intermediate (WTI) and Brent crude were the worst-performing individual commodities in the BCOM, falling 27.4% and 26.3%, respectively.

Agricultural commodities, as grouped by Gresham, made up 23.1% of the BCOM at the end of the period. The agriculture group sustained double-digit declines across all of its commodities, which resulted in a 14.1% loss for the group overall. Abundant crop yields in South America, favorable growing conditions in the U.S. Midwest, and weak currencies in Brazil and Argentina continued to put downward pressure on grain prices.

The precious metals group, which is made up of gold and silver commodities, represented 16.6% of the BCOM at the end of the period. Precious metals prices were choppy over the quarter, driven by global macroeconomic concerns, fluctuating currencies and the U.S. Federal Reserve’s decision to leave interest rates unchanged at its September meeting. The group fell 5.6% for the quarter. Platinum and palladium, which are held in the Fund’s portfolio but not in the BCOM, also had negative performance over the quarter. Platinum prices were further roiled by the Volkswagen emissions scandal in September. The metal is widely used in diesel engines, and the auto industry consumes roughly 30% of global supply. Investors feared shrinking platinum demand if consumers switched to gasoline or electric vehicles.

The commodities in the industrial metals group comprised 15.5% of the BCOM at the end of the period. Industrial metals continued their decline due to concerns about China’s economy. Investors reacted negatively to the country’s unexpected currency devaluation and other policy measures taken to try to counteract its slackening growth. Adding to the sector’s bearish tone were rumors of inventory reductions and/or liquidations following the collapse of Swiss mining giant Glencore PLC’s stock price. The industrial metals group sank 11.1% for the quarter.

Foods and fibers commodities, as grouped by Gresham, made up a combined 7.4% of the BCOM at the end of the period. For most of the quarter, sugar prices declined due to favorable weather in Brazil, one of the main sugar producers, boosting supply expectations and the weak Brazilian real. Coffee prices were also hurt by the real’s weakness and a supply increase due to timely rainfall in Brazil. Cotton futures also declined over the quarter, contributing to a 7.6% drop for the foods and fibers group overall.

The livestock group, at 4.8% of the BCOM at the end of the period, is the smallest group. Lean hogs prices rallied 13.4% and were the only commodity in the BCOM to post a gain in the third quarter. Hot summer weather

 

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stifled weight gain in pigs, and U.S. retail demand was strong as pork continued to be cheaper than beef. However, live cattle prices fell 14.6%, as beef’s supply-demand imbalance persisted amid reports of higher carcass weights, price competition from pork, and a strong dollar, which slowed exports and encouraged imports. The overall livestock group was down 5.4% for the quarter.

The Quarter Ended September 30, 2014 – Overall Commodity Market Commentary

The BCOM declined 11.8% during the quarter, as a strengthening U.S. dollar and unfavorable supply-demand dynamics led to widespread losses in commodity contracts during the third quarter of 2014. Anticipation of the U.S. Federal Reserve’s first rate hike prompted a rally in the dollar. Because most commodities are priced in dollars, a stronger dollar makes commodities more expensive, which softens demand and puts downward pressure on commodity prices. At the same time, China announced some disappointing economic data and another stimulus measure, prompting concerns about weakening global demand for raw materials. Additionally, energy and grain commodities began to report oversupply, which weighed on prices.

In this environment, all six commodity groups in the BCOM, as grouped by Gresham, ended the quarter lower. Livestock and industrial metals posted the smallest declines, while agriculture was the weakest performer. Only four individual commodities in the BCOM had positive returns during the quarter: Arabica coffee, live cattle, zinc, and aluminum.

The largest group by weight, energy commodities represented 31.7% of the BCOM at the end of the quarter. With all energy commodities falling during the quarter, the group declined 12.1%. Crude oil suffered a double-digit loss as the dollar gained, demand from Europe and China slowed, and the Organization of the Petroleum Exporting Countries (OPEC) increased production amid booming North American shale oil production. Natural gas prices were dampened by ample storage injections, less cooling demand for the summer, and moderate fall weather forecasts.

Agricultural commodities, as grouped by Gresham, made up 18.6% of the BCOM at the end of the quarter. The group had the biggest losses in the BCOM, down 21.7%. Corn prices dropped to a five-year low on expectations of a record U.S. crop yield with a high percentage of crops rated good or excellent. Abundant supply and favorable crop ratings dragged soybean prices to a four-year low.

The commodities in the industrial metals group comprised 18.0% of the BCOM at the end of the quarter. Performance was mixed among the individual commodities. Reduced stockpiles of aluminum and zinc helped their prices rally early in the quarter. However, those gains were tempered by losses in nickel and copper, which saw tumbling prices on concerns about languishing demand from China. Overall, the industrial metals group declined 4.1% for the quarter.

Gold and silver collectively represented 15.8% of the BCOM at the end of the quarter. Not included in the BCOM are platinum and palladium, which are held in the Fund’s commodity portfolio. All four precious metals commodities declined during the quarter, as a strengthening dollar sapped demand for these commodities as a hedge against dollar weakness. The BCOM’s precious metals group lost 11.3% during the quarter.

Foods and fibers commodities, as grouped by Gresham, made up a combined 9.6% of the BCOM at the end of the quarter. The foods and fibers group tumbled 9.6% during the quarter, with cotton and sugar prices falling but Arabica coffee rallying. Arabica supply continued to shrink as crops were damaged by heat and drought in Brazil, the world’s leading Arabica producer, and by a coffee-plant fungus in Central America.

Livestock is the smallest group, comprising 6.4% of the BCOM at the end of the quarter. Live cattle prices appreciated on concerns about smaller herd sizes and underweight cows. In contrast, lean hogs prices were choppy, ending the quarter lower. Producers were able to offset shortages by bulking up hogs, as lower grain prices this year have reduced the cost of feed. As a result, lean hog supply was larger than expected, causing prices to fall. The BCOM’s livestock group fell 2.2% during the quarter.

 

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The Quarter Ended September 30, 2015Fund Commodity Portfolio Commentary

The Fund’s commodity portfolio was down 13.3% for the quarter, before considering the expenses of the Fund. The overall commodities market, as measured by the BCOM, declined 14.5%. The Fund’s total return on net asset value for the same period, which includes the effect of the Fund’s expenses and the performance of the collateral portfolio and assumes reinvestment of the Fund’s distributions, was -13.80%.

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

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

At the commodity group level, the Fund’s positions in agriculture, industrial metals, energy and livestock contributed to relative performance, foods and fibers had a neutral impact, and precious metals detracted from returns relative to the BCOM, as highlighted below.

The agriculture group added the most to the Fund’s relative returns during the quarter. The Fund’s underweight to agricultural commodities as well as outperformance in its soybean, wheat and soybean oil positions were beneficial. Relative gains in the industrial metals group came from the Fund’s larger and more diversified position. The Fund includes London Metal Exchange (LME) copper and lead, which are not represented in the BCOM. Although both of these contracts had negative performance for the quarter, they were among the better-performing commodities on a relative basis to the BCOM as their losses were smaller than the BCOM’s overall decline. In the energy group, the Fund’s relative results were boosted by its underweight in natural gas and by its options strategy. When volatility spiked in September, the Fund collected higher premiums on the crude oil options it wrote, which was advantageous to performance. Driving relative outperformance in the livestock group was the Fund’s overweight to lean hogs, the top-performing commodity in both the Fund and the BCOM for the quarter.

Performance in the foods and fibers group was mixed. While the Fund’s exposure to sugar (New York-traded) was detrimental to relative performance, the loss was offset by small relative gains across the Fund’s cotton, coffee and cocoa (cocoa is not represented in the BCOM) positions. The precious metals group, however, was a meaningful detractor over the quarter. The Fund’s underweight allocations to gold and silver were unfavorable to relative returns. Although both gold and silver saw falling prices over the period, their single-digit losses placed them among the better-performing commodities.

The Quarter Ended September 30, 2014 – Fund Commodity Portfolio Commentary

The Fund’s commodity portfolio declined 10.3% for the quarter ended September 30, 2014, before considering the expenses of the Fund. The overall commodities market, as measured by the BCOM, lost 11.8% The Fund’s total return on net asset value for the same period, which includes the effect of the Fund’s expenses and the performance of the collateral portfolio and assumes reinvestment of the Fund’s distributions, was -10.67%.

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

 

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

At the commodity group level, the Fund’s commodity portfolio bested the BCOM on an absolute basis in all six groups.

In the energy group, the Fund and the BCOM performed nearly in line with each other. The Fund’s strategic weighting decisions in regards to crude oil resulted in negative performance relative to the BCOM due to the Fund’s higher weight. However, the Fund benefited from collecting the full option premiums on its energy options contracts, all of which expired without being exercised.

The Fund’s outperformance in the agriculture group was driven by a lower weighting in the group overall, and particularly in corn, as well as favorable contract selection in corn. Additionally, all of the Fund’s option positions expired out of the money, enabling the Fund to retain the full premiums from selling those options.

The Fund’s industrial metals position declined slightly less than the BCOM’s position. The Fund captured less of the rally in aluminum and zinc due to options on these commodities being exercised. However, relative losses were offset by the Fund’s outperformance in copper.

The Fund’s lower weight in precious metals helped the Fund post a smaller decline for the quarter. The Fund’s option strategy had a positive impact on performance as well, as all of the precious metals options expired without being exercised.

On an absolute basis, the Fund’s foods and fibers position slightly outperformed the BCOM’s. However, when the Fund’s strategic weighting decisions are taken into account, these resulted in negative performance relative to the BCOM, due in part to the Fund’s smaller Arabica coffee position was disadvantageous during the quarter’s price rally. Contributing positively to performance was the Fund’s options strategy, as all foods and fibers options expired out of the money and were not exercised.

In the livestock group, the Fund’s higher weight in live cattle contracts, superior contract selection in lean hogs, and lean hogs options that expired out of the money helped the Fund outperform the BCOM. A position in feeder cattle, which rallied during the quarter but isn’t represented in the BCOM, was also advantageous to the Fund’s relative performance.

The Nine Months Ended September 30, 2015 – Fund Share Price

The Fund’s shares traded on the NYSE MKT at a price of $10.31 on the close of business on September 30, 2015, a decrease of 19.64% in share price (not including an assumed reinvestment of distributions) from the $12.83 price at which the shares of the Fund traded on the close of business on December 31, 2014. The high and low intra-day share prices for the nine month period were $13.00 (January 15, 2015) and $9.23 (August 24, 2015), respectively. During the nine month period, the Fund declared distributions totaling $0.867 per share to shareholders, of which $0.074 was paid on October 1, 2015. The remainder was paid during the period. The Fund’s cumulative total return on market value for the nine month period, which assumes reinvestment of such distributions, was -13.49%. At September 30, 2015, shares of the Fund traded at a 4.36% discount to the Fund’s net asset value of $10.78.

The Nine Months Ended September 30, 2014 – Fund Share Price

The Fund’s shares traded on the NYSE MKT at a price of $13.79 on the close of business on September 30, 2014, a decrease of 9.10% in share price (not including an assumed reinvestment of distributions) from the

 

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$15.17 price at which the shares of the Fund traded on the close of business on December 31, 2013. The high and low intra-day share prices for the nine month period were $16.51 (May 23, 2014) and $13.46 (September 26, 2014), respectively. During the nine month period, the Fund declared distributions totaling $1.170 per share to shareholders, of which $0.130 was paid on October 1, 2014. The remainder was paid during the period. The Fund’s cumulative total return on market value for the nine month period, which assumes reinvestment of such distributions, was -2.05%. At September 30, 2014, shares of the Fund traded at a 14.13% discount to the Fund’s net asset value of $16.06.

The Nine Months Ended September 30, 2015 – Net Assets of the Fund

The Fund’s net assets decreased from $123.2 million at December 31, 2014, to $97.5 million at September 30, 2015, a decrease of $25.7 million. The decrease in the Fund’s net assets was due to a net loss of $17.9 million, in addition to $7.8 million of distributions to shareholders.

The Fund generated a net loss of $17.9 million for the nine month period ended September 30, 2015, resulting from interest income of $0.1 million and change in net unrealized appreciation of $9.1 million, offset by expenses of $2.1 million and net realized losses of $25.0 million.

During the nine month period ended September 30, 2015, the Fund’s collateral investments generated interest income of $109,335, which represents 0.10% of average net assets for the nine month period ended September 30, 2015.

The net asset value per share on September 30, 2015, was $10.78, a decrease of 20.85% in net asset value (not including an assumed reinvestment of distributions) from the $13.62 net asset value as of December 31, 2014. During the nine month period, the Fund declared distributions totaling $0.867 per share to shareholders, of which $0.074 was paid on October 1, 2015. When an assumed reinvestment of these distributions is taken into account, the cumulative total return for the Fund on net asset value was -15.13% for the nine month period ended September 30, 2015.

The Nine Months Ended September 30, 2014 – Net Assets of the Fund

The Fund’s net assets decreased from $167.1 million at December 31, 2013, to $147.9 million at September 30, 2014, a decrease of $19.2 million. The decrease in the Fund’s net assets was due to a net loss of $8.5 million, in addition to approximately $10.7 million of distributions to shareholders.

The Fund generated a net loss of $8.5 million for the nine month period ended September 30, 2014, resulting from interest income of $0.1 million and net realized gains of $4.5 million, offset by expenses of approximately $2.3 million and net unrealized depreciation of $10.8 million.

During the nine month period ended September 30, 2014, the Fund’s collateral investments generated interest income of $108,684, which represents 0.07% of average net assets for the nine month period ended September 30, 2014.

The net asset value per share on September 30, 2014, was $16.06, a decrease of 11.52% in net asset value (not including an assumed reinvestment of distributions) from the $18.15 net asset value as of December 31, 2013. The Fund declared distributions totaling $1.170 per share during the nine month period. When an assumed reinvestment of these distributions is taken into account, the cumulative total return for the Fund on net asset value was -5.54% for the nine month period ended September 30, 2014.

The Nine Months Ended September 30, 2015 – Overall Commodity Market Commentary

The broad commodity market continued to face significant headwinds, falling 15.8% for the nine-month period, as measured by the BCOM. All sectors in the BCOM posted negative results, with five of the six sectors declining by double digits.

 

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In the energy group, oversupply conditions persisted, while global macroeconomic uncertainties, led by worries about China’s economy, continued to undermine demand expectations. Despite a 10.9% rally in the second quarter of 2015, the energy group suffered considerable volatility early in 2015 and again in the third quarter to finish the nine-month period down 20.9%. Crude oil and natural gas were the worst performers, down 26.7% and 23.0% over the period, respectively.

Agriculture commodities, as grouped by Gresham, followed a similar trajectory to energy commodities. A turbulent first quarter was followed by a 10.4% rebound in the second quarter, but expectations for abundant crops and the weakness in Brazil’s currency drove grain prices lower during the third quarter. The agriculture group posted a 12.3% loss for the nine-month period.

The precious metals group, down 6.8% for the nine-month period, was the best-performing sector in the BCOM. Gold and silver prices remained choppy throughout the period, amid waning demand, anticipation of rising interest rates in the U.S. and the strength of the U.S. dollar.

Industrial metals prices were hit hard by China’s economic woes and fears of rising inventories. Declines were compounded by periods of aggressive selling of long positions in the marketplace. The group plunged 20.3% for the nine-month period, with nickel leading the decline with losses exceeding 30% for the nine-month period.

Coffee was the other commodity down more than 30% in the nine-month period, leading the foods and fibers group, as grouped by Gresham, to an 18.9% loss overall. Sugar also declined sharply over the period. Both coffee and sugar are predominantly produced in Brazil, where favorable weather bolstered expectations for crop yields, which would in turn contribute to a growing global supply glut. In addition, the weakening Brazilian real made exporting these two commodities more attractive. In contrast, cotton, down 1.5%, was the top-performing individual commodity for all of the BCOM over the nine-month period.

In the livestock group, both lean hogs and live cattle prices fell by double digits for the period. Lean hogs futures sustained most of their losses early in the year, as supply outpaced demand, but prices reversed course, rallying strongly in the third quarter, as pork demand accelerated and weight gain in hogs was less than expected during the summer months. Live cattle prices were choppy, impacted by herd rebuilding continued from last year, cold and rainy weather in the U.S. which hampered weight gain and transport, lower beef demand due to price competition with pork and poultry, and a slowdown in exports while imports increased. Overall, the livestock

group dropped 16.0% for the period.

The Nine Months Ended September 30, 2014 – Overall Commodity Market Commentary

After rising in the first half of 2014, the broad commodity market gave back all of its gains during a turbulent third quarter. For the nine months ended September 30, 2014, the broad commodity market was down 5.6%, as measured by the BCOM. Performance across the six commodity groups, as grouped by Gresham, was mixed, with a double-digit gain in livestock and a double-digit decline in agriculture.

The energy group lost 4.4%. Crude oil, heating oil, and unleaded gas (RBOB) slumped during the period, while natural gas was up modestly. Crude oil prices were hit hard in the third quarter by the strengthening U.S. dollar, weakening demand, and rising supply.

The worst-performing group in the BCOM, agriculture, dropped 20.2% during the period. After rallying in the first quarter, agriculture commodities as a group declined in the second and third quarters on expectations of oversupply amid ideal growing conditions in the U.S.

The industrial metals group traded nearly flat, down 0.7%, during the period. Concerns about slowing demand from China weighed on prices, especially for copper. However, nickel advanced during the period, as supply was threatened by a mineral ore export ban in Indonesia and economic sanctions in Russia.

 

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The precious metals group fell 3.0% during the period. Gold and silver saw rallies throughout the first half of the year on speculation of higher inflation in the U.S. But, in the third quarter, a rising U.S. dollar and disinflation fears weighed on prices.

A 2.1% gain in the foods and fibers group, as grouped by Gresham, was led by soaring prices in Arabica coffee. Forecasts called for the largest coffee shortage in nine years because of heat and drought in Brazil, the world’s main Arabica supplier.

Livestock, up 17.8%, was the best-performing group in the BCOM during the period. Prices for both live cattle and lean hogs increased during the period. Lean hog prices reached all-time highs early in 2014 as a highly infectious pig virus was expected to decrease supply. Live cattle prices rallied on supply concerns as well, with the harsh winter weather early in 2014 hindering breeding, weight gain, and slaughter.

The Nine Months Ended September 30, 2015 – Fund Commodity Portfolio Commentary

The Fund’s commodity portfolio was down 13.7% for the nine months ended September 30, 2015, before considering the expenses of the Fund. The overall commodities market, as measured by the BCOM, lost 15.8%. The Fund’s total return on net asset value for the same period, which includes the effect of the Fund’s expenses and the performance of the collateral portfolio and assumes reinvestment of the Fund’s distributions, was -15.13%.

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

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

At the commodity group level, the Fund’s commodity portfolio outperformed relative to the BCOM on its energy, foods and fibers, industrial metals and agriculture positions, livestock had a nearly neutral impact, and precious metals detracted from relative performance.

Relative outperformance in the energy group was led by the Fund’s natural gas, WTI crude and heating oil positions, although its Brent crude position slightly diminished relative gains. In the foods and fibers group, the Fund’s relative performance benefited from its Arabica coffee and cocoa exposures. The largest contributors in the industrial metals group were its copper (which includes both LME and COMEX contracts) and nickel position. The agriculture group added to relative performance primarily due to its soybean position.

Within the livestock group, the added value from the Fund’s lean hogs position was offset by relative losses in the live cattle and feeder cattle exposures, resulting in a nearly neutral impact on relative returns. The precious metals group hurt relative performance, driven mainly by the Fund’s underweight in gold.

The Nine Months Ended September 30, 2014 – Fund Commodity Portfolio Commentary

The Fund’s commodity portfolio fell 4.4% for the nine months ended September 30, 2014, before considering the expenses of the Fund. The overall commodities market, as measured by the BCOM, was down 5.6%. The Fund’s total return on net asset value for the same period, which includes the effect of the Fund’s expenses and the performance of the collateral portfolio and assumes reinvestment of the Fund’s distributions, was -5.54%.

 

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

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

At the commodity group level, the Fund’s commodity portfolio outperformed the BCOM on an absolute basis in precious metals, livestock, and agriculture. The foods and fibers group was the Fund’s largest underperformer on an absolute basis, while industrial metals and energy marginally lagged. When the Fund’s strategic weighting decisions are taken into account they resulted in positive performance relative to the BCOM in all commodity groups except for food and fibers.

The Fund’s energy position performed nearly in line with the BCOM’s position on an absolute basis. When the Fund’s strategic weighting decisions are taken into account, they resulted in positive performance relative to the BCOM, due mostly to the Fund’s crude oil and unleaded gas positions.

In the agriculture group, the Fund outperformed the BCOM. The Fund’s lower weights in corn and soybean oil, both of which saw declining prices during the period, added to relative gains.

Although it underperformed the BCOM on an absolute basis, the Fund’s strategic weighting decisions in regards to its industrial metals position had a positive impact on relative performance. The Fund’s lower weight in New York copper contracts was beneficial amid falling copper prices.

The Fund’s precious metals position outperformed the BCOM. Silver prices traded lower over the period, and the Fund’s smaller weight in silver contracts contributed positively to relative returns.

Relative underperformance in the Fund’s foods and fibers position was driven by an underweight in coffee contracts, as the Fund had less exposure than the BCOM to coffee’s substantial rally over the period.

In the livestock group, the Fund’s relative results benefited primarily from the Fund’s exposure to feeder cattle contracts, which performed well during the period and are not represented in the BCOM.

Fund Total Returns

The following table presents selected total returns for the Fund and BCOM as of September 30, 2015. Market value and net asset value total returns are based on the change in market value and net asset value, respectively, for a share during the period presented. The total returns presented assume the reinvestment of distributions at market value on the distribution payment date for returns based on market value, and at net asset value on the distribution payment date for returns based on net asset value. The last distribution declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the market price at the end of the period for total returns based on market value, and at the net asset value at the end of the period for total returns based on net asset value.

 

     Total Returns as of September 30, 2015  
     Cumulative     Average Annual  
        3 Months        Year to Date         1 Year         Since Inception  

Market Value

     -11.60     -13.49     -17.05     -8.51

Net Asset Value

     -13.80     -15.13     -26.11     -7.44

BCOM

     -14.47     -15.80     -25.99     -8.81

 

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

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

Distributions

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

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

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

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

Commodity Portfolio Composition and Weightings

The table below presents the composition and weightings of the Fund’s TAP PLUSSM strategy (Gresham’s long-only rules-based investment strategy, which uses futures and forward contracts to gain exposure to commodities and options to enhance the Fund’s risk-adjusted total return) and the BCOM as of September 30, 2015. The table below serves as a guide to how the composition and weightings of the Fund’s TAP PLUSSM investment strategy compared to that of the BCOM, a leading commodity market benchmark, as of September 30, 2015.

 

          Composition  

Commodity Group

  

Commodity

  

 

TAP PLUSSM

        BCOM      

Energy

   Crude Oil      18.35     15.83
   Natural Gas      6.23     8.69
   Heating Oil      5.51     3.90
   Unleaded Gas      3.71     4.14
     

 

 

   

 

 

 
        33.80     32.56
     

 

 

   

 

 

 

 

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          Composition  

Commodity Group

  

Commodity

  

 

TAP PLUSSM

        BCOM      

Industrial Metals

   Copper      8.96     7.22
   Aluminum      5.18     4.54
   Nickel      2.04     1.60
   Zinc      1.68     2.15
   Lead      0.90     0.00
     

 

 

   

 

 

 
        18.76     15.51
     

 

 

   

 

 

 

Agriculturals

   Soybean      5.68     5.42
   Corn      3.64     8.00
   Wheat      3.52     4.39
   Soybean Meal      2.82     2.71
   Soybean Oil      1.14     2.62
     

 

 

   

 

 

 
        16.80     23.14
     

 

 

   

 

 

 

Precious Metals

   Gold      9.15     12.37
   Silver      2.53     4.24
   Platinum      0.79     0.00
   Palladium      0.53     0.00
     

 

 

   

 

 

 
        13.00     16.61
     

 

 

   

 

 

 

Livestock

   Live Cattle      5.94     2.97
   Lean Hogs      3.60     1.84
   Feeder Cattle      1.47     0.00
     

 

 

   

 

 

 
        11.01     4.81
     

 

 

   

 

 

 

Foods and Fibers

   Sugar      2.21     3.93
   Cotton      1.83     1.71
   Coffee      1.73     1.73
   Cocoa      0.86     0.00
     

 

 

   

 

 

 
        6.63     7.37
     

 

 

   

 

 

 

Total

        100.00     100.00
     

 

 

   

 

 

 

Liquidity and Capital Resources

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

 

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

The Fund’s shares trade on the NYSE MKT and shares are not redeemed by the Fund in the normal course of business (although the Manager may decide to do so at its discretion), thereby alleviating the need for the Fund to have liquidity available for possible shareholder redemptions. On December 21, 2011, the Fund announced the adoption of an open-market share repurchase program, pursuant to which it is authorized to repurchase an aggregate of up to 10% of its outstanding common shares as of the authorization date in open-market transactions. On March 6, 2014, the Fund reauthorized its share repurchase program, pursuant to which it may repurchase up to 10% of its outstanding common shares as of the reauthorization date (approximately 920,000 shares) in open-market transactions, at the Manager’s discretion. Refer to “Part II—Item 2. Unregistered Sales of Equity Securities and Use of Proceeds” in this Report for details of repurchase activity, if any, during the nine months ended September 30, 2015.

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

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

Market Risk

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

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

Credit Risk

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

The Fund attempts to minimize market risks, and the Commodity Sub-adviser attempts to minimize credit risks, by abiding by various investment limitations and policies, which include limiting margin accounts, investing only

 

38


Table of Contents

in liquid markets and permitting the use of stop-loss orders. The Commodity Sub-adviser implements procedures which include, but are not limited to:

 

   

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

 

   

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

 

   

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

 

   

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

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

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

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

Off-Balance Sheet Arrangements

As of September 30, 2015, the Fund has not utilized, nor does it expect to utilize in the future, special purpose entities to facilitate off-balance sheet financing arrangements and has no loan guarantee arrangements or off-balance sheet arrangements of any kind other than agreements entered into in the normal course of business, which may include indemnification provisions related to certain risks service providers undertake in performing services which are in the best interests of the Fund. While the Fund’s exposure under such indemnification provisions cannot be estimated, these general business indemnifications are not expected to have a material impact on the Fund’s financial position.

Contractual Obligations

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

 

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Table of Contents

Critical Accounting Policies

The Fund’s critical accounting policies are as follows:

 

   

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

 

   

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

 

   

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

 

   

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

 

   

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

 

   

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

 

   

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

 

   

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

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

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Quantitative Disclosure

The Fund is exposed to commodity price risk through the futures and forward contracts and the options on futures and forward contracts that the Fund invests in as part of its investment strategy. These instruments have been entered into for trading purposes. The following table provides information about the Fund’s futures contracts and options on futures contracts, which are sensitive to changes in commodity prices, as of September 30, 2015. The Fund expects to invest only in long futures contracts. Some short futures positions arise in futures contracts traded on the London Metal Exchange (“LME”) solely as the result of closing existing long

 

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Table of Contents

LME futures positions. For every short LME futures contract held by the Fund, the Fund had previously entered into a long futures contract. As of September 30, 2015, the Fund has not invested in forward contracts.

Futures Contracts

 

Commodity
Group

 

Contract

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

Energy

  Crude Oil            
  ICE Brent Crude Oil Futures Contract     Long        November 2015        107      $ 48.3700        1,000      $ 5,175,590   
  ICE Brent Crude Oil Futures Contract     Long        January 2016        107        49.7100        1,000        5,318,970   
  NYMEX Crude Oil Futures Contract     Long        November 2015        89        45.0900        1,000        4,013,010   
  NYMEX Crude Oil Futures Contract     Long        January 2016        65        46.1600        1,000        3,000,400   
  NYMEX Crude Oil Futures Contract     Long        March 2016        8        47.3700        1,000        378,960   
  Natural Gas            
  NYMEX Natural Gas Futures Contract     Long        November 2015        205        2.5240        10,000        5,174,200   
  NYMEX Natural Gas Futures Contract     Long        January 2016        32        2.8310        10,000        905,920   
  Heating Oil            
  ICE Low Sulphur Gasoil Futures Contract     Long        November 2015        57        467.0000        100        2,661,900   
  NYMEX NY Harbor ULSD Futures Contract     Long        November 2015        42        1.5374        42,000        2,711,974   
  Unleaded Gas            
  NYMEX Gasoline RBOB Futures Contract     Long        November 2015        63        1.3667        42,000        3,616,288   

Industrial Metals

  Copper            
  COMEX Copper Futures Contract     Long        December 2015        47        2.3410        25,000        2,750,675   
  COMEX Copper Futures Contract     Long        March 2016        25        2.3450        25,000        1,465,625   
  LME Copper Futures Contract     Long        October 2015        35        5.1790        25,000        4,531,625   
  Aluminum            
  LME Primary Aluminum Futures Contract     Long        October 2015        133        1,577.2499        25        5,244,356   
  LME Primary Aluminum Futures Contract     Short        October 2015        (5     1,577.2480        25        (197,156
  Nickel            
  LME Nickel Futures Contract     Long        October 2015        29        10,376.5000        6        1,805,511   
  LME Nickel Futures Contract     Long        November 2015        3        10,388.0000        6        186,984   
  Zinc            
  LME Zinc Futures Contract     Long        October 2015        40        1,681.0000        25        1,681,000   
  LME Zinc Futures Contract     Short        October 2015        (1     1,681.0000        25        (42,025
  Lead            
  LME Lead Futures Contract     Long        October 2015        23        1,665.0000        25        957,375   
  LME Lead Futures Contract     Short        October 2015        (2     1,665.0000        25        (83,250

Agriculturals

  Soybean            
  CBOT Soybean Futures Contract     Long        November 2015        106        8.9200        5,000        4,727,600   
  CBOT Soybean Futures Contract     Long        January 2016        18        8.9400        5,000        804,600   
  Corn            
  CBOT Corn Futures Contract     Long        December 2015        183        3.8775        5,000        3,547,912   
  Wheat            
  CBOT Wheat Futures Contract     Long        December 2015        47        5.1275        5,000        1,204,963   
  KCBT Wheat Futures Contract     Long        December 2015        89        5.0175        5,000        2,232,787   
  Soybean Meal            
  CBOT Soybean Meal Futures Contract     Long        December 2015        89        309.0000        100        2,750,100   
  Soybean Oil            
  CBOT Soybean Oil Futures Contract     Long        December 2015        68        0.2734        60,000        1,115,472   

Precious Metals

  Gold            
  CEC Gold Futures Contract     Long        December 2015        80        1,115.2000        100        8,921,600   
  Silver            
  CEC Silver Futures Contract     Long        December 2015        34        14.5180        5,000        2,468,060   
  Platinum            
  NYMEX Platinum Futures Contract     Long        January 2016        17        909.1000        50        772,735   
  Palladium            
  NYMEX Palladium Futures Contract     Long        December 2015        8        650.9500        100        520,760   

 

41


Table of Contents

Commodity
Group

 

Contract

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

Livestock

  Live Cattle            
  CME Live Cattle Futures Contract     Long        October 2015        73      $ 49.8700        1,000      $ 3,640,510   
  CME Live Cattle Futures Contract     Long        December 2015        41        52.3700        1,000        2,147,170   
  Lean Hogs            
  CME Lean Hog Futures Contract     Long        October 2015        63        29.4100        1,000        1,852,830   
  CME Lean Hog Futures Contract     Long        December 2015        56        26.6900        1,000        1,494,640   
  CME Lean Hog Futures Contract     Long        February 2016        6        27.6100        1,000        165,660   
  Feeder Cattle            
  CME Feeder Cattle Futures Contract     Long        November 2015        5        86.3000        1,000        431,500   
  CME Feeder Cattle Futures Contract     Long        January 2016        12        83.6375        1,000        1,003,650   

Foods and Fibers

  Sugar            
  ICE Sugar Futures Contract     Long        March 2016        130        0.1288        112,000        1,875,328   
  ICE White Sugar Futures Contract     Long        December 2015        15        18.5000        1,000        277,500   
  Cotton            
  ICE Cotton Futures Contract     Long        December 2015        59        0.6044        50,000        1,782,980   
  Coffee            
  ICE Coffee C Futures Contract     Long        December 2015        31        45.5063        1,000        1,410,694   
  LIFFE Coffee Robusta Futures Contract     Long        November 2015        13        15.5700        1,000        202,410   
  LIFFE Coffee Robusta Futures Contract     Long        January 2016        5        15.6400        1,000        78,200   
  Cocoa            
  ICE Cocoa Futures Contract     Long        December 2015        27        31.1400        1,000        840,780   

Commodity Call Options Written

 

Commodity
Group

  

Contract

   Contract
Expiration
     Number
of
Contracts
    Strike
Price
     Value  

Energy

   Crude Oil           
   ICE Brent Crude Oil Futures Options      November 2015         (104   $ 54.50       $ (8,320
   ICE Brent Crude Oil Futures Options      November 2015         (3     52.00         (780
   NYMEX Crude Oil Futures Options      October 2015         (81     48.50         (38,880
   Natural Gas           
   NYMEX Natural Gas Futures Options      October 2015         (118     2.85         (24,780
   Heating Oil           
   NYMEX NY Harbor ULSD Futures Options      October 2015         (42     164.00         (36,162
   Unleaded Gas           
   NYMEX Gasoline RBOB Futures Options      October 2015         (31     149.00         (29,164

Industrial Metals

   Copper           
   LME Copper Futures Options      October 2015         (34     5,400.00         (12,402
   Aluminum           
   LME Primary Aluminum Futures Options      October 2015         (64     1,675.00         (624
   Nickel           
   LME Nickel Futures Options      October 2015         (16     11,000.00         (5,195
   Zinc           
   LME Zinc Futures Options      October 2015         (20     1,975.00         —     
   Lead           
   LME Lead Futures Options      October 2015         (11     1,850.00         (33

 

42

Futures Contracts (Continued)


Table of Contents

Commodity
Group

  

Contract

   Contract
Expiration
     Number
of
Contracts
    Strike
Price
     Value  

Agriculturals

   Soybean           
   CBOT Soybean Futures Options      October 2015         (35   $ 980.00       $ (1,531
   CBOT Soybean Futures Options      October 2015         (27     1,000.00         (844
   Corn           
   CBOT Corn Futures Options      November 2015         (92     400.00         (43,125
   Wheat           
   CBOT Wheat Futures Options      November 2015         (45     580.00         (5,906
   CBOT Wheat Futures Options      November 2015         (24     580.00         (4,350
   Soybean Meal           
   CBOT Soybean Meal Futures Options      November 2015         (29     360.00         (2,175
   CBOT Soybean Meal Futures Options      November 2015         (15     340.00