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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 10-Q

 

 

 

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

For the quarterly period ended September 30, 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: 000-53043

 

 

Man-AHL Diversified I L.P.

(Exact name of registrant as specified in charter)

 

 

 

Delaware		06-1496634
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)
c/o Man Investments (USA) Corp.
452 5th Avenue, 27th Floor
New York, NY		10018
(Address of principal executive offices)		(Zip Code)

(212) 649-6600

(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 Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

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

 

Large Accelerated Filer		¨		Accelerated Filer		¨
Non-Accelerated Filer		x		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

 

 

 

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PART I - FINANCIAL INFORMATION

 

ITEM 1.

Financial Statements.

Man-AHL Diversified I L.P.

 

STATEMENTS OF FINANCIAL CONDITION (a)		2
STATEMENTS OF OPERATIONS (b)		3
STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL (c)		4
STATEMENTS OF CASH FLOWS (c)		5
NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)		6

 

(a)	At September 30, 2015 (unaudited) and December 31, 2014

(b)	For the three months ended September 30, 2015 and 2014 (unaudited) and for the nine months ended September 30, 2015 and 2014 (unaudited)

(c)	For the nine months ended September 30, 2015 and 2014 (unaudited)

 

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MAN-AHL DIVERSIFIED I L.P.

(A Delaware Limited Partnership)

STATEMENTS OF FINANCIAL CONDITION

 

 

		September 30, 2015 (Unaudited)				December 31, 2014
ASSETS
Investment in Man-AHL Diversified Trading Company L.P.		$	203,931,867			$	202,024,664
Due from Man-AHL Diversified Trading Company L.P.			1,832,379				3,211,055
Cash			—				797,660
Total assets		$	205,764,246			$	206,033,379
LIABILITIES AND PARTNERS’ CAPITAL
LIABILITIES:
Redemptions payable		$	1,832,379			$	2,242,048
Subscriptions received in advance			—				797,660
Management fees payable			496,585				495,882
Servicing fees payable			167,213				166,664
Accrued expenses and other liabilities			215,162				306,461
Total liabilities			2,711,339				4,008,715
PARTNERS’ CAPITAL:
General Partner - Class A Series 1 (186.37 unit equivalents outstanding at September 30, 2015 and December 31, 2014)			672,586				653,467
Limited Partners - Class A Series 1 (37,114.83 and 38,626.17 units outstanding at September 30, 2015 and December 31, 2014, respectively)			133,939,821				135,431,809
Limited Partners - Class A Series 2 (4,948.31 and 5,116.21 units outstanding at September 30, 2015 and December 31, 2014, respectively)			19,374,099				19,279,996
Limited Partners - Class B Series 1 (13,551.61 and 13,238.31 units outstanding at September 30, 2015 and December 31, 2014, respectively)			48,905,280				46,416,540
Limited Partners - Class B Series 2 (41.15 and 64.44 units outstanding at September 30, 2015 and December 31, 2014, respectively)			161,121				242,852
Total partners’ capital			203,052,907				202,024,664
Total liabilities and partners’ capital		$	205,764,246			$	206,033,379
NET ASSET VALUE PER OUTSTANDING UNIT OF PARTNERSHIP INTEREST - CLASS A Series 1		$	3,608.80			$	3,506.22
NET ASSET VALUE PER OUTSTANDING UNIT OF PARTNERSHIP INTEREST - CLASS A Series 2		$	3,915.30			$	3,768.41
NET ASSET VALUE PER OUTSTANDING UNIT OF PARTNERSHIP INTEREST - CLASS B Series 1		$	3,608.82			$	3,506.23
NET ASSET VALUE PER OUTSTANDING UNIT OF PARTNERSHIP INTEREST - CLASS B Series 2		$	3,915.37	*		$	3,768.48	*

 

*	Difference in net asset value recalculation and net asset value stated is caused by rounding differences.

See accompanying notes and attached financial statements of Man-AHL Diversified Trading Company L.P.

 

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MAN-AHL DIVERSIFIED I L.P.

(A Delaware Limited Partnership)

STATEMENTS OF OPERATIONS (UNAUDITED)

 

 

		For the three months ended September 30,								For the nine months ended September 30,
		2015				2014				2015				2014
NET INVESTMENT LOSS ALLOCATED FROM MAN-AHL DIVERSIFIED TRADING COMPANY L.P.:
Interest income		$	19,053			$	50,050			$	117,504			$	151,651
Other income			—				—				60,145				—
Brokerage commissions			(200,760	)			(112,117	)			(623,781	)			(523,954	)
Interest expense			(22,251	)			—				(37,144	)			—
Administration fees			(33,330	)			—				(65,505	)			—
Other expenses			(49,692	)			(65,289	)			(152,091	)			(172,770	)
Net investment loss allocated from Man-AHL Diversified Trading Company L.P.			(286,980	)			(127,356	)			(700,872	)			(545,073	)
PARTNERSHIP EXPENSES:
Management fees			1,464,727				1,329,325				4,544,443				4,026,800
Servicing fees			492,245				446,783				1,527,217				1,436,632
Administration fees			3,700				106,423				109,121				316,686
Professional fees			45,620				50,867				119,284				144,200
Other expenses			44,370				38,678				129,760				106,954
Total partnership expenses			2,050,662				1,972,076				6,429,825				6,031,272
Net investment loss			(2,337,642	)			(2,099,432	)			(7,130,697	)			(6,576,345	)
REALIZED AND UNREALIZED GAINS (LOSSES) ON TRADING ACTIVITIES ALLOCATED FROM MAN-AHL DIVERSIFIED TRADING COMPANY L.P.:
Net realized trading gains on closed contracts/agreements and foreign currency transactions			6,268,780				13,118,932				19,119,964				34,009,943
Net change in unrealized trading gains (losses) on open contracts/agreements and translation of foreign currency			12,267,821				3,417,999				(5,900,997	)			(1,098,210	)
Net gains (losses) on trading activities allocated from Man-AHL Diversified Trading Company L.P.			18,536,601				16,536,931				13,218,967				32,911,733
NET INCOME (LOSS)		$	16,198,959			$	14,437,499			$	6,088,270			$	26,335,388
NET INCOME (LOSS) PER UNIT OF PARTNERSHIP INTEREST (based on weighted average units outstanding during the period)
CLASS A Series 1		$	283.46			$	241.22			$	105.35			$	400.91
CLASS A Series 2		$	318.86			$	269.09			$	152.44			$	470.64
CLASS B Series 1		$	284.33			$	241.35			$	94.33			$	400.27
CLASS B Series 2		$	342.09			$	268.65			$	94.62			$	372.65
WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING DURING THE PERIOD
CLASS A Series 1			37,703.18				40,457.86				38,291.24				44,255.78
CLASS A Series 2			4,958.22				5,306.13				5,000.54				5,640.51
CLASS B Series 1			13,765.44				13,396.58				13,639.11				14,757.39
CLASS B Series 2			48.75				64.44				59.15				83.48

See accompanying notes and attached financial statements of Man-AHL Diversified Trading Company L.P.

 

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MAN-AHL DIVERSIFIED I L.P.

(A Delaware Limited Partnership)

STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL (UNAUDITED)

FOR THE NINE MONTHS ENDED September 30, 2015, AND 2014

 

 

		CLASS A Series 1																CLASS A Series 2								CLASS B Series 1								CLASS B Series 2								TOTAL
		Limited								General								Limited								Limited								Limited
		Partners								Partner								Partners								Partners								Partners
		Amount				Units				Amount				Units				Amount				Units				Amount				Units				Amount				Units				Amount				Units
PARTNERS’ CAPITAL January 1, 2015		$	135,431,809				38,626			$	653,467				186			$	19,279,996				5,116			$	46,416,540				13,238			$	242,852				64			$	202,024,664				57,230
Subscriptions			8,072,680				2,239				—				—				50,000				13				3,729,759				1,025				—				—				11,852,439				3,277
Redemptions			(13,579,347	)			(3,750	)			—				—				(718,201	)			(181	)			(2,527,590	)			(711	)			(87,328.00	)			(23	)			(16,912,466	)			(4,665	)
Net income (loss)			4,014,679				—				19,119				—				762,304				—				1,286,571				—				5,597				—				6,088,270				—
PARTNERS’ CAPITAL September 30, 2015		$	133,939,821				37,115			$	672,586				186			$	19,374,099				4,948			$	48,905,280				13,552			$	161,121				41			$	203,052,907				55,842
PARTNERS’ CAPITAL January 1, 2014		$	138,471,344				51,138			$	504,667				186			$	17,561,929				6,110			$	46,008,333				16,991			$	335,345				117			$	202,881,618				74,542
Subscriptions			1,095,100				389				—				—				—				—				521,163				188				—				—				1,616,263				577
Redemptions			(32,819,399	)			(11,985	)			—				—				(2,449,567	)			(839	)			(10,831,633	)			(3,955	)			(149,218	)			(53	)			(46,249,817	)			(16,832	)
Net income (loss)			17,660,947				—				81,708				—				2,654,639				—				5,906,985				—				31,109				—				26,335,388				—
PARTNERS’ CAPITAL September 30, 2014		$	124,407,992				39,542			$	586,375				186			$	17,767,001				5,271			$	41,604,848				13,224			$	217,236				64			$	184,583,452				58,287

Units and dollars have been rounded to the nearest whole number.

See accompanying notes and attached financial statements of Man-AHL Diversified Trading Company L.P.

 

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MAN-AHL DIVERSIFIED I L.P.

(A Delaware Limited Partnership)

STATEMENTS OF CASH FLOWS (UNAUDITED)

 

 

		For the nine months ended September 30,
		2015				2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)		$	6,088,270			$	26,335,388
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Purchases of investments in Man-AHL Diversified Trading Company L.P.			(9,367,844	)			(1,617,689	)
Sales of investments in Man-AHL Diversified Trading Company L.P.			21,357,412				61,714,089
Net gain (loss) on trading activities and net investment loss allocated from investment in Man-AHL Diversified Trading Company L.P.			(12,518,095	)			(32,366,660	)
Changes in assets and liabilities:
Management fees payable			703				(68,769	)
Servicing fees payable			549				(112,505	)
Accrued expenses and other liabilities			(91,299	)			18,574
Net cash provided by operating activities			5,469,696				53,902,428
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from subscriptions			11,054,779				1,794,633
Payments on redemptions			(17,322,135	)			(55,340,759	)
Net cash used in financing activities			(6,267,356	)			(53,546,126	)
NET INCREASE (DECREASE) IN CASH			(797,660	)			356,302
CASH - Beginning of period			797,660				115,000
CASH - End of period		$	—			$	471,302

See accompanying notes and attached financial statements of Man-AHL Diversified Trading Company L.P.

 

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MAN-AHL DIVERSIFIED I L.P.

(A Delaware Limited Partnership)

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

The accompanying unaudited financial statements, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of Man-AHL Diversified I L.P.’s (a Delaware Limited Partnership) (the “Partnership”) financial condition at September 30, 2015, and the results of its operations for the three and nine months ended September 30, 2015 and 2014. These financial statements present the results of interim periods and do not include all of the disclosures normally provided in annual financial statements. These financial statements should be read in conjunction with the audited financial statements and notes included in the Partnership’s annual report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) for the year ended December 31, 2014. The December 31, 2014 information has been derived from the audited financial statements as of December 31, 2014.

 

1.	ORGANIZATION OF THE PARTNERSHIP

Man-AHL Diversified I L.P. (a Delaware Limited Partnership) (the “Partnership”) was organized in September 1997 under the Delaware Revised Uniform Limited Partnership Act, and commenced operations on April 3, 1998, for the purpose of engaging in the speculative trading of futures and forward contracts and related instruments. The Partnership is a “feeder” fund in a “master-feeder” structure, whereby the Partnership invests substantially all of its assets in Man-AHL Diversified Trading Company L.P. (the “Trading Company”). Man Investments (USA) Corp. (the “General Partner”), a Delaware corporation, serves as the Partnership’s General Partner. The General Partner is a subsidiary of Man Group plc, a United Kingdom public limited company that is listed on the London Stock Exchange. The General Partner oversees the operations and management of the Partnership.

AHL Partners LLP (the “Advisor”), a limited liability partnership incorporated in England and Wales, acts as trading advisor to the Partnership. The Advisor is an affiliate of the General Partner and a subsidiary of Man Group plc. The Advisor is registered with the Commodity Futures Trading Commission (“CFTC”) as a commodity trading adviser and is a member of the National Futures Association (“NFA”) in such capacities, in addition to registration with the Financial Conduct Authority in the United Kingdom.

Man Investments Holdings Limited, a United Kingdom holding company that is part of Man Group plc, is the sole shareholder of the Advisor, and Man Investments Holdings Inc., a Delaware corporation that is part of Man Group plc, is the sole shareholder of the General Partner.

The Partnership’s units are distributed through the Partnership or other selling agents, including Man Investments Inc. (“MII”), an affiliate of the Advisor and General Partner. MII is a registered broker-dealer and a member of the Financial Industry Regulatory Authority, Inc. (“FINRA”).

The Partnership filed a registration statement under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which became effective in March, 2008. The Partnership’s units are not, however, registered for sale through a public offering, and the General Partner does not intend to cause them to be so registered.

The Partnership offers two classes of units of limited partnership interests; Class A units are generally offered and Class B units are offered to retirement plan investors. Within Class A and Class B, units are issued in two separate series. They are Class A Series 1, Class A Series 2, Class B Series 1 and Class B Series 2. Except as described in Note 2 below in respect of fees, the classes of units are identical.

From December 31, 2014 through March 31, 2015, Citibank N.A. served as the administrator of the Partnership. As of April 1, 2015, The Bank of New York Mellon assumed the role as the administrator of the Partnership.

 

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2.	SIGNIFICANT ACCOUNTING POLICIES

The Partnership prepares its financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The General Partner has evaluated the structure, objectives and activities of the Partnership and the Trading Company and determined that the Partnership and the Trading Company meet the characteristics of an investment company. As such, these financial statements have applied the guidance as set forth in Accounting Standards Codification (“ASC”) 946, Financial Services - Investment Companies. The following is a summary of the significant accounting and reporting policies used in preparing the financial statements.

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

Investment in Man-AHL Diversified Trading Company L.P. — The Partnership’s investment in the Trading Company is valued at the fair value of the Partnership’s proportionate interest in the net assets of the Trading Company. The fair value of the Partnership’s investment in the Trading Company approximates the carrying amounts presented in the statements of financial condition. The Partnership records its proportionate share of the Trading Company’s income, expenses, and realized and unrealized gains and losses. Investment transactions are recorded on a trade-date basis. In addition, the Partnership accrues its own expenses. The performance of the Partnership is directly affected by the performance of the Trading Company. Attached are the financial statements of the Trading Company, including the condensed schedules of investments, which are an integral part of these financial statements. Valuation of investments held by the Trading Company is discussed in the Trading Company’s notes to financial statements.

At September 30, 2015 and December 31, 2014, the Partnership owned 14,456.82 and 15,219.21 units, respectively, of the Trading Company. The Partnership’s aggregate ownership percentage of the Trading Company at September 30, 2015 and December 31, 2014 was 85.10% and 85.24%, respectively.

The Partnership is able to redeem its investment from the Trading Company on a monthly basis. As of September 30, 2015, the Partnership could redeem its investment without restriction at the month-end net asset value of the Trading Company.

Expenses — The Advisor earns a monthly management fee in an amount equal to 0.1667% (2% annually) of the Partnership’s month-end Net Asset Value, as defined in the Limited Partnership Agreement (the “Agreement”). In addition, the General Partner earns a monthly general partner fee in an amount equal to 0.0833% (1% annually) of the month-end Net Asset Value of Class A Series 1 and Class B Series 1 units. The general partner fee is included in management fees in the statements of operations.

The Advisor also earns a monthly incentive fee equal to 20% of any Net New Appreciation, as defined in the Agreement, achieved by the Partnership. The incentive fee is retained by the Advisor even if subsequent losses are incurred; however, no subsequent incentive fees will be paid to the Advisor until any such trading losses are recouped by the Partnership. During the nine months ended September 30, 2015, and 2014, no incentive fees were earned by the Advisor.

The Partnership paid a monthly servicing fee to MII in an amount equal to 0.1250% (1.5% annually) of the month-end Net Asset Value of Class A Series 1 and Class B Series 1 units. The Partnership also paid a monthly servicing fee to MII, in an amount equal to 0.1042% (1.25% annually) of the month-end Net Asset Value of Class A Series 2 and Class B Series 2 units. Effective February 1, 2014, the servicing fee to MII was reduced to 0.0833% (1.00% annually) of the month-end Net Asset Value of Class A Series 1 and Class B Series 1 units and to 0.0625% (0.75% annually) of the month-end Net Asset Value of Class A Series 2 and Class B Series 2 units. For all classes of units, MII serves as the placement agent for the Partnership.

Expenses are recognized on an accrual basis in the period in which they are incurred.

 

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Derivative Contracts — The Partnership’s operating activities involve trading, indirectly through its investment in the Trading Company, in derivative contracts that involve varying degrees of market and credit risk. With respect to the Partnership’s investment in the Trading Company, the Partnership has limited liability, and, therefore, its maximum exposure to either market or credit loss is limited to the carrying value of its investment in the Trading Company, as set forth in the statements of financial condition.

Cash — Cash balances are held with Citibank N.A and The Bank of New York Mellon.

Subscriptions Received in Advance — Subscriptions received in advance are comprised of cash received prior to the statements of financial condition date for which units were issued on the first day of the following month. Subscriptions received in advance do not participate in the earnings of the Partnership until the related units are issued.

Net Income (Loss) Per Unit — Net income (loss) per unit of Class A Series 1, Class A Series 2, Class B Series 1, or Class B Series 2 partnership interest is equal to the net income (loss) per class divided by the weighted average number of units outstanding per class. Weighted average number of units outstanding is the average of the units outstanding for each day during the period.

Income Taxes — The Partnership is not subject to federal, state, or local income tax. Such taxes are the liabilities of the individual partners and the amounts thereof will vary depending on the individual situation of each partner. Accordingly, there is no provision for income taxes in the accompanying financial statements. ASC 740, Income Taxes, defines how uncertain tax positions should be recognized, measured, presented, and disclosed in the financial statements and is applied to all open tax years. The Partnership has evaluated tax positions taken or expected to be taken in the course of preparing the Partnership’s tax returns to determine whether the tax positions are more-likely-than-not to be sustained by the applicable tax authority. Based on this analysis of all tax jurisdictions and all open tax years subject to examination, there were no material tax positions not deemed to meet a more-likely-than-not-threshold. Therefore, no tax expense, including interest or penalties, was recorded for the nine months ended September 30, 2015 and 2014. To the extent that the Partnership records interest and penalties, they would be included in interest expense and other expenses, respectively, on the statements of operations.

 

3.	LIMITED PARTNERSHIP AGREEMENT

The General Partner and each limited partner share in the profits and losses of the Partnership in proportion to the number of units held by each partner. However, no limited partner is liable for obligations of the Partnership in excess of its capital subscription and net profits or losses, if any.

The Partnership’s units are continuously offered as of the first business day of each month at Net Asset Value, as defined in the Agreement. Limited partners may redeem any or all of their units as of the end of any month at Net Asset Value per unit on 10 days prior written notice to the General Partner. The Partnership will be dissolved on December 31, 2037, or upon the occurrence of certain events, as specified in the Agreement.

The General Partner is required to make and maintain a general partner investment in the Partnership in an aggregate amount equal to the lesser of 1.01% of the net aggregate capital subscriptions of all partners, or $500,000.

Distributions (other than redemptions of units), if any, are made on a pro-rata basis at the sole discretion of the General Partner. No distributions were declared or paid during the nine months ended September 30, 2015 or the year ended December 31, 2014.

Under the terms of the Agreement, the Partnership is liable for all costs associated with executing its business strategy. These costs include, but are not limited to, expenses associated with operations of the Partnership, such as management and incentive fees and other operating expenses, such as legal, audit, and tax return preparation fees.

 

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4.	FINANCIAL GUARANTEES

The Partnership enters into administrative and other professional service contracts that contain a variety of indemnifications. The Partnership’s maximum exposure under these arrangements is not known; however, the Partnership has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

 

5.	FINANCIAL HIGHLIGHTS

The following represents the ratios to average limited partners’ capital and other supplemental information for the periods ended September 30, 2015 and 2014:

 

		For the three months ended September 30, 2015																For the three months ended September 30, 2014
		Class A Series 1				Class A Series 2				Class B Series 1				Class B Series 2				Class A Series 1				Class A Series 2				Class B Series 1				Class B Series 2
Per unit operating performance:
Beginning net asset value		$	3,325.34			$	3,596.48			$	3,325.35			$	3,596.55			$	2,904.60			$	3,102.30			$	2,904.60			$	3,102.35
Income (loss) from investment operations:
Net investment loss			(42.69	)			(33.65	)			(42.44	)			(35.51	)			(36.23	)			(28.43	)			(36.23	)			(28.38	)
Net realized and unrealized gains (losses) on trading activities			326.15				352.47				325.91				354.33				277.86				297.06				277.87				297.01
Total income (loss) from investment operations			283.46				318.82				283.47				318.82				241.63				268.63				241.64				268.63
Ending net asset value		$	3,608.80			$	3,915.30			$	3,608.82			$	3,915.37			$	3,146.23			$	3,370.93			$	3,146.24			$	3,370.98
Ratios to average partners’ capital:1
Expenses other than incentive fees			4.93	%			3.61	%			4.91	%			3.83	%			4.87	%			3.60	%			4.87	%			3.59	%
Total expenses			4.93	%			3.61	%			4.91	%			3.83	%			4.87	%			3.60	%			4.87	%			3.59	%
Net investment loss			(4.89	)%			(3.57	)%			(4.87	)%			(3.79	)%			(4.76	)%			(3.49	)%			(4.76	)%			(3.48	)%
Total return2:
Total return before incentive fees			8.52				8.86				8.52				8.86	%			8.32	%			8.66	%			8.32	%			8.66	%
Total return after incentive fees			8.52	%			8.86	%			8.52	%			8.86	%			8.32	%			8.66	%			8.32	%			8.66	%

 

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		For the nine months ended September 30, 2015																For the nine months ended September 30, 2014
		Class A Series 1				Class A Series 2				Class B Series 1				Class B Series 2				Class A Series 1				Class A Series 2				Class B Series 1				Class B Series 2
Per unit operating performance:
Beginning net asset value		$	3,506.22			$	3,768.41			$	3,506.23			$	3,768.48			$	2,707.82			$	2,874.06			$	2,707.83			$	2,874.09
Income (loss) from investment operations:
Net investment loss			(129.20	)			(100.93	)			(128.40	)			(104.31	)			(104.39	)			(82.39	)			(104.45	)			(83.37	)
Net realized and unrealized gains (losses) on trading activities			231.78				247.82				230.99				251.20				542.80				579.26				542.86				580.26
Total income (loss) from investment operations			102.58				146.89				102.59				146.89				438.41				496.87				438.41				496.89
Ending net asset value		$	3,608.80			$	3,915.30			$	3,608.82			$	3,915.37			$	3,146.23			$	3,370.93			$	3,146.24			$	3,370.98
Ratios to average partners’ capital:1
Expenses other than incentive fees			4.88				3.57				4.86				3.68	%			5.07	%			3.78	%			5.08	%			3.86	%
Total expenses			4.88	%			3.57	%			4.86	%			3.68	%			5.07	%			3.78	%			5.08	%			3.86	%
Net investment loss			(4.77	)%			(3.45	)%			(4.74	)%			(3.56	)%			(4.96	)%			(3.67	)%			(4.97	)%			(3.75	)%
Total return2:
Total return before incentive fees			2.93				3.90				2.93				3.90	%			16.19	%			17.29	%			16.19	%			17.29	%
Total return after incentive fees			2.93	%			3.90	%			2.93	%			3.90	%			16.19	%			17.29	%			16.19	%			17.29	%

 

1	Includes amounts allocated from the Trading Company. Ratios have been annualized.

2	Total return is for the period indicated and has not been annualized.

Financial highlights are calculated for limited partners taken as a whole for each series. An individual partner’s returns and ratios may vary from these returns and ratios based on the timing of capital transactions.

 

6.	SUBSEQUENT EVENTS

The Partnership accepts initial or additional subscriptions for limited partnership interests generally as of the first day of the month and redemption requests from limited partners as of the last business day of each calendar month. For the period subsequent to September 30, 2015 through the date of filing, limited partner subscriptions totaled $4,002,722 and limited partner redemptions totaled $916,049.

The General Partner has evaluated the impact of subsequent events on the Partnership through the date of filing these financial statements, and noted no subsequent events that require adjustment to or disclosure in these financial statements, except as noted above.

 

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Man-AHL Diversified Trading Company L.P.

Financial Statements

 

STATEMENTS OF FINANCIAL CONDITION (a)		12
STATEMENTS OF OPERATIONS (b)		14
STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL (c)		15
STATEMENTS OF CASH FLOWS (c)		16
NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)		17

 

(a)	At September 30, 2015 (unaudited) and December 31, 2014

(b)	For the three months ended September 30, 2015 and 2014 (unaudited) and for the nine months ended September 30, 2015 and 2014 (unaudited)

(c)	For the nine months ended September 30, 2015 and 2014 (unaudited)

 

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MAN-AHL DIVERSIFIED TRADING COMPANY L.P.

(A Delaware Limited Partnership)

STATEMENTS OF FINANCIAL CONDITION

 

 

		September 30, 2015
		(Unaudited)				December 31, 2014
ASSETS
Equity in trading accounts:
Net unrealized trading gains on open futures contracts		$	6,721,493			$	12,721,046
Net unrealized trading gains on open forward contracts			1,288,405				3,006,750
Net unrealized trading gains on open swap agreements			2,591,929				3,714,799
Net premiums paid on credit default swap agreements			164,957				2,536,277
Due from brokers			27,276,045				23,052,854
Total equity in trading accounts			38,042,829				45,031,726
Cash and cash equivalents			208,774,938				197,017,472
Interest receivable			13,630				5,240
Total assets		$	246,831,397			$	242,054,438
LIABILITIES AND PARTNERS’ CAPITAL
LIABILITIES:
Net unrealized trading losses on open forward contracts		$	1,712,951			$	—
Net unrealized trading losses on open swap agreements			537,258				633,071
Net premiums received on credit default swap agreements			2,263,966				—
Due to brokers			92,155				—
Redemptions payable			2,422,334				4,215,389
Accrued expenses and other liabilities			166,515				209,504
Total liabilities			7,195,179				5,057,964
PARTNERS’ CAPITAL:
Limited Partners (16,987.91 and 17,853.76 units outstanding at September 30, 2015 and December 31, 2014, respectively)			239,636,218				236,996,474
Total partners’ capital			239,636,218				236,996,474
Total liabilities and partners’ capital		$	246,831,397			$	242,054,438
NET ASSET VALUE PER OUTSTANDING UNIT OF PARTNERSHIP INTEREST		$	14,106.28			$	13,274.32

See notes to financial statements.

 

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MAN-AHL DIVERSIFIED TRADING COMPANY L.P.

(A Delaware Limited Partnership)

CONDENSED SCHEDULES OF INVESTMENTS

 

 

		September 30, 2015 (Unaudited)								December 31, 2014
		Fair Value				Percent of Partners’ Capital				Fair Value				Percent of Partners’ Capital
FUTURES CONTRACTS - Long:
Agricultural		$	(149,880	)			(0.1	)		$	(613,799	)			(0.3	)
Currencies			9,016				0.0				1,454,938				0.6
Energy			45,484				0.0				(1,029,666	)			(0.4	)
Indices			(160,319	)			(0.1	)			1,366,946				0.6
Interest Rates			2,801,485				1.2				4,536,253				1.9
Metals			(28,975	)			(0.0	)			(785,568	)			(0.3	)
Total futures contracts - long			2,516,811				1.0				4,929,104				2.1
FUTURES CONTRACTS - Short:
Agricultural			753,411				0.4				2,680,187				1.1
Currencies			—				—				(15,334	)			0.0
Energy			1,882,010				0.8				4,432,307				1.8
Indices			1,795,626				0.7				81,369				0.0
Interest Rates			(176,100	)			(0.1	)			(53,211	)			(0.0	)
Metals			(50,265	)			(0.0	)			666,624				0.3
Total futures contracts - short			4,204,682				1.8				7,791,942				3.2
NET UNREALIZED TRADING GAINS ON OPEN FUTURES CONTRACTS		$	6,721,493				2.8			$	12,721,046				5.3
FORWARD CONTRACTS - Long:
Australian dollars		$	(1,607,647	)			(0.7	)		$	(786,668	)			(0.3	)
British pounds			(2,187,512	)			(0.9	)			(316,880	)			(0.1	)
Euro			(1,993,711	)			(0.8	)			(6,102,903	)			(2.6	)
Gold bullion			(123,766	)			(0.1	)			(3,629	)			(0.0	)
Japanese yen			1,549,051				0.6				(1,067,450	)			(0.5	)
New Zealand dollars			141,130				0.1				(11,436	)			(0.0	)
Other			(3,575,304	)			(1.5	)			(8,835,524	)			(3.7	)
Total forward contracts - long			(7,797,759	)			(3.3	)			(17,124,490	)			(7.2	)
FORWARD CONTRACTS - Short:
Australian dollars			1,779,574				0.7				1,618,863				0.7
British pounds			2,658,204				1.1				430,058				0.2
Euro			560,357				0.3				7,108,295				3.0
Gold bullion			438,240				0.2				56,875				0.0
Japanese yen			(1,131,697	)			(0.5	)			331,972				0.1
New Zealand dollars			(200,833	)			(0.1	)			(170,623	)			(0.0	)
Other			3,269,368				1.4				10,755,800				4.5
Total forward contracts - short			7,373,213				3.1				20,131,240				8.5
NET UNREALIZED TRADING GAINS (LOSSES) ON OPEN FORWARD CONTRACTS		$	(424,546	)			(0.2	)		$	3,006,750				1.3
SWAP AGREEMENTS - Long:
Credit default swaps - centrally cleared (upfront premiums received $2,263,966 and $3,362,617, as of September 30, 2015 and December 31, 2014, respectively)		$	489,794				0.2			$	116,063				0.0
Interest rate swaps			13,762,744				5.7				(6,358,892	)			(2.6	)
Total swap agreements - long			14,252,538				5.9				(6,242,829	)			(2.6	)
SWAP AGREEMENTS - Short:
Credit default swaps - centrally cleared (upfront premiums paid $164,957 and $5,898,894, as of September 30, 2015 and December 31, 2014, respectively)			837				0.0				(779,303	)			(0.3	)
Interest rate swaps			(12,198,704	)			(5.0	)			10,103,860				4.2
Total swap agreements - short			(12,197,867	)			(5.0	)			9,324,557				3.9
NET UNREALIZED TRADING GAINS/(LOSSES) ON OPEN SWAP AGREEMENTS		$	2,054,671				0.9			$	3,081,728				1.3
NET UNREALIZED TRADING GAINS/(LOSSES) ON OPEN CONTRACTS/AGREEMENTS		$	8,351,618				3.5			$	18,809,524				7.9

See notes to financial statements.

 

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MAN-AHL DIVERSIFIED TRADING COMPANY L.P.

(A Delaware Limited Partnership)

STATEMENTS OF OPERATIONS (UNAUDITED)

 

 

		For the three months ended September 30,								For the nine months ended September 30,
		2015				2014				2015				2014
NET INVESTMENT INCOME:
Interest income		$	22,424			$	58,783			$	139,794			$	179,394
Other income			—				—				72,665				—
Total investment income		$	22,424			$	58,783			$	212,459			$	179,394
EXPENSES
Brokerage commissions			236,584				131,683				740,949				621,346
Interest expense - brokers			26,184				4,645				56,770				28,842
Administration fees			39,298				2,500				84,705				7,500
Professional fees			46,830				56,438				129,944				131,750
Other expenses			11,731				13,100				31,884				36,419
Total expenses			360,627				208,366				1,044,252				825,857
Net investment income (loss)			(338,203	)			(149,583	)			(831,793	)			(646,463	)
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON TRADING ACTIVITIES:
Net realized trading gains (losses) on closed contracts/agreements and foreign currency transactions			7,304,017				15,405,922				22,653,376				40,355,627
Net change in unrealized gains (losses) on translation of foreign currency			(111,155	)			917,375				3,366,969				1,206,001
Net change in unrealized trading gains (losses) on open contracts/agreements			14,686,902				3,091,745				(10,457,906	)			(2,597,726	)
Net gain (loss) on trading activities			21,879,764				19,415,042				15,562,439				38,963,902
NET INCOME (LOSS)		$	21,541,561			$	19,265,459			$	14,730,646			$	38,317,439
NET INCOME (LOSS) PER UNIT OF PARTNERSHIP INTEREST (based on weighted average units outstanding during the period)		$	1,233.05			$	1,023.07			$	826.11			$	1,825.12
WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING DURING THE PERIOD			17,470.09				18,831.03				17,831.36				20,994.53

See notes to financial statements.

 

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MAN-AHL DIVERSIFIED TRADING COMPANY L.P.

(A Delaware Limited Partnership)

STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL (UNAUDITED)

 

 

		Limited Partners								General Partner								Total
		Amount				Units				Amount				Units				Amount				Units
PARTNERS’ CAPITAL - January 1, 2015		$	236,996,474				17,854			$	—				—			$	236,996,474				17,854
Subscriptions			13,637,739				995				—				—				13,637,739				995
Redemptions			(25,728,641	)			(1,861	)			—				—				(25,728,641	)			(1,861	)
Net income			14,730,646				—				—				—				14,730,646				—
PARTNERS’ CAPITAL - September 30, 2015		$	239,636,218				16,988			$	—				—			$	239,636,218				16,988
PARTNERS’ CAPITAL - January 1, 2014		$	239,185,645				24,398			$	—				—			$	239,185,645				24,398
Subscriptions			1,617,689				157				—				—				1,617,689				157
Redemptions			(62,498,466	)			(6,165	)			—				—				(62,498,466	)			(6,165	)
Net income			38,317,439				—				—				—				38,317,439				—
PARTNERS’ CAPITAL - September 30, 2014		$	216,622,307				18,390			$	—				—			$	216,622,307				18,390

Units and dollars have been rounded to the nearest whole number.

See notes to financial statements.

 

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MAN-AHL DIVERSIFIED TRADING COMPANY L.P.

(A Delaware Limited Partnership)

STATEMENTS OF CASH FLOWS (UNAUDITED)

 

 

		For the nine months ended September 30,
		2015				2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)		$	14,730,646			$	38,317,439
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Net change in unrealized trading losses on open contracts/agreements			10,457,906				2,597,726
Changes in assets and liabilities:
Due from brokers			(4,223,191	)			17,686,065
Interest receivable			(8,390	)			14,997
Net premiums paid on credit default swap agreements			2,371,320				868,686
Net premiums received on credit default swap agreements			2,263,966				(5,175,526	)
Due to brokers			92,155				—
Accrued expenses and other liabilities			(42,989	)			24,800
Net cash provided by operating activities			25,641,423				54,334,187
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from subscriptions			13,637,739				1,617,689
Payments on redemptions			(27,521,696	)			(76,444,521	)
Net cash used in financing activities			(13,883,957	)			(74,826,832	)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS			11,757,466				(20,492,645	)
CASH AND CASH EQUIVALENTS - Beginning of period			197,017,472				200,653,548
CASH AND CASH EQUIVALENTS - End of period		$	208,774,938			$	180,160,903
SUPPLEMENTAL DISCLOSURE OF CASH ACTIVITY:
CASH PAID FOR INTEREST DURING THE PERIOD:		$	56,770			$	28,842

See notes to financial statements.

 

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MAN-AHL DIVERSIFIED TRADING COMPANY L.P.

(A Delaware Limited Partnership)

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

The accompanying unaudited financial statements, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of Man-AHL Diversified Trading Company L.P.’s (a Delaware Limited Partnership) (the “Trading Company”) financial condition at September 30, 2015, and the results of its operations for the three and nine months ended September 30, 2015 and 2014. These financial statements present the results of interim periods and do not include all of the disclosures normally provided in annual financial statements. These financial statements should be read in conjunction with the audited financial statements and notes included in Man-AHL Diversified I L.P.’s annual report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2014. The December 31, 2014 information has been derived from the audited financial statements as of December 31, 2014.

 

1.	ORGANIZATION OF THE TRADING COMPANY

The Man-AHL Diversified Trading Company L.P. (a Delaware Limited Partnership) (the “Trading Company”) was organized in November 1997 under the Delaware Revised Uniform Limited Partnership Act, and commenced operations on April 3, 1998, for the purpose of engaging in the speculative trading of futures and forward contracts and related instruments. Man Investments (USA) Corp. (the “General Partner”), a Delaware corporation, serves as the Trading Company’s general partner. The General Partner is a subsidiary of Man Group plc, a United Kingdom public limited company that is listed on the London Stock Exchange. The General Partner oversees the operations and management of the Trading Company.

The Trading Company was formed to serve as a trading vehicle for certain limited partnerships sponsored by the General Partner in a “master-feeder” structure. The limited partners, Man-AHL Diversified I L.P. and Man-AHL Diversified II L.P., are limited partnerships whose general partner is the General Partner.

AHL Partners LLP (the “Advisor”), a limited liability partnership incorporated in England and Wales, acts as trading advisor to the Trading Company. The Advisor is an affiliate of the General Partner and a subsidiary of Man Group plc. The Advisor is registered with the Commodity Futures Trading Commission (“CFTC”) as a commodity trading adviser and is a member of the National Futures Association (“NFA”) in such capacities, in addition to registration with the Financial Conduct Authority in the United Kingdom. The Advisor is responsible for implementing the AHL Diversified Program on behalf of the Trading Company.

From December 31, 2014 through March 31, 2015, Citibank N.A. served as the administrator of the Trading Company. As of April 1, 2015, The Bank of New York Mellon assumed the role as the administrator of the Trading Company.

 

2.	SIGNIFICANT ACCOUNTING POLICIES

The Trading Company prepares its financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The General Partner has evaluated the structure, objectives and activities of the Trading Company and determined that the Trading Company meets the characteristics of an investment company. As such, these financial statements have applied the guidance as set forth in the Accounting Standards Codification (“ASC”) 946, Financial Services - Investment Companies. The following is a summary of the significant accounting and reporting policies used in preparing the financial statements.

 

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

Due from Brokers — Due from brokers consists of balances due from Credit Suisse (“CS”), JPMorgan Chase (“JPM”), Royal Bank of Scotland (“RBS”), Deutsche Bank (“DB”), Bank of America Merrill Lynch (“ML”) and HSBC. In general, the brokers pay the Trading Company interest monthly, based on agreed upon rates, on the Trading Company’s average daily balance.

Amounts due from brokers include cash held at brokers and cash posted as collateral. The amount of cash restricted as collateral held and included in due from brokers on the statements of financial condition is $19,175,093 and $4,661,626 as of September 30, 2015 and December 31, 2014, respectively.

Expenses — Expenses are recognized on an accrual basis in the period in which they are incurred.

Derivative Contracts — In the normal course of business, the Trading Company enters into derivative contracts (“derivatives”) for trading purposes. Derivatives traded by the Trading Company include futures and forward contracts and swap agreements. The Trading Company records derivatives at fair value. Futures contracts, which are traded on a national exchange, are valued at the close price as of the valuation day, or if no sale occurred on such day, at the close price on the most recent date on which a sale occurred. Forward contracts, which are not traded on a national exchange, are valued at fair value using independent pricing services, which use market observable inputs in their valuations. Swaps are contractual agreements between two parties to exchange streams of payments over time based on specified notional amounts. The Trading Company’s swap agreements consist of interest rate swaps and credit default swaps. Swap agreements are valued at fair value using independent pricing services.

Realized and unrealized changes in fair values are included in realized and unrealized gains and losses on contracts/agreements, respectively, in the statements of operations. All trading activities are accounted for on a trade-date basis.

Foreign Currency — All assets and liabilities of the Trading Company denominated in foreign currencies are translated into U.S. dollar amounts at the mean between the bid and ask market rates for such currencies on the date of valuation. Purchases and sales of foreign investments are converted at the prevailing rate of exchange on the respective date of such transactions. The Trading Company does not isolate that portion of gains and losses on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices of the investments. Such changes are included with the net realized and unrealized gains or losses on trading activities.

Cash and Cash Equivalents — Cash and cash equivalents include cash, short-term interest-bearing money market accounts, and bank time deposits with original maturities of 90 days or less, held with Citibank N.A., JPMorgan Chase Bank, N.A., Bank of America and BNP Paribas. As of September 30, 2015, the Trading Company maintains cash balances with The Bank of New York Mellon and Citibank N.A.

Income Taxes — The Trading Company is treated as a partnership for tax purposes and therefore is not subject to federal, state, or local income tax. Such taxes are the liabilities of the individual partners and the amounts thereof will vary depending on the individual situation of each partner. Accordingly, there is no provision for income taxes in the accompanying financial statements. ASC 740, Income Taxes, defines how uncertain tax positions should be recognized, measured, presented, and disclosed in the financial statements and is applied to all open tax years. The Trading Company has evaluated tax positions taken or expected to be taken in the course of preparing the Trading Company’s tax returns to determine whether the tax

 

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positions are more likely than not to be sustained by the applicable tax authority. Based on this analysis of all tax jurisdictions and all open tax years subject to examination, there were no material tax positions not deemed to meet a more-likely-than-not-threshold. Therefore, no tax expense, including interest or penalties, was recorded for the nine months ended September 30, 2015 and 2014. To the extent that the Trading Company records interest and penalties, they would be included in interest expense and other expenses, respectively, on the statements of operations.

Net Income (Loss) Per Unit — Net income (loss) per unit of partnership interest is equal to the net income (loss) divided by the weighted average number of units outstanding. Weighted average number of units outstanding is the average of the units outstanding for each day during the period.

Other Income — Other income included in the Statement of Operations includes amounts previously accrued in conjunction with the bankruptcy of MF Global.

 

3.	PARTNERSHIP AGREEMENT

The Advisor is the sole trading advisor to the Trading Company.

The General Partner and limited partners share in the profits and losses of the Trading Company in proportion to the number of units or unit equivalents held by each partner. However, no limited partner is liable for obligations of the Trading Company in excess of its capital contribution and net profits or losses, if any. The General Partner owned no direct interest in the Trading Company during the nine months ended September 30, 2015, and the year ended December 31, 2014.

Distributions (other than redemption of units), if any, are made on a pro-rata basis at the sole discretion of the General Partner. No distributions were declared or paid during the nine months ended September 30, 2015 and September 30, 2014.

Partner contributions occur as of the first day of any month at the opening net asset value. Limited partners may redeem any or all of their units as of the end of any month at the net asset value per unit with 10 days prior written notice to the General Partner. The General Partner may suspend redemptions of units of the Trading Company if the Trading Company’s ability to withdraw capital from any investment is restricted. The Trading Company will be dissolved on December 31, 2037, or upon the occurrence of certain events, as specified in the Trading Company’s limited partnership agreement.

 

4.	FAIR VALUE MEASUREMENTS

The Trading Company defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date under current market conditions. The fair value of the Trading Company’s assets and liabilities which qualify as financial instruments approximates the carrying amounts presented on the statements of financial condition.

The inputs used to determine the fair value of the Trading Company’s investments are summarized in the three broad levels listed below:

 

•

Level 1 — quoted prices in active markets for identical assets or liabilities

 

•

Level 2 — investments with other significant observable inputs

 

•

Level 3 — investments with significant unobservable inputs, which may include the Trading Company’s own assumptions in determining the fair value of investments

Futures contracts are valued based on end of day quoted prices from the exchange and are categorized as Level 1 investments in the fair value hierarchy. Forward contracts and swap agreements are valued at fair value using independent pricing services, which use market observable inputs in their valuations, and are

 

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categorized as Level 2 investments in the fair value hierarchy. As of September 30, 2015 and December 31, 2014, the Trading Company did not have any positions categorized as Level 3 investments in the fair value hierarchy. The following is a summary categorization as of September 30, 2015 and December 31, 2014, of the Trading Company’s investments based on the level of inputs utilized in determining the value of such investments:

 

		Fair Value Measurements
Investments		As of September 30, 2015				Level 1				Level 2				Level 3
Assets
Futures contracts		$	8,897,237			$	8,897,237			$	—			$	—
Forward contracts			15,176,568				—				15,176,568				—
Swap agreements			26,525,091				—				26,525,091				—
Total Assets			50,598,896				8,897,237				41,701,659				—
Liabilities
Futures contracts			(2,175,744	)			(2,175,744	)			—				—
Forward contracts			(15,601,114	)			—				(15,601,114	)			—
Swap agreements			(24,470,420	)			—				(24,470,420	)			—
Total Liabilities			(42,247,278	)			(2,175,744	)			(40,071,534	)			—
Net Fair Value		$	8,351,618			$	6,721,493			$	1,630,125			$	—

 

		Fair Value Measurements
Investments		As of December 31, 2014				Level 1				Level 2				Level 3
Assets
Futures contracts		$	16,280,363			$	16,280,363			$	—			$	—
Forward contracts			21,126,846				—				21,126,846				—
Swap agreements			14,164,898				—				14,164,898				—
Total Assets			51,572,107				16,280,363				35,291,744				—
Liabilities
Futures contracts			(3,559,317	)			(3,559,317	)			—				—
Forward contracts			(18,120,096	)			—				(18,120,096	)			—
Swap agreements			(11,083,170	)			—				(11,083,170	)			—
Total Liabilities			(32,762,583	)			(3,559,317	)			(29,203,266	)			—
Net Fair Value		$	18,809,524			$	12,721,046			$	6,088,478			$	—

The Trading Company discloses the amounts of transfers and reasons for those transfers between Levels of the fair value hierarchy, based on the Levels assigned under the hierarchy at the reporting period end. There were no transfers between Levels as of September 30, 2015 based on the levels assigned at December 31, 2014.

 

5.	DERIVATIVE FINANCIAL INSTRUMENTS AND CONCENTRATIONS OF CREDIT RISK

The Trading Company seeks to achieve its investment objective by participation in the AHL Diversified Program directed on behalf of the Trading Company by the Advisor. The AHL Diversified Program is a price trend-following trading system, entirely quantitative in nature, and implements trading positions on the basis of statistical analyses of past price histories. The objective of the AHL Diversified Program is to deliver substantial capital growth for commensurate levels of volatility over the medium term, independent of the movement of the stock and bond markets, through the speculative trading, directly and indirectly, of physical commodities, futures contracts, spot and forward contracts, swaps and options on the foregoing, exchanges of futures for physical transactions and other investments on domestic and international exchanges and markets (including the interbank and over-the-counter markets (“OTC”)). The AHL Diversified Program trades globally in several market sectors, including, without limitation, currencies, bonds, energies, stock indices, interest rates, metals and agriculture.

All of the strategies and systems of the AHL Diversified Program are designed to target defined volatility levels rather than returns, and the investment process is underpinned by computer-supported analytical instruments and disciplined real-time risk and management information systems. A proprietary risk measurement method similar to the industry standard “value-at-risk” helps ensure that the rule-based decisions that drive the investment process remain within pre-defined risk parameters. Margin-to-equity ratios are monitored daily, and the level of exposure in each market is quantifiable at any time and is adjusted in accordance with market volatility. Market correlation is closely monitored to prevent over-concentration of risk and ensure optimal portfolio weightings. Market liquidity is examined with the objective of ensuring that the Trading Company will be able to initiate and close out trades as indicated by AHL Diversified Program’s systems at market prices, while brokerage selection and trade execution are continually monitored with the objective of ensuring quality market access.

Futures contracts, forward contracts and swap agreements are recorded on the trade date. Upon entering into futures contracts, forward contracts and swap agreements, the Trading Company may be required to deposit cash or collateral with the brokers. Gains or losses are realized when contracts are matured or closed. Unrealized gains or losses on open contracts (the difference between contract trade price and fair value) are reported in the statements of financial condition.

Interest rate swaps relate to agreements taken out by the Trading Company with major brokers in which the Trading Company either receives or pays a floating rate of interest in return for paying or receiving, respectively, a fixed rate of interest, on the same notional amount for a specified period of time. In the normal course of business, the payment flows are netted against each other, with the difference being paid by one party to the other. Changes in the value of the interest rate swap agreements and amounts received or paid in connection with those changes, are recognized as realized trading gains (losses) on closed contracts/agreements in the statements of operations. The risks related to trading in interest rate swaps include changes in market value and the possible inability of the counterparty to fulfill its obligations under the agreement.

 

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The Trading Company may enter into credit default swap agreements to provide a measure of protection against the default of an issuer (as buyer of protection) and/or gain credit exposure to an issuer to which it is not otherwise exposed (as seller of protection). Credit default swaps are agreements in which one party pays fixed periodic payments to a counterparty in consideration for a guarantee from the counterparty to make a specific payment should a negative credit event take place (e.g. default, bankruptcy, debt restructuring, etc.). The Trading Company may either buy or sell (write) credit default swaps. As a buyer, upon the occurrence of a specified negative credit event, the Trading Company will either receive from the seller an amount equal to the notional amount of the swap and deliver the referenced security or underlying securities comprising an index or receive a net settlement of cash equal to the notional amount of the swap less the agreed upon recovery value of the security or underlying securities comprising an index. As a seller (writer), upon the occurrence of a specified negative credit event, the Trading Company will either pay the buyer an amount equal to the notional amount of the swap and take delivery of the referenced security or underlying securities comprising an index or pay a net settlement of cash equal to the notional amount of the swap less the agreed upon recovery value of the security or underlying securities comprising an index. In the event of default by the counterparty, the Trading Company may recover amounts paid under the agreement either partially or in total by offsetting any payables and/or receivables with collateral held or pledged. The counterparty risk for centrally-cleared credit default swap agreements is generally lower than for credit default swap agreements not centrally-cleared. However, there can be no assurance that the clearing organization, or its members, will satisfy its obligations to the Trading Company.

These periodic payments received or made under swap agreements by the Trading Company are included in net realized trading gains (losses) on closed contracts/agreements in the statements of operations. When the swap is terminated, the Trading Company will record a realized gain (loss) equal to the difference between the proceeds from (or cost of) the closing transaction and the Trading Company’s basis in the contract, if any.

Swap transactions involve, to varying degrees, elements of credit and market risk in excess of the amounts recognized on the statements of financial condition. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty or the clearing organization to the agreements may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreements, and that there may be unfavorable changes in interest rates and/or market values associated with these transactions.

As of September 30, 2015 and December 31, 2014, the total fair value and notional amounts of credit default swaps on indices where the Trading Company is the seller is presented in the following table by contract terms:

 

		Fair Value and Notional Amounts by Contract Term
		September 30, 2015								December 31, 2014
		1-5 years								1-5 years
Credit spread (in basis points)		Fair Value				Notional Amount				Fair Value				Notional Amount
0-100		$	—			$	—			$	(527,166	)		$	200,176,000
101-250			—				—				—				—
251-350			—				—				(193,023	)			18,147,000
351-450			837				(5,000,000	)			(59,114	)			5,000,000
Total		$	837			$	(5,000,000	)		$	(779,303	)		$	223,323,000

The notional amount represents the maximum potential pay out that the Trading Company could be required to make if a credit event were to occur under each agreement. The maximum payout amount may be offset by the subsequent sale, if any, of assets obtained via the execution of a payout event, upfront fees received upon entering into the contracts, or net amounts received from the settlement of offsetting purchased protection in credit default swap contracts entered into by the Trading Company for the same reference entity or entities. As of September 30, 2015 and December 31, 2014, all credit default swap contracts entered into by the Trading Company are on indices. The credit spread of the underlying index, derived from the fair value at September 30, 2015 of the credit default swap where the Trading Company is a seller, was 431 basis points. The credit spread of the underlying indices, derived from the fair value at December 31, 2014 of each credit default swap where the Trading Company is a seller, ranged between 63 basis points and 356 basis points. The credit spread is generally indicative of the status of the underlying risk of default by the applicable reference entity or index and is likely to be different than the contractual spread on the credit default swap. Higher credit spreads are indicative of a higher likelihood of performance by the Trading Company. As of September 30, 2015 the Trading Company posted cash collateral of $2,541,230, and as of December 31, 2014, the Trading Company posted cash collateral of $1,424,878, with respective counterparties on these agreements in the normal course of business. As of September 30, 2015,

 

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the maturity date for the open credit default swap agreement on selling protection is September 20, 2020. As of December 31, 2014, all open credit default swap agreements on selling protection have a maturity date of December 20, 2019.

During the quarter ended September 30, 2015, the Trading Company traded 77,553 exchange-traded futures contracts and settled 37,719 forward contracts and 1,708 swap agreements. During the nine months ended September 30, 2015, the Trading Company traded 228,313 exchange-traded futures contracts and settled 98,216 forward contracts and 5,711 swap agreements. During the quarter ended September 30, 2014, the Trading Company traded 136,837 exchange-traded futures contracts and settled 24,758 forward contracts and 1,761 swap agreements. During the nine months ended September 30, 2014, the Trading Company traded 364,114 exchange-traded futures contracts and settled 59,370 forward contracts and 4,651 swap agreements.

The Trading Company trades derivative financial instruments that involve varying degrees of market and credit risk. Market risks may arise from unfavorable changes in interest rates, foreign exchange rates, or the fair values of the instruments underlying the contracts. All contracts are stated at fair value, and changes in those values are reflected in the net change in unrealized trading gains (losses) on open contracts/agreements in the statements of operations. Credit risk arises from the potential inability of counterparties to perform in accordance with the terms of a contract. The credit risk for OTC derivative contracts is limited to the net unrealized gain plus any collateral posted net of unrealized losses or upfront fees posted, if any, for each counterparty for which a netting agreement exists and is included in the statements of financial condition. Upfront fees are listed on the statements of financial condition as net premiums paid/received on credit default swap agreements and are shown net by counterparty for which a netting agreement exists. Counterparty relationships are governed by various contracts. These contracts can be based on industry standard agreements, such as International Swap and Derivatives Association agreements for OTC contracts. These agreements set forth each party’s basic rights, responsibilities, and duties. These agreements also contain information regarding financial terms and conditions, as well as termination and events of default provisions. Certain agreements contain provisions that require the Trading Company to post additional collateral upon the occurrence of specific credit risk related events or upon notice from the counterparty. As the Trading Company’s trading strategies are dependent upon the existence of these agreements, the Trading Company’s counterparties usually have multiple specified events under which they can terminate individual transactions or the entire agreement. These are most commonly related to declines in assets under management and performance below certain thresholds during a specified period. It is not guaranteed that counterparties will move to terminate individual transactions or entire agreements if a “trigger event” were to occur; however, it is their right to do so, and such a move could severely impact the Trading Company’s portfolio. At September 30, 2015, the OTC contracts subject to such trigger events in a net liability position were the foreign currency forwards contracts, interest rate swap agreements and credit default swap agreements. The details of the net liability positions by counterparty are disclosed later in this note on the additional disclosures regarding the offsetting of derivative liabilities table. The ultimate amounts that may be required as payment to settle the derivative instruments in connection with the triggering of such credit contingency features as of September 30, 2015, may differ from the net liability amounts recorded as of September 30, 2015, and such differences can be material.

For exchange-traded futures contracts, the clearing organization functions as the central counterparty for each transaction and, therefore, bears the risk of settlement to and from counterparties, which mitigates the credit risk of these instruments.

For centrally cleared swaps, immediately following execution of the swap agreement, the swap agreement is novated to a central clearing counterparty (the “CCP”) and the Trading Company faces the CCP through a broker. Upon entering into a centrally cleared swap, the Trading Company is required to deposit initial margin with the broker in the form of cash in an amount that varies depending on the size and risk profile of the particular swap. The counterparty credit risk for centrally cleared swaps is generally lower than for OTC swaps because a clearing organization becomes substituted for each counterparty to a centrally cleared swap, and in effect, guarantees the parties’ performance under the agreement as each party to a trade looks only to the clearing organization for performance of financial obligations. However, there can

 

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be no assurance that the clearing organization, or its members, will satisfy its obligations to the Trading Company. As of September 30, 2015 and December 31, 2014, all credit default swaps held by the Trading Company are centrally cleared swaps.

The following table presents the fair value of the Trading Company’s derivative instruments and net presentation on statements of financial condition location:

 

		September 30, 2015
		Asset Derivatives						Liability Derivatives
Primary Risk Exposure		Statements of Financial Condition		Fair Value				Statements of Financial Condition		Fair Value
Open forward contracts		Gross unrealized trading gains on open forward contracts						Gross unrealized trading losses on open forward contracts
Currencies				$	14,476,084					$	(15,215,104	)
Metals					700,484						(386,010	)
Total open forward contracts					15,176,568						(15,601,114	)
Open futures contracts		Gross unrealized trading gains on open futures contracts						Gross unrealized trading losses on open futures contracts
Agricultural					1,553,392						(949,861	)
Currencies					9,336						(320	)
Energy					2,005,907						(78,413	)
Indices					2,070,147						(434,840	)
Interest rates					3,217,695						(592,310	)
Metals					40,760						(120,000	)
Total open futures contracts					8,897,237						(2,175,744	)
Open swap agreements		Gross unrealized trading gains on open swap agreements						Gross unrealized trading losses on open swap agreements
Credit					544,470						(53,839	)
Interest rates					25,980,621						(24,416,581	)
Total open swap agreements					26,525,091						(24,470,420	)
Total Derivatives				$	50,598,896					$	(42,247,278	)

 

		December 31, 2014
		Asset Derivatives						Liability Derivatives
Primary Risk Exposure		Statements of Financial Condition		Fair Value				Statements of Financial Condition		Fair Value
Open forward contracts		Gross unrealized trading gains on open forward contracts						Gross unrealized trading losses on open forward contracts
Currencies				$	20,955,092					$	(18,105,718	)
Metals					171,754						(14,378	)
Total open forward contracts					21,126,846						(18,120,096	)
Open futures contracts		Gross unrealized trading gains on open futures contracts						Gross unrealized trading losses on open futures contracts
Agricultural					2,914,084						(847,696	)
Currencies					1,525,101						(85,497	)
Energy					4,525,430						(1,122,789	)
Indices					2,010,981						(562,666	)
Interest rates					4,631,776						(148,734	)
Metals					672,991						(791,935	)
Total open futures contracts					16,280,363						(3,559,317	)
Open swap agreements		Gross unrealized trading gains on open swap agreements						Gross unrealized trading losses on open swap agreements
Credit					268,780						(932,020	)
Interest rates					13,896,118						(10,151,150	)
Total open swap agreements					14,164,898						(11,083,170	)
Total Derivatives				$	51,572,107					$	(32,762,583	)

 

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The following table presents the impact of derivative instruments on the statements of operations:

 

Location of gain or loss recognized in income on derivatives		For the three months ended September 30,								For the nine months ended September 30,
		2015				2014				2015				2014
		Gain (Loss) on derivatives				Gain (Loss) on derivatives				Gain (Loss) on derivatives				Gain (Loss) on derivatives
Forward contracts
Currencies		$	8,594,303			$	6,911,880			$	9,811,304			$	9,301,157
Metals			3,208,534				(643,490	)			1,183,653				(2,025,977	)
Net realized trading gains (losses) on closed contracts/agreements		$	11,802,837			$	6,268,390			$	10,994,957			$	7,275,180
Currencies		$	834,436			$	2,796,663			$	(2,374,513	)		$	3,012,625
Metals			(49,492	)			1,830,282				(38,355	)			406,761
Net change in unrealized trading gains (losses) on open contracts/agreements		$	784,944			$	4,626,945			$	(2,412,868	)		$	3,419,386
Futures contracts
Agricultural		$	(4,282,470	)		$	6,799,571			$	(3,895,753	)		$	8,520,136
Currencies			(151,280	)			2,607,318				3,143,395				4,632,763
Energy			4,815,074				3,078,321				4,213,899				(565,282	)
Indices			(4,326,170	)			(1,647,420	)			2,984,257				4,717,943
Interest rates			(215,233	)			3,341,035				5,376,589				12,956,239
Metals			1,913,610				1,292,286				2,595,037				(1,554,292	)
Net realized trading gains (losses) on closed contracts/agreements		$	(2,246,469	)		$	15,471,111			$	14,417,423			$	28,707,507
Agricultural		$	3,161,878			$	2,838,922			$	(1,576,734	)		$	3,985,804
Currencies			1,294				53,162				(764,203	)			1,013,546
Energy			2,201,909				82,590				(1,771,396	)			1,396,012
Indices			3,567,643				(3,225,395	)			678,543				(10,099,518	)
Interest rates			2,824,302				(2,696,179	)			(2,160,951	)			968,345
Metals			(517,408	)			(2,068,078	)			(1,893,952	)			(1,803,903	)
Net change in unrealized trading gains (losses) on open contracts/agreements		$	11,239,618			$	(5,014,978	)		$	(7,488,693	)		$	(4,539,714	)
Swap agreements
Credit default swaps		$	(2,068,703	)		$	(1,354,237	)		$	(3,340,989	)		$	11,298,709
Interest rate swaps			(184,812	)			(2,996,218	)			3,682,412				(4,750,601	)
Net realized trading gains (losses) on closed contracts/agreements		$	(2,253,515	)		$	(4,350,455	)		$	341,423			$	6,548,108
Credit default swaps		$	1,083,642			$	(787,884	)		$	1,519,826			$	(12,309,722	)
Interest rate swaps			1,578,698				4,267,662				(2,076,171	)			10,832,324
Net change in unrealized trading gains (losses) on open contracts/agreements		$	2,662,340			$	3,479,778			$	(556,345	)		$	(1,477,398	)

 

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Amounts in the table above exclude foreign exchange spot contracts.

As described above, the Trading Company may enter into netting agreements with its derivative contract counterparties whereby the Trading Company may, under certain circumstances, offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment. As of September 30, 2015 and December 31, 2014, the Trading Company was subject to netting agreements that allowed for amounts owed between the Trading Company and its counterparty to be netted. The party that has the larger payable pays the excess of the larger amount over the smaller amount to the other party. The netting agreements do not apply to amounts owed to or from different counterparties. The following table provides additional disclosures regarding the offsetting of derivative assets presented in the statements of financial condition:

 

		Gross Amounts of Recognized Assets				Gross Amount Offset in the Statements of Financial Condition				Net Amounts of Assets presented in the Statements of Financial Condition				Gross Amounts Not Offset in the Statements of Financial Condition								Net Amount
														Financial Instruments				Cash Collateral Received
ASSETS
As of September 30, 2015
Open futures contracts
Bank of America Merrill Lynch		$	2,267,788			$	(1,377,330	)		$	890,458			$	—			$	—			$	890,458
Credit Suisse			1,797,346				(308,163	)			1,489,183				—				—				1,489,183
JPMorgan Chase			4,832,103				(490,251	)			4,341,852				—				—				4,341,852
Total open futures contracts		$	8,897,237			$	(2,175,744	)		$	6,721,493			$	—			$	—			$	6,721,493
Open forward contracts
Credit Suisse		$	337,374			$	(34,536	)		$	302,838			$	—			$	—			$	302,838
Deutsche Bank			6,418,097				(6,418,097	)			—				—				—				—
HSBC			3,513,273				(2,527,706	)			985,567				—				—				985,567
Royal Bank of Scotland			4,907,824				(4,907,824	)			—				—				—				—
Total open forward contracts		$	15,176,568			$	(13,888,163	)		$	1,288,405			$	—			$	—			$	1,288,405
Open swap agreements
Credit Suisse		$	314,112			$	(2,958	)		$	311,154			$	—			$	—			$	311,154
Deutsche Bank			18,609,573				(16,328,798	)			2,280,775				—				—				2,280,775
JPMorgan Chase			7,601,406				(7,601,406	)			—				—				—				—
Total open swap agreements		$	26,525,091			$	(23,933,162	)		$	2,591,929			$	—			$	—			$	2,591,929
As of December 31, 2014
Open futures contracts
Bank of America Merrill Lynch		$	7,294,049			$	(1,861,922	)		$	5,432,127			$	—			$	—			$	5,432,127
Credit Suisse			4,671,620				(1,099,453	)			3,572,167				—				—				3,572,167
JPMorgan Chase			4,314,694				(597,942	)			3,716,752				—				—				3,716,752
Total open futures contracts		$	16,280,363			$	(3,559,317	)		$	12,721,046			$	—			$	—			$	12,721,046
Open forward contracts
Deutsche Bank		$	11,008,775			$	(9,425,844	)		$	1,582,931			$	—			$	—			$	1,582,931
Royal Bank of Scotland			10,118,071				(8,694,252	)			1,423,819				—				—				1,423,819
Total open forward contracts		$	21,126,846			$	(18,120,096	)		$	3,006,750			$	—			$	—			$	3,006,750
Open swap agreements
Credit Suisse		$	193,318			$	(193,318	)		$	—			$	—			$	—			$	—
Deutsche Bank			7,607,627				(5,331,662	)			2,275,965				—				—				2,275,965
JPMorgan Chase			3,915,054				(2,476,220	)			1,438,834				—				—				1,438,834
Royal Bank of Scotland			2,448,899				(2,448,899	)			—				—				—				—
Total open swap agreements		$	14,164,898			$	(10,450,099	)		$	3,714,799			$	—			$	—			$	3,714,799

 

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The following table provides additional disclosures regarding the offsetting of derivative liabilities presented in the statements of financial condition:

 

		Gross Amounts of Recognized Liabilities				Gross Amount Offset in the Statements of Financial Condition				Net Amounts of Liabilities Presented in the Statements of Financial Condition				Gross Amounts Not Offset in the Statements of Financial Condition								Net Amount
														Financial Instruments				Cash Collateral Pledged
LIABILITIES
As of September 30, 2015
Open futures contracts
Bank of America Merrill Lynch		$	1,377,330			$	(1,377,330	)		$	—			$	—			$	—			$	—
Credit Suisse			308,163				(308,163	)			—				—				—				—
JPMorgan Chase			490,251				(490,251	)			—				—				—				—
Total open futures contracts		$	2,175,744			$	(2,175,744	)		$	—			$	—			$	—			$	—
Open forward contracts
Credit Suisse		$	34,536			$	(34,536	)		$	—			$	—			$	—			$	—
Deutsche Bank			8,088,605				(6,418,097	)			1,670,508				—				1,670,508				—
HSBC			2,527,706				(2,527,706	)			—				—				—				—
Royal Bank of Scotland			4,950,267				(4,907,824	)			42,443				—				42,443				—
Total open forward contracts		$	15,601,114			$	(13,888,163	)		$	1,712,951			$	—			$	1,712,951			$	—
Open swap agreements
Credit Suisse		$	2,958			$	(2,958	)		$	—			$	—			$	—			$	—
Deutsche Bank			16,328,798				(16,328,798	)			—				—				—				—
JPMorgan Chase			8,138,664				(7,601,406	)			537,258				—				537,258				—
Total open swap agreements		$	24,470,420			$	(23,933,162	)		$	537,258			$	—			$	537,258			$	—
As of December 31, 2014
Open futures contracts
Bank of America Merrill Lynch		$	1,861,922			$	(1,861,922	)		$	—			$	—			$	—			$	—
Credit Suisse			1,099,453				(1,099,453	)			—				—				—				—
JPMorgan Chase			597,942				(597,942	)			—				—				—				—
Total open futures contracts		$	3,559,317			$	(3,559,317	)		$	—			$	—			$	—			$	—
Open forward contracts
Deutsche Bank		$	9,425,844			$	(9,425,844	)		$	—			$	—			$	—			$	—
Royal Bank of Scotland			8,694,252				(8,694,252	)			—				—				—				—
Total open forward contracts		$	18,120,096			$	(18,120,096	)		$	—			$	—			$	—			$	—
Open swap agreements
Credit Suisse		$	749,832			$	(193,318	)		$	556,514			$	—			$	33,783			$	522,731
Deutsche Bank			5,331,662				(5,331,662	)			—				—				—				—
JPMorgan Chase			2,476,220				(2,476,220	)			—				—				—				—
Royal Bank of Scotland			2,525,456				(2,448,899	)			76,557				—				76,557				—
Total open swap agreements		$	11,083,170			$	(10,450,099	)		$	633,071			$	—			$	110,340			$	522,731

 

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Only the amount of the collateral up to the net amount of liabilities presented on the statements of financial condition is disclosed above. The table below lists additional amounts of collateral pledged:

 

 

		Manual (i)
		Additional Collateral Pledged
LIABILITIES
As of September 30, 2015
Open futures contracts
Bank of America Merrill Lynch		$	5,546,009
JPMorgan Chase		$	4,516,087
Open forward contracts
Deutsche Bank		$	4,415,443
Royal Bank of Scotland		$	1,477,458
As of December 31, 2014
Open swap agreements
Royal Bank of Scotland		$	4,551,286

 

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6.	FINANCIAL GUARANTEES

The Trading Company enters into administrative and other professional service contracts that contain a variety of indemnifications. The Trading Company’s maximum exposure under these arrangements is not known; however, the Trading Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

 

7.	FINANCIAL HIGHLIGHTS

The following represents the ratios to average partners’ capital and other supplemental information for the periods ended September 30, 2015 and 2014:

 

		For the three months ended September 30,								For the nine months ended September 30,
		2015				2014				2015				2014
Per unit operating performance:
Beginning net asset value		$	12,865.58			$	10,754.84			$	13,274.32			$	9,803.63
Income (loss) from investment operations:
Net investment loss			(19.42	)			(7.96	)			(47.01	)			(31.11	)
Net realized and unrealized gains (losses) on trading activities and translation of foreign currency			1,260.12				1,032.57				878.97				2,006.93
Total income (loss) from investment operations			1,240.70				1,024.61				831.96				1,975.82
Ending net asset value		$	14,106.28			$	11,779.45			$	14,106.28			$	11,779.45
Ratios to average partners’ capital1:
Expenses			0.61	%			0.39	%			0.57	%			0.51	%
Net investment gain/(loss)			(0.57	)%			(0.28	)%			(0.45	)%			(0.40	)%
Total return2			9.64	%			9.53	%			6.27	%			20.15	%

 

1	Ratios have been annualized.

2	Total return is for the period indicated and has not been annualized.

Financial highlights are calculated for all partners taken as a whole. An individual partner’s returns and ratios may vary from these returns and ratios based on the timing of capital transactions.

 

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8.	SUBSEQUENT EVENTS

The Trading Company accepts initial or additional subscriptions for limited partnership interests generally as of the first day of the month and redemption requests from limited partners as of the last business day of each calendar month. For the period subsequent to September 30, 2015 through the date of filing, limited partner subscriptions totaled $4,002,722, and limited partner redemptions totaled $8,243,956.

The General Partner has evaluated the impact of subsequent events on the Trading Company through the date of filing these financial statements, and noted no subsequent events that require adjustment to or disclosure in these financial statements, except as noted above.

 

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ITEM 2.

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

Introduction

Reference is made to Item 1, “Financial Statements.” The information contained therein is essential to, and should be read in conjunction with, the following analysis.

Operational Overview

Man-AHL Diversified I L.P. (the “Partnership”) is a fund which engages in speculative trading of futures and forward contracts and related instruments through its investment in Man-AHL Diversified Trading Company L.P. (the “Trading Company”) pursuant to the AHL Diversified Program, directed on behalf of the Trading Company by AHL Partners LLP (the “Trading Advisor”). The Trading Advisor also serves as the Partnership’s commodity pool operator. The AHL Diversified Program is a price trend-following trading system, entirely quantitative in nature, and implements trading positions on the basis of statistical analyses of past price histories. The objective of the AHL Diversified Program is to deliver substantial capital growth for commensurate levels of volatility over the medium term, independent of the movement of the stock and bond markets, through the speculative trading, directly and indirectly, of physical commodities, futures contracts, spot and forward contracts, swaps and options on the foregoing, exchanges of futures for physical transactions and other investments on domestic and international exchanges and markets (including the interbank and over-the-counter markets). The AHL Diversified Program is proprietary and confidential, so that substantially the only information that can be furnished regarding the Partnership’s results of operations is contained in the performance record of its trading through the Trading Company. Past performance is not necessarily indicative of its future results. Man Investments (USA) Corp., the general partner of the Partnership (the “General Partner”) does believe, however, that there are certain market conditions, for example, markets with pronounced price trends, in which the Partnership has a greater likelihood of being profitable than in other market environments.

Capital Resources and Liquidity

Units of limited partnership interests (“Units”) of the Partnership may be offered for sale as of the beginning, and may be redeemed as of the end, of each month.

The Partnership raises additional capital only through the sale of Units and capital is increased through trading profits (if any) and interest income. The Partnership does not engage in borrowing. The Partnership, not being an operating company, does not incur capital expenditures. It functions solely as a passive trading vehicle, investing the substantial majority of its assets in the Trading Company. Its remaining capital resources are used only as assets available to make further investments in the Trading Company and to pay Partnership level expenses. Accordingly, the amount of capital raised for the Partnership should not have a significant impact on its operations.

Partnership assets not invested in the Trading Company are maintained in cash and cash equivalents in bank accounts or accounts with Citibank, N.A. and The Bank of New York Mellon and are readily available to the Partnership. The Partnership may redeem any part or all of its limited partnership interest in the Trading Company at any month-end at the net asset value per unit of the Trading Company. The Trading Company’s assets are generally held as cash or cash equivalents which are used to margin futures and provide collateral for forward contracts and swap agreements and are withdrawn, as necessary, to pay redemptions (to the Partnership and other investors in the Trading Company). Other than potential market-imposed limitations on liquidity, due, for example, to limited open interest in certain futures markets or to daily price fluctuation limits, which are inherent in the Trading Company’s futures trading, the Trading Company’s assets are highly liquid and are expected to remain so.

 

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There have been no material changes with respect to the Partnership’s critical accounting policies, off-balance sheet arrangements or disclosure of contractual obligations as reported in the Partnership’s Form 10-K filed March 31, 2015.

Allocations by Market Sector

The following table indicates the percentage of the Partnership’s assets allocated to initial margin for the Partnership’s open trading positions by market sector as of September 30, 2015. The Partnership’s capitalization was $203,052,907 as of September 30, 2015. See also Item 3, “Quantitative and Qualitative Disclosures About Market Risk,” below.

 

Quarter-End as of September 30th
Market Sector		Margin Allocation				% of Capitalization
Agriculturals		$	3,243,976				1.60	%
Bonds		$	4,377,134				2.16	%
Credit		$	2,502,405				1.23	%
Currencies		$	4,574,873				2.25	%
Energy		$	3,609,635				1.78	%
Interest rates		$	6,004,901				2.96	%
Metals		$	1,920,141				0.95	%
Stock indices		$	5,099,016				2.51	%
Total		$	31,332,081				15.44	%

 

Results of Operations

Due to the nature of the Partnership’s trading, the results of operations for the interim period presented should not be considered indicative of the results that may be expected for the entire year.

Periods Ended September 30, 2015:

 

		30-September-15
Ending Equity		$	203,052,907

Nine months ended September 30, 2015:

Net assets increased $1,028,243 for the nine months ended September 30, 2015. This increase was attributable to subscriptions in the amount of $11,852,439, redemptions in the amount of $16,912,466 and a net gain from operations of $6,088,270.

Management fees of $4,544,443 and servicing fees of $1,527,217 were paid or accrued, and interest of $117,504 was earned or accrued on the Partnership’s share of the Trading Company’s cash and cash equivalents and broker balances, for the nine months ended September 30, 2015.

The Partnership’s other expenses paid or accrued for the nine months ended September 30, 2015 were $358,165.

 

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Three months ended September 30, 2015:

Net assets increased $15,170,129 for the three months ended September 30, 2015. This increase was attributable to subscriptions in the amount of $3,287,828, redemptions in the amount of $4,316,658 and a net gain from operations of $16,198,959.

Management fees of $1,464,727 and servicing fees of $492,245 were paid or accrued, and interest of $19,053 was earned or accrued on the Partnership’s share of the Trading Company’s cash and cash equivalents and broker balances, for the three months ended September 30, 2015.

The Partnership’s other expenses paid or accrued for the three months ended September 30, 2015 were $93,690.

In July, the Partnership posted sizeable trading profits on account of the return of strong economic trends. Currency and commodity trading provided the biggest gains while the Partnership’s trading in equities, fixed income and interest rates gave rise to partially offsetting losses. With respect to the commodity and currency sectors, favorable economic data from the United States and the prospect of higher U.S. interest rates contributed to a long U.S. Dollar trend. This led to a fall of commodity prices and foreign currency values relative to the U.S. Dollar that was further exacerbated by a strong selloff in Chinese equities and increasing expectations of weakened Chinese demand. The Partnership most favorably capitalized on these trends with a short position on gold and short exposure to South Korean Won and Brazilian Real relative to the U.S. Dollar. The Partnership’s short positions in energies, including crude oil, gasoline and diesel, also proved profitable as news of the U.S.’s successful negotiations with Iran led the markets to believe that Iranian oil would soon enter the global market and further depress oil prices. These gains were partially offset, however, by losses on the Partnership’s equity and fixed income trading, including short positions on U.S. Treasuries and long exposure to large and small cap indices in the U.S. and Hong Kong’s Hang Seng index.

August trading continued to generate modest gains for the Partnership as positive returns from the Partnership’s currency, commodity, and fixed income positions outweighed losses from its equity and credit trading. The Partnership’s largest gains for the month came from its short foreign exchange positions as investors moved away from the currencies of emerging markets to the comparative safety of the U.S. Dollar. Short positions in Brazilian Real, South Korean Won and the Australian Dollar relative to the U.S. Dollar were particularly well timed and produced substantial returns. Commodity trading was also net positive for the month despite whipsaw market action in the oil sector. Initially experiencing continued downward pressure, crude oil prices rallied significantly by the end of the month on account of increased market intervention by the People’s Bank of China which strove to counteract the continued selloff in Chinese equities. Although this whipsaw movement hurt the Partnership’s performance in the main oil markets, prices of coal and electricity continued lower and benefitted the Partnership’s short exposure to such energies. Trading in the equity sector produced the greatest drag on August performance as data signaling weakened business activity in China prompted continued selloffs in the Shanghai composite index and S&P 500. The CBOE Volatility Index (“VIX”) tripled over the same time period hurting the Partnership’s short positions in VIX volatility index futures.

In September, the Partnership again achieved notable gains with trading in the fixed income, credit and commodity sectors serving as the leading contributors to profit. In the fixed income markets, long positions in Short Sterling rates, Italian bonds, and Eurodollars each produced substantial positive returns following the U.S. Federal Reserve’s mid-month confirmation that interest rates would remain at near-zero levels. Although the Partnership sustained losses in the agricultural markets because of its short positions in sugar and corn, September commodity trading was overall net positive. This gain was largely attributable to the Partnership’s short exposure to oil and industrial metals which benefitted from continued reports of weakened Chinese business activity and growing expectations of shrinking Chinese demand for commodities. The Partnership’s bearish stance towards the equities markets also contributed to the month’s gains on account of shrinking global risk appetite. Although the Partnership’s shorting of Brazilian Real relative to the U.S. Dollar served as the Partnership’s largest return for the month, currency trading overall produced net losses in September.

 

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Three months ended June 30, 2015:

The Partnership began the second quarter in April with modest losses as gains derived from stock and commodity trading were outweighed by the Partnership’s losses in the bond and currency markets. Of the month’s positive performance, equity trading served as a primary driver as long positions in Hang Seng and H-share futures were well placed to take advantage of the buoyant equity markets in Hong Kong and China. Long exposure to base metals such as aluminum similarly proved profitable on account of the resurgent Chinese market, and continuing shorts in grains such as wheat and corn provided gains due to sustained downward pressure on these commodities. With respect to the Partnership’s bond trading, however, strong swings in the German bonds market produced negative returns which were further increased by unprofitable short positions in Australian bonds. Although gains realized from the Partnership’s swaps in Thailand and China helped mitigate these losses, currency trading also proved unprofitable for the Partnership as long U.S. dollar positions against many G10 markets became costly with the Euro retracing nearly 6% from its prior lows. The Partnership’s positions in the currencies of emerging markets was more evenly split as longs in Russian Roubles yielded positive gains while shorts in the Brazilian real created losses.

May trading resulted in another month of net losses for the Partnership with its fixed income positions continuing to serve as the loss leader and commodities and currency trading further contributing to the month’s negative results. Uncertainty surrounding the Greek debt crisis weighed heavily on the Eurozone market as yields increased throughout the region and resulted in the Partnership’s long positions in Italian bonds and Swedish swaps producing losses. Commodities trading similarly resulted in negative returns as profits from short coffee positions were more than offset by a sharp reversal in base metals which had previously experienced a rallying of prices in the months prior. This was particularly the case with the Partnership’s long exposure to zinc whose 3-month forward prices had rallied more than 20% since March but fell back around 10% in May due to weaker demand and a better supply from China. The Partnership’s energy positions provided more mixed results as trading in the European power markets, particularly in Scandinavia, proved successful while the Partnership sustained losses on its crude oil positions. Currency trading generated modest losses despite the Partnership realizing substantial gains from its short exposure to the Japanese Yen against the U.S. dollar and its long positions in British Pound against the Japanese Yen.

The Partnership generated a notable loss in June as whipsaw-like conditions in the agricultural and equity markets provided a difficult trading environment for the Partnership’s trend-following approach. These conditions particularly hurt the Partnership’s short positions in agricultural commodities, including corn, wheat, soybeans and soymeal, as mid-month heavy rains and flooding across of the U.S. growing region hurt crops and quickly reversed the steady price decline which had taken place during the first part of the year. The equity markets were similarly subject to sharp reversals as the continuing failure of Greece and its negotiators to reach a resolution to the Greek debt crisis produced spikes in volatility in a number of regions and hurt the Partnership’s long positions. Although certain metal positions, particularly shorts in aluminum and palladium, helped to mitigate these losses, the Partnership’s currency trading also proved unprofitable in the face of increased volatility from a weakening U.S. dollar which quickly rebounded on the failure of the Greek negotiations in June.

Three months ended March 31, 2015:

The Partnership generated notable gains in January with trading in bonds, currencies, and interest rates providing the largest profits. Fixed income trading proved to be one of the stronger contributors to growth as the Partnership’s long positions in Canadian bonds and U.S. Treasuries were well timed to take advantage of Canada’s surprise cut to its benchmark interest rate and the U.S.’s collapsing bond yields. The Partnership’s long bond exposure was further benefitted by a subsequent announcement from Mario Draghi of the European Central Bank (the “ECB”) committing the ECB to buy 60 billion Euros per month well into 2016. Although the Partnership sustained minor losses following the Swiss government’s surprise move to unpeg the Swiss franc from the Euro, currency trading remained positive for the month as long dollar positions against the Euro and British Pound each returned sizeable gains. These gains were partially offset by losses on the Partnership’s agricultural positions and stock indices shorts.

 

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February trading provided a minor loss for the Partnership as gains realized from equity and currency trading were slightly outweighed by losses sustained in the fixed income and energy markets. With respect to equity and fixed income trading, strong U.S. employment data instigated a shift in investor demand from U.S. bonds to equities. Although favorable for the Partnership’s long equity positioning, the gains were offset by the Partnership’s long exposure to U.S. Treasuries. These losses were further increased by the Partnership’s short energy positioning as prices for crude oil and related products experienced a substantial increase in a short timeframe. Although gains realized in the foreign currency mitigated these losses, the Partnership ended the month with negative overall performance.

In March, the Partnership posted modest and well-dispersed trading profits despite notable volatility. Energy, bond, and foreign currency trading contributed most to profits while the Partnership’s equity, metals and credit positions provided partially offsetting losses. In the foreign currency markets, the Partnership’s short Brazilian Real positions against the U.S. dollar contributed most to the Partnership’s net gain as Brazil became increasingly engulfed in political scandal and economic troubles. Energy trading also brought net positive performance as prices of oil and related products fell back after their earlier rally in February. The Partnership’s long exposure to U.S. and European bonds, though diminished from months past, continued to achieve gains on account of the European Central Bank’s massive asset purchase program and remarks from U.S. Federal Reserve’s Janet Yellen suggesting that U.S. interest rates would rise later than previously expected. Although long trades in crude oil, nickel, soybeans and the S&P 500 each provided losses, the Partnership ended the quarter on a positive note with a net gain.

Periods Ended September 30, 2014:

 

		30-September-14
Ending Equity		$	184,583,452

Nine months ended September 30, 2014:

Net assets decreased $18,298,166 for the nine months ended September 30, 2014. This decrease was attributable to subscriptions in the amount of $1,616,263, redemptions in the amount of $46,249,817 and a net gain from operations of $26,335,388.

Management Fees of $4,026,800 and servicing fees of $1,436,632 were paid or accrued, and interest of $151,651 was earned or accrued on the Partnership’s cash and cash equivalent investments and broker balances, for the nine months ended September 30, 2014.

The Partnership’s other expenses paid or accrued for the nine months ended September 30, 2014 were $567,840

Three months ended September 30, 2014:

Net assets increased $10,256,811 for the three months ended September 30, 2014. This increase was attributable to subscriptions in the amount of $619,977, redemptions in the amount of $4,800,665 and a net gain from operations of $14,437,499.

Management Fees of $1,329,325 and servicing fees of $446,783 were paid or accrued, and interest of $50,050 was earned or accrued on the Partnership’s cash and cash equivalent investments and broker balances, for the three months ended September 30, 2014.

 

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The Partnership’s other expenses paid or accrued for the three months ended September 30, 2014 were $195,968.

The Partnership generated a modest profit in July with commodity trading in the agricultural markets and the Partnership’s long bond positions serving as the strongest contributors to growth. Although overall commodity trading performance was mixed, short positions in sugar and corn and long positions in live cattle proved profitable as weather conditions led to a drop in corn prices and increased demand raised cattle prices. Energy trading significantly reduced these gains, however, as initial long positions in oil suffered from lower prices because of the possibility of resumed oil exports from Libya and a perceived reduction of risk to oil facilities in Iraq. The Partnership’s subsequent short positions in energy similarly continued to produce losses as economic sanctions imposed on Russia by several European nations increased prices in a variety of markets. In the equity sector, the Partnership’s long positions initially started favorably with U.S. employment data beating expectations, but suffered losses towards the middle and end of July on account of comments from U.S. Federal Reserve Chair, Janet Yellen, concerning stretched valuations in certain credit markets as well as the Argentine debt default, which led to a selloff in global equities. Long bond exposure helped mitigate these losses, however, and led to a net positive for the month as investors sought security in safe haven assets and the European Central Bank (“ECB”) continued its accommodative policy.

August trading provided significantly improved gains for the Partnership with bonds, currencies and commodities all contributing to the Partnership’s profit. Short positions taken on the Euro against the U.S. dollar as well as a long exposure to US treasuries and Italian bonds were the highest performers due to a series of accommodative remarks made by central bankers throughout the month. The remarks of Janet Yellen and ECB President, Mario Draghi, had particularly strong impacts on the fixed income markets as they respectively noted that the U.S. labor market needed more time to recover before rates would rise and indicated a more active interventionist stance was likely forthcoming from the ECB in order to boost growth and prevent deflation in the EU. Consequently, the yields on German, French and Italian bonds dropped significantly and were accompanied by a contemporaneous drop in the Euro’s value as measured against the U.S. dollar and other currencies. The Partnership’s long bond exposure in the European markets and short Euro positions were well-timed to take advantage of these movements. With respect to commodities, trading in agriculturals provided another month of positive gains as short positions in soybean oil and sugar benefited from the continued slide of prices in both commodities.

The Partnership finished the third quarter in September with another month of positive, although more modest, returns. This result was achieved as significant gains in commodity, currency and energy trading were substantially offset by losses in the equity and bond markets. Both the equity and bond markets experienced notable volatility in September as global markets repositioned themselves to reflect diverging rates of economic growth between countries and varied strategies of central banks. Despite experiencing losses in both markets, the Partnership generated positive returns with currency trading. Short positions on the Japanese Yen and Euro were well-timed to take advantage of both currencies’ notable depreciation relative to the U.S. Dollar. The Partnership’s returns were further augmented by profitable commodity trading in the energy and agricultural sectors which, more than any other time since the financial crisis, appear to be driven by demand and supply fundamentals as opposed to global risk appetite.

Three months ended June 30, 2014:

The Partnership posted modest trading profits in April as positive performance in the bond, credit, agricultural and currency markets outdistanced losses from equity, energy and metals trading. The Partnership’s long positions in European and Canadian bonds proved particularly successful in connection with the European Central Bank’s (“ECB”) accommodative monetary policy relative to the U.S. Federal Reserve’s continued stimulus tapering. Holdings in Swedish interest rate swaps also benefitted from the renewed European confidence. Currency trading produced smaller gains, however, as the lack of substantial movement in the currency markets prevented the Partnership’s positions from realizing higher levels of return. Commodity trading similarly produced more modest returns as gains in

 

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long soybean and coffee contracts were offset by losses on short wheat positions. The bursting of a mini-tech bubble in April caused losses for the Partnership which held long positions in NASDAQ futures. Energy trading also produced losses as crude oil prices remained relatively range bound and an increase in European power prices made short positions in Germany and Scandinavia unprofitable.

The Partnership experienced a notable net trading gain in May with the fixed income, equity and currency markets serving as the strongest contributors to performance. With respect to fixed income trading, the Partnership benefitted the most from its long positions in U.S. and Australian bonds as low yields in the European bond market and expectations of additional ECB stimulus increased investor demand back to the U.S. and other bond markets. The continued low interest rate environment in both the U.S. and Europe had the additional effect of buoying equities in both markets, which in combination with the Partnership’s long stakes in U.S. and European equities, produced significant gains for the Partnership. Currency trading resulted in more moderate returns as the Partnership’s short position against emerging markets and long positions in the Indian Rupee and non-dollar crosses each produced small gains. Commodity and energy trading, in turn, produced small losses attributable to long positions in cotton and natural gas and the shorting of aluminum.

June provided another positive month of trading returns with the strongest performances achieved in the equity, bond and commodities markets. Both the U.S. and European equity markets saw sizeable gains on account of the U.S. Federal Reserve’s continuing support of monetary stimulus as expressed by Federal Reserve Chair, Janet Yellen, in her mid-month address. With the S&P 500 and the DAX index both reaching their highest levels to date, the Partnership’s long positions in equities similarly produced noteworthy profits. Although a long stake in U.S. Treasuries did result in a loss, corresponding long positions in European bonds helped to offset these losses as the European bond markets rallied in light of the ECB’s continuing accommodative policy. Commodity trading also proved profitable as long positions in live cattle and short corn and wheat positions were well-timed to take advantage of record-high futures prices for cattle and the downward trend of corn and wheat prices which had spiked earlier on concerns over the cold weather impact on summer harvests. In contrast to these positive gains, the Partnership’s energy contract positioning provided mixed results following geopolitical developments in Iraq which raised concerns of the future delivery of crude oil from the region. Gains from longs in Brent and WTI crude were tempered by losses from shorts in the gasoil market. The instability in Iraq, moreover, had a negative impact on the Partnership’s metal trading. Prices of gold and silver both increased sharply over the news of the instability resulting in losses for the Partnership’s short gold and silver positions.

Three months ended March 31, 2014:

Poor performance in the equities markets resulted in a net trading loss in January as both the European and U.S. equity markets experienced declines. Jumps in credit premiums and a long exposure to industrial metals further contributed to these losses. On the positive side, renewed demand for developed market bonds brought noteworthy gains. Existing long positions in French and Italian bond futures, as well as Euro-bund and Canadian contracts, provided the most significant returns. Commodity trading also added positive returns as short positions in sugar and wheat benefitted from continued weak demand, a record Canadian wheat harvest, and increased sugar production from Brazil and Thailand.

In February, trading in the bond, commodity, and energy markets generated modest overall performance with long positions in Italian bond futures, soy beans, and natural gas contributing most to the positive returns. Long positions in Italian bonds were particularly profitable as demand increased for such bonds in spite of other key bond yields remaining relatively stagnant. On the commodity side, trading results were mixed. Although an unusually cold winter across the eastern half of North America made long exposure to natural gas profitable, short exposure to wheat and sugar offset these gains. A drought in Brazil increased the price of soft commodities such as sugar, and concerns of lower wheat production on account of the harsh U.S. winter drove up prices for wheat. Trading in the currency markets also provided mixed results. While short positions in the Russian Rouble provided positive gains in light of the political turmoil in Ukraine, a slightly weaker U.S. dollar caused losses for the Partnership’s positions in Brazilian Real, Korean Won and Malaysian Ringgit.

 

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Against a backdrop of increased volatility for equities, energies and rates, the Partnership sustained negative returns in March as losses in stocks and fixed income exposures outweighed gains in currency positions. Regarding equities, the Dax Index in Germany experienced sharp market reversals in light of lingering uncertainty from the Russian-Ukrainian political conflict. During this reversal, the Partnership cut positions at the time of sell-off yet did not participate in the return upward swing. Sharp reversals in both the Eurodollar and U.S. Treasury bond markets similarly resulted in negative returns which were offset by gains on long positions in French and Italian government bonds. The losses in the equity and bond markets were further tempered by the Partnership’s currency trading with respect to the Indian Rupee and New Zealand Dollar, which both yielded positive results.

 

ITEM 3.

Quantitative and Qualitative Disclosures About Market Risk.

Introduction

Past Results Are Not Necessarily Indicative of Future Performance

The Partnership is a speculative commodity pool. Unlike an operating company, the risk of market sensitive instruments is integral, not incidental, to the Partnership’s main line of business.

Market movements result in frequent changes in the fair market value of the Partnership’s open positions and, consequently, in its earnings and cash flow. The Partnership’s market risk is influenced by a wide variety of factors, including the level and volatility of interest rates, exchange rates, equity price levels, the market value of financial instruments and contracts, the diversification effects among the Partnership’s open positions and the liquidity of the markets in which it trades.

The Partnership can rapidly acquire and/or liquidate both long and short positions in a wide range of different markets. Consequently, it is not possible to predict how a particular future market scenario will affect performance, and the Partnership’s past performance is not necessarily indicative of its future results.

Value at Risk is a measure of the maximum amount which the Partnership could reasonably be expected to lose in a given market sector. However, the inherent uncertainty of the Partnership’s speculative trading and the recurrence in the markets traded by the Partnership of market movements far exceeding expectations could result in actual trading or non-trading losses far beyond the indicated Value at Risk or the Partnership’s experience to date (i.e., “risk of ruin”). In light of the foregoing as well as the risks and uncertainties intrinsic to all future projections, the inclusion of the quantification included in this section should not be considered to constitute any assurance or representation that the Partnership’s losses in any market sector will be limited to Value at Risk or by the Partnership’s attempts to manage its market risk.

Materiality, as used in this section “Quantitative and Qualitative Disclosures About Market Risk,” is based on an assessment of reasonably possible market movements and the potential losses caused by such movements, taking into account the leverage, optionality and multiplier features of the Partnership’s market sensitive instruments.

Quantifying the Partnership’s Trading Value at Risk

Quantitative Forward-Looking Statements

The following quantitative disclosures regarding the Partnership’s market risk exposures contain “forward-looking statements” within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934). All quantitative disclosures in this section are deemed to be forward-looking statements for purposes of the safe harbor, except for statements of historical fact.

 

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The Partnership’s risk exposure in the various market sectors traded by the General Partner is quantified below in terms of Value at Risk. Due to the Partnership’s mark-to-market accounting, any loss in the fair value of the Partnership’s open positions is directly reflected in the Partnership’s earnings (realized or unrealized) and cash flow (at least in the case of exchange-traded contracts in which profits and losses on open positions are settled daily through variation margin).

For regulatory purposes, exchange initial margin requirements have been used by the Partnership as the measure of its Value at Risk. For trading and internal risk monitoring purposes, a different approach based on simulated market movements is used. Initial margin requirements include a credit risk factor and a maintenance margin factor and thus overstate the maximum one-day loss reflected by the maintenance margin requirement by the amount of the credit risk factor used in setting initial margin requirements. Maintenance margin requirements are set by exchanges to equal or exceed 95-99% of the maximum one-day losses in the fair value of any given contract incurred during the time period over which historical price fluctuations are researched for purposes of establishing margin levels. The maintenance margin levels are established by dealers and exchanges using historical price studies as well as an assessment of current market volatility (including the implied volatility of the options on a given futures contract) and economic fundamentals to provide a probabilistic estimate of the maximum expected near-term one-day price fluctuation.

In the case of market sensitive instruments that are not exchange traded, dealers’ margins have been used as Value at Risk.

The fair value of the Partnership’s futures and forward positions does not have any optionality component. However, the General Partner may also trade commodity options on behalf of the Partnership. The Value at Risk associated with options would be reflected in the margin requirement attributable to the instrument underlying each option.

In quantifying the Partnership’s Value at Risk, 100% positive correlation in the different positions held in each market risk category has been assumed. Consequently, the margin requirements applicable to the open contracts have simply been aggregated to determine each trading category’s aggregate Value at Risk. The diversification effects resulting from the fact that the Partnership’s positions are rarely, if ever, 100% positively correlated have not been reflected.

 

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The Partnership’s Trading Value at Risk in Different Market Sectors

The following table indicates the amount of trading Value at Risk associated with the Partnership’s open positions by market category as of the period ended September 30, 2015. As of September 30, 2015, the Partnership’s average capitalization was $203,184,930.

 

Quarter-Ended September 30, 2015
Market Sector		Average Value at Risk				% of Average Capitalization				Highest Value at Risk				Lowest Value at Risk
Agriculturals		$	3,243,311				1.60	%		$	3,915,734			$	2,570,889
Bonds		$	4,175,429				2.05	%		$	5,991,026			$	2,359,833
Credit		$	3,219,220				1.58	%		$	5,875,151			$	563,289
Currencies		$	6,294,499				3.10	%		$	8,014,125			$	4,574,873
Energies		$	3,812,373				1.88	%		$	4,908,356			$	2,716,390
Interest rates		$	4,969,566				2.45	%		$	6,305,730			$	3,633,402
Metals		$	2,684,567				1.32	%		$	3,448,993			$	1,920,141
Stock indices		$	8,786,409				4.32	%		$	12,473,803			$	5,099,016
Total		$	37,185,374				18.30	%		$	50,932,918			$	23,437,833

Average, highest and lowest Value at Risk amounts relate to the quarter-end amounts for the nine months ended September 30, 2015. Average capitalization is the Partnership’s average quarter-end capitalization at the end of the nine months ended September 30, 2015.

Material Limitations on Value at Risk as an Assessment of Market Risk

The face value of the market sector instruments held by the Partnership is typically many times the applicable initial or maintenance margin requirement (maintenance margin requirements generally ranging between approximately 1% and 10% of contract face value) as well as many times the capitalization of the Partnership. The magnitude of the Partnership’s open positions creates a “risk of ruin” not typically found in most other investment vehicles. Because of the size of its positions, certain market conditions — unusual, but historically recurring from time to time — could cause the Partnership to incur severe losses over a short period of time. The foregoing Value at Risk table — as well as the past performance of the Partnership — gives no indication of this “risk of ruin.”

Non-Trading Risk

The Partnership has non-trading market risk on its foreign cash balances not needed for margin. However, these balances (as well as any market risk they represent) are immaterial.

The Partnership also has non-trading cash flow risk as a result of holding a substantial portion of its assets in deposits, in AAA - rated Money Market Fund and interest-bearing bank accounts. This cash is placed with highly rated counterparties with a priority placed on preservation of capital and reputation (i.e., appropriate level of credit risk, market risk and reputation risk) and liquidity (i.e., appropriate level of liquidity risk).

Qualitative Disclosures Regarding Primary Trading Risk Exposures

The following qualitative disclosures regarding the Partnership’s market risk exposures — except for (i) those disclosures that are statements of historical fact and (ii) the descriptions of how the General Partner manages the Partnership’s primary market risk exposures — constitute forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act. The Partnership’s primary market risk exposures as well as the strategies used and to be used by the General Partner for managing such exposures are subject to numerous uncertainties, contingencies and risks, any one of which could cause the actual results of the Partnership’s risk controls to differ materially from the objectives of such strategies. Government interventions, defaults and

 

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expropriations, illiquid markets, the emergence of dominant fundamental factors, political upheavals, changes in historical price relationships, an influx of new market participants, increased regulation and many other factors could result in material losses as well as in material changes to the risk exposures and the risk management strategies of the Partnership. There can be no assurance that the Partnership’s current market exposure and/or risk management strategies will not change materially or that any such strategies will be effective in either the short- or long-term. Investors must be prepared to lose all or substantially all of their investment in the Partnership.

The following were the primary trading risk exposures of the Partnership as of September 30, 2015, by market sector.

Financial Instruments. Interest rate movements directly affect the price of the sovereign bond futures positions held by the Partnership and indirectly the value of its stock index and currency positions. Interest rate movements in one country as well as relative interest rate movements between countries may materially impact the Partnership’s profitability. The Partnership’s primary interest rate exposure is to interest rate fluctuations in the United States, Germany, the UK, Australia and Japan. However, the Partnership also may take positions in futures contracts on the government debt of smaller nations. The General Partner anticipates that G-7 interest rates, both long-term and short-term, will remain the primary market exposure of the Partnership for the foreseeable future.

Currencies. Exchange rate risk is the principal market exposure of the Partnership. The Partnership’s currency exposure is to exchange rate fluctuations, primarily fluctuations which disrupt the historical pricing relationships between different currencies and currency pairs. These fluctuations are influenced by interest rate changes as well as political and general economic conditions. The Partnership trades in a large number of currencies, including cross-rates — i.e., positions between two currencies other than the U.S. dollar. As of September 30, 2015, the Partnership’s primary currency exposures were in the U.S. dollar versus the Euro, British Pound, Brazilian Real, Mexican Peso and Singapore Dollar. The primary exposures in the currency crosses were in the Euro versus Australian Dollar, Euro versus British Pound, British Pound versus Australian Dollar, Euro versus Swedish Krona and Australian Dollar versus Yen.

Stock Indices. The Partnership’s primary equity exposure, through stock index futures, is to equity price risk in the G-7 countries. As of September 30, 2015, the Partnership’s primary exposures were in the Dax, Nikkei, Korean Kospi, S&P 500 and Hang Seng. The Partnership is primarily exposed to the risk of adverse price trends or static markets in the major U.S., European and Asian indices. (Static markets would not cause major market changes but could make it difficult for the Partnership to avoid numerous small losses.)

Metals. The AHL Diversified Program used for the Partnership trades precious and base metals. As of September 30, 2015, the Partnership’s primary metals market exposures were in aluminum, gold, silver, copper, nickel and zinc.

Agricultural. The Partnership’s primary commodities exposure is to agricultural price movements, which are often directly affected by severe or unexpected weather conditions. Wheat, coffee, soybeans, cotton and corn accounted for the substantial bulk of the Partnership’s commodities exposure as of September 30, 2015.

Energy. The Partnership’s primary energy market exposure is to gas and oil price movements, often resulting from political developments in the Middle East and economic conditions worldwide. Energy prices are volatile and substantial profits and losses have been and are expected to continue to be experienced in this market. As of September 30, 2015, the main exposures were in crude oil, heating oil, gasoline, natural gas and gas oil.

Qualitative Disclosures Regarding Non-Trading Risk Exposure

The following were the only non-trading risk exposures of the Partnership as of September 30, 2015.

 

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Foreign Currency Balances. The Partnership’s primary foreign currency balances are in Euro, Australian Dollar, British Pounds, Swedish Krona and Japanese Yen. The Partnership controls the non-trading risk of these balances by regularly converting these balances back into U.S. dollars (no less frequently than twice a month).

Cash Positions. The Partnership’s only market exposure in instruments held other than for trading is in its cash portfolio. The Partnership holds only cash in deposits, an AAA rated Money Market Fund and interest-bearing bank accounts. This cash is placed with highly rated counterparties with a priority placed on preservation of capital and reputation (i.e. appropriate level of credit risk, market risk and reputation risk) and liquidity (i.e. appropriate level of liquidity risk) with durations no longer than 1 year.

Qualitative Disclosures Regarding Means of Managing Risk Exposure

Risk management is an essential component of AHL’s investment management process. AHL has put in place a risk management framework which is designed to identify, monitor and mitigate the portfolio, operational and outsourcing risks relevant to its operations. AHL’s risk management framework is part of, and is supported by, the overarching risk management framework of its parent company, Man Group plc. Key principles of AHL’s risk management framework include the segregation of functions and duties where material conflicts of interest may arise and having an appropriate degree of independent and senior management oversight of business activities. As part of this independent oversight, AHL’s activities are subject to regular review by an internal audit function.

The AHL Diversified Program employs a systematic, statistically based investment strategy that is designed to identify and capitalize on inefficiencies in markets around the world. The trading systems are quantitative and primarily directional in nature, meaning that investment decisions are entirely driven by mathematical models based on market trends and other historic relationships. Portfolio risk management consists primarily of monitoring risk measures and ensuring the systems remain within prescribed limits. The major risk monitoring measures and focus areas include value-at-risk, stress testing, implied volatility, leverage, margin-to-equity ratios and net exposures to sectors and different currencies.

Diversification is also a key feature of AHL’s risk management, as well as its investment, process. The AHL Diversified Program is diversified across over 100 markets covering a wide range of sectors including, without limitation, currencies, bonds, energies, stock indices, interest rates, metals and agriculturals. As well as emphasizing sector and market diversification, the AHL Diversified Program has been constructed to achieve diversification by combining various systems driven by powerful computerized trading algorithms, most of which work by sampling prices in real time and measuring price momentum and breakouts. Another important aspect of diversification is the fact that the various systems generate signals across different timeframes, ranging from two to three days to several months, which helps to reduce the risk of the AHL Diversified Program. In line with the principle of diversification, the approach to portfolio construction and asset allocation is premised on the importance of deploying investment capital across the full range of sectors and markets. Particular attention is paid to correlation of markets and sectors, expected returns, trading costs and market liquidity. Portfolios are regularly reviewed and, when necessary, adjusted to reflect changes in these factors. AHL also has a process for adjusting its market risk exposure in real time to reflect changes in the volatility, a measure of risk, of individual markets.

 

ITEM 4.

Controls and Procedures.

The General Partner, with the participation of the General Partner’s Chief Executive Officer and Principal Financial Officer with respect to the Partnership, has evaluated the effectiveness of the design and operation of the Partnership’s disclosure controls and procedures as of the end of the fiscal quarter ended September 30, 2015. Based on such evaluation, the Partnership’s Chief Executive Officer and Principal Financial Officer with respect to the Partnership have concluded that the Partnership’s disclosure controls and procedures were effective as of the fiscal quarter ended September 30, 2015.

 

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Changes in Internal Control over Financial Reporting

There were no significant changes in the Partnership’s internal control over financial reporting during the quarter ended September 30, 2015 that have materially affected, or are reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

 

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PART II - OTHER INFORMATION

 

Item 1.

Legal Proceedings.

None.

 

Item 1A.

Risk Factors.

Risk of Loss. Investing in the Partnership is speculative and involves substantial risks. You should not invest unless you can afford to lose your entire investment.

General. The transactions in which the Trading Advisor generally will engage on behalf of the Partnership involve significant risks. Growing competition may limit the Trading Advisor’s ability to take advantage of trading opportunities in rapidly changing markets. No assurance can be given that investors will realize a profit on their investment. Moreover, investors may lose all or some of their investment. Because of the nature of the trading activities, the results of the Partnership’s operations may fluctuate from month to month and from period to period. Accordingly, investors should understand that the results of a particular period will not necessarily be indicative of results in future periods.

Model and Data Risk. The Trading Advisor relies heavily on quantitative models (both proprietary models developed by the Trading Advisor (or affiliates), and those supplied by third parties, collectively “Models”) and information and data both developed by the Trading Advisor and those supplied by third parties (collectively, “Data”) rather than granting trade-by-trade discretion to the Trading Advisor’s investment professionals. Models and Data are used to construct sets of transactions and investments, to value investments or potential investments (including, without limitation, for trading purposes and for purposes of determining the Net Asset Value of the Partnership), to provide risk management insights and to assist in hedging the Partnership’s investments. Models and Data are known to have errors, omissions, imperfections and malfunctions (collectively, “System Events”). System Events in third-party Models are generally entirely outside of the control of the Trading Advisor.

The Trading Advisor seeks to reduce the incidence and impact of System Events through a certain degree of internal testing and real-time monitoring, and the use of independent safeguards in the overall portfolio management system and often, with respect to proprietary models, in the software code itself. Despite such testing, monitoring and independent safeguards, System Events will result in, among other things, the execution of unanticipated trades, the failure to execute anticipated trades, delays to the execution of anticipated trades, the failure to properly allocate trades, the failure to properly gather and organize available data, the failure to take certain hedging or risk reducing actions and/or the taking of actions which increase certain risk(s)—all of which may have materially negative effects on the Partnership and/or its returns.

The investment strategies of the Partnership are highly reliant on the gathering, cleaning, culling and analysis of large amounts of Data. Accordingly, Models rely heavily on appropriate Data inputs. However, it is not possible or practicable to factor all relevant, available Data into forecasts and/or trading decisions of the Models. The Trading Advisor will use its discretion to determine what Data to gather with respect to each investment strategy and what subset of that Data the Models take into account to produce forecasts which may have an impact on ultimate trading decisions. In addition, due to the automated nature of Data gathering, the volume and depth of Data available, the complexity and often manual nature of Data cleaning, and the fact that the substantial majority of Data comes from third-party sources, it is inevitable that not all desired and/or relevant Data will be available to, or processed by, the Trading Advisor at all times. If incorrect Data is fed into even a well-founded Model, it may lead to a System Event subjecting the Partnership to loss. Further, even if Data is input correctly, “model prices” anticipated by the Data through the Models may differ substantially from market prices, especially for securities with complex characteristics, such as derivatives.

 

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Where incorrect or incomplete Data is available, the Trading Advisor may, and often will, continue to generate forecasts and make trading decisions based on the Data available to it. Additionally, the Trading Advisor may determine that certain available Data, while potentially useful in generating forecasts and/or making trade decisions, is not cost effective to gather due to either the technology costs or third-party vendor costs and, in such cases, the Trading Advisor will not utilize such Data. Limited Partners should be aware that there is no guarantee that any specific Data or type of Data will be utilized in generating forecasts or making trading decisions with respect to the Models, nor is there any guarantee that the Data actually utilized in generating forecasts or making trading decisions underlying the Models will be (i) the most accurate data available or (ii) free of errors. Limited Partners should assume that the Data set used in connection with the Models is limited and should understand that the foregoing risks associated with gathering, cleaning, culling and analysis of large amounts of Data are an inherent part of investing with a process-driven, systematic adviser such as the Trading Advisor.

When Models and Data prove to be incorrect, misleading or incomplete, any decisions made in reliance thereon expose the Partnership to potential risks. For example, by relying on Models and Data, the Trading Advisor may be induced to buy certain investments at prices that are too high, to sell certain other investments at prices that are too low, or to miss favorable opportunities altogether. Similarly, any hedging based on faulty Models and Data may prove to be unsuccessful and when determining the Net Asset Value of the Partnership, any valuations of the Partnership’s investments that are based on valuation Models may prove to be incorrect. In addition, Models may incorrectly forecast future behavior, leading to potential losses on a cash flow and/or a mark-to-market basis. Furthermore, in unforeseen or certain low-probability scenarios (often involving a market disruption of some kind), Models may produce unexpected results which may or may not be System Events.

Errors in Models and Data are often extremely difficult to detect, and, in the case of proprietary models and third-party models, the difficulty of detecting System Events may be exacerbated by the lack of design documents or specifications. Regardless of how difficult their detection appears in retrospect, some System Events will go undetected for long periods of time and some will never be detected. The degradation or impact caused by these System Events can compound over time. Finally, the Trading Advisor will detect certain System Events that it chooses, in its sole discretion, not to address or fix, and the third party software will lead to System Events known to the Trading Advisor that it chooses, in its sole discretion, not to address or fix. The Trading Advisor believes that the testing and monitoring performed on its models and third party models will enable the Trading Advisor to identify and address those System Events that a prudent person managing a process-driven, systematic and computerized investment program would identify and address by correcting the underlying issue(s) giving rise to the System Events or limiting the use of proprietary and third party models, generally or in a particular application. Limited Partners should assume that System Events and their ensuing risks and impact are an inherent part of investing with a process-driven, systematic advisor such as the Trading Advisor. Accordingly, the Trading Advisor does not expect to disclose discovered System Events to the Partnership or to Limited Partners.

The Partnership will bear the risks associated with the reliance on Models and Data including that the Partnership will bear all losses related to System Events unless otherwise determined by the Trading Advisor in accordance with its internal policies or as may be required by applicable law.

Trade Error Risk. The complex trading programs operated by the Trading Advisor and the speed and volume of transactions invariably result in occasional trades being executed which, with the benefit of hindsight, were not required by the trading program. To the extent an error is caused by a counterparty, such as a broker, the Trading Advisor generally attempts to recover any loss associated with such error from such counterparty. To the extent an error is caused by the Trading Advisor, a formalized process is in place for the resolution of such errors. Given the volume, diversity and complexity of transactions executed by the Trading Advisor on behalf of the Partnership, investors should assume that trading errors (and similar errors) will occur. If such errors result in gains to the Partnership, such gains will be retained by the Partnership. However, if such errors result in losses, they will be borne by the Trading Advisor in accordance with its internal policies unless otherwise determined by the General Partner.

 

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Markets Are Volatile and Difficult to Predict. Trading in futures is a speculative activity. Futures prices may be highly volatile. Market prices are difficult to predict and are influenced by many factors, including: changes in interest rates; governmental, agricultural, trade, fiscal, monetary and exchange control programs and policies; weather and climate conditions; changing supply and demand relationships; national and international political and economic events; and the changing philosophies and emotions of market participants. In addition, governments intervene in particular markets from time to time, both directly and by regulation, often with the intent to influence prices. The effects of government intervention may be particularly significant in the financial instrument and currency markets, and may cause such markets to move rapidly.

Trading Is Highly Leveraged. The low margin deposits normally required in futures trading permit an extremely high degree of leverage. A relatively small movement in the price of a futures contract may result in immediate and substantial loss or gain to a trader holding a position in such contract. For example, if at the time of purchase 10% of the price of a futures contract is deposited as margin, a 10% decrease in the price of the futures contract would, if the contract were then closed out, result in a total loss of the margin deposit before any deduction for brokerage commissions. Consequently, like other leveraged investments, a futures trade may result in losses in excess of the amount invested. Forward contracts involve similar leverage and also may require deposits of margin as collateral. Swaps and over-the-counter (“OTC”) derivative instruments are also highly leveraged transactions.

Markets May Be Illiquid. At times, it may not be possible for the Trading Advisor to obtain execution of a buy or sell order at the desired price or to liquidate an open position, either due to market conditions on exchanges or due to the operation of “daily price fluctuation limits” or “circuit breakers.” For example, most U.S. commodity exchanges limit fluctuations in most futures contract prices during a single day by regulations referred to as “daily price fluctuation limits” or “daily limits.” During a single trading day, no trades may be executed at prices beyond the daily limit. Futures contract prices occasionally have moved to the daily limit for several consecutive days with little or no trading.

Even when futures prices have not moved to the daily limit, the Trading Advisor might not be able to obtain execution of trades at favorable prices if little trading in the contracts which the Trading Advisor wishes to trade is taking place. Also, an exchange or governmental authority may suspend or restrict trading on an exchange (or in particular futures traded on an exchange) or order the immediate settlement of a particular instrument.

Options trading may be restricted in the event that trading in the underlying instrument becomes restricted. Options trading also may be illiquid at times regardless of the condition of the market in the underlying instrument. In either event, it will be difficult for the Trading Advisor to realize gains or limit losses on option positions by offsetting them or to change positions in the market.

Trading in OTC derivative instruments is conducted with individual counterparties rather than on organized exchanges. There have been periods during which forward contract dealers have refused to quote prices for forward contracts or have quoted prices with an unusually wide spread between the bid and asked price.

Speculative Position Limits May Restrict Futures Trading. Speculative position limits prescribe the maximum net long or short futures contract and options positions which any person or group may hold or control in particular futures contracts. All futures contracts and options on futures contracts traded on commodity exchanges located in the United States, with the exception of contracts on certain major non-U.S. currencies, are subject to speculative position limits established either by the Commodity Futures Trading Commission (the “CFTC”) or the relevant exchange.

 

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All trading accounts owned or managed by the Trading Advisor and its principals will be combined for the purposes of speculative position limits. Such limits could adversely affect the profitability of the Trading Company and, consequently, of the Partnership. For example, the Trading Advisor could be required to liquidate futures positions at an unfavorable time in order to comply with such limits. However, the Trading Advisor does not believe that existing speculative position limits will materially adversely affect its ability to manage the Trading Company’s account.

Cash Flow. Futures contract gains and losses are marked-to-market daily for purposes of determining margin requirements. Option positions generally are not, although short option positions will require additional margin if the market moves against the position. Due to these differences in margin treatment between futures and options, there may be periods in which positions on both sides must be closed down prematurely due to short term cash flow needs. If this were to occur during an adverse move in a spread or straddle relationship, a substantial loss could occur.

Decisions Based on Trends and Technical Analysis. The trading decisions of the Trading Advisor will be based in part on trading strategies which utilize mathematical analyses of technical factors relating to past market performance. The buy and sell signals generated by a technical, trend-following trading strategy are based upon a study of actual daily, weekly and monthly price fluctuations, volume variations and changes in open interest in the markets. The profitability of any technical, trend-following trading strategy depends upon the occurrence in the future of significant, sustained price moves in some of the markets traded. The Trading Company and, consequently, the Partnership may incur substantial trading losses:

 

•

during periods when markets are dominated by fundamental factors that are not reflected in the technical data analyzed by the program;

 

•

during prolonged periods without sustained moves in one or more of the markets traded; or

 

•

during “whip-saw” markets, in which potential price trends start to develop but reverse before actual trends are realized.

In the past there have been prolonged periods without sustained price moves in various markets. Presumably, such periods will recur. A series of volatile reverses in price trends may generate repeated entry and exit signals in trend-following systems, resulting in unprofitable transactions and increased brokerage commission expenses. Technical, trend-following trading systems are used by many other traders. At times, the use of such systems may:

 

•

result in traders attempting to initiate or liquidate substantial positions in a market at or about the same time;

 

•

alter historical trading patterns;

 

•

obscure developing price trends; or

 

•

affect the execution of trades.

Trading in OTC Markets Will Expose the Partnership to Risks Not Applicable to Trading on Organized Exchanges. The Partnership, through the Trading Company, may engage in OTC derivative transactions, such as: currency forward contracts traded in the interbank market; options on currency forward contracts; and swap transactions.

In general, there is much less governmental regulation and supervision of transactions in the OTC markets than of transactions entered into on organized exchanges. Most of the protections afforded to participants on U.S. and certain non-U.S. exchanges, such as daily price fluctuation limits and the performance guarantee of an exchange clearinghouse, will not be available in connection with OTC transactions.

Consequently, the Partnership will be exposed to greater risk of loss through default than if it confined its trading to organized exchanges.

A portion of the Partnership’s assets may be traded in forward contracts. Such forward contracts are generally not traded on exchanges and are executed directly through forward contract dealers. However, certain forward contracts are regulated as swaps by the CFTC and have begun being voluntarily traded on

 

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swap execution facilities. Some of these contracts may be required to be centrally cleared by a regulated U.S. clearinghouse, and may be required to be traded on a regulated exchange in the future. There is no limitation on the daily price moves of forward contracts, and a dealer is not required to continue to make markets in such contracts. There have been periods during which forward contract dealers have refused to quote prices for forward contracts or have quoted prices with an unusually wide spread between the bid and asked price. Arrangements to trade forward contracts may therefore experience liquidity problems. The Partnership therefore will be subject to the risk of credit failure or the inability of or refusal of a forward contract dealer to perform with respect to its forward contracts.

When trading currency forward contracts, the Trading Company may hedge the foreign currencies in order to limit the Trading Company’s exposure to fluctuations in exchange rates. However, there is no guarantee that such hedging will be successful.

Enhanced Regulation of the OTC Derivatives Markets. The European Market Infrastructure Regulation (“EMIR”) seeks comprehensively to regulate the OTC derivatives market in Europe for the first time including, in particular, imposing mandatory central clearing, trade reporting and, for non-centrally cleared trades, risk management obligations on counterparties. Similarly, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Reform Act”), enacted in July 2010, includes provisions that substantially increase the regulation of the OTC derivatives markets for the first time. The Reform Act requires that a substantial portion of OTC derivatives must be executed in regulated markets and be submitted for clearing to regulated clearinghouses. For example, certain interest rate swaps, including forwards defined as swaps by the CFTC, and credit default index swaps are required by the CFTC to be submitted for clearing if traded by US persons. These OTC trades submitted for clearing will be subject to minimum initial and variation margin requirements set by the relevant clearinghouse, as well as possible margin requirements mandated by the CFTC, the Securities and Exchange Commission (the “SEC”) and/or federal prudential regulators. OTC derivative dealers are required to post margin to the clearinghouses through which they clear their customers’ trades instead of using such margin in their operations, as they are allowed to do for uncleared OTC trades. This will further increase the dealers’ costs, which costs may be passed through to other market participants in the form of higher fees and less favorable dealer marks. Although the Reform Act includes limited exemptions from the clearing and margin requirements for so-called “end-users”, the Partnership may not be able to rely on such exemptions. In addition, the OTC derivative dealers with which the Partnership executes the majority of its OTC derivatives will not be able to rely on the end-user exemptions under the Reform Act and therefore such dealers will be subject to clearing and margin requirements notwithstanding whether the Partnership is subject to such requirements. Taken together, these regulatory developments have increased and will continue to increase the OTC derivative dealers’ costs, and these increased costs are generally passed through to other market participants in the form of higher upfront and mark-to-market margin, less favorable trade pricing, and the imposition of new or increased fees, including clearing account maintenance fees.

The CFTC also now requires certain derivatives transactions that were previously executed on a bilateral basis in the OTC markets to be executed through a regulated futures or swap exchange or execution facility. The SEC is also expected to impose similar requirements on certain security-based derivatives in the near future, though it is not yet clear when these parallel SEC requirements will go into effect. If the Trading Company decides to become a direct member of one or more of these exchanges or execution facilities—and especially if it decides to become a direct member of one or more of these exchanges or execution facilities—the Trading Company would be subject to the rules of the exchange or execution facility, which would bring additional risks and liabilities, and potential requirements under applicable regulations and under rules of the relevant exchange or execution facility. Similarly, under EMIR, European regulators may require a substantial proportion of such derivatives transactions to be bought on exchange and/or centrally cleared. Such requirements may make it more difficult and costly for investment funds, including the Partnership and/or the Trading Company, to enter into highly tailored or customized transactions. They may also render certain strategies in which the Partnership might otherwise engage impossible or so costly that they will no longer be economical to implement. They may

 

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also increase the overall costs for OTC derivative dealers, which are likely to be passed along, at least partially, to market participants in the form of higher fees or less advantageous dealer marks. The overall impact of EMIR and the Reform Act on the Partnership is highly uncertain and it is unclear how the OTC derivatives markets will adapt to these new regulatory regimes.

The “Volcker Rule” component of the Reform Act materially restricts proprietary speculative trading by banks, “bank holding companies” and other regulated entities. As a result, there has been a significant influx of new portfolio managers into private investment funds who had previously traded institutional proprietary accounts. Such influx can only increase the competition for the Partnership from other talented portfolio managers trading in the Partnership’s investment sector.

Exchanges for Physicals/Swaps/Risk. While not a regular practice for the Trading Company, it may in rare instances engage in transactions known as exchanges for physicals (“EFP”), exchanges for swaps (“EFS”), or exchanges for risk/OTC derivatives (“EFR”). An EFP/EFS/EFR is a purchase or sale of a spot commodity/swap/derivative, as applicable, in conjunction with an offsetting sale or purchase of a corresponding futures contract involving the same or equivalent underlying commodity or instrument, without making an open and competitive trade for the futures contract on the exchange. EFPs, EFSs and EFRs are a permitted exception to the general requirement of the Commodity Exchange Act, as amended, that all futures contracts must be competitively executed on an exchange. They are permitted pursuant to the rules of the relevant exchanges, which vary from exchange to exchange. If the EFP, EFS or EFR does not comply with specific exchange requirements, particularly regarding possessing documentation evidencing possession of the underlying commodity or instrument, then the CFTC or the exchange may deem the transaction to be an illegal off-exchange futures contract. In addition, every EFP, EFS or EFR involves the transfer of an underlying commodity or entry into a swap or derivative on a bilateral basis, as applicable, with a counterparty in exchange for a related cleared futures contract. There is, therefore, counterparty credit risk if the counterparty or its clearing member on the futures leg fails to perform. Unlike other futures contracts that are deemed cleared by the clearinghouse upon trade matching or at the end of the business day, futures contracts arising out of EFPs, EFSs or EFRs may, under various clearinghouse rules, not be deemed accepted by the clearinghouse until the next business day.

Options on Futures Contracts Are More Volatile Than Futures Contracts. The Trading Advisor may trade options on futures contracts. Options are speculative in nature and are highly leveraged. The purchaser of an option risks losing the entire purchase price of the option. The seller (writer) of an option risks losing the difference between the premium received for the option and the price of the underlying futures contract that the writer must purchase upon exercise of the option. Additionally, the seller and writer of the options lose any commissions and fees associated with such transactions. This could subject the writer to unlimited risk in the event of an increase in the price of the contract to be purchased or delivered. Successful trading of options on futures contracts requires a trader to accurately determine near-term market volatility because it often has an immediate impact on the price of outstanding options. Accurate determination of near-term volatility is more important to successful options trading than it is to long-term futures contract trading strategies because such volatility generally does not have as significant an effect on the prices of futures contracts.

Trading on Non-U.S. Exchanges and Markets Will Expose the Partnership to Risks Not Applicable to Trading on U.S. Exchanges and Markets. The Partnership, through the Trading Company, may engage in trading on non-U.S. exchanges and markets. The Partnership will be subject to the risk of fluctuations in the currency exchange rate between the local currency and the U.S. dollar and to the possibility of exchange controls. Trading on such exchanges and markets generally involves other risks not applicable to trading on U.S. exchanges and markets.

For example, such exchanges and markets:

 

•

may not provide the same assurances of the integrity (financial and otherwise) of the marketplace and its participants as do U.S. exchanges and markets;

 

•

may exercise less regulatory oversight and supervision over transactions and participants in transactions;

 

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•

may not afford all participants an equal opportunity to execute trades;

 

•

may be subject to a variety of political influences and the possibility of direct governmental intervention;

 

•

may have different clearance and settlement procedures for transactions than U.S. exchanges and markets. There have been times when settlement procedures have been unable to keep pace with the volume of transactions on certain exchanges and markets, making it difficult to conduct trades; and

 

•

may be “principals’ markets” in which performance is the responsibility only of the member with whom the trader has dealt (the counterparty) rather than the responsibility of an exchange or clearing association. Each transaction on such an exchange or market may subject the Partnership to the risk of the counterparty’s credit failure or inability or refusal to perform its obligations.

Institutional Risks. Institutions, such as banks and brokers, will have custody of the assets of the Partnership. These firms may encounter financial difficulties that impair the operating capabilities or the capital position of the Partnership, the Trading Company or the General Partner.

Counterparty Risk. The Partnership will be subject to the risk of the inability of counterparties to perform with respect to transactions, particularly uncleared swap and currency forward transactions, whether due to insolvency, bankruptcy or other causes, which could subject the Partnership to substantial losses. In an effort to mitigate such risks, the General Partner and Trading Advisor will attempt to limit transactions to counterparties, which are established, well-capitalized and creditworthy.

Affiliated Parties — Conflicts of Interest. Under the terms of the limited partnership agreement, the General Partner has the authority to engage trading advisors to make trading decisions for the Partnership. Since the Trading Advisor is an affiliate of the General Partner, the General Partner has a conflict of interest with respect to its responsibilities to manage the Partnership for the benefit of the Limited Partners, and to prevent violations of the Partnership’s trading policies and to monitor for excessive trading by the Trading Advisor. In addition, the General Partner has a conflict of interest with respect to its responsibility to review the trading performance of the Partnership and a disincentive to terminate the advisory relationship between the Trading Advisor and the Partnership. There have been no arm’s-length negotiations with respect to the management and incentive fees that the Trading Advisor will charge the Trading Company or with respect to the other terms of the advisory agreement entered into with the Trading Advisor.

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

(a) Pursuant to the Partnership’s Limited Partnership Agreement, the Partnership may sell Units of Limited Partnership Interests (“Units”) as of the first business day of any calendar month or at such other times as the General Partner may determine. On July 1, 2015, August 1, 2015 and September 1, 2015, the Partnership sold Class A Series 1 Units, exclusive of non-cash transfers, to existing and new Limited Partners in the amount of $1,548,000, $834,203 and $288,501, respectively. On July 1, 2015, August 1, 2015 and September 1, 2015, the Partnership sold Class A Series 2 Units, exclusive of non-cash transfers, to existing and new Limited Partners in the amount of $0, $0 and $0, respectively. On July 1, 2015, August 1, 2015 and September 1, 2015, the Partnership sold Class B Series 1 Units, exclusive of non-cash transfers, to existing and new Limited Partners in the amount of $338,624, $178,502 and $99,998, respectively. On July 1, 2015, August 1, 2015 and September 1, 2015, the Partnership sold Class B Series 2 Units, exclusive of non-cash transfers, to existing and new Limited Partners in the amount of $0, $0 and $0, respectively. There were no underwriting discounts or commissions in connection with the sales of the Units described above.

(b) Not applicable.

 

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(c) Pursuant to the Partnership’s Limited Partnership Agreement, a Limited Partner may redeem some or all of its Units as of the last business day of each calendar month at the then current month-end Net Asset Value. The redemption of Units has no impact on the value of Units that remain outstanding, and Units are not reissued once redeemed. The following table summarizes the amount of Units redeemed, exclusive of non-cash transfers, during the three months ended September 30, 2015:

 

		Class A Units				Class A-2 Units				Class B Units				Class B-2 Units
Date of Redemption:		Amount Redeemed:				Amount Redeemed:				Amount Redeemed:				Amount Redeemed:
July 31, 2015		$	634,268			$	0			$	1,001,772			$	87,328
August 31, 2015		$	470,561			$	57,163			$	233,187			$	0
September 30, 2015		$	1,423,248			$	0			$	409,131			$	0
TOTAL		$	2,528,077			$	57,163			$	1,644,090			$	87,328

 

Item 3.

Defaults upon Senior Securities.

None.

 

Item 4.

Mine Safety Disclosures.

Not Applicable.

 

Item 5.

Other Information.

None.

 

Item 6.

Exhibits.

The following exhibits are included herewith:

 

Designation		Description
31.1		Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
31.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer
32.1		Section 1350 Certification of Chief Executive Officer
32.2		Section 1350 Certification of Principal Financial Officer

The following exhibits are incorporated by reference herein from the exhibits of the same description and number filed on January 28, 2008 with the Partnership’s Registration Statement on Form 10 (Reg. No. 000-53043).

 

3.1		Certificate of Limited Partnership of Man-AHL Diversified I L.P.
10.3		Form of Selling Agreement between Man Investments (USA) Corp. and Man Investments Inc.

The following exhibit is incorporated by reference herein from the exhibits of the same description and number filed on March 31, 2011, for the year ended December 31, 2010, with the Partnership’s Annual Report on Form 10-K.

 

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4.2		Sixth Amended Limited Partnership Agreement of Man-AHL Diversified I L.P.

The following exhibit is incorporated by reference herein from the exhibit of the same description and number filed on August 13, 2014, for the quarterly period ended June 30, 2014, with the Partnership’s Quarterly Report on Form 10-Q.

 

10.1		Form of Trading Advisor Agreement between Man-AHL Diversified Trading Company L.P., Man Investments (USA) Corp. and AHL Partners LLP.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized on November 13, 2015.

 

 

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EXHIBIT INDEX

 

Exhibit Number		Description of Document
31.1		Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
31.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer
32.1		Section 1350 Certification of Chief Executive Officer
32.2		Section 1350 Certification of Principal Financial Officer
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

 

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