Attached files

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10-K - 10-K - DIVERSIFIED 2000 FUTURES FUND L.P.d101850d10k.htm
EX-99.2 - EX-99.2 - DIVERSIFIED 2000 FUTURES FUND L.P.d101850dex992.htm
EX-32.2 - EX-32.2 - DIVERSIFIED 2000 FUTURES FUND L.P.d101850dex322.htm
EX-31.2 - EX-31.2 - DIVERSIFIED 2000 FUTURES FUND L.P.d101850dex312.htm
EX-32.1 - EX-32.1 - DIVERSIFIED 2000 FUTURES FUND L.P.d101850dex321.htm
EX-31.1 - EX-31.1 - DIVERSIFIED 2000 FUTURES FUND L.P.d101850dex311.htm
EX-10.7A - EX-10.7A - DIVERSIFIED 2000 FUTURES FUND L.P.d101850dex107a.htm
EX-10.5A - EX-10.5A - DIVERSIFIED 2000 FUTURES FUND L.P.d101850dex105a.htm
EX-10.6A - EX-10.6A - DIVERSIFIED 2000 FUTURES FUND L.P.d101850dex106a.htm
EX-99.1 - EX-99.1 - DIVERSIFIED 2000 FUTURES FUND L.P.d101850dex991.htm

Exhibit 99.3

To the Limited Partners of

PGR Master Fund L.P.

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

 

LOGO

 

By:

 

Patrick T. Egan

 

President and Director

 

Ceres Managed Futures LLC

 

General Partner,

 

PGR Master Fund L.P.

Ceres Managed Futures LLC

522 Fifth Avenue

New York, NY 10036

(855) 672-4468


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of PGR Master Fund L.P.:

We have audited the accompanying statements of financial condition of PGR Master Fund L.P. (the “Partnership”), including the condensed schedules of investments, as of December 31, 2015 and 2014, and the related statements of income and expenses and changes in partners’ capital for each of the three years in the period ended December 31, 2015. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

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

In our opinion, such financial statements present fairly, in all material respects, the financial position of PGR Master Fund L.P. as of December 31, 2015 and 2014, and the results of its operations and changes in its partners’ capital for each of the three years in the period ended December 31, 2015, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

New York, New York

March 24, 2016


PGR Master Fund L.P.

Statements of Financial Condition

December 31, 2015 and 2014

 

     December 31,      December 31,  
     2015      2014  

Assets:

     

Equity in trading account:

     

Investment in U.S. Treasury bills, at fair value (amortized cost $10,748,411 and $0 at December 31, 2015 and 2014, respectively)

   $ 10,749,295       $ —     

Cash (Note 3c)

     7,917,778         9,834,494   

Cash margin (Note 3c)

     2,798,941         2,214,643   

Net unrealized appreciation on open futures contracts

     —           1,364,401   
  

 

 

    

 

 

 

Total equity in trading account

     21,466,014         13,413,538   

Expense reimbursement (Note 3c)

     —           6,834   
  

 

 

    

 

 

 

Total assets

   $ 21,466,014       $ 13,420,372   
  

 

 

    

 

 

 

Liabilities and Partners’ Capital:

     

Liabilities:

     

Net unrealized depreciation on open futures contracts

   $ 40,122       $ —     

Accrued expenses:

     

Professional fees

     27,657         47,975   

Clearing fees due to MS&Co. (Note 3c)

     —           581   
  

 

 

    

 

 

 

Total liabilities

     67,779         48,556   
  

 

 

    

 

 

 

Partners’ Capital:

     

General Partner

     —           —     

Limited Partners

     21,398,235         13,371,816   
  

 

 

    

 

 

 

Total liabilities and partners’ capital

   $ 21,466,014       $ 13,420,372   
  

 

 

    

 

 

 

See accompanying notes to financial statements.


PGR Master Fund L.P.

Condensed Schedule of Investments

December 31, 2015

 

     Number of            % of Partners’  
     Contracts      Fair Value     Capital  

Futures Contracts Purchased

       

Indices

     33       $ (43,983     (0.21 )% 

Interest Rates U.S.

     56         (23,937     (0.11

Interest Rates Non-U.S.

     136         (55,605     (0.26

Softs

     30         (23,736     (0.11
     

 

 

   

 

 

 

Total futures contracts purchased

        (147,261     (0.69
     

 

 

   

 

 

 

Futures Contracts Sold

       

Currencies

     238         188,641        0.88   

Energy

     216         14,454        0.07   

Grains

     82         44,133        0.21   

Indices

     92         (88,810     (0.42

Interest Rates Non-U.S.

     10         (700     (0.00 )* 

Livestock

     7         (23,260     (0.11

Metals

     129         48,065        0.22   

Softs

     55         (75,384     (0.35
     

 

 

   

 

 

 

Total futures contracts sold

        107,139        0.50   
     

 

 

   

 

 

 

Net unrealized depreciation on open futures contracts

      $ (40,122     (0.19 )% 
     

 

 

   

 

 

 

U.S. Government Securities

 

                      % of Partners’  

Face Amount

   Maturity Date   

Description

   Fair Value      Capital  
     

U.S. Treasury bills, 0.19%

     
$10,750,000    1/21/2016   

(Amortized cost of $10,748,411)

   $ 10,749,295         50.24
        

 

 

    

 

 

 
Net fair value          $ 10,709,173         50.05
        

 

 

    

 

 

 

 

*

Due to rounding.

See accompanying notes to financial statements.


PGR Master Fund L.P.

Condensed Schedule of Investments

December 31, 2014

 

     Number of            % of Partners’  
     Contracts      Fair Value     Capital  

Futures Contracts Purchased

       

Grains

     4       $ (4,077     (0.03 )% 

Indices

     119         45,359        0.34   

Interest Rates U.S.

     99         49,117        0.37   

Interest Rates Non-U.S.

     294         390,964        2.92   

Livestock

     3         (8,650     (0.06

Softs

     13         4,325        0.03   
     

 

 

   

 

 

 

Total futures contracts purchased

        477,038        3.57   
     

 

 

   

 

 

 

Futures Contracts Sold

       

Currencies

     200         182,999        1.37   

Energy

     100         523,399        3.92   

Grains

     30         (12,942     (0.10

Indices

     1         (5,389     (0.04

Metals

     52         114,893        0.86   

Softs

     65         84,403        0.63   
     

 

 

   

 

 

 

Total futures contracts sold

        887,363        6.64   
     

 

 

   

 

 

 

Net unrealized appreciation on open futures contracts

      $ 1,364,401        10.21
     

 

 

   

 

 

 

Net fair value

      $ 1,364,401        10.21
     

 

 

   

 

 

 

See accompanying notes to financial statements.


PGR Master Fund L.P.

Statements of Income and Expenses

for the years ended December 31, 2015, 2014 and 2013

 

     2015     2014     2013  

Investment Income:

      

Interest income

   $ 4,505      $ 1,816      $ 12,279   
  

 

 

   

 

 

   

 

 

 

Expenses:

      

Clearing fees (Note 3c)

     37,940        31,871        89,508   

Professional fees

     86,255        124,235        79,849   
  

 

 

   

 

 

   

 

 

 

Total expenses

     124,195        156,106        169,357   

Expense reimbursements (Note 3c)

     (55,989     (61,855     (22,347
  

 

 

   

 

 

   

 

 

 

Net expenses

     68,206        94,251        147,010   
  

 

 

   

 

 

   

 

 

 

Net investment income (loss)

     (63,701     (92,435     (134,731
  

 

 

   

 

 

   

 

 

 

Trading Results:

      

Net gains (losses) on trading of commodity interests:

      

Net realized gains (losses) on closed contracts

     1,766,832        2,171,525        8,156,055   

Net change in unrealized gains (losses) on open contracts

     (1,404,523     619,205        388,709   
  

 

 

   

 

 

   

 

 

 

Total trading results

     362,309        2,790,730        8,544,764   
  

 

 

   

 

 

   

 

 

 

Net income (loss)

   $ 298,608      $ 2,698,295      $ 8,410,033   
  

 

 

   

 

 

   

 

 

 

See accompanying notes to financial statements.


PGR Master Fund L.P.

Statements of Changes in Partners’ Capital

for the years ended December 31, 2015, 2014 and 2013

 

     Partners’  
     Capital  

Partners’ Capital, December 31, 2012

   $ 39,394,297   

Net income (loss)

     8,410,033   

Subscriptions

     3,242,837   

Redemptions

     (40,275,513

Distribution of interest income to feeder funds

     (12,279
  

 

 

 

Partners’ Capital, December 31, 2013

     10,759,375   

Net income (loss)

     2,698,295   

Subscriptions

     3,000,000   

Redemptions

     (3,084,038

Distribution of interest income to feeder funds

     (1,816
  

 

 

 

Partners’ Capital, December 31, 2014

     13,371,816   

Net income (loss)

     298,608   

Subscriptions

     10,000,000   

Redemptions

     (2,270,297

Distribution of interest income to feeder funds

     (1,892
  

 

 

 

Partners’ Capital, December 31, 2015

   $ 21,398,235   
  

 

 

 

See accompanying notes to financial statements.


PGR Master Fund L.P.

Notes to Financial Statements

 

1.

Partnership Organization:

PGR Master Fund L.P. (the “Master”) is a limited partnership organized under the partnership laws of the State of Delaware to engage in the speculative trading of a diversified portfolio of commodity interests including futures, option, swap and forward contracts. The sectors traded include currencies, energy, grains, indices, U.S. and non-U.S. interest rates, livestock, metals and softs. The commodity interests that are traded by the Master are volatile and involve a high degree of market risk. The General Partner (defined below) may also determine to invest up to all of the Master’s assets in United States (“U.S.”) Treasury bills and/or money market mutual funds, including money market mutual funds managed by Morgan Stanley or its affiliates.

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

On November 1, 2010 (commencement of trading operations), Diversified 2000 Futures Fund L.P. (“Diversified 2000”) and Emerging CTA Portfolio L.P. (“Emerging CTA”) each allocated a portion of their capital to the Master. Diversified 2000 allocated a portion of its capital with cash equal to $5,000,000. Emerging CTA allocated a portion of its capital with cash equal to $14,913,029. On December 1, 2011, Morgan Stanley Smith Barney Spectrum Strategic L.P. (“Spectrum Strategic”) allocated a portion of its capital to the Master. Spectrum Strategic allocated a portion of its capital with cash equal to $8,952,411. On December 31, 2013, Emerging CTA redeemed its investment in the Master for the amount of $14,986,152. The Master permits commodity pools managed by PGR Capital LLP (the “Advisor”) using the Mayfair Program, the Advisor’s proprietary, systematic trading system, to invest together in one trading vehicle. Since September 1, 2011, the Advisor has traded the Master’s assets at a level that is up to 1.5 times the amount of such assets.

During the years ended December 31, 2015 and 2014, the Master’s commodity broker was Morgan Stanley & Co. LLC (“MS&Co.”), a registered futures commission merchant. During a prior period included in this report, Citigroup Global Markets Inc. (“CGM”) also served as a commodity broker.

The Master’s investors consist of Diversified 2000 and Spectrum Strategic (each a “Feeder,” and collectively, the “Funds”). Diversified 2000 and Spectrum Strategic each owned approximately 41.9% and 58.1% investments in the Master at December 31, 2015, respectively. Diversified 2000 and Spectrum Strategic each owned approximately 60.4% and 39.6% investments in the Master at December 31, 2014, respectively.

The Master will be liquidated upon the first to occur of the following: December 31, 2030; or under certain other circumstances as defined in the limited partnership agreement of the Master (the “Limited Partnership Agreement”).


PGR Master Fund L.P.

Notes to Financial Statements

 

In July 2015, the General Partner delegated certain administrative functions to SS&C Technologies, Inc., a Delaware corporation, currently doing business as SS&C GlobeOp (the “Administrator”). Pursuant to a master services agreement, the Administrator furnishes certain administrative, accounting, regulatory, reporting, tax and other services as agreed from time to time. In addition, the Administrator maintains certain books and records of the Master.

 

2.

Basis of Presentation and Summary of Significant Accounting Policies:

 

  a.

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

 

  b.

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

 

  c.

Master’s Investments. All commodity interests of the Master, including derivative financial instruments and derivative commodity instruments, are held for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded at fair value (as described in Note 5, “Fair Value Measurements”) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated and are determined using the first-in, first-out method. Net unrealized gains or losses on open contracts are included as a component of equity in trading account in the Statements of Financial Condition. Net realized gains or losses and net change in unrealized gains or losses are included in the Statements of Income and Expenses.

Master’s Cash. The Master’s cash included cash denominated in foreign currencies of $(90,258) and $(6,773) as of December 31, 2015 and 2014, respectively. The cost of foreign currencies was $(90,531) as of December 31, 2015 and based on the General Partner’s assessment, the cost of foreign currencies was not materially different from the fair value as of December 31, 2014.

 

  d.

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

 

  e.

Income Taxes. Income taxes have not been listed as each partner is individually liable for the taxes, if any, on its share of the Master’s income and expenses. The General Partner has concluded that no provision for income tax is required in the Master’s financial statements. The Master files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The 2012 through 2015 tax years remain subject to examination by U.S. federal and most state tax authorities. The General Partner does not believe that there are any uncertain tax positions that require recognition of a tax liability.


PGR Master Fund L.P.

Notes to Financial Statements

 

  f.

Investment Company Status. Effective January 1, 2014, the Master adopted Accounting Standards Update (“ASU”) 2013-08, “Financial Services — Investment Companies (Topic 946): Amendments to the Scope, Measurement and Disclosure Requirements” and based on the General Partner’s assessment, the Master has been deemed to be an investment company since inception. Accordingly, the Master follows the investment company accounting and reporting guidance of Topic 946 and reflects its investments at fair value with unrealized gains and losses resulting from changes in fair value reflected in the Statements of Income and Expenses.

 

  g.

Fair Value of Financial Instruments. The carrying value of the Master’s assets and liabilities presented in the Statements of Financial Condition that qualify as financial instruments under the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 825, “Financial Instruments,” approximates the fair value due to the short term nature of such balances.

 

  h.

Recent Accounting Pronouncement. In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities.” The amendments in this update address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments for all entities that hold financial assets or owe financial liabilities. One of the amendments in this update eliminates the requirement for public business entities to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet or a description of changes in the methods and significant assumptions. Additionally, the update eliminates the requirement to disclose the fair value of financial instruments measured at amortized cost for entities that are not public business entities. Investment companies are specifically exempted from ASU 2016-01’s equity investment accounting provisions and will continue to follow the industry specific guidance for investment accounting under Topic 946. For public business entities, this update is effective for fiscal years beginning after December 15, 2017, and interim periods therein. For other entities, it is effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. The General Partner is currently evaluating the impact this guidance will have on the Master’s financial statements and related disclosures.

 

  i.

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

 

3.

Agreements:

 

  a.

Limited Partnership Agreement:

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

 

  b.

Management Agreement:

The General Partner, on behalf of the Master, has entered into a management agreement (the “Management Agreement”) with the Advisor, a registered commodity trading advisor. The Advisor is not affiliated with the General Partner, MS&Co. or CGM and is not responsible for the organization or operation of the Master. The Management Agreement provides that the Advisor has sole discretion in determining the investment of the assets of the Master. All management fees in connection with the Management Agreement are borne by the Funds. The Management Agreement may be terminated upon notice by either party.


PGR Master Fund L.P.

Notes to Financial Statements

 

  c.

Customer Agreement:

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

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

Under the MS&Co. Customer Agreement, the Master pays MS&Co. trading fees for the clearing and, where applicable, the execution of transactions. Further, all trading, exchange, clearing, user, give-up, floor brokerage and NFA fees (collectively, the “MS&Co clearing fees” and together with the CGM clearing fees, the “clearing fees”) are borne by the Master and allocated to the Funds. All other fees are borne by the Funds. All of the Master’s assets are deposited in the Master’s account at MS&Co. The Master’s cash is deposited by MS&Co. in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations. At December 31, 2015 and 2014, the amount of cash held by the Master for margin requirements was $2,798,941 and $2,214,643, respectively. The MS&Co. Customer Agreement may generally be terminated upon notice by either party.

Prior to April 1, 2014, Spectrum Strategic paid to MS&Co. a monthly brokerage fee at a flat rate of 1/12 of 6% per month (a 6% annual rate) of the net assets of Spectrum Strategic allocated to the Advisor as of the first day of each month. Effective April 1, 2014, the flat rate brokerage fee was reduced to 1/2 of 4% per month (a 4% annual rate) of Spectrum Strategic’s net assets. Effective October 1, 2014, the flat rate brokerage fee was separated into (i) a General Partner administrative fee payable to the General Partner equal to an annual rate of 2.0% of Spectrum Strategic’s net assets, and (ii) an ongoing placement agent fee payable to Morgan Stanley Wealth Management equal to an annual rate of 2.0% of Spectrum Strategic’s net assets. The October 1, 2014 fee changes, in the aggregate, did not exceed the flat rate brokerage fee and, accordingly, there was no change to the aggregate fees incurred by Spectrum Strategic. The General Partner administrative fees include, and the flat rate brokerage fee included, clearing fees that are charged to the Master. Therefore, the Master receives monthly expense reimbursements on clearing fees incurred during such month, as shown in the Statements of Income and Expenses as expense reimbursements, based on the beginning of the month Partners’ capital allocation percentage for Spectrum Strategic’s investment in the Master. Prior to October 1, 2014, the monthly expense reimbursement was paid by MS&Co. Effective October 1, 2014, the monthly expense reimbursement is paid by the General Partner.


PGR Master Fund L.P.

Notes to Financial Statements

 

4.

Trading Activities:

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

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

All of the commodity interests owned by the Master are held for trading purposes. The monthly average number of futures contracts traded during the years ended December 31, 2015 and 2014 were 1,020 and 1,013, respectively.

The following tables summarize the gross and net amounts recognized relating to assets and liabilities of the Master’s derivatives and their offsetting subject to master netting or similar arrangements as of December 31, 2015 and 2014, respectively.

 

           Gross Amounts     Amounts     Gross Amounts Not Offset in the         
           Offset in the     Presented in the     Statements of Financial Condition         
           Statements of     Statements of            Cash Collateral         
     Gross Amounts     Financial     Financial     Financial      Received/         

December 31, 2015

   Recognized     Condition     Condition     Instruments      Pledged*      Net Amount  

Assets

              

Futures

   $ 678,602      $ (678,602   $ —        $ —         $ —         $ —     
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

 

Total Assets

   $ 678,602      $ (678,602   $ —        $ —         $ —         $ —     
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

 

Liabilities

              

Futures

   $ (718,724   $ 678,602      $ (40,122   $ —         $ —         $ (40,122
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

 

Total Liabilities

   $ (718,724   $ 678,602      $ (40,122   $ —         $ —         $ (40,122
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

 

Net fair value

               $ (40,122 )* 
              

 

 

 
           Gross Amounts     Amounts     Gross Amounts Not Offset in the         
           Offset in the     Presented in the     Statements of Financial Condition         
           Statements of     Statements of            Cash Collateral         
     Gross Amounts     Financial     Financial     Financial      Received/         

December 31, 2014

   Recognized     Condition     Condition     Instruments      Pledged*      Net Amount  

Assets

              

Futures

   $ 1,522,041      $ (157,640   $ 1,364,401      $ —         $ —         $ 1,364,401   
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

 

Total Assets

   $ 1,522,041      $ (157,640   $ 1,364,401      $ —         $ —         $ 1,364,401   
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

 

Liabilities

              

Futures

   $ (157,640   $ 157,640      $ —        $ —         $ —         $ —     
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

 

Total Liabilities

   $ (157,640   $ 157,640      $ —        $ —         $ —         $ —     
  

 

 

   

 

 

   

 

 

   

 

 

    

 

 

    

 

 

 

Net fair value

               $ 1,364,401
              

 

 

 

 

*

In the event of default by the Master, MS&Co., the Master’s commodity futures broker and the sole counterparty to the Master’s off-exchange-traded contracts, as applicable, has the right to offset the Master’s obligation with the Master’s cash and/or U.S. Treasury bills held by MS&Co., thereby minimizing MS&Co.’s risk of loss. There is no collateral posted by MS&Co. and as such, in the event of default by MS&Co., the Master is exposed to the amount shown in the Statements of Financial Condition. In the case of exchange-traded contracts, the Master’s exposure to counterparty risk may be reduced since the exchange’s clearinghouse interposes its credit between buyer and seller and the clearinghouse’s guarantee fund may be available in the event of a default.


PGR Master Fund L.P.

Notes to Financial Statements

 

The following tables indicate the gross fair values of derivative instruments of futures and forward contracts as separate assets and liabilities for the years ended December 31, 2015 and 2014.

 

     December 31,  
     2015  

Assets

  

Futures Contracts

  

Currencies

   $ 255,245   

Energy

     228,403   

Grains

     44,858   

Indices

     19,092   

Interest Rates U.S.

     102   

Interest Rates Non-U.S.

     18,022   

Livestock

     40   

Metals

     111,320   

Softs

     1,520   
  

 

 

 

Total unrealized appreciation on open futures contracts

     678,602   
  

 

 

 

Liabilities

  

Futures Contracts

  

Currencies

     (66,604

Energy

     (213,949

Grains

     (725

Indices

     (151,885

Interest Rates U.S.

     (24,039

Interest Rates Non-U.S.

     (74,327

Livestock

     (23,300

Metals

     (63,255

Softs

     (100,640
  

 

 

 

Total unrealized depreciation on open futures contracts

     (718,724
  

 

 

 

Net unrealized depreciation on open futures contracts

   $ (40,122 )* 
  

 

 

 

 

*

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


PGR Master Fund L.P.

Notes to Financial Statements

 

     December 31,  
     2014  

Assets

  

Futures Contracts

  

Currencies

   $ 205,899   

Energy

     524,658   

Grains

     651   

Indices

     124,126   

Interest Rates U.S.

     62,992   

Interest Rates Non-U.S.

     390,981   

Metals

     117,473   

Softs

     95,261   
  

 

 

 

Total unrealized appreciation on open futures contracts

     1,522,041   
  

 

 

 

Liabilities

  

Futures Contracts

  

Currencies

     (22,900

Energy

     (1,259

Grains

     (17,670

Indices

     (84,156

Interest Rates U.S.

     (13,875

Interest Rates Non-U.S.

     (17

Livestock

     (8,650

Metals

     (2,580

Softs

     (6,533
  

 

 

 

Total unrealized depreciation on open futures contracts

     (157,640
  

 

 

 

Net unrealized appreciation on open futures contracts

   $ 1,364,401
  

 

 

 

 

*

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


PGR Master Fund L.P.

Notes to Financial Statements

 

The following table indicates the trading gains and losses, by market sector, on derivative instruments for the years ended December 31, 2015, 2014 and 2013.

 

Sector

   2015     2014     2013  

Currencies

   $ (361,572   $ (196,481   $ (474,421

Energy

     2,369,772        819,806        (2,788,356

Grains

     (124,681     81,661        425,933   

Indices

     (1,944,809     243,725        10,103,252   

Interest Rates U.S.

     (230,708     (51,404     (1,004,759

Interest Rates Non-U.S.

     502,764        1,495,603        (1,381,262

Livestock

     (148,980     89,690        (19,410

Metals

     623,956        169,500        3,579,097   

Softs

     (323,433     138,630        104,690   
  

 

 

   

 

 

   

 

 

 

Total

   $ 362,309 ***    $ 2,790,730 ***    $ 8,544,764 *** 
  

 

 

   

 

 

   

 

 

 

 

***

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

 

5.

Fair Value Measurements:

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

The fair value of exchange-traded futures, option and forward contracts is determined by the various exchanges, and reflects the settlement price for each contract as of the close of business on the last business day of the reporting period. The fair value of foreign currency forward contracts is extrapolated on a forward basis from the spot prices quoted as of approximately 3:00 P.M. (E.T.) on the last business day of the reporting period from various exchanges. The fair value of non-exchange-traded foreign currency option contracts is calculated by applying an industry standard model application for options valuation of foreign currency options, using as input the spot prices, interest rates and option implied volatilities quoted as of approximately 3:00 P.M. (E.T.) on the last business day of the reporting period. U.S. Treasury bills are valued at the last available bid price received from independent pricing services as of the close of the last business day of the reporting period.

The Master considers prices for exchange-traded commodity futures, forward, swap and option contracts to be based on unadjusted quoted prices in active markets for identical assets and liabilities (Level 1). The value of U.S. Treasury bills, non-exchange-traded forward, swap and certain option contracts for which market quotations are not readily available are priced by broker quotes or pricing services that derive fair values for those assets and liabilities from observable inputs (Level 2). As of and for the years ended December 31, 2015 and 2014, the Master did not hold derivative instruments that were priced at fair value using unobservable inputs through the application of the General Partner’s assumptions and internal valuation pricing models (Level 3). For the years ended December 31, 2015 and 2014, there were no transfers of assets or liabilities between Level 1 and Level 2.


PGR Master Fund L.P.

Notes to Financial Statements

 

December 31, 2015

   Total      Level 1      Level 2      Level 3  

Assets

           

U.S. Treasury bills

   $ 10,749,295       $ —         $ 10,749,295       $ —     

Futures

     678,602         678,602         —           —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total assets

   $ 11,427,897       $ 678,602       $ 10,749,295       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Liabilities

           

Futures

   $ 718,724       $ 718,724       $ —         $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total liabilities

   $ 718,724       $ 718,724       $ —         $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Net fair value

   $ 10,709,173       $ (40,122    $ 10,749,295       $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

December 31, 2014

   Total      Level 1      Level 2      Level 3  

Assets

           

Futures

   $ 1,522,041       $ 1,522,041       $ —         $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total assets

   $ 1,522,041       $ 1,522,041       $ —         $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Liabilities

           

Futures

   $ 157,640       $ 157,640       $ —         $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Total liabilities

   $ 157,640       $ 157,640       $ —         $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

Net fair value

   $ 1,364,401       $ 1,364,401       $ —         $ —     
  

 

 

    

 

 

    

 

 

    

 

 

 

 

6.

Subscriptions, Distributions and Redemptions:

Subscriptions are accepted monthly from investors and they become limited partners on the first day of the month after their subscription is processed. Generally, a limited partner withdraws all or part of its capital contribution and undistributed profits, if any, from the Master as of the end of any month (the “Redemption Date”) after a request for redemption has been made to the General Partner at least three days in advance of the Redemption Date. Such withdrawals are classified as a liability when the limited partner elects to redeem and informs the Master. However, a limited partner may request a withdrawal as of the end of any day if such request is received by the General Partner at least three days in advance of the proposed withdrawal day.


PGR Master Fund L.P.

Notes to Financial Statements

 

7.

Financial Highlights:

Financial highlights for the limited partner class as a whole for the years ended December 31, 2015, 2014 and 2013 were as follows:

 

     2015     2014     2013  

Ratios to average net assets:

      

Net investment loss *

     (0.4 )%      (0.8 )%      (0.4 )% 
  

 

 

   

 

 

   

 

 

 

Operating expenses before expense reimbursements

     0.7     1.3     0.5

Expense reimbursements

     (0.3 )%      (0.5 )%      (0.1 )% 
  

 

 

   

 

 

   

 

 

 

Operating expenses after expense reimbursements

     0.4     0.8     0.4
  

 

 

   

 

 

   

 

 

 

Total return

     1.4     22.8     25.2
  

 

 

   

 

 

   

 

 

 

 

*

Interest income less total expenses, net of expense reimbursements.

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

 

8.

Financial Instrument Risks:

In the normal course of business, the Master is party to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. These financial instruments may include futures, forwards, options and swaps, whose values are based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash balances, or to purchase or sell other financial instruments at specific terms at specified future dates, or, in the case of derivative commodity instruments, to have a reasonable possibility to be settled in cash, through physical delivery or with another financial instrument. These instruments may be traded on an exchange, a swap execution facility or over-the-counter (“OTC”). Exchange-traded instruments include futures and certain standardized forward, swap and option contracts. Certain swap contracts may also be traded on a swap execution facility or OTC. OTC contracts are negotiated between contracting parties and also include certain forward and option contracts. Each of these instruments is subject to various risks similar to those related to the underlying financial instruments, including market and credit risk. In general, the risks associated with OTC contracts are greater than those associated with exchange-traded instruments because of the greater risk of default by the counterparty to an OTC contract. None of the Master’s current contracts are traded OTC, although contracts may be traded OTC in the future.


PGR Master Fund L.P.

Notes to Financial Statements

 

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

Forward Foreign Currency Contracts. Forward foreign currency contracts are those contracts where the Master agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed-upon future date. Forward foreign currency contracts are valued daily, and the Master’s net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward rates at the reporting date, is included in the Statements of Financial Condition. Net realized gains (losses) and net change in unrealized gains (losses) on foreign currency contracts are recognized in the period in which the contract is closed or the changes occur, respectively, and are included in the Statements of Income and Expenses.

The Master does not isolate the portion of the results of operations arising from the effect of changes in foreign exchange rates on investments from fluctuations from changes in market prices of investments held. Such fluctuations are included in total trading results in the Statements of Income and Expenses.

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

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


PGR Master Fund L.P.

Notes to Financial Statements

 

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

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