In the normal course of its business, the Partnership, through its investment in the Funds, is a party to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. These financial instruments may include forwards, futures and options, whose values are based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash flows, 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 or over-the-counter (‘‘OTC’’). Exchange-traded instruments are standardized and include futures and certain option contracts. OTC contracts are negotiated between contracting parties and include forwards and certain options. Each of these instruments is subject to various risks similar to those related to the underlying financial instruments including market and credit risk. In general, the risks associated with OTC contracts are greater than those associated with exchange-traded instruments because of the greater risk of default by the counterparty to an OTC contract.
Market risk is the potential for changes in the value of the financial instruments traded by the Funds 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.
Credit risk is the possibility that a loss may occur due to the failure of a counterparty to perform according to the terms of a contract. Credit risk with respect to exchange-traded instruments is reduced to the extent that an exchange or clearing organization acts as a counterparty to the transactions. The Funds’ risk of loss in the event of counterparty default is typically limited to the amounts recognized as unrealized appreciation in the statements of financial condition and not represented by the contract or notional amounts of the instruments. The credit risk and concentration risk because the sole counterparty or broker with respect to the assets is CGM.
The General Partner monitors and controls the Funds’ 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 Funds’ are subject. These monitoring systems allow the General Partner to statistically analyze actual trading results with risk-adjusted performance indicators and correlation statistics. In addition, on-line monitoring systems provide account analysis of futures, forwards and options positions by sector, margin requirements, gain and loss transactions and collateral positions.
The majority of these instruments traded by the Funds’ mature within one year of March 31, 2007. However, due to the nature of the Funds’ businesses, these instruments may not be held to maturity.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Liquidity and Capital Resources
The Partnership does not engage in the sale of goods or services. Its only assets are investments in the Funds and cash. The Funds’ only assets are their equity in its commodity futures trading accounts, consisting of cash, net unrealized appreciation on open futures and forward contracts, commodity options, if applicable, and interest receivable. Because of the low margin deposits normally required in commodity futures trading, relatively small price movements may result in substantial losses to the Partnership. While substantial losses could lead to a decrease in liquidity, no such losses occurred during the first quarter of 2007.
The Partnership’s capital consists of the capital contributions of the partners, as increased or decreased by its investment in the Funds, expenses, interest income, additions and redemptions of Redeemable Units and distributions of profits, if any.
For the three months ended March 31, 2007, Partnership capital decreased 11.9% from $45,246,167 to $39,842,909. This decrease was attributable to the redemptions of 1,308.6136 Redeemable Units of Limited Partnership Interest resulting in an outflow of $2,065,140, coupled with a net loss from operations of $3,338,118. Future redemptions can impact the amount of funds available for investment in commodity contract positions in subsequent periods.
Critical Accounting Policies
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and accompanying notes. Actual results could differ from these estimates.
The fair value of the Partnership’s investment in the Funds’ reflects the Partnership’s proportional interest in the Funds.
All commodity interests of the Partnership are held by the Funds’, (including derivative financial instruments and derivative commodity instruments) and are used for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded in the statements of financial condition at fair value on the last business day of the period, which represents market value for those commodity interests for which market quotations are readily available or other measures of fair value deemed appropriate by management of the General Partner for those commodity interests and foreign currencies for which market quotations are not readily available. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing on the last business day of the period. Realized gains (losses) and changes in unrealized values on open positions are recognized in the period in which the contract i s closed or the changes occur and are included in net gains (losses) on trading of commodity interests of the Funds.
Foreign currency contracts are those contracts where the Partnership/Funds agree to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed future date. Foreign currency contracts are valued daily, and the Partnership’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 date of entry into the contracts and the forward rates at the reporting dates, is included in the statement of financial condition. Realized gains (losses) and changes in unrealized values on foreign currency contracts are recognized in the period in which the contract is closed or the changes occur and are included in the statements of income and expenses and partners’ capital.
The Partnership may purchase and write (sell) options. An option is a contract allowing, but not requiring, its holder to buy (call) or sell (put) a specific or standard commodity or financial instrument at a specified price during a specified time period. The option premium is the total price paid or received for the option contract. When the Partnership writes an option, the premium received is recorded as a liability in the statements of financial condition and marked to market daily. When the Partnership purchases an option, the premium paid is recorded as an asset in the Statements of Financial Condition and marked to market daily.
13
On July 13, 2006, the FASB released FASB Interpretation No. 48 ‘‘Accounting for Uncertainty in Income Taxes’’ (FIN 48). FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. FIN 48 requires the evaluation of 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’’ of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense in the current year. The Partnership has adopted FIN 48 and management has determined that the application of this standard will not impact the financial statements.
Results of Operations
During the Partnership’s first quarter of 2007 the Net Asset Value per Redeemable Unit decreased 7.5% from $1,673.08 to $1,548.19 as compared to an increase of 5.9% in the first quarter of 2006. The Partnership experienced an unrealized loss through its investment in the Funds’ before brokerage commissions and related fees in the first quarter of 2007 of $2,530,441. Losses were primarily attributable to the trading by the Funds’ of commodity futures in currencies, energy, U.S. and non-U.S. interest rates, indices and livestock and were partially offset by gains in grains, softs, lumber and metals. The Partnership experienced an unrealized gain through its investment in the Funds’ before brokerage commissions and related fees in the first quarter of 2006 of $4,037,360. Gains were primarily attributable to the trading of commodity futures in U.S. and non-U.S. interest rates, livestock, softs, metals and indices and were partially offset by losses in currencies, energy, grains and lumbers.
The slowing of the U.S. economy continued to weight on the markets as equity prices showed little change amid a significant increase in volatility. In late February, the unanticipated decline of the Shanghai Composite Index triggered a global equity correction as volatility in the financial markets spiked and U.S. recession concerns emerged. The Partnership was negatively impacted by a number of price trend reversals in both financial and commodity markets as correlation between traditionally unrelated markets linked. Losses realized in trading energy, currency, and equity indices were partially offset by gains in trading agricultural commodities and metals.
The first quarter of 2007 presented a difficult investment landscape for the Advisors. In the energy markets, losses were accumulated due to unanticipated price movement across the petroleum complex as strong fundamental supply storage data were overshadowed by geopolitical concerns and unpredictable weather conditions. Currency markets were dominated by short-term reversals for the quarter as mixed global and regional economic data caused the markets to move erratically. A spike in global equity volatility proved a difficult environment for trading as losses were accumulated in equity indices.
Partially offsetting losses were gains in trading agricultural commodities and metals. Cocoa prices rallied as the International Cocoa Organization forecasted a twenty percent decrease in crops from the Ivory Coast, the world’s biggest producer, resulting in trading gains. Profitable trading in the soybean complex as prices rallied as increased global demand on alternative fuel. In metals, gains were earned in nickel as prices rallied on unexpected drop in inventories tracked by the London Metal Exchange.
Commodity futures markets are highly volatile. The potential for broad and rapid price fluctuations increases the risks involved in commodity trading, but also increases the possibility of profit. The profitability of the Partnership depends on the existence of major price trends and the ability of the Advisors to correctly identify those price trends. Price trends are influenced by, among other things, changing supply and demand relationships, weather, governmental, agricultural, commercial and trade programs and policies, national and international political and economic events and changes in interest rates. To the extent that market trends exist and the advisors are able to identify them, the Partnership expects to increase capital through operations.
CGM will pay monthly interest to the Partnership on its allocable share of 80% of the average daily equity maintained in cash in the Funds’ brokerage account at a 30-day U.S. Treasury bill rate determined by CGM and/or will place up to all of the Funds’ assets in 90-day Treasury bills. The Partnership will receive 80% of its allocable share of the interest earned on the Treasury bills through its investments in Partnerships and CGM will be paid 20% of the interest.
Brokerage commissions are calculated as a percentage of the Partnership’s adjusted net asset value on the last day of each month and are affected by trading performance and redemptions. Accordingly,
14
they must be compared in relation to the fluctuations in the monthly net asset values. Commissions and fees for the three months ended March 31, 2007 decreased by $59,342 as compared to the corresponding period in 2006. The decrease in brokerage commissions for the three months ended March 31, 2007 was due to lower average net assets as compared to the corresponding period in 2006.
Management fees are calculated as a percentage of the Partnership’s net asset value as of the end of each month and are affected by trading performance and redemptions. Management fees for the three months ended March 31, 2007 decreased by $18,114, as compared to the corresponding period in 2006. The decrease in management fees for the three months ended March 31, 2007 was due to lower average net assets as compared to the corresponding period in 2006.
Incentive fees paid annually by the Partnership are based on the new trading profits of the Partnership as defined in the Limited Partnership Agreement. There was no incentive fee earned for the three months ended March 31, 2007. Trading performance for the three months ended March 31, 2006 resulted in an incentive fee accrual of $410,808.
15
Item 3. Quantitative and Qualitative Disclosures about Market Risk
All of the Partnership’s assets are subject to the risk of trading loss through its investments in the Funds. The Funds are speculative commodity pools. The market sensitive instruments held by them are acquired for speculative trading purposes, and all or substantially all of the Funds’ assets are subject to the risk of trading loss. Unlike an operating company, the risk of market sensitive instruments is integral, not incidental, to the Funds’ main lines of business.
Market movements result in frequent changes in the fair value of the Funds’ open positions and, consequently in their earnings and cash flow. The Funds’ market risks are influenced by a wide variety of factors, including the level and volatility of interest rates, exchange rates, equity price levels, the value of financial instruments and contracts, the diversification effects of the Funds’ open positions and the liquidity of the market in which they trade.
The Funds rapidly acquire and 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 Funds’ past performances are not necessarily indicative of their future results.
Value at Risk is a measure of the maximum amount which the Funds could reasonably be expected to lose in a given market sector. However, the inherent uncertainty of the Funds’ speculative trading and the recurrence in the markets traded by the Funds of market movements far exceeding expectations could result in actual trading or non-trading losses far beyond the indicated Value at Risk or the Funds’ experiences 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 in this section should not be considered to constitute any assurance or representation that the Funds’ losses in any market sector will be limited to Value at Risk or by the Funds’ attempts to manage their market risks.
Exchange maintenance margin requirements have been used by the Funds as the measure of its Value at Risk. Maintenance margin requirements are set by exchanges to equal or exceed the maximum losses reasonably expected to be incurred in the fair value of any given contract in 95%-99% of any one-day interval. Maintenance margin has been used rather than the more generally available initial margin, because initial margin includes a credit risk component, which is not relevant to Value at Risk.
The following tables indicate the trading Value at Risk associated with the Partnership’s investments in the Funds’ by market category as of March 31, 2007 and the highest, lowest and average values at any point during the three months ended March 31, 2007. All open position trading risk exposures have been included in calculating the figures set forth below. There have been no material changes in the trading Value at Risk information previously disclosed in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2006.
As of March 31, 2007, Campbell Master’s total capitalization was $288,929,775. The Partnership owned 4.6% of Campbell Master.
March 31, 2007
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | Three Months Ended March 31, 2007 |
| Market Sector | | | Value at Risk | | | % of Total
Capitalization | | | High
Value at Risk | | | Low
Value at Risk | | | Average
Value at Risk* |
| Currencies: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| – OTC Contracts | | | | $ | 7,681,204 | | | | | | 2.66 | % | | | | $ | 14,912,339 | | | | | $ | 5,295,129 | | | | | $ | 9,131,980 | |
| Energy | | | | | 407,400 | | | | | | 0.14 | % | | | | | 2,742,200 | | | | | | 191,400 | | | | | | 586,083 | |
| Indices | | | | | 4,625,546 | | | | | | 1.60 | % | | | | | 14,331,076 | | | | | | 2,673,662 | | | | | | 8,066,750 | |
| Interest Rates U.S. | | | | | 1,046,300 | | | | | | 0.36 | % | | | | | 2,786,050 | | | | | | 46,331 | | | | | | 1,993,300 | |
| Interest Rates Non-U.S. | | | | | 2,254,849 | | | | | | 0.78 | % | | | | | 10,634,092 | | | | | | 1,035,449 | | | | | | 7,655,923 | |
| Metals: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| – Exchange Traded Contracts | | | | | 122,000 | | | | | | 0.04 | % | | | | | 385,620 | | | | | | 8,567 | | | | | | 281,930 | |
| – OTC Contracts | | | | | 826,866 | | | | | | 0.29 | % | | | | | 1,558,075 | | | | | | 283,560 | | | | | | 1,060,923 | |
| Total | | | | $ | 16,964,165 | | | | | | 5.87 | % | | | | | | | | | | | | | | | | | | |
|
| * | Average month-end Values at Risk |
16
As of March 31, 2007, Aspect Master’s total capitalization was $201,778,330. The Partnership owned 6.9% of Aspect Master.
March 31, 2007
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | Three Months Ended March 31, 2007 |
| Market Sector | | | Value at Risk | | | % of Total
Capitalization | | | High
Value at Risk | | | Low
Value at Risk | | | Average
Value at Risk* |
| Currencies: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| – OTC Contracts | | | | $ | 3,210,275 | | | | | | 1.59 | % | | | | $ | 4,683,641 | | | | | $ | 2,683,311 | | | | | $ | 3,658,745 | |
| Energy | | | | | 1,654,625 | | | | | | 0.82 | % | | | | | 4,533,850 | | | | | | 1,654,625 | | | | | | 2,922,650 | |
| Grains | | | | | 712,499 | | | | | | 0.35 | % | | | | | 1,199,855 | | | | | | 676,771 | | | | | | 944,328 | |
| Interest Rates U.S. | | | | | 298,950 | | | | | | 0.15 | % | | | | | 1,669,650 | | | | | | 120,090 | | | | | | 999,517 | |
| Interest Rates Non-U.S. | | | | | 4,651,694 | | | | | | 2.31 | % | | | | | 8,736,905 | | | | | | 2,506,786 | | | | | | 6,201,896 | |
| Livestock | | | | | 71,220 | | | | | | 0.04 | % | | | | | 75,195 | | | | | | 28,630 | | | | | | 60,689 | |
| Metals: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| – Exchange Traded Contracts | | | | | 606,500 | | | | | | 0.30 | % | | | | | 606,500 | | | | | | 113,000 | | | | | | 409,417 | |
| – OTC Contracts | | | | | 1,803,785 | | | | | | 0.89 | % | | | | | 1,897,513 | | | | | | 180,696 | | | | | | 1,177,920 | |
| Softs | | | | | 1,119,109 | | | | | | 0.55 | % | | | | | 1,119,109 | | | | | | 741,236 | | | | | | 945,081 | |
| Indices | | | | | 4,444,511 | | | | | | 2.20 | % | | | | | 9,388,021 | | | | | | 2,400,068 | | | | | | 6,872,960 | |
| Total | | | | $ | 18,573,168 | | | | | | 9.20 | % | | | | | | | | | | | | | | | | | | |
|
| * | Average month-end Values at Risk |
As of March 31, 2007, Altis Master’s total capitalization was $44,398,620. The Partnership owned 32.4% of Altis Master.
March 31, 2007
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | Three Months Ended March 31, 2007 |
| Market Sector | | | Value at Risk | | | % of Total
Capitalization | | | High
Value at Risk | | | Low
Value at Risk | | | Average
Value at Risk* |
| Commodity Index | | | | $ | 32,000 | | | | | | 0.07 | % | | | | $ | 48,000 | | | | | $ | 3,000 | | | | | $ | 20,667 | |
| Currencies: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| – Exchange Traded Contracts | | | | | 607,611 | | | | | | 1.37 | % | | | | | 782,091 | | | | | | 319,401 | | | | | | 670,401 | |
| Energy | | | | | 980,650 | | | | | | 2.21 | % | | | | | 2,490,650 | | | | | | 125,325 | | | | | | 1,055,200 | |
| Grains | | | | | 340,163 | | | | | | 0.77 | % | | | | | 548,686 | | | | | | 251,331 | | | | | | 404,395 | |
| Interest Rates U.S. | | | | | 185,610 | | | | | | 0.42 | % | | | | | 450,900 | | | | | | 82,382 | | | | | | 300,467 | |
| Interest Rates Non-U.S. | | | | | 549,599 | | | | | | 1.24 | % | | | | | 1,230,796 | | | | | | 404,508 | | | | | | 870,132 | |
| Livestock | | | | | 114,750 | | | | | | 0.26 | % | | | | | 196,800 | | | | | | 48,197 | | | | | | 91,916 | |
| Metals: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| – Exchange Traded Contracts | | | | | 165,500 | | | | | | 0.37 | % | | | | | 467,250 | | | | | | 85,500 | | | | | | 302,417 | |
| – OTC Contracts | | | | | 1,096,176 | | | | | | 2.47 | % | | | | | 1,639,109 | | | | | | 443,346 | | | | | | 1,242,316 | |
| Softs | | | | | 606,130 | | | | | | 1.36 | % | | | | | 612,740 | | | | | | 392,373 | | | | | | 559,910 | |
| Indices | | | | | 1,026,978 | | | | | | 2.31 | % | | | | | 3,090,908 | | | | | | 727,607 | | | | | | 1,763,065 | |
| Lumber | | | | | 42,900 | | | | | | 0.10 | % | | | | | 42,900 | | | | | | 20,900 | | | | | | 33,733 | |
| Total | | | | $ | 5,748,067 | | | | | | 12.95 | % | | | | | | | | | | | | | | | | | | |
|
| * | Average month-end Values at Risk |
17
Item 4. Controls and Procedures.
The General Partner, with the participation of its Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the United States Securities Exchange Act of 1934, as amended) with respect to the Partnership as of the end of the period covered by the report, and, based on this evaluation, has concluded that these disclosure controls and procedures are effective. There was no change in the Partnership’s internal control over financial reporting during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Partnership’s internal control over financial reporting.
18
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
There are no material changes supplementing or amending the discussion of legal proceedings set forth under Part I, Item 3 ‘‘Legal Proceedings’’ in our Annual Report on Form 10-K for the fiscal year ended December 31, 2006.
Item 1A. Risk Factors.
There are no material changes from the risk factors set forth under Part I, Item 1A. ‘‘Risk Factors’’ in our Annual Report on Form 10-K for the fiscal year ended December 31, 2006.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
The following chart sets forth the purchases of Redeemable Units by the Partnership.
| | | | | | | | | | | | | | | | | | | | | | | | |
| Period | | | (a) Total Number
of Units
Purchased* | | | (b) Average
Price Paid
per Unit** | | | (c) Total Number
of Units
Purchased as Part of
Publicly Announced
Plans or Programs | | | (d) Maximum Number
(or Approximate
Dollar Value) of Units that
May Yet Be
Purchased Under the
Plans or Programs |
January 1, 2007 –
January 31, 2007 | | | | | 142.1363 | | | | | $ | 1,707.31 | | | | | | N/A | | | | | | N/A | |
February 1, 2007 –
February 28, 2007 | | | | | 245.1874 | | | | | $ | 1,615.65 | | | | | | N/A | | | | | | N/A | |
March 1, 2007 –
March 31, 2007 | | | | | 921.2899 | | | | | $ | 1,548.19 | | | | | | N/A | | | | | | N/A | |
| | | | | | 1,308.6136 | | | | | $ | 1,623.72 | | | | | | | | | | | | | |
|
| * Generally, Limited Partners are permitted to redeem their Redeemable Units as of the end of each month on 10 days’ notice to the General Partner. Under certain circumstances, the General Partner can compel redemption but to date the General Partner has not exercised this right. Purchases of Redeemable Units by the Partnership reflected in the chart above were made in the ordinary course of the Partnership’s business in connection with effecting redemptions for Limited Partners. |
| ** Redemptions of Redeemable Units are effected as of the last day of each month at the Net Asset Value per Redeemable Unit as of that day. |
Item 3. Defaults Upon Senior Securities – None
Item 4. Submission of Matters to a Vote of Security Holders – None
Item 5. Other Information – None
Item 6. Exhibits
The exhibits required to be filed by Item 601 of Regulation S-K are incorporated herein by reference to the exhibit index of the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2006.
Exhibit – 31.1 – Rule 13a-14(a)/15d-14(a) Certification
(Certification of President and Director).
Exhibit – 31.2 – Rule 13a-14(a)/15d-14(a) Certification
(Certification of Chief Financial Officer and Director).
Exhibit – 32.1 – Section 1350 Certification
(Certification of President and Director).
Exhibit – 32.2 – Section 1350 Certification
(Certification of Chief Financial Officer and Director).
19
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
SALOMON SMITH BARNEY GLOBAL DIVERSIFIED FUTURES FUND L.P.
| | | |
| By: | | | Citigroup Managed Futures LLC |
| | | | (General Partner) |
| By: | | | /s/ Jerry Pascucci |
| | | | Jerry Pascucci
President and Director |
| Date: | | | May 14, 2007 |
| By: | | | /s/ Jennifer Magro |
| | | | Jennifer Magro
Chief Financial Officer and Director |
| Date: | | | May 14, 2007 |
|
20
