UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
Amendment No. 1
(Mark One)
| | |
þ | | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2008
OR
| | |
o | | 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: 000-51634
QUADRIGA SUPERFUND, L.P.
(Exact name of registrant as specified in charter)
| | |
Delaware | | 98-0375395 |
| | |
(State) | | (IRS Employer Identification No.) |
| | |
Otway Building | | |
P.O. Box 1479 | | |
Grand Anse | | |
St. George’s, Grenada | | |
West Indies | | N/A |
| | |
(Address of Principal Executive Offices) | | (Zip Code) |
(473) 439-2418
(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.
Yesþ Noo
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. (Check one):
| | | | | | |
Large accelerated filero | | Accelerated filero | | Non-accelerated filerþ | | Smaller reporting companyo |
| | | | (Do not check if a smaller reporting company) | | |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yeso Noþ
EXPLANATORY NOTE
Quadriga Superfund, L.P. (the “Registrant”) is filing this amendment (the “Form 10-Q/A”) to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2008 (the “Form 10-Q”), filed with the U.S. Securities and Exchange Commission (“SEC”) on August 14, 2008, solely to correct typographical errors included in the Registrant’s financial statements and notes to financial statements. The Series A Statement of Cash Flows for the six months ended June 30, 2008 incorrectly presented the gross purchases of U.S. Government securities for 2008 as $85,217,987. The revised Statement of Cash Flows for Series A for the six months ended June 30, 2008 properly presents the amount as ($85,217,987). Additionally, in the notes to financial statements, Note 8 financial instrument risk incorrectly included the gross unrealized losses related to exchange traded futures for Series B as $662,278. The revised notes to financial statements, Note 8 financial instrument risk properly states the amount for Series B as $254,798. In accordance with Rule 12b-15 of the Exchange Act, this Amendment No. 1 on Form 10-Q/A sets forth the complete text of Item 1 of Part 1 of the Registrant’s Form 10-Q for the period ended June 30, 2008, as amended, and also includes new Rule 13a-14(a)/15d-14(a)and Section 1350 certifications.
Except as required to reflect the item described above, no attempt has been made in this Form 10-Q/A to modify or update disclosures in the original report on Form 10-Q. This Form 10-Q/A does not reflect events occurring after the filing of the Form 10-Q or modify or update any related disclosures. Information not affected by the amendment is unchanged and reflects the disclosure made at the time of the filing of the Form 10-Q with the SEC on August 14, 2008. Accordingly, this Form 10-Q/A should be read in conjunction with the Form 10-Q and the Registrant’s filings made with the SEC subsequent to the filing of the Form 10-Q.
2
PART I — FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The following financial statements of Quadriga Superfund, L.P. — Series A are included in Item 1:
The following financial statements of Quadriga Superfund, L.P. — Series B are included in Item 1:
| | |
| | Page |
Financial Statements (unaudited) | | |
| | |
| | 10 |
| | |
| | 11 |
| | |
| | 12 |
| | |
| | 13 |
| | |
| | 14 |
| | |
| | 15 |
| | |
| | 16-22 |
3
QUADRIGA SUPERFUND, L.P. — SERIES A
STATEMENTS OF ASSETS AND LIABILITIES
June 30, 2008 (Unaudited) and December 31, 2007
| | | | | | | | |
| | June 30, 2008 | | | December 31, 2007 | |
ASSETS | | | | | | | | |
| | | | | | | | |
US Government securities, at fair value (amortized costs of $37,188,450 and $55,219,759 as of June 30, 2008 and December 31, 2007 respectively) | | $ | 37,188,450 | | | $ | 55,219,759 | |
| | | | | | | | |
Due from brokers | | | 3,906,720 | | | | 5,505,137 | |
| | | | | | | | |
Unrealized appreciation on open forward contracts | | | 496,336 | | | | 229,714 | |
| | | | | | | | |
Futures contracts purchased | | | 1,497,834 | | | | 366,012 | |
| | | | | | | | |
Futures contracts sold | | | 1,299,076 | | | | 758,252 | |
| | | | | | | | |
Cash | | | 98,589 | | | | 114,554 | |
| | | | | | |
| | | | | | | | |
Total assets | | | 44,487,005 | | | | 62,193,428 | |
| | | | | | |
| | | | | | | | |
LIABILITIES | | | | | | | | |
| | | | | | | | |
Unrealized depreciation on open forward contracts | | | 295,713 | | | | 918,468 | |
| | | | | | | | |
Redemptions payable | | | 640,705 | | | | 2,895,673 | |
| | | | | | | | |
Due to affiliate | | | — | | | | 133,276 | |
| | | | | | | | |
Fees payable | | | | | | | | |
Incentive fee payable to affiliate | | | 1,005,589 | | | | — | |
Management fees | | | 68,130 | | | | — | |
Other fees payable | | | 188,265 | | | | 311,503 | |
| | | | | | |
Total fees payable | | | 1,261,984 | | | | 311,503 | |
| | | | | | | | |
Total liabilities | | | 2,198,402 | | | | 4,258,920 | |
| | | | | | |
| | | | | | | | |
NET ASSETS | | $ | 42,288,603 | | | $ | 57,934,508 | |
| | | | | | |
| | | | | | | | |
Number of Units | | | 21,731.615 | | | | 38,975.348 | |
| | | | | | | | |
Net asset value per Unit | | $ | 1,945.95 | | | $ | 1,486.44 | |
| | | | | | |
See accompanying notes to financial statements
4
QUADRIGA SUPERFUND, L.P. — SERIES A
CONDENSED SCHEDULE OF INVESTMENTS
June 30, 2008 (Unaudited)
| | | | | | | | | | | | |
| | | | | | Percentage | | | | |
| | | | | | of | | | | |
| | Face Value | | | Net Assets | | | Fair Value | |
Debt Securities United States, at fair value | | | | | | | | | | | | |
United States Treasury Bills due August 28, 2008 (amortized cost of $37,188,450), securities are held in margin accounts as collateral for open futures and forwards | | $ | 37,300,000 | | | | 87.9 | % | | $ | 37,188,450 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Forward contracts, at fair value | | | | | | | | | | | | |
Unrealized appreciation on forward contracts | | | | | | | | | | | | |
Currency | | | | | | | 1.2 | | | | 496,336 | |
| | | | | | | | | | |
Total unrealized appreciation on forward contracts | | | | | | | 1.2 | | | | 496,336 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Unrealized depreciation on forward contracts | | | | | | | | | | | | |
Currency | | | | | | | (0.7 | ) | | | (295,713 | ) |
| | | | | | | | | | |
Total unrealized depreciation on forward contracts | | | | | | | (0.7 | ) | | | (295,713 | ) |
| | | | | | | | | | |
| | | | | | | | | | | | |
Total forward contracts, at fair value | | | | | | | 0.5 | | | | 200,623 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures contracts, at fair value | | | | | | | | | | | | |
Futures Contracts Purchased | | | | | | | | | | | | |
Currency | | | | | | | 0.8 | | | | 326,359 | |
Energy | | | | | | | 1.6 | | | | 677,732 | |
Financial | | | | | | | 0.0 | * | | | 1,594 | |
Food & Fiber | | | | | | | 0.6 | | | | 262,774 | |
Indices | | | | | | | (0.0) | * | | | 2,582 | |
Metals | | | | | | | 0.5 | | | | 226,793 | |
| | | | | | | | | | |
Total futures contracts purchased | | | | | | | 3.5 | | | | 1,497,834 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures Contracts Sold | | | | | | | | | | | | |
Currency | | | | | | | 0.1 | | | | 62,790 | |
Financial | | | | | | | 1.5 | | | | 618,834 | |
Indices | | | | | | | 1.3 | | | | 533,134 | |
Livestock | | | | | | | 0.1 | | | | 46,230 | |
Food & Fiber | | | | | | | 0.0 | * | | | (1,900 | ) |
Metals | | | | | | | 0.1 | | | | 39,988 | |
| | | | | | | | | | |
Total futures contracts sold | | | | | | | 3.1 | | | | 1,299,076 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Total futures contracts, at fair value | | | | | | | 6.6 | | | | 2,796,910 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures and forward contracts by country composition | | | | | | | | | | | | |
European Monetary Union | | | | | | | 1.6 | | | | 692,724 | |
Japan | | | | | | | 1.1 | | | | 464,913 | |
United States | | | | | | | 2.7 | | | | 1,139,987 | |
Other | | | | | | | 1.7 | | | | 699,909 | |
| | | | | | | | | | |
Total futures and forward contracts by country | | | | | | | 7.1 | % | | $ | 2,997,533 | |
| | | | | | | | | | |
See accompanying notes to financial statements
5
QUADRIGA SUPERFUND, L.P. — SERIES A
CONDENSED SCHEDULE OF INVESTMENTS
December 31, 2007
| | | | | | | | | | | | |
| | | | | | Percentage of | | | | |
| | Face Value | | | Net Assets | | | Fair Value | |
Debt Securities United States, at fair value | | | | | | | | | | | | |
United States Treasury Bills due February 28, 2008 (amortized cost of $55,219,759), securities are held in margin accounts as collateral for open futures and forwards | | $ | 55,500,000 | | | | 95.3 | % | | $ | 55,219,759 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Forward contracts, at fair value | | | | | | | | | | | | |
Unrealized appreciation on forward contracts | | | | | | | | | | | | |
Currency | | | | | | | 0.4 | | | | 229,714 | |
| | | | | | | | | | |
Total unrealized appreciation on forward contracts | | | | | | | 0.4 | | | | 229,714 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Unrealized depreciation on forward contracts | | | | | | | | | | | | |
Currency | | | | | | | (1.6 | ) | | | (918,468 | ) |
| | | | | | | | | | |
Total unrealized depreciation on forward contracts | | | | | | | (1.6 | ) | | | (918,468 | ) |
| | | | | | | | | | |
| | | | | | | | | | | | |
Total forward contracts, at fair value | | | | | | | (1.2 | ) | | | (688,754 | ) |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures Contracts, at fair value | | | | | | | | | | | | |
Futures Contracts Purchased | | | | | | | | | | | | |
Currency | | | | | | | (0.3 | ) | | | (153,958 | ) |
Energy | | | | | | | 0.6 | | | | 326,355 | |
Financial | | | | | | | 0.2 | | | | 135,282 | |
Food & Fiber | | | | | | | 0.0 | * | | | 12,542 | |
Indices | | | | | | | (0.1 | ) | | | (77,845 | ) |
Livestock | | | | | | | (0.0 | )* | | | (3,100 | ) |
Metals | | | | | | | 0.2 | | | | 126,736 | |
| | | | | | | | | | |
Total futures contracts purchased | | | | | | | 0.6 | | | | 366,012 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures Contracts Sold | | | | | | | | | | | | |
Currency | | | | | | | (0.0 | )* | | | (6,020 | ) |
Energy | | | | | | | 0.0 | * | | | 31,270 | |
Financial | | | | | | | 0.5 | | | | 269,688 | |
Food & Fiber | | | | | | | (0.0 | )* | | | (20,205 | ) |
Livestock | | | | | | | 0.1 | | | | 85,950 | |
Metals | | | | | | | 0.7 | | | | 397,569 | |
| | | | | | | | | | |
Total futures contracts sold | | | | | | | 1.3 | | | | 758,252 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Total futures contracts, at fair value | | | | | | | 1.9 | | | | 1,124,264 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures, swap and forward contracts by country composition | | | | | | | | | | | | |
European Monetary Union | | | | | | | (0.3 | ) | | | (160,775 | ) |
Japan | | | | | | | 0.5 | | | | 329,554 | |
United States | | | | | | | 1.3 | | | | 756,824 | |
Other | | | | | | | (0.8 | ) | | | (490,093 | ) |
| | | | | | | | | | |
Total futures and forward contracts by country | | | | | | | 0.7 | % | | $ | 435,510 | |
| | | | | | | | | | |
6
QUADRIGA SUPERFUND, L.P. — SERIES A
STATEMENTS OF OPERATIONS
(Unaudited)
| | | | | | | | | | | | | | | | |
| | Three Months Ended | | | Six Months Ended | |
| | June 30, | | | June 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
Investment income | | | | | | | | | | | | | | | | |
Interest income | | $ | 229,437 | | | $ | 735,223 | | | $ | 638,324 | | | $ | 1,580,521 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Total income | | | 229,437 | | | | 735,223 | | | | 638,324 | | | | 1,580,521 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Expenses | | | | | | | | | | | | | | | | |
Incentive fee | | | 1,422,166 | | | | — | | | | 1,786,681 | | | | — | |
Management fee | | | 198,062 | | | | 301,641 | | | | 464,496 | | | | 601,629 | |
Ongoing offering expenses | | | 107,061 | | | | 80,843 | | | | 251,079 | | | | 242,998 | |
Operating expenses | | | 16,059 | | | | 24,457 | | | | 37,662 | | | | 48,781 | |
Selling commission | | | 428,243 | | | | 652,195 | | | | 1,004,317 | | | | 1,300,818 | |
Brokerage commissions | | | 156,476 | | | | 373,240 | | | | 446,654 | | | | 843,384 | |
Other | | | 3,059 | | | | 512 | | | | 4,242 | | | | 1,066 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Total expenses | | | 2,331,126 | | | | 1,432,888 | | | | 3,995,131 | | | | 3,038,676 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net investment loss | | | (2,101,689 | ) | | | (697,665 | ) | | | (3,356,807 | ) | | | (1,458,155 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Realized and unrealized gain (loss) on investments | | | | | | | | | | | | | | | | |
Net realized gain (loss) on futures and forward contracts | | | 5,645,421 | | | | 4,976,086 | | | | 14,639,770 | | | | (2,124,949 | ) |
Net change in unrealized appreciation on futures and forward contracts | | | 889,012 | | | | 6,197,114 | | | | 2,562,023 | | | | 953,066 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net gain (loss) on investments | | | 6,534,433 | | | | 11,173,200 | | | | 17,201,793 | | | | (1,171,883 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from operations | | $ | 4,432,744 | | | $ | 10,475,535 | | | $ | 13,844,986 | | | $ | (2,630,038 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from operations per unit (based upon weighted average number of units outstanding during period) | | $ | 188.97 | | | $ | 219.74 | | | $ | 474.51 | | | $ | (55.26 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from operations per unit (based upon change in net asset value per unit during period) | | $ | 201.74 | | | $ | 222.60 | | | $ | 459.51 | | | $ | (50.60 | ) |
| | | | | | | | | | | | |
See accompanying notes to financial statements
7
QUADRIGA SUPERFUND, L.P. — SERIES A
STATEMENTS OF CHANGES IN NET ASSETS
For the Six Months Ended June 30,
(Unaudited)
| | | | | | | | |
| | 2008 | | | 2007 | |
Increase (decrease) in net assets from operations | | | | | | | | |
Net investment loss | | $ | (3,356,807 | ) | | $ | (1,458,155 | ) |
Net realized gain (loss) on futures and forward contracts | | | 14,639,770 | | | | (2,124,949 | ) |
Net change in unrealized appreciation on futures and forward contracts | | | 2,562,023 | | | | 953,066 | |
| | | | | | |
| | | | | | | | |
Net increase (decrease) in net assets from operations | | | 13,844,986 | | | | (2,630,038 | ) |
| | | | | | | | |
Capital share transactions | | | | | | | | |
Issuance of Units | | | 2,377,050 | | | | 2,619,227 | |
Redemption of Units | | | (31,867,941 | ) | | | (7,678,153 | ) |
| | | | | | |
| | | | | | | | |
Net decrease in net assets from capital share transactions | | | (29,490,891 | ) | | | (5,058,926 | ) |
| | | | | | |
| | | | | | | | |
Net decrease in net assets | | | (15,645,905 | ) | | | (7,688,964 | ) |
| | | | | | | | |
Net assets,beginning of period | | | 57,934,508 | | | | 72,305,161 | |
| | | | | | |
| | | | | | | | |
Net assets,end of period | | $ | 42,288,603 | | | $ | 64,616,197 | |
| | | | | | |
| | | | | | | | |
Units,beginning of period | | | 38,975.348 | | | | 48,197.014 | |
Issuance of Units | | | 1,428.016 | | | | 1,937.050 | |
Redemption of Units | | | (18,671.749 | ) | | | (5,559.020 | ) |
| | | | | | |
| | | | | | | | |
Units,end of period | | | 21,731.615 | | | | 44,575.044 | |
| | | | | | |
See accompanying notes to financial statements
8
QUADRIGA SUPERFUND, L.P. — SERIES A
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30,
(Unaudited)
| | | | | | | | |
| | 2008 | | | 2007 | |
Cash flows from operating activities | | | | | | | | |
Net increase (decrease) in net assets from operations | | $ | 13,844,986 | | | $ | (2,630,038 | ) |
Adjustments to reconcile net increase (decrease) in net assets from operations to net cash provided by operating activities: | | | | | | | | |
Changes in operating assets and liabilities: | | | | | | | | |
Gross purchases of U.S. Government securities | | | (85,217,987 | ) | | | (118,544,437 | ) |
Gross sales of U.S. Government securities | | | 102,682,797 | | | | 121,759,734 | |
Amortization of discounts and premiums | | | 566,499 | | | | 1,441,995 | |
Due from brokers | | | 1,598,417 | | | | 4,730,549 | |
Due to affiliate | | | (133,276 | ) | | | — | |
Unrealized appreciation on open forward contracts | | | (266,622 | ) | | | 176,861 | |
Futures contracts purchased | | | (1,131,822 | ) | | | (794,229 | ) |
Unrealized depreciation on open forward contracts | | | (622,755 | ) | | | (552,979 | ) |
Futures contracts sold | | | (540,824 | ) | | | 217,281 | |
Fees payable | | | | | | | | |
Incentive fee payable to affiliate | | | 1,005,589 | | | | — | |
Management fee | | | 68,130 | | | | — | |
Other fees payable | | | (123,238 | ) | | | 121,475 | |
| | | | | | |
Total fees payable | | | 950,481 | | | | 121,475 | |
| | | | | | | | |
Net cash provided by operating activities | | | 31,729,894 | | | | 5,926,212 | |
| | | | | | |
| | | | | | | | |
Cash flows from financing activities | | | | | | | | |
Subscriptions, net of change in advance subscriptions | | | 2,377,050 | | | | 2,341,727 | |
Redemptions, net of redemptions payable | | | (34,122,909 | ) | | | (8,469,584 | ) |
| | | | | | |
| | | | | | | | |
Net cash used in financing activities | | | (31,745,859 | ) | | | (6,127,857 | ) |
| | | | | | |
| | | | | | | | |
Net decrease in cash | | | (15,965 | ) | | | (201,645 | ) |
| | | | | | | | |
Cash, beginning of period | | | 114,554 | | | | 555,433 | |
| | | | | | |
| | | | | | | | |
Cash, end of period | | $ | 98,589 | | | $ | 353,788 | |
| | | | | | |
| | | | | | | | |
Supplemental disclosure of non-cash financing activities | | | | | | | | |
| | | | | | | | |
2007 subscriptions received in 2006 | | | | | | $ | 277,500 | |
| | | | | | | |
| | | | | | | | |
Redemptions payable | | $ | 640,705 | | | | | |
| | | | | | | |
See accompanying notes to financial statements
9
QUADRIGA SUPERFUND, L.P. — SERIES B
STATEMENTS OF ASSETS AND LIABILITIES
June 30, 2008 (Unaudited) and December 31, 2007
| | | | | | | | |
| | June 30, 2008 | | | December 31, 2007 | |
ASSETS | | | | | | | | |
| | | | | | | | |
US Government securities, at fair value (amortized costs of $40,812,530 and $24,013,695) as of June 30, 2008 and December 31, 2007 respectively | | $ | 40,812,530 | | | $ | 24,013,695 | |
| | | | | | | | |
Due from brokers | | | 13,245,044 | | | | 3,513,469 | |
| | | | | | | | |
Due from affiliates | | | — | | | | 133,276 | |
| | | | | | | | |
Unrealized appreciation on open forward contracts | | | 1,086,904 | | | | 156,446 | |
| | | | | | | | |
Futures contracts purchased | | | 3,064,759 | | | | 233,786 | |
| | | | | | | | |
Futures contracts sold | | | 2,778,799 | | | | 501,945 | |
| | | | | | | | |
Cash | | | 399,394 | | | | 73,375 | |
| | | | | | |
| | | | | | | | |
Total assets | | | 61,387,430 | | | | 28,625,992 | |
| | | | | | |
| | | | | | | | |
LIABILITIES | | | | | | | | |
| | | | | | | | |
Unrealized depreciation on open forward contracts | | | 662,278 | | | | 607,349 | |
| | | | | | | | |
Redemptions payable | | | 444,624 | | | | 2,092,474 | |
| | | | | | | | |
Fees payable | | | | | | | | |
Incentive fee payable to affiliates | | | 2,138,912 | | | | — | |
Management fees | | | 93,618 | | | | — | |
Other fees payable | | | 260,612 | | | | 71,022 | |
| | | | | | |
Total fees payable | | | 2,493,142 | | | | 71,022 | |
| | | | | | | | |
Total liabilities | | | 3,600,044 | | | | 2,770,845 | |
| | | | | | |
| | | | | | | | |
NET ASSETS | | $ | 57,787,386 | | | $ | 25,855,147 | |
| | | | | | |
| | | | | | | | |
Number of Units | | | 22,283.145 | | | | 14,568.812 | |
| | | | | | | | |
Net asset value per Unit | | $ | 2,593.32 | | | $ | 1,774.69 | |
| | | | | | |
See accompanying notes to financial statements.
10
QUADRIGA SUPERFUND, L.P. — SERIES B
CONDENSED SCHEDULE OF INVESTMENTS
June 30, 2008 (Unaudited)
| | | | | | | | | | | | |
| | | | | | Percentage of | | | | |
| | Face Value | | | Net Assets | | | Fair Value | |
Debt Securities United States, at fair value | | | | | | | | | | | | |
United States Treasury Bills due August 28, 2008 (amortized cost of $40,812,530), securities are held in margin accounts as collateral for open futures and forwards | | $ | 40,930,000 | | | | 70.6 | % | | $ | 40,812,530 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Forward contracts, at fair value | | | | | | | | | | | | |
Unrealized appreciation on forward contracts | | | | | | | | | | | | |
Currencies | | | | | | | 1.9 | | | | 1,086,904 | |
| | | | | | | | | | |
Total unrealized appreciation on forward contracts | | | | | | | 1.9 | | | | 1,086,904 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Unrealized depreciation on forward contracts | | | | | | | | | | | | |
Currencies | | | | | | | (1.2 | ) | | | (662,278 | ) |
| | | | | | | | | | |
Total unrealized depreciation on forward contracts | | | | | | | (1.2 | ) | | | (662,278 | ) |
| | | | | | | | | | |
| | | | | | | | | | | | |
Total forward contracts, at fair value | | | | | | | 0.7 | | | | 424,626 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures contracts, at fair value | | | | | | | | | | | | |
Futures contracts purchased | | | | | | | | | | | | |
Currency | | | | | | | 1.1 | | | | 648,869 | |
Energy | | | | | | | 2.4 | | | | 1,395,811 | |
Financial | | | | | | | 0.0 | * | | | 4,516 | |
Food & Fiber | | | | | | | 0.9 | | | | 526,491 | |
Indices | | | | | | | (0.0 | )* | | | 399 | |
Metals | | | | | | | 0.9 | | | | 488,673 | |
| | | | | | | | | | |
Total futures contracts purchased | | | | | | | 5.3 | | | | 3,064,759 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures contracts sold | | | | | | | | | | | | |
Currency | | | | | | | 0.2 | | | | 128,960 | |
Financial | | | | | | | 2.2 | | | | 1,282,074 | |
Indices | | | | | | | 2.0 | | | | 1,148,095 | |
Livestock | | | | | | | 0.1 | | | | 93,230 | |
Food & Fiber | | | | | | | 0.0 | * | | | (3,660 | ) |
Metals | | | | | | | 0.2 | | | | 130,100 | |
| | | | | | | | | | |
Total futures contracts sold | | | | | | | 4.7 | | | | 2,778,799 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Total futures contracts, at fair value | | | | | | | 10.0 | | | | 5,843,558 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures and forward contracts by country composition | | | | | | | | | | | | |
European Monetary Union | | | | | | | 2.5 | | | | 1,462,486 | |
Japan | | | | | | | 1.6 | | | | 950,666 | |
United States | | | | | | | 4.1 | | | | 2,422,757 | |
Other | | | | | | | 2.5 | | | | 1,432,275 | |
| | | | | | | | | | |
Total futures and forward contracts by country | | | | | | | 10.7 | % | | $ | 6,268,184 | |
| | | | | | | | | | |
See accompanying notes to financial statements.
11
QUADRIGA SUPERFUND, L.P. — SERIES B
CONDENSED SCHEDULE OF INVESTMENTS
December 31, 2007
| | | | | | | | | | | | |
| | | | | | Percentage of | | | | |
| | Face Value | | | Net Assets | | | Fair Value | |
Debt Securities United States, at fair value | | | | | | | | | | | | |
United States Treasury Bills due February 28, 2008 (amortized cost of $24,013,695), securities are held in margin accounts as collateral for open futures and forwards | | $ | 24,135,000 | | | | 92.9 | % | | $ | 24,013,695 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Forward contracts, at fair value | | | | | | | | | | | | |
Unrealized appreciation on forward contracts | | | | | | | | | | | | |
Currencies | | | | | | | 0.6 | | | | 156,446 | |
| | | | | | | | | | |
Total unrealized appreciation on forward contracts | | | | | | | 0.6 | | | | 156,446 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Unrealized depreciation on forward contracts | | | | | | | | | | | | |
Currencies | | | | | | | (2.3 | ) | | | (607,349 | ) |
| | | | | | | | | | |
Total unrealized depreciation on forward contracts | | | | | | | (2.3 | ) | | | (607,349 | ) |
| | | | | | | | | | |
| | | | | | | | | | | | |
Total forward contracts, at fair value | | | | | | | (1.7 | ) | | | (450,903 | ) |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures contracts, at fair value | | | | | | | | | | | | |
Futures contracts purchased | | | | | | | | | | | | |
Currency | | | | | | | (0.3 | ) | | | (97,491 | ) |
Energy | | | | | | | 0.8 | | | | 216,449 | |
Financial | | | | | | | 0.3 | | | | 75,979 | |
Food & Fiber | | | | | | | 0.0 | * | | | 9,762 | |
Indices | | | | | | | (0.2 | ) | | | (50,940 | ) |
Livestock | | | | | | | (0.0 | )* | | | (2,000 | ) |
Metals | | | | | | | 0.3 | | | | 82,027 | |
| | | | | | | | | | |
Total futures contracts purchased | | | | | | | 0.9 | | | | 233,786 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures contracts sold | | | | | | | | | | | | |
Currency | | | | | | | (0.0) | * | | | (3,870 | ) |
Energy | | | | | | | 0.0 | * | | | 12,840 | |
Financial | | | | | | | 0.7 | | | | 185,915 | |
Livestock | | | | | | | 0.3 | | | | 57,400 | |
Food & Fiber | | | | | | | (0.1 | ) | | | (12,415 | ) |
Metals | | | | | | | 1.0 | | | | 262,075 | |
| | | | | | | | | | |
Total futures contracts sold | | | | | | | 1.9 | | | | 501,945 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Total futures contracts, at fair value | | | | | | | 2.8 | % | | $ | 735,731 | |
| | | | | | | | | | |
| | | | | | | | | | | | |
Futures and forward contracts by country composition | | | | | | | | | | | | |
European Monetary Union | | | | | | | (0.4 | )% | | $ | (100,727 | ) |
Japan | | | | | | | 0.8 | | | | 200,616 | |
United States | | | | | | | 1.9 | | | | 487,685 | |
Other | | | | | | | (1.2 | ) | | | (302,746 | ) |
| | | | | | | | | | |
Total futures and forward contracts by country | | | | | | | 1.1 | % | | $ | 284,828 | |
| | | | | | | | | | |
See accompanying notes to financial statements.
12
QUADRIGA SUPERFUND, L.P. — SERIES B
STATEMENTS OF OPERATIONS
(Unaudited)
| | | | | | | | | | | | | | | | |
| | Three Months Ended | | | Six Months Ended | |
| | June 30, | | | June 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
Investment income | | | | | | | | | | | | | | | | |
Interest income | | $ | 210,065 | | | $ | 322,594 | | | $ | 398,212 | | | $ | 725,511 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Total income | | | 210,065 | | | | 322,594 | | | | 398,212 | | | | 725,511 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Expenses | | | | | | | | | | | | | | | | |
Incentive fee | | | 3,050,224 | | | | — | | | | 3,831,165 | | | | — | |
Management fee | | | 242,922 | | | | 136,197 | | | | 401,146 | | | | 276,984 | |
Ongoing offering expenses | | | 131,309 | | | | 36,144 | | | | 216,836 | | | | 112,245 | |
Operating expenses | | | 19,696 | | | | 11,043 | | | | 32,525 | | | | 22,458 | |
Selling commission | | | 525,236 | | | | 294,478 | | | | 867,342 | | | | 598,884 | |
Brokerage commissions | | | 286,367 | | | | 237,099 | | | | 579,812 | | | | 571,848 | |
Other | | | 2,784 | | | | 598 | | | | 3,846 | | | | 1,616 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Total expenses | | | 4,258,538 | | | | 715,559 | | | | 5,932,672 | | | | 1,584,035 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net investment loss | | | (4,048,473 | ) | | | (392,965 | ) | | | (5,534,460 | ) | | | (858,524 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Realized and unrealized gain (loss) on investments | | | | | | | | | | | | | | | | |
Net realized gain (loss) on futures and forward contracts | | | 8,845,367 | | | | 3,060,949 | | | | 15,214,060 | | | | (1,802,959 | ) |
Net change in unrealized appreciation on futures and forward contracts | | | 4,592,198 | | | | 3,902,938 | | | | 5,983,356 | | | | 227,781 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net gain (loss) on investments | | | 13,437,565 | | | | 6,963,887 | | | | 21,197,416 | | | | (1,575,178 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from operations | | $ | 9,389,092 | | | $ | 6,570,922 | | | $ | 15,662,956 | | | $ | (2,433,702 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from operations per unit (based upon weighted average number of units outstanding during period) | | $ | 427.30 | | | $ | 353.64 | | | $ | 813.75 | | | $ | (128.56 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from operations per unit (based upon change in net asset value per unit during period) | | $ | 420.30 | | | $ | 358.63 | | | $ | 818.63 | | | $ | (106.99 | ) |
| | | | | | | | | | | | |
See accompanying notes to financial statements
13
QUADRIGA SUPERFUND, L.P. — SERIES B
STATEMENTS OF CHANGES IN NET ASSETS
For the Six Months Ended June 30,
(Unaudited)
| | | | | | | | |
| | 2008 | | | 2007 | |
Increase (decrease) in net assets from operations | | | | | | | | |
Net investment loss | | $ | (5,534,460 | ) | | | (858,524 | ) |
Net realized gain (loss) on futures and forward contracts | | | 15,214,060 | | | | (1,802,959 | ) |
Net change in unrealized appreciation on futures and forward contracts | | | 5,983,356 | | | | 227,781 | |
| | | | | | |
| | | | | | | | |
Net increase (decrease) in net assets from operations | | | 15,662,956 | | | | (2,433,702 | ) |
| | | | | | |
| | | | | | | | |
Capital share transactions | | | | | | | | |
Issuance of Units | | | 21,205,755 | | | | 2,812,105 | |
Redemption of Units | | | (4,936,472 | ) | | | (7,353,228 | ) |
| | | | | | |
Net increase (decrease) in net assets from capital share transactions | | | 16,269,283 | | | | (4,541,123 | ) |
| | | | | | |
| | | | | | | | |
Net increase (decrease) in net assets | | | 31,932,239 | | | | (6,974,825 | ) |
| | | | | | | | |
Net assets,beginning of period | | | 25,855,147 | | | | 36,431,693 | |
| | | | | | |
| | | | | | | | |
Net assets,end of period | | $ | 57,787,386 | | | $ | 29,456,868 | |
| | | | | | |
| | | | | | | | |
Units,beginning of period | | | 14,568.812 | | | | 19,995.520 | |
Issuance of Units | | | 10,038.272 | | | | 1,857.294 | |
Redemption of Units | | | (2,323.939 | ) | | | (4,676.791 | ) |
| | | | | | |
| | | | | | | | |
Units,end of period | | | 22,283.145 | | | | 17,176.023 | |
| | | | | | |
See accompanying notes to financial statements.
14
QUADRIGA SUPERFUND, L.P. — SERIES B
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30,
(Unaudited)
| | | | | | | | |
| | 2008 | | | 2007 | |
Cash flows from operating activities | | | | | | | | |
Net increase (decrease) in net assets from operations | | $ | 15,662,956 | | | $ | (2,433,702 | ) |
Adjustments to reconcile net increase (decrease) in net assets from operations to net cash provided by operating activities: | | | | | | | | |
Changes in operating assets and liabilities: | | | | | | | | |
Gross purchases of U.S. Government securities | | | (81,868,189 | ) | | | (58,085,437 | ) |
Gross sales of U.S. Government securities | | | 64,734,394 | | | | 61,857,427 | |
Amortization of discounts and premiums | | | 334,960 | | | | 655,748 | |
Due from brokers | | | (9,731,575 | ) | | | 3,123,005 | |
Other receivable | | | — | | | | 88,391 | |
Due from affiliate | | | 133,276 | | | | — | |
Unrealized appreciation on open forward contracts | | | (930,458 | ) | | | 183,902 | |
Futures contracts purchased | | | (2,830,973 | ) | | | (485,494 | ) |
Unrealized depreciation on open forward contracts | | | 54,929 | | | | (401,436 | ) |
Futures contracts sold | | | (2,276,854 | ) | | | 475,879 | |
Fees payable Incentive fees payable to affiliate | | | 2,138,912 | | | | — | |
Management fees | | | 93,618 | | | | — | |
Other fees payable | | | 189,590 | | | | (62,951 | ) |
| | | | | | |
Total fees payable | | | 2,422,120 | | | | (62,951 | ) |
| | | | | | | | |
Net cash provided by (used in) operating activities | | | (14,295,414 | ) | | | 4,915,332 | |
| | | | | | |
| | | | | | | | |
Cash flows from financing activities | | | | | | | | |
Subscriptions, net of change in advance subscriptions | | | 21,205,755 | | | | 2,552,297 | |
Redemptions, net of redemptions payable | | | (6,584,322 | ) | | | (7,724,420 | ) |
| | | | | | |
| | | | | | | | |
Net cash provided by (used in) financing activities | | | 14,621,433 | | | | (5,172,123 | ) |
| | | | | | |
| | | | | | | | |
Net increase (decrease) in cash | | | 326,019 | | | | (256,791 | ) |
| | | | | | | | |
Cash, beginning of period | | | 73,375 | | | | 468,093 | |
| | | | | | |
| | | | | | | | |
Cash, end of period | | $ | 399,394 | | | | 211,302 | |
| | | | | | |
| | | | | | | | |
Supplemental disclosure of noncash financing activities: | | | | | | | | |
2007 subscriptions received in 2006 | | | | | | $ | 259,808 | |
| | | | | | | |
Redemptions payable | | $ | 444,624 | | | | | |
| | | | | | | |
See accompanying notes to financial statements.
15
QUADRIGA SUPERFUND, L.P. — SERIES A AND B
NOTES TO FINANCIAL STATEMENTS
June 30, 2008
(Unaudited)
QUADRIGA SUPERFUND, L.P. — SERIES A AND B
1. Nature of operations
Organization and Business
Quadriga Superfund, L.P., a Delaware Limited Partnership (the “Fund”), commenced operations on November 5, 2002. The Fund was organized to trade speculatively in the United States of America and international commodity futures markets using a strategy developed by Superfund Capital Management, Inc., the general partner and trading manager of the Fund (“Superfund Capital Management”). The Fund has issued two series of units of Limited Partnership Interest (“Units”), Series A and Series B (each a “Series”). Series A and Series B are traded and managed the same way, with the exception of the degree of leverage.
The term of the Fund shall continue until December 31, 2050, unless terminated earlier by Superfund Capital Management or by operation of the law or a decline in the aggregate net assets of such series to less than $500,000.
2. Basis of presentation and significant accounting policies
Basis of Presentation
The unaudited financial statements have been prepared in accordance with the rules and regulations of the Securities Exchange Commission (“SEC”) and accounting principles generally accepted in the United States of America with respect to the Form 10-Q and reflect all adjustments which in the opinion of management are normal and recurring, and which are necessary for a fair statement of the results of interim periods presented. It is suggested that these financial statements be read in conjunction with the financial statements and the related notes included in the Fund’s Annual Report on Form 10-K for the year ended December 31, 2007.
Valuation of Investments in Futures Contracts, Forward Contracts, and U.S. Treasury Bills
All commodity interests (including derivative financial instruments and derivative commodity instruments) are used for trading purposes. The commodity interests are recorded on trade date basis and open contracts are recorded in the statements of assets and liabilities at fair value based upon market quotes on the last business day of the period. Exchange-traded futures contracts are valued at settlement prices published by the recognized exchange. Any spot and forward foreign currency contracts held by the Fund will be valued at published settlement prices or at dealers’ quotes. The Fund uses the amortized cost method for valuing the U.S. Treasury Bills due to the short term nature of such investments; accordingly, the cost of securities plus accreted discount, or minus amortized premium approximates fair value.
Translation of Foreign Currency
Assets and liabilities denominated in foreign currencies are translated into U.S. Dollar amounts at the period end exchange rates. Purchases and sales of investments and income and expenses that are denominated in foreign currencies are translated into U.S. Dollar amounts on the transaction date. Adjustments arising from foreign currency transactions are included in net gain (loss) on investments in the statements of operations.
The Fund does not isolate that 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 net gain (loss) on investments in the statements of operations.
16
Investment Transactions, Related Investment Income and Expenses
Investment transactions are accounted for on a trade-date basis. Interest income and expenses are recognized on the accrual basis.
Income Taxes
The Fund does not record a provision for income taxes because the partners report their share of the Fund’s income or loss on their returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires Superfund Capital Management to make estimates and assumptions that affect the amounts disclosed in the financial statements. Actual results could differ from those estimates.
Recently Issued Accounting Standards
SFAS No. 161
In March 2008, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 161, Disclosures about Derivative Instruments and Hedging Activities. The provisions are effective for fiscal years beginning after November 15, 2008. SFAS 161 is intended to improve financial reporting for derivative instruments by requiring enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivative instruments affect an entity’s results of operations and financial position. Superfund Capital Management is currently evaluating the implications of SFAS 161. The impact on the Fund’s financial statement disclosures, if any, is currently being assessed.
3. Fair Value Measurements
The Fund follows Statement of Financial Accounting Standards (SFAS) No. 157, Fair Value Measurements. The provisions of SFAS No. 157 are effective for fiscal years beginning after November 15, 2007. SFAS No. 157 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy under SFAS No. 157 are described below:
| | | | |
| | Level 1 | | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; |
| | | | |
| | Level 2 | | Quoted prices in markets that are not considered to be active or financial instruments for which all significant inputs are observable, either directly or indirectly; |
| | | | |
| | Level 3 | | Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. |
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. In determining fair value, the Fund separates its financial instruments into two categories: U.S. government securities and derivative contracts.
U.S. Government Securities.The Fund’s only market exposure in instruments held other than for trading is in its U.S. Treasury Bill portfolio. As the Fund uses the amortized cost method for valuing its U.S. Treasury Bill portfolio, which approximates fair value, this portfolio is classified within level 2 of the fair value hierarchy.
17
Derivative Contracts.Derivative contracts can be exchange-traded or over-the-counter (“OTC”). Exchange-traded derivatives typically fall within level 1 or level 2 of the fair value hierarchy depending on whether they are deemed to be actively traded or not. The Fund has exposure to exchange-traded derivative contracts through the Fund’s trading of exchange-traded futures contracts. The Fund’s exchange-traded futures contract positions are valued daily at settlement prices published by the applicable exchanges. In such cases, provided they are deemed to be actively traded, exchange-traded derivatives are classified within level 1 of the fair value hierarchy. Less actively traded exchange-traded derivatives fall within level 2 of the fair value hierarchy.
OTC derivatives are valued using market transactions and other market evidence whenever possible, including market-based inputs to models, model calibration to market-clearing transactions, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. Where models are used, the selection of a particular model to value an OTC derivative depends upon the contractual terms of, and specific risks inherent in, the instrument as well as the availability of pricing information in the market. For OTC derivatives that trade in liquid markets, such as generic forwards and swaps, model inputs can generally be verified and model selection does not involve significant management judgment. The OTC derivatives held by the Fund include forwards and swaps. Spot and forward foreign currency contracts held by the Fund are valued at published daily settlement prices or at dealers’ quotes. The Fund’s forward and swap positions are typically classified within level 2 of the fair value hierarchy. As of and during the quarter ended June 30, 2008, the Fund held no derivative contracts valued using level 3 inputs.
Certain OTC derivatives trade in less liquid markets with limited pricing information, and the determination of fair value for these derivatives is inherently more difficult. Such instruments are classified within level 3 of the fair value hierarchy. Where the Fund does not have corroborating market evidence to support significant model inputs and cannot verify the model to market transactions, transaction price is initially used as the best estimate of fair value. Accordingly, when a pricing model is used to value such an instrument, the model is adjusted so that the model value at inception equals the transaction price. The valuations of these less liquid OTC derivatives are typically based on level 1 and/or level 2 inputs that can be observed in the market, as well as unobservable level 3 inputs. Subsequent to initial recognition, the Fund updates the level 1 and level 2 inputs to reflect observable market changes, with resulting gains and losses reflected within level 3. Level 3 inputs are only changed when corroborated by evidence such as similar market transactions, third-party pricing services and/or broker or dealer quotations, or other empirical market data. In circumstances where the Fund cannot verify the model value to market transactions, it is possible that a different valuation model could produce a materially different estimate of fair value. The Fund attempts to avoid holding less liquid OTC derivatives. However, once held, the market for any particular derivative contract could become less liquid during the holding period.
18
The following table summarizes the valuation of the Fund’s assets and liabilities by the SFAS 157 fair value hierarchy as of June 30, 2008:
Series A.
| | | | | | | | | | | | | | | | |
| | Balance | | | | | | | | | | |
| | June 30, 2008 | | | Level 1 | | | Level 2 | | | Level 3 | |
ASSETS | | | | | | | | | | | | | | | | |
|
U.S. Government securities | | $ | 37,188,450 | | | $ | — | | | $ | 37,188,450 | | | $ | — | |
|
Unrealized appreciation on open forward contracts | | | 496,336 | | | | — | | | | 496,336 | | | | — | |
|
Futures contracts purchased | | | 1,497,834 | | | | 1,497,834 | | | | — | | | | — | |
|
Futures contracts sold | | | 1,299,076 | | | | 1,299,076 | | | | — | | | | — | |
| | | | | | | | | | | | |
|
Total Assets Measured at Fair Value | | $ | 40,481,696 | | | $ | 2,796,910 | | | $ | 37,684,786 | | | $ | — | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
LIABILITIES | | | | | | | | | | | | | | | | |
|
Unrealized depreciation on open forward contracts | | $ | 295,713 | | | $ | — | | | $ | 295,713 | | | $ | — | |
| | | | | | | | | | | | |
|
Total Liabilities Measured at Fair Value | | $ | 295,713 | | | $ | — | | | $ | 295,713 | | | $ | — | |
| | | | | | | | | | | | |
Series B.
| | | | | | | | | | | | | | | | |
| | Balance | | | | | | | | | | |
| | June 30, 2008 | | | Level 1 | | | Level 2 | | | Level 3 | |
ASSETS | | | | | | | | | | | | | | | | |
|
U.S. Government securities | | $ | 40,812,530 | | | $ | — | | | $ | 40,812,530 | | | $ | — | |
|
Unrealized appreciation on open forward contracts | | | 1,086,904 | | | | — | | | | 1,086,904 | | | | — | |
|
Futures contracts purchased | | | 3,064,759 | | | | 3,064,759 | | | | — | | | | — | |
|
Futures contracts sold | | | 2,778,799 | | | | 2,778,799 | | | | — | | | | — | |
| | | | | | | | | | | | |
|
Total Assets Measured at Fair Value | | $ | 47,742,992 | | | $ | 5,843,558 | | | $ | 41,899,434 | | | $ | — | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
LIABILITIES | | | | | | | | | | | | | | | | |
|
Unrealized depreciation on open forward contracts | | $ | 662,278 | | | $ | — | | | $ | 662,278 | | | $ | — | |
| | | | | | | | | | | | |
|
Total Liabilities Measured at Fair Value | | $ | 662,278 | | | $ | — | | | $ | 662,278 | | | $ | — | |
| | | | | | | | | | | | |
19
4. Due from/to brokers
Due from brokers consists of proceeds from securities sold. Amounts due from brokers may be restricted to the extent that they serve as deposits for securities sold short. Amounts due to brokers represent margin borrowings that are collateralized by certain securities.
In the normal course of business, all of the Fund’s marketable securities transactions, money balances and marketable security positions are transacted with brokers. The Fund is subject to credit risk to the extent any broker with whom it conducts business is unable to fulfill contractual obligations on its behalf. Superfund Capital Management monitors the financial condition of such brokers and does not anticipate any losses from these counterparties.
5. Allocation of net profits and losses
In accordance with the Fund’s Third Amended and Restated Limited Partnership Agreement (the “Limited Partnership Agreement”), net profits and losses of the Fund are allocated to partners according to their respective interests in the Fund as of the beginning of each month.
Advance subscriptions represent cash received prior to the balance sheet date for subscriptions of the subsequent month and do not participate in the earnings of the Fund until the following month.
6. Related party transactions
Superfund Capital Management shall be paid a management fee equal to one-twelfth of 1.85% of month end net assets (1.85% per annum). Each Series is charged up to one-twelfth of 1% of month end net assets (1% per annum), not to exceed the amount of actual expenses incurred, for ongoing organization and offering expenses. Any organization and offering costs above 1% of net assets per year will be borne by Superfund Capital Management. The Fund is charged monthly operating expenses equal to one-twelfth of 0.15% of month end net assets (0.15% per annum). In accordance with the Prospectus dated May 19, 2008, included within the Registration Statement on Form S-1 (File No. 333-136804 as subsequently supplemented), Superfund Asset Management, Inc., an entity related to Superfund Capital Management by common ownership, shall be paid monthly selling commissions equal to one-twelfth of 4% (4% per annum) of the month end net asset value of the Fund. However, the maximum cumulative selling commission per Unit is limited to 10% of the initial public offering price of Units sold pursuant to such Prospectus.
Superfund Capital Management will also be paid a monthly performance/incentive fee equal to 25% of the new appreciation without respect to interest income. Trading losses will be carried forward and no further performance/incentive fee may be paid until the prior losses have been recovered.
20
7. Financial highlights
Financial highlights for the period January 1 through June 30 are as follows:
| | | | | | | | | | | | | | | | |
| | 2008 | | | 2007 | |
| | Series A | | | Series B | | | Series A | | | Series B | |
Total return before incentive fees* | | | 36.4 | % | | | 57.3 | % | | | (3.4 | )% | | | (5.9 | )% |
Incentive fees* | | | 5.5 | % | | | 11.2 | % | | | 0.0 | % | | | 0.0 | % |
| | | | | | | | | | | | |
Total return after incentive fees* | | | 30.9 | % | | | 46.1 | % | | | (3.4 | )% | | | (5.9 | )% |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Ratios to average net assets ** | | | | | | | | | | | | | | | | |
Operating expenses before incentive fees | | | 8.7 | % | | | 10.5 | % | | | 9.3 | % | | | 10.4 | % |
Incentive fees | | | 3.5 | % | | | 9.6 | % | | | 0.0 | % | | | 0.0 | % |
| | | | | | | | | | | | |
Total expenses | | | 12.2 | % | | | 20.1 | % | | | 9.3 | % | | | 10.4 | % |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net investment loss | | | (6.2 | )% | | | (8.5 | )% | | | (4.6 | )% | | | (5.6 | )% |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net asset value per unit, beginning of period | | $ | 1,486.44 | | | $ | 1,774.69 | | | $ | 1,500.20 | | | $ | 1,821.99 | |
Net investment loss | | | (114.21 | ) | | | (286.29 | ) | | | (31.15 | ) | | | (44.99 | ) |
Net gain (loss) on investments | | | 573.72 | | | | 1,104.92 | | | | (19.45 | ) | | | (62.00 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net asset value per unit, end of period | | $ | 1,945.95 | | | $ | 2,593.32 | | | $ | 1,449.60 | | | $ | 1,715.00 | |
| | | | | | | | | | | | |
Financial highlights for the period April 1 through June 30 are as follows:
| | | | | | | | | | | | | | | | |
| | 2008 | | | 2007 | |
| | Series A | | | Series B | | | Series A | | | Series B | |
Total return before incentive fees* | | | 15.3 | % | | | 25.6 | % | | | 18.1 | % | | | 26.4 | % |
Incentive fees* | | | 3.7 | % | | | 6.3 | % | | | 0.0 | % | | | 0.0 | % |
| | | | | | | | | | | | |
Total return after incentive fees* | | | 11.6 | % | | | 19.3 | % | | | 18.1 | % | | | 26.4 | % |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Ratios to average net assets ** | | | | | | | | | | | | | | | | |
Operating expenses before incentive fees | | | 8.3 | % | | | 9.9 | % | | | 9.1 | % | | | 10.1 | % |
Incentive fees | | | 3.2 | % | | | 6.2 | % | | | 0.0 | % | | | 0.0 | % |
| | | | | | | | | | | | |
Total expenses | | | 11.5 | % | | | 16.1 | % | | | 9.1 | % | | | 10.1 | % |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net investment loss | | | (6.2 | )% | | | (8.2 | )% | | | (4.4 | )% | | | (5.5 | )% |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net asset value per unit, beginning of period | | $ | 1,744.21 | | | $ | 2,173.02 | | | $ | 1,227.00 | | | $ | 1,356.37 | |
| | | | | | | | | | | | | | | | |
Net investment loss | | | (89.60 | ) | | | (184.25 | ) | | | (14.73 | ) | | | (21.20 | ) |
Net gain (loss) in investments | | | 291.34 | | | | 604.55 | | | | 237.33 | | | | 379.83 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net asset value per unit, end of period | | $ | 1,945.95 | | | $ | 2,593.32 | | | $ | 1,449.60 | | | $ | 1,715.00 | |
| | | | | | | | | | | | |
| | |
* | | Not annualized |
|
** | | Annualized, except for incentive fees |
Financial highlights are calculated for each series taken as a whole. An individual partner’s return, per unit data, and ratios may vary based on the timing of capital transactions and different incentive amounts due to the loss carry forwards discussed in Note 6.
21
8. Financial instrument risk
In the normal course of its business, the Fund is party to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. The term “off balance sheet risk” refers to an unrecorded potential liability that, even though it does not appear on the balance sheet, may result in a future obligation or loss. 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 specific 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 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.
For Series A, gross unrealized gains and losses related to exchange traded futures were $2,938,633 and $141,724, respectively, and gross unrealized gains and losses related to non-exchange traded forwards were $496,336 and $295,713, respectively at June 30, 2008.
For Series B, gross unrealized gains and losses related to exchange traded futures were $6,098,356 and $254,798, respectively, and gross unrealized gains and losses related to non-exchange traded forwards were $1,086,904 and $662,278, respectively at June 30, 2008.
Market risk is the potential for changes in the value of the financial instruments traded by the Fund due to market changes, including interest and foreign exchange rate movements and fluctuations in commodity or security prices. In entering into these contracts, there exists a market risk that such contracts may be significantly influenced by conditions, such as interest rate volatility, resulting in such contracts being less valuable. If the markets should move against all of the futures interest positions at the same time, and Superfund Capital Management was unable to offset such positions, the Fund could experience substantial losses.
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 Fund’s risk of loss in the event of counterparty default is typically limited to the amounts recognized in the statements of assets and liabilities and not represented by the contract or notional amounts of the instruments. The Fund has credit risk and concentration risk because the brokers with respect to the Fund’s assets are ADM Investor Services, Inc., Newedge USA, LLC, Bear Stearns Securities Corp. (“Bear Stearns”), Barclays Capital Inc., MF Global Inc. (“MFG”), and RBC Capital Markets Corporation. In March 2008, each Series ceased clearing trades with MFG and Bear Stearns. However, each Series has agreements in place with MFG and Bear Stearns allowing each Series to clear trades through these firms in the future at the option of each Series.
Superfund Capital Management monitors and controls the Fund’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 Fund is subject. These monitoring systems allow Superfund Capital Management 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 and forward positions by sector, margin requirements, gain and loss transactions, and collateral positions.
The majority of these futures and forwards mature within one year of June 30, 2008. However, due to the nature of the Fund’s business, these instruments may not be held to maturity.
9. Subscriptions and redemptions
Investors must submit subscriptions at least five business days prior to the applicable month-end closing date and they will be accepted once payments are received and cleared. All subscriptions funds are required to be promptly transmitted to HSBC Bank USA (the “Escrow Agent”). Subscriptions must be accepted or rejected by Superfund Capital Management within five business days of receipt, and the settlement date for the deposit of subscription funds in escrow must be within five business days of acceptance. No fees or costs will be assessed on any subscription while held in escrow, irrespective of whether the subscription is accepted or subscription funds returned.
A limited partner of a Series may request any or all of his investment in such Series be redeemed by such Series at the net asset value of a Unit within such Series as of the end of the month, subject to a minimum redemption of $1,000 and subject further to such limited partner having an investment in such Series, after giving effect to the requested redemption, at least equal to the minimum initial investment amount of $5,000. Limited partners must transmit a written request of such redemption to Superfund Capital Management not less than ten business days prior to the end of the month (or such shorter period as permitted by Superfund Capital Management) as of which redemption is to be effective. Redemptions will generally be paid within 20 days after the date of redemption. However, in special circumstances, including, but not limited to, Superfund Capital Management’s inability to liquidate dealers’ positions as of a redemption date or default or delay in payments due to each Series from clearing brokers, banks or other persons or entities, each Series may in turn delay payment to persons requesting redemption of the proportionate part of the net assets of each Series represented by the sums that are the subject of such default or delay.
22
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 August 21, 2008.
| | | | | | |
| | | | QUADRIGA SUPERFUND, L.P. | | |
| | | | (Registrant) | | |
| | | | | | |
| | | | By: Superfund Capital Management, Inc. | | |
| | | | General Partner | | |
| | | | | | |
| | | | By: /s/ Nigel James Nigel James | | |
| | | | President and Principal Executive Officer | | |
| | | | | | |
| | | | By: /s/ Roman Gregorig Roman Gregorig | | |
| | | | Vice President and Principal Financial Officer | | |
23
EXHIBIT INDEX
| | | | |
Exhibit Number | | Description of Document | | Page Number |
| | | | |
31.1 | | Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer | | E-2 |
| | | | |
31.2 | | Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer | | E-3 |
| | | | |
32.1 | | Section 1350 Certification of Principal Executive Officer | | E-4 |
| | | | |
32.2 | | Section 1350 Certification of Principal Financial Officer | | E-5 |
E-1