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UNDER
THE SECURITIES ACT OF 1933
Delaware | 6221 | 84-1676365 | ||
(State of Organization) | (Primary Standard Industrial | (IRS Employer | ||
Classification Code Number) | Identification Number) |
123 North Wacker Drive, 28th Floor
Chicago, Illinois 60606
(312) 881-6800
(Address, including zip code, and telephone number, including area code,
of registrant’s principal executive offices)
Andrew Stewart
c/o Man Investments (USA) Corp.
123 North Wacker Drive, 28th Floor
Chicago, Illinois 60606
(312) 881-6800
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
David R. Sawyier
James B. Biery
Sidley Austin LLP
One South Dearborn Street
Chicago, Illinois 60603
As soon as practicable after the effective date of this Registration Statement
Large accelerated filero | Accelerated filero | Non-accelerated filero | Smaller reporting companyþ | |||
(Do not check if a smaller reporting company) |
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Units of Limited Liability Company Interest
327,986 Class A Units and
383,096 Class B Units
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• | Man-AHL 130 is a speculative managed futures fund, and involves a high degree of risk. Before you decide whether to invest, read this entire Prospectus carefully and consider “Risk Factors” beginning on page 10. You may lose all or substantially all of your investment in Man-AHL 130. | |
• | Man-AHL 130 is a speculative and leveraged managed futures fund. The AHL Diversified Program will typically hold futures positions with a face amount equal to approximately 300% to 800% of Man-AHL 130’s Net Asset Value. The Man-Glenwood Funds currently leverage their investments in the portfolio funds in which they invest to approximately 120% of each of the Man-Glenwood Funds’ net asset value. Leverage magnifies losses as well as profits. | |
• | The AHL Diversified Program is dependent for its profitability on there being sustained price trends of the type that the AHL Diversified Program is designed to identify. | |
• | Man-AHL 130’s substantial expenses must be offset by investment profits and interest income for Man-AHL 130 to be profitable. The Managing Member estimates the annual expenses of Man-AHL 130, irrespective of profitability, at approximately 7.86% of Class A Series 1 and Class B Series 1 Units’, and 6.29% of Class A Series 2 and Class B Series 2 Units’, average Net Asset Value, on a break-even basis. | |
• | Man-AHL 130 is subject to material conflicts of interest; members of the Man Group act as the manager of the AHL Diversified Program and as the manager and selling agent of the Man-Glenwood Funds. The Selling Agent is also an affiliate. | |
• | Investors in Man-AHL 130 (“Unitholders”) must pay tax every year on any income attributable to their investment in Man-AHL 130, irrespective of receiving no distributions from Man-AHL 130. | |
• | Man-AHL 130 trades to a substantial degree on non-US markets which are not subject to the same regulations as their US counterparts. | |
• | Man-AHL 130 is recently formed and has a limited operating history. | |
• | There is no market for the Units, and they may only be redeemed as of any calendar quarter-end on 45 days’ prior notice, subject to the limitation that no more than 15% of Man-AHL 130’s total outstanding Units may be redeemed as of any calendar quarter-end. |
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RISK DISCLOSURE STATEMENT
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MAN-AHL 130, LLC
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APP-1 | ||||||||
EX-23.01: CONSENT OF SIDLEY AUSTIN LLP | ||||||||
EX-23.02: CONSENT OF DELOITTE & TOUCHE LLP | ||||||||
EX-23.03: CONSENT OF PRICEWATERHOUSECOOPERS LLP |
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INFORMATION
Section | Page | |||
Pt. II-2 | ||||
Pt. II-4 | ||||
Pt. II-7 | ||||
A-1 | ||||
SR-1 | ||||
IA-1 | ||||
Execution copies of the Investor Application Forms accompany this Prospectus. |
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• | Access to the AHL Diversified Program.Past performance is not necessarily indicative of future results. | |
• | Diversification into managed futures; the AHL Diversified Program, which has historically had low correlation to traditional stock and bond investments, provides profit potential in rising and falling markets.There can be no assurance, however, that the performance of the AHL Diversified Program will continue to have low correlation to the general equity and debt markets. | |
• | An investment of 30% of Man-AHL 130’s capital in the Man-Glenwood Funds, potentially increasing overall returns and potentially performing profitably during certain periods when the AHL Diversified Program is unprofitable.There can be no assurance that Man-AHL 130’s investment in the Man-Glenwood Funds will be successful. | |
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Class A | ||||||||||||
Series 1 | Class B | |||||||||||
Dollar | Series 1 | |||||||||||
Return | Dollar Return | |||||||||||
Required | Required | |||||||||||
Percentage | ($25,000 | ($10,000 | ||||||||||
Return | Initial | Initial | ||||||||||
Required | Investment) | Investment) | ||||||||||
First | First | First | ||||||||||
Twelve | Twelve | Twelve | ||||||||||
Months of | Months | Months | ||||||||||
EXPENSES | Investment | of Investment | of Investment | |||||||||
Management Fee | 0.75 | % | $ | 187.50 | $ | 75.00 | ||||||
Aggregate Administrative Expenses1 | 2.17 | % | $ | 542.50 | $ | 217.00 | ||||||
Client Servicing Fee2 | 1.25 | % | $ | 312.50 | $ | 125.00 | ||||||
AHL Management Fee | 2.00 | % | $ | 500.00 | $ | 200.00 | ||||||
AHL Incentive Fee3 | 0.88 | % | $ | 220.00 | $ | 88.00 | ||||||
AHL Transaction Costs4 | 0.19 | % | $ | 47.50 | $ | 19.00 | ||||||
Man-Glenwood Funds’ Management Fees5 | 0.68 | % | $ | 168.75 | $ | 67.50 | ||||||
Sub-Fund Expenses5 | 0.60 | % | $ | 150.00 | $ | 60.00 | ||||||
Less Interest Income6 | (0.66 | )% | $ | (165.00 | ) | $ | (66.00 | ) | ||||
Twelve-month “breakeven” | 7.86 | % | $ | 1,963.75 | $ | 785.50 |
1 | Estimated on the basis of actual 2008 and 2009 expenses. | |
2 | Not applicable to Class A Series 2 Units or Class B Series 2 Units. | |
3 | The AHL Diversified Program charges a monthly incentive fee equal to 20% of any “new net profit” attributable to Man-AHL 130’s AHL account. This table assumes a “breakeven” year of trading for the Man-Glenwood Funds such that they have each returned sufficient profits to cover their own costs, but not in excess of such costs. A small AHL incentive fee is shown in this table because the AHL incentive fee will be charged on the amount of trading profit necessary to offset the costs of Man-AHL 130, other than those of the Man-Glenwood Funds, after payment of the AHL management fee and AHL transaction costs. | |
4 | Estimated; maximum AHL transaction costs are capped at 3%. | |
5 | Estimated; Man-Glenwood Funds’ investment estimated at 30% of Man-AHL 130 assets. Sub-Fund expenses include the Sub-Fund management fees, Sub-Fund performance fees and Sub-Fund transaction costs. However, this table assumes a “breakeven” year of trading for the Sub-Funds such that each has returned sufficient profits to cover the costs of such Sub-Fund, but not in excess of such costs. No Sub-Fund performance fee is shown in this table because the Sub-Fund performance fees are charged only after payment of the Sub-Fund management fees and Sub-Fund transaction costs. Because each Sub-Fund charges its own performance fee, Sub-Fund performance fees may still be charged in a year when the Sub-Funds as a group have a breakeven or losing year. | |
6 | Interest income estimated on the basis of 70% of Man-AHL 130 assets at blended overnight rates earned by Man-AHL 130 on cash held on deposit (for margin or otherwise) at financial institutions or brokers, as reduced by any debit balances at the brokers. The twelve-month “breakeven” provided is dependent on interest income of 0.66%. If interest income earned is less, Man-AHL 130 will have to earn profits in excess of 7.855% to cover its costs. | |
7 | This percentage return reflects the lower Incentive Fee amount necessary to be overcome in order to break-even due to the fact that trading profits, to which the Incentive Fee would apply, will not be necessary to overcome a Client Servicing Fee. | |
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• | You May Lose Your Entire Investment. Man-AHL 130 is speculative and involves a high degree of risk. None of Man-AHL 130’s strategies is assured of being profitable (unlike many traditional investment approaches which seek to participate in the growth of the economy over time, Man-AHL 130’s strategies are trading strategies which, if incorrect in the positions they acquire, can lose money under any circumstances). The AHL Diversified Program attempts to recognize and capitalize on price trends, taking substantial positions which will incur major losses if the price trends are incorrectly identified or unexpectedly reverse. Similarly, the Sub-Funds in which the Man-Glenwood Funds invest, through the Portfolio Company, each implement strategies subject to different orders of market risk, including price movements, changes in volatility and interest-rate fluctuations. Investors must be prepared to lose all or substantially all of their investment in Man-AHL 130. |
• | Man-AHL 130 Uses Leverage, Which Increases Risk. The AHL Diversified Program trades at a substantial degree of leverage, acquiring futures and forward contracts with a face amount of approximately 300% to 800% of Man-AHL 130’s Net Asset Value. The Man-Glenwood Funds currently leverage their investment in the Sub-Funds to approximately 120% of each Man-Glenwood Fund’s net assets. Leverage increases the risk of loss as well as performance volatility and transaction costs (including additional interest expenses). |
• | Man-AHL 130 is the First Public Futures Fund Sponsored by the Managing Member. Man-AHL 130 is the first public futures fund sponsored by the Managing Member. The past performance of the Man Group’s other investment funds and products is not necessarily indicative of the future success of Man-AHL 130. |
• | Man-AHL 130 Has a Limited Operating History. Man-AHL 130 is recently-formed and has a limited operating history. The past performance of Man-AHL 130, the AHL Diversified Program and the Man-Glenwood Funds is not necessarily indicative of how they will perform in the future. |
• | “Risk of Ruin.” While volatility is a widely accepted measure of the risk of a traditional debt or equity investment, it is also widely accepted that volatility does not fully reflect the risk of trading-based (as opposed to traditional “buy and hold”) strategies in that these strategies are subject — due to market disruption, illiquidity, “credit squeezes”and a variety of other factors — to incurring sudden and unprecedented losses. One of the best-known alternative investment strategy funds had virtually no downside volatility until it lost all of its equity in the course of two months. Man-AHL 130, in addition to being likely to have volatile performance, will also be subject to this “risk of ruin.” |
• | Man-AHL 130’s Performance is Expected to be Volatile. Futures and forward markets are volatile, and Man-AHL 130 may suffer sudden and substantial losses from time to time. Futures and forward prices are affected by complex and often unpredictable factors such as severe weather, governmental actions and other economic or political events. In fact, certain events — for example, international terrorist acts and political turmoil — may cause a large number of the highly-leveraged positions held by AHL to move in the same direction at or about the same time. The low margin deposits normally required in futures trading permit a high degree of leverage so that even small price movements in Man-AHL 130’s futures positions can result in significant changes in the value of those positions. Accordingly, the day-to-day value of the Units will be variable and uncertain. The Net Asset Value of the Units may change materially between the date you subscribe and the date Units are issued to you or the date on which you request a redemption and the quarter-end redemption date. |
• | Man-AHL 130’s Substantial Fees and Expenses Will Cause Losses Unless Offset by Profits and Interest Income. Man-AHL 130 is subject to substantial fees and |
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• | An Investment in Man-AHL 130 is not a Liquid Investment. No public or other market will develop for the Units. You must bear the economic risk of your investment until you are able to redeem your Units. | |
Units may only be redeemed as of any calendar quarter-end upon 45 days’ notice (subject to the limitation that redemptions of Man-AHL 130’s outstanding Units as of any given calendar quarter-end may not exceed 15% of the total Units then outstanding). A Unit’s redemption price will be its Net Asset Value on the redemption date, not on the date by which irrevocable notice of redemption must be given to Man-AHL 130. | ||
Because the Units cannot be readily liquidated, it may be impossible for investors to limit losses or realize accrued gains. |
• | Substantial Redemptions May Cause Man-AHL 130 to Incur Losses. Substantial redemptions of Units within a limited period of time, even though limited to 15% of Man-AHL 130’s total outstanding Units as of any calendar quarter-end, could disrupt Man-AHL 130’s portfolio, resulting in losses. Being required to liquidate positions — especially in unfavorable market conditions — could require Man-AHL 130 to liquidate at disadvantageous prices positions which AHL would otherwise have maintained, impairing the future profit potential of Man-AHL 130 as well as perhaps resulting in immediate losses. In the event that Man-AHL 130 receives redemption requests in excess of such 15% limitation for eight consecutive quarters, Man-AHL 130 will cease its trading and investment activities, and will terminate as promptly as possible and distribute its assets to investors. | |
• | Man-AHL 130 is Subject to Conflicts of Interest. The investment, management, brokerage and sales activities of the Managing Member and its affiliates give rise to conflicts of interest that may disadvantage Man-AHL 130. | |
Many of the direct and indirect service providers to Man-AHL 130 (excluding the managers of the Sub-Funds and the Administrator) are members of the Man Group (or entities in which Man Group plc holds an interest) and will remain so, even if using other, non-affiliated, service providers might be better for Man-AHL 130. As a result of the conflicts of interest in members of the Man Group serving in multiple capacities with respect to Man-AHL 130, AHL and the Man-Glenwood Funds, many of the service provider arrangements have not been negotiated at arm’s length, may not be at the lowest rates or terms otherwise available and will not be terminated even should more advantageous arrangements become available. |
• | The Managing Member Has Not Established Formal Procedures to Resolve Conflicts of Interest. Because the Managing Member has not established any formal procedures for resolving conflicts of interest, you will be dependent on the good faith of the conflicted parties to resolve their conflicts equitably. There can be no assurance that conflicts of interest will not result in losses for Man-AHL 130. For example, the Managing Member will not replace AHL as the futures manager for Man-AHL 130 nor the Man- Glenwood Funds as Man-AHL 130’s non-cash equivalent reserve asset investment, even if other such managers or investments might be more advantageous for Man-AHL 130, and AHL may have an incentive to trade more frequently through MF Global Inc. than it otherwise would due to Man Group plc’s interest in its parent company, MF Global Ltd. |
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• | Man-AHL 130’s Investment in the Man-Glenwood Funds May Incur Losses. The Sub-Funds may employ speculative trading strategies, including selling securities short and trading in derivatives, including swaps, over-the-counter (“OTC”) options and asset-backed securities, or investing in non-marketable securities. Short selling exposes the seller to unlimited risk due to the lack of an upper limit on the price to which a security may rise. Derivatives prices may be volatile and there are uncertainties as to how derivatives markets will perform during periods of market instability or credit distress. Non-marketable securities may be difficult to value and may not be easily disposed of when declining in value. Although the Man-Glenwood Funds are designed as multi-manager, multi-strategy fund of funds investments, under certain market conditions many of the Sub-Funds, in which the Man-Glenwood Funds invest through the Portfolio Company, could incur losses at or about the same time. The Man-Glenwood Funds might also refuse to offer or process repurchase tenders. | |
• | Market Disruptions. Man-AHL 130 may incur major losses in the event of disrupted markets and other extraordinary events, which may affect trading models in a way that is not consistent with historical pricing relationships. The risk of loss from a deviation from historical prices is compounded by the fact that in disrupted markets many positions become illiquid, making it difficult or impossible to close out positions against which the markets are moving. | |
Market disruptions and losses in one sector can cause ripple effects in other sectors; for example, during the “credit crunch” of 2007 many private investment funds with quantitative-based trading strategies suffered heavy losses even though they were not necessarily heavily invested in mortgage-backed securities or similar credit-related investments. Ongoing volatility in US credit markets and other market sectors in 2008 continues to create an increased risk of substantial investment losses and of further tightening in the availability of credit for such investment funds. | ||
A financial exchange may from time to time suspend or limit trading. Such a suspension could render it difficult or impossible for Man-AHL 130 or a Sub-Fund to liquidate affected positions and thereby expose it to losses. There can also be no assurance that off-exchange markets will remain liquid enough for Man-AHL 130 or the Sub-Funds to close out positions. |
• | Changes in Regulatory Requirements May be Adverse to Man-AHL 130. The regulation of US and non-US futures funds such as Man-AHL 130 has undergone substantial change in recent years, and such change may continue for the foreseeable future. In the past there have, for instance, been initiatives by certain governmental and/or political bodies to attempt to restrict the amount of speculative trading permitted in certain currencies and staples such as power and oil. The effect of regulatory change on Man-AHL 130, while impossible to predict, could be substantial and adverse. For example, certain regulatory changes have made the OTC derivatives markets significantly more available to small investors. This could disrupt historical price patterns to the detriment of AHL’s trading systems (based on historical market data). There have also recently been certain well-publicized incidents of regulators’ unexpectedly announcing regulatory changes or interpretations that prohibited strategies that had been implemented in a variety of formats for many years. For instance, in September of 2008 the SEC and various non-U.S. regulatory bodies imposed temporary bans on short-selling in a variety of stocks, and adopted permanent regulations that had the effect in certain cases of making short-selling more difficult or costly. These actions were generally regarded as disrupting market fundamentals and causing unexpected and volatile increases in the stock prices of a variety of issuers, as short sellers closed out their positions by buying securities. Market disruptions like those experienced in the credit-driven equity market collapse in 2008 as well as the dramatic increase in the capital allocated to asset management during recent years have led to increased governmental as well as self-regulatory oversight of the hedge fund industry in general. | |
Furthermore, the SEC, Congress, state legislatures, state securities administrators, as well as governing bodies of non-US jurisdictions could seek to impose greater regulation on the “hedge fund” industry in the future. It is impossible to predict what, if any, changes in the regulations applicable to Man-AHL 130, the |
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• | The AHL Incentive Fee Calculation May Not Reflect Your Investment Experience. The incentive fees payable to AHL will be calculated based on Man-AHL 130’s overall investment in the AHL Diversified Program, irrespective of when individual investors invest in Man-AHL 130. Consequently, the AHL incentive fees calculated in respect of Man-AHL 130’s AHL Diversified Program account may not be reflective of the investment experience of certain Unitholders. In addition, the AHL incentive fees will not be affected by losses on Man-AHL 130’s investment in the Man-Glenwood Funds. Finally, because the AHL incentive fees are calculated on a monthly basis, AHL could receive substantial incentive fees from Man-AHL 130 during a year even though Man-AHL 130’s investment with AHL for such year was unprofitable. | |
The Sub-Funds will charge performance fees based on their individual performance, irrespective of the overall performance of the Man-Glenwood Funds. |
• | You Will be Taxed Each Year on Your Share of Man-AHL 130 Profits; You Will be Required to Extend the Filing Date of Your Tax Returns. Man-AHL 130 is taxed as a partnership. Consequently, each Class A Unitholder will be required annually to report and pay tax on such Unitholder’s allocable share of Man-AHL 130’s net long-term capital gain or loss, net short-term capital gain or loss and all items of ordinary income or loss even though the Managing Member intends that Man-AHL 130 will make no distributions. Consequently, Unitholders must either redeem Units to pay their taxes with respect to their investment in Man-AHL 130 or have other assets available to do so. | |
Definitive federal income tax information relating to Man-AHL 130 will not be available until after April 15th, and Unitholders will be required to apply for extensions to file their income tax returns. See “Tax Consequences.” |
• | Man-AHL 130 Could Lose Assets and Have Its Trading Disrupted Due to the Bankruptcy of a Commodity Broker, Counterparty or Others. Man-AHL 130 is subject to the risk of broker, exchange, clearinghouse, or trading counterparty insolvency. Man-AHL 130’s futures brokers are required by applicable law to segregate all funds received from such broker’s customers in respect of futures transactions from such broker’s proprietary funds. If any of Man-AHL’s futures brokers were not to do so to the full extent required by law, or in the event of a substantial default by one or more of such broker’s other customers, Man-AHL 130’s assets held at such broker might not be fully protected in the event of such broker’s bankruptcy. Futures broker bankruptcies have occurred in which customers were not able to recover from the broker’s estate the full amount of their funds on deposit with such broker, and it is possible in a futures broker bankruptcy that customers recover nothing. There have been significant losses recently incurred by many hedge funds in relation to the bankruptcy and/or administration of Lehman Brothers Holdings and its affiliates in particular. | |
In respect of its foreign currency forward trading and other OTC derivatives trading, Man-AHL 130 will be dealing with entities substantially unregulated with respect to such trading and without the protection of a clearinghouse supporting the obligations of such counterparties under their respective trades. None of the CFTC, NFA, futures exchanges or banking authorities currently regulate the inter-bank currency or OTC derivative markets in respect of market participants such as Man-AHL 130 or Man-AHL 130’s trading in these markets. Because Man-AHL 130’s foreign currency forward trading and other OTC derivatives trading takes place in these markets, prospective investors must recognize that a portion of Man-AHL 130’s trading activity takes place in a substantially unregulated environment outside the jurisdiction of the CFTC or other regulatory bodies, and the responsibility for performing under a particular transaction rests solely with the counterparties to such transaction, not with any exchange or clearinghouse. In the event of a bankruptcy of any such counterparties, Man-AHL 130’s assets |
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• | Trading on Foreign Exchanges Presents Greater Risk Than Trading on US Exchanges. Man-AHL 130 trades on commodity exchanges outside the United States. Trading on foreign exchanges is not regulated by any United States governmental agency and may involve certain risks that do not arise when trading on United States exchanges. For example, an adverse change in the exchange rate between the United States dollar and the currency in which a non-US futures contract is denominated would reduce the profit or increase the loss on a trade in that contract. | |
Trading on foreign exchanges also presents risks of loss due to: (i) the possible imposition of exchange controls, which could make it difficult or impossible for Man-AHL 130 to repatriate some or all of its assets held by non-US counterparties; (ii) possible government confiscation of assets; (iii) taxation; (iv) possible government disruptions, which could result in market closures and thus an inability to exit positions and repatriate Man-AHL 130 assets for sustained periods of time, or even permanently; and (v) limited rights in the event of the bankruptcy or insolvency of a foreign broker or exchange resulting in a different and possibly less favorable distribution of the bankrupt’s assets than would occur in the United States. | ||
Many foreign regulatory systems do not assure all market participants equal access to transactions to the same extent as the US regulations, and Man-AHL 130 — as a non-local speculative trading vehicle — may be denied opportunities to which, in the United States, it would have access as a matter of right. |
• | The Absence of Regulation in Certain Markets Could Expose Man-AHL 130 to Significant Loss. Many of AHL’s, as well as the Sub-Funds’, transactions will be executed in the OTC, unregulated markets. There is no way to determine fair pricing or prevent business abuses in unregulated markets. Furthermore, unlike on exchanges, participants in the OTC markets have no obligation to make a market in any of the instruments traded. The absence of regulation in such markets could expose Man-AHL 130 to significant losses. | |
Various national governments have expressed concern regarding the need to regulate the “derivatives” markets in general. Future regulatory changes may limit Man-AHL 130’s ability to trade in certain markets. |
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• | Exchange-Rate Risk. Man-AHL 130 is denominated in US dollars. AHL both trades currencies and trades in other assets denominated in currencies other than the US dollar. Man-AHL 130 is subject to the general risk of adverse fluctuations in exchange rates between the currencies being traded by Man-AHL 130 and the US dollar as well as to the risk that in trading in assets denominated in currencies other than the US dollar, the value of Man-AHL 130’s positions will be adversely affected by changes in the exchange rate between the functional currency of such positions and the US dollar. The Man-Glenwood Funds are also subject to a certain level of exchange-rate risk on their investments in the Sub-Funds, which may be denominated in currencies other than US dollars and a number of which trade currencies or investment assets denominated in currencies other than the US dollar. | |
• | No Independent Experts Representing Investors. The Managing Member has consulted with counsel, accountants and other experts regarding the formation and operation of Man-AHL 130. No counsel has been appointed to represent investors in connection with the offering of the Units. Accordingly, prospective investors should consult their own financial, legal and tax advisors regarding the desirability of an investment in Man-AHL 130. |
• | Lack of Price Trends Will Cause Losses; There Have Been Sustained Periods of Time With Insufficient Price Trends for the AHL Diversified Program to Trade Profitably. The Managing Member Expects That There Will be Similar Periods in the Future. Trend-following futures and forward trading systems such as the AHL Diversified Program generally anticipate that most of their positions will be unprofitable; they are dependent on major gains in a limited number of positions for overall success. Accordingly, Man-AHL 130 cannot trade profitably unless there are major price trends in at least some of the markets it trades. Moreover, the price trends must be of a type that the AHL models can identify. In the past there have been sustained periods of time without significant market trends. During such periods, Man-AHL 130 can be expected to incur substantial losses. | |
Market conditions may result in which prices move rapidly in one direction, then reverse and then reverse again. In such “whipsaw” markets, AHL may establish positions for Man-AHL 130 on the basis of incorrectly identifying the rapid movement or reversal as a trend, resulting in substantial losses. |
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• | AHL’s Trading Decisions Are Based on Technical Systems, Not on an Analysis of Economic Factors, and May be Less Responsive to Continuously Changing Markets. AHL’s trading decisions generally are not determined by analysis of fundamental supply and demand factors, general economic factors or anticipated world events, but rather by technical trading systems based on historical price data. Technical trading systems are premised on the concept that market prices reflect the results of numerous market participants’ assessment of the value of the instruments being traded. This approach does not incorporate the possibility that basic economic factors may cause market prices not to reflect true value, and moreover must assume that historical price trends are relevant information to predicting prices in current markets (whereas, in fact, the markets and market participants are continuously changing). In markets in which fundamental factors dominate, for example, a pending political or economic event, AHL will maintain the positions indicated by its technical systems, which may incur substantial losses if particular fundamental events occur. |
• | Increased Competition Among Trend-Following Traders Could Reduce AHL’s Profitability. The Managing Member believes that there has been, over time, a substantial increase in interest in technical trading systems, particularly trend-following systems. As the assets under the management of trading systems based on the same general principles increase, an increasing number of traders may attempt to initiate or liquidate substantial positions at or about the same time as AHL, or otherwise alter historical trading patterns or affect the execution of trades, to the significant detriment of Man-AHL 130. | |
For example, in the early 1990s a number of currency traders left major banks and began implementing their individual currency trading strategies. This resulted in several long-established technical currency traders discontinuing operations as the price patterns which their systems had been designed to identify were disrupted by the substantial new order flow into the markets. | ||
• | AHL Has No Control Over the Market Conditions Which Will Dominate AHL’s Results. Although the AHL Diversified Program is as likely to be profitable as unprofitable in up or down markets, there is some tendency for managed investment products such as Man-AHL 130 — particularly those managed by systematic, trend-following advisors — to perform similarly during the same or approximately the same periods. Prospective investors must recognize that, irrespective of the skill and expertise of AHL, the success of Man-AHL 130 may be substantially dependent on general market conditions — not necessarily the same market conditions which would already affect the stock and bond markets but, for example, trendless periods in the futures markets — over which AHL has no control. |
• | Reliance on a Single Futures Trading Strategy Creates Exposure to the Risk of Obsolescence of That Strategy. Man-AHL 130’s direct managed futures component represents a commitment solely to the AHL Diversified Program — a single manager, single strategy allocation. Any single strategy involves risk, and that risk may be heightened in the context of managed futures strategies due to their need to continually develop and adapt their strategies to changing market conditions and historical price information. Reliance on a single manager and strategy incurs the risk of the single manager‘s strategy becoming outdated, as well as the risk of other adverse events affecting such single manager or strategy. |
• | Possible Effects of Speculative Position Limits. Certain futures contracts traded by AHL — principally agricultural futures traded on US exchanges — are subject to speculative position limits restricting the maximum position which speculative traders (such as Man-AHL 130) may acquire. Furthermore, these limits will be applied aggregating all AHL accounts, not solely Man-AHL 130‘s. In certain circumstances, these speculative position limits may prohibit AHL from acquiring positions which it would otherwise have believed to be in the best interest of Man-AHL 130. |
• | Possible Effects of Daily Price Fluctuation Limits. Certain futures contracts traded by AHL — again, principally agricultural futures contracts traded on US exchanges — are |
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• | Man-AHL 130 Is Unlikely to Realize its Potential Except in the Medium- to Long-Term. The nature of AHL‘s trend-following trading strategies, as well as the diverse alternative investment strategies used in managing the Sub-Funds, indicates that an investor must be prepared to be invested in Man-AHL 130 for a significant period of time in order to give the investment a realistic opportunity to achieve its objective. In the event of unexpected change in an investor‘s financial circumstances or if unexpected financial needs arise, an investor may be compelled to redeem from Man-AHL 130 at an inopportune time. | |
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![(PIE CHART)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215702.gif)
1 Currencies | 23.7 | % | ||
2 Bonds | 19.1 | % | ||
3 Stock indices | 17.1 | % | ||
4 Energies | 16.6 | % | ||
5 Metals | 9.2 | % | ||
6 Interest rates | 8.9 | % | ||
7 Agriculturals | 5.4 | % |
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Man-AHL 130 LLC — Class A Series 1 Units | Man-AHL 130 LLC — Class A Series 2 Units | |
(July 2007 — May 2009) | (April 2007 — May 2009) | |
Man-AHL 130 LLC — Class B Series 1 Units | Man-AHL 130 LLC — Class B Series 2 Units | |
(April 2008 — May 2009) | (April 2008 — May 2009) |
Inception of Trading of Man-AHL 130:April 2007
Inception of Trading of Class A Series 1:July 2007
Inception of Trading of Class A Series 2:April 2007
Inception of Trading of Class B Series 1:April 2008
Inception of Trading of Class B Series 2:April 2008
Total Net Asset Value of Man-AHL 130:$33,615,511
Total Net Asset Value Attributable to Class A Units:$18,321,388
Total Net Asset Value Attributable to Class B Units:$15,294,123
Largest % Monthly Drawdown Class A Series 1:(8.0)% (July 2008)
Largest % Monthly Drawdown Class A Series 2:(7.9)% (July 2008)
Largest % Monthly Drawdown Class B Series 1:(7.9)% (July 2008)
Largest % Monthly Drawdown Class B Series 2:(7.8)% (July 2008)
Worst Peak-to-Valley Drawdown Class A Series 1:(14.0)% (June 2008 — Sept 2008)
Worst Peak-to-Valley Drawdown Class A Series 2:(13.7)% (June 2008 — Sept 2008)
Worst Peak-to-Valley Drawdown Class B Series 1:(13.5)% (June 2008 — Sept 2008)
Worst Peak-to-Valley Drawdown Class B Series 2:(13.3)% (June 2008 — Sept 2008)
Aggregate Subscriptions from Inception (Man-AHL 130):$33,164,435
Aggregate Subscriptions from Inception (Class A Units):$17,799,482
Aggregate Subscriptions from Inception (Class B Units):$15,364,953
Monthly Rates of | Monthly Rates of | |||||||||||||||
Return — Class A Units | Return — Class B Units | |||||||||||||||
2007 Series | 2007 Series | 2007 Series | 2007 Series | |||||||||||||
Month | 1 | 2 | 1 | 2 | ||||||||||||
January | ||||||||||||||||
February | ||||||||||||||||
March | ||||||||||||||||
April | 4.55 | % | ||||||||||||||
May | 3.96 | % | ||||||||||||||
June | 3.34 | % | ||||||||||||||
July | (2.61 | )% | (2.51 | )% | ||||||||||||
August | (5.34 | )% | (5.25 | )% | ||||||||||||
September | 7.68 | % | 7.80 | % | ||||||||||||
October | 6.00 | % | 6.11 | % | ||||||||||||
November | 0.07 | % | 0.16 | % | ||||||||||||
December | (0.26 | )% | (0.15 | )% | ||||||||||||
Annual Return | 5.02 | % | 18.69 | % | ||||||||||||
(6 mos.) | (9 mos.) |
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Monthly Rates of | Monthly Rates of | |||||||||||||||
Return — Class A Units | Return — Class B Units | |||||||||||||||
2008 Series | 2008 Series | 2008 Series | 2008 Series | |||||||||||||
Month | 1 | 2 | 1 | 2 | ||||||||||||
January | 4.36 | % | 4.47 | % | ||||||||||||
February | 7.28 | % | 7.39 | % | ||||||||||||
March | (0.17 | )% | (0.07 | )% | ||||||||||||
April | (1.59 | )% | (1.48 | )% | (1.80 | )% | (1.70 | )% | ||||||||
May | 4.44 | % | 4.55 | % | 4.44 | % | 4.55 | % | ||||||||
June | 1.39 | % | 1.50 | % | 1.39 | % | 1.50 | % | ||||||||
July | (7.97 | )% | (7.88 | )% | (7.90 | )% | (7.80 | )% | ||||||||
August | (4.37 | )% | (4.28 | )% | (4.34 | )% | (4.25 | )% | ||||||||
September | (2.26 | )% | (2.16 | )% | (1.87 | )% | (1.77 | )% | ||||||||
October | 10.91 | % | 11.03 | % | 10.94 | % | 11.06 | % | ||||||||
November | 4.27 | % | 4.38 | % | 4.27 | % | 4.37 | % | ||||||||
December | 3.48 | % | 3.59 | % | 3.47 | % | 3.58 | % | ||||||||
Annual Return | 19.91 | % | 21.41 | % | 7.59 | % | 8.60 | % | ||||||||
(9 mos.) | (9 mos.) |
Monthly Rates of | Monthly Rates of | |||||||||||||||
Return — Class A Units | Return — Class B Units | |||||||||||||||
2009 Series | 2009 Series | 2009 Series | 2009 Series | |||||||||||||
Month | 1 | 2 | 1 | 2 | ||||||||||||
January | (1.00 | )% | (.90 | )% | (1.02 | )% | (.91 | )% | ||||||||
February | (.81 | )% | (.71 | )% | (.83 | )% | (.72 | )% | ||||||||
March | (5.32 | )% | (5.22 | )% | (5.25 | )% | (5.15 | )% | ||||||||
April | (4.56 | )% | (4.46 | )% | (4.57 | )% | (4.47 | )% | ||||||||
May | 3.53 | % | 3.64 | % | 3.47 | % | 3.58 | % | ||||||||
June | ||||||||||||||||
July | ||||||||||||||||
August | ||||||||||||||||
September | ||||||||||||||||
October | ||||||||||||||||
November | ||||||||||||||||
December | ||||||||||||||||
Annual Return | (8.14 | )% | (7.66 | )% | (8.16 | )% | (7.68 | )% | ||||||||
(5 mos.) | (5 mos.) | (5 mos.) | (5 mos.) |
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31-Mar-09 | 31-Mar-08 | |||||||
Ending Equity | $ | 31,808,255 | $ | 20,408,632 |
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January 2004 —May 2009
Name of program:AHL Diversified Program
Inception of trading:April 1, 1998
Number of open accounts:8
Aggregate assets (excluding “notional” equity) overall:$540,825,219
Aggregate assets (including “notional” equity) overall:$723,188,911
Aggregate assets (excluding “notional” equity) in program:$540,825,219
Aggregate assets (including “notional” equity) in program:$723,188,911
Largest monthly drawdown:(7.49)% (April 2004)
Worst peak-to-valley drawdown:(16.05)% (February 2004 — June 2004)
Number of profitable accounts opened and closed during the period:0
Range of returns experienced by profitable accounts opened and closed during
the period:N/A
Number of unprofitable accounts that have opened and closed during the period:0
Range of returns experienced by unprofitable accounts opened and closed during
the period:N/A
Month | 2004 | 2005 | 2006 | 2007 | 2008 | 2009 | ||||||||||||||||||
January | 0.76 | % | (4.90 | )% | 3.64 | % | 2.61 | % | 4.49 | % | (.60 | )% | ||||||||||||
February | 4.71 | % | 2.94 | % | (2.76 | )% | (5.71 | )% | 7.37 | % | (1.20 | )% | ||||||||||||
March | (2.15 | )% | (0.46 | )% | 3.60 | % | (2.53 | )% | 0.40 | % | (5.29 | )% | ||||||||||||
April | (7.49 | )% | (2.52 | )% | 4.83 | % | 6.82 | % | (1.37 | )% | (3.97 | )% | ||||||||||||
May | (1.78 | )% | 3.73 | % | (4.27 | )% | 3.77 | % | 4.07 | % | 3.00 | % | ||||||||||||
June | (5.58 | )% | 3.36 | % | (3.34 | )% | 3.75 | % | 1.35 | % | ||||||||||||||
July | 0.15 | % | 0.64 | % | (3.71 | )% | (2.60 | )% | (7.35 | )% | ||||||||||||||
August | 1.05 | % | 3.27 | % | 2.25 | % | (5.09 | )% | (3.54 | )% | ||||||||||||||
September | 2.85 | % | 3.65 | % | (1.10 | )% | 7.35 | % | 0.16 | % | ||||||||||||||
October | 4.06 | % | (1.20 | )% | 0.33 | % | 5.23 | % | 11.37 | % | ||||||||||||||
November | 7.85 | % | 5.61 | % | 2.51 | % | (0.41 | )% | 3.53 | % | ||||||||||||||
December | (0.32 | )% | (1.82 | )% | 3.24 | % | (0.07 | )% | 3.32 | % | ||||||||||||||
(8.01 | )% | |||||||||||||||||||||||
Annual Return | 3.13 | % | 12.38 | % | 4.73 | % | 12.72 | % | 24.98 | % | 5 mos. |
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ADDITIONAL | ||||
MAN-AHL (USA) LIMITED | ||||
TRADING PROGRAMS | ||||
January 2004 — October 2007 | ||||
Name of CTA: | Man-AHL (USA) Limited April 2005 — October 2007 | |||
Name of Program: | Man-AHL Alpha | |||
Inception of Client Account Trading by CTA: | April 2005 | |||
Inception of Client Account Trading in Program: | September 1998 | |||
Number of Open Accounts: | 0 (ceased trading 10/31/07) | |||
Actual Assets Overall: | $ | 379,381,931 | ||
Actual Assets in Program: | $0 | |||
Worst Monthly Drawdown in an Account: | (4.58)% (February 2007) | |||
Worst Peak-to-Valley Drawdown in an Account: | (7.37)% (April 2006 — July 2006) | |||
2009 Annual Return | N/A | |||
2008 Annual Return: | N/A | |||
2007 Annual Return: | 10.49% (10 months) | |||
2006 Annual Return: | 5.13% | |||
2005 Annual Return: | 12.83% (9 months) | |||
2004 Annual Return: | N/A |
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ADDITIONAL MAN INVESTMENTS (USA) CORP. FUNDS | ||||||||
January 2004 — May 2009 | ||||||||
CTA: Man-AHL (USA) Limited | ||||||||
Name of Fund: | Man-AHL Diversified I LP(1) | Man-AHL Diversified LP | ||||||
Type of Offering | Private | Private | ||||||
Inception of Trading | April 1998 | January 2006 | ||||||
Aggregate Subscriptions: | $ | 297,886,426 | $ | 72,462,389 | ||||
Current Capitalization: | $ | 266,274,390 | $ | 60,077,352 | ||||
Worst Monthly Drawdown in an Account: | (7.67)% (April 04) 2 | (7.09)% (July 2008) | ||||||
Worst Peak-to-Valley Drawdown in an Account: | (16.72)% (Feb 04 July 04) 2 | (11.07)% (Dec 2008 — Present) | ||||||
2009 Annual Return: | (8.96)%2(5 months) | (8.49)% (5 months) | ||||||
2008 Annual Return: | 26.65% | 28.24% | ||||||
2007 Annual Return: | 13.24% | 14.19% | ||||||
2006 Annual Return: | 4.25% | 4.67% | ||||||
2005 Annual Return: | 11.00% | N/A | ||||||
2004 Annual Return: | 0.89% | N/A |
1 | The CTA for Man-AHL Diversified I LP was Man-AHL (USA) Corp. from Inception to April 1, 2005 and Man-AHL (USA) Limited from April 1, 2005 to Present. | |
2 | Beginning April 1, 2009, two new classes of partnership interest, each with lower fees, were opened within Man-AHL Diversified I LP. Performance information presented here is that of the class charging the highest fees. | |
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Recipient | Nature of Payment | Amount of Payment | ||
The Managing Member | Management Fee | 0.75% per annum of Man-AHL 130’s Net Asset Value, calculated monthly and paid quarterly in arrears. | ||
The Selling Agent | Client Servicing Fee | 1.25% per annum of the Net Asset Value of each Class A Series 1 and Class B Series 1 Unit, calculated monthly and paid quarterly in arrears. Once the Selling Agent has received aggregate selling commissions (including the Client Servicing Fee) totaling 10% of the sale price of a Class A Series 1 or Class B Series 1 Unit, the Client Servicing Fee will end with respect to such Unit and the Net Asset Value of such Unit will be recalculated, and the Unit will be redesignated, in terms of Class A Series 2 or Class B Series 2 Units, as applicable, against which the Client Servicing Fee is not charged, and no further Client Servicing Fee will be charged in respect of such Unit. | ||
The Futures Brokers | Brokerage Commissions | Approximately $4 to $5 per round-turn trade, inclusive of all transaction, exchange and regulatory fees. Limited to 3% of Man-AHL 130’s average month-end Net Asset Value for each fiscal year. | ||
Forward Counterparties | “Bid-ask” spreads | These spreads are not actually fees paid by Man-AHL 130 but are dealer profit margins incorporated into forward contract pricing. They are, therefore, unquantifiable. In addition, Man-AHL 130 will pay RBS and JPM clearing fees between $2.75 and $5.00 per transaction for Man-AHL 130’s forward transactions. This clearing fee is included within the 3% cap on Man-AHL 130 brokerage commissions. | ||
Man-AHL (USA) Limited | Management Fee | 2% per annum of the notional value of Man-AHL 130’s AHL account, calculated and paid monthly. | ||
Monthly Incentive Fee | 20% of any new net profits calculated and paid monthly on a “high water mark” basis. | |||
The Man-Glenwood Funds | Management, investor servicing and administrative fees and expenses | In total, excluding fees and expenses of the Sub-Funds, 2.25% per annum of Man-AHL 130’s aggregate investment in the Man-Glenwood Funds, calculated monthly and paid quarterly. | ||
Others | Administrator fees, custody fees, legal, accounting, printing, postage and other administrative costs | Administrative expenses are estimated to be 2.00% per annum of Man-AHL 130’s average month-end Net Asset Value at the current Net Asset Value and at or below the 0.50% per annum level upon the Net Asset value of Man-AHL 130 reaching $250,000,000. Administrative expenses in excess of 1/12 of 0.50% of each month-end Net Asset Value (approximately 0.50% of Net Asset Value per annum) were paid by, or reimbursed to Man-AHL 130 by, the Managing Member or an affiliate through March 2009. Beginning April 2009, all administrive expenses are being paid by Man-AHL 130, although the Managing Member may pay expenses in excess of such 0.50% per annum level in its discretion. | ||
Others | Extraordinary charges | Actual payments to third parties; expected to be negligible. |
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similar conduct and, in consultation with CME Market Regulation staff, enhance its training practices and supervisory procedures regarding electronic trading practices.
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1) | a successful adjudication on the merits of each count alleged has been obtained; or | ||
2) | such claims have been dismissed with prejudice on the merits by a court of competent jurisdiction; or | ||
3) | a court of competent jurisdiction approves a settlement of the claims and finds indemnification of the settlement and related costs (including the litigation costs) should be made; and | ||
4) | in the case of 3), the court has been advised of the position of the SEC and the states in which the Units were offered and sold as to indemnification for the violations. |
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• | information we receive from you in the Class appropriate Investor Application Form or other forms, whether written or electronic. This information includes, but is not limited to, your name, address, social security number and information about your level of income, net worth and investment experience; |
• | information about your transactions with us and our affiliates or others. This information could include your use of various products and services that we and our affiliates provide; |
• | information we receive from our affiliates; |
• | information we receive from other third parties such as demographic firms. This information could include investment preferences; and |
• | information we receive from you online, such as cookies (small pieces of data stored by your Internet browser on your computer) or other technology that may be used to, among other things, remember passwords for you, help us track your website usage, or provide you with customized content. |
• | share information with regulatory authorities and law enforcement officials who have jurisdiction over us or if we are required to do so by US or other applicable law; |
• | provide information to protect against fraud; |
• | share information with your prior consent; |
• | share information with service providers that perform administrative or marketing services on our behalf including, without limitation, the Selling Agent and the Additional Selling Agents; or |
• | share information with our accountants, attorneys and auditors. |
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Page | ||||
Man-AHL 130, LLC | ||||
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69 | ||||
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Man Investments (USA) Corp. | ||||
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equivalent information has been included in the financial statements or notes thereto.
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AS OF MARCH 31, 2009 AND 2008
2009 | 2008 | |||||||||||||||
% of | % of | |||||||||||||||
Fair | Members’ | Fair | Members’ | |||||||||||||
Value | Equity* | Value | Equity* | |||||||||||||
Futures Contracts — Long: | ||||||||||||||||
Agricultural | $ | 9,983 | 0.03 | % | $ | — | — | % | ||||||||
Currency | (1,783 | ) | (0.01 | ) | 153,351 | 0.75 | ||||||||||
Energy | (3,569 | ) | (0.01 | ) | 83,205 | 0.41 | ||||||||||
Indices | (23,897 | ) | (0.08 | ) | — | — | ||||||||||
Metals | (6,199 | ) | (0.02 | ) | — | — | ||||||||||
Non-United States Bonds | 278,519 | 0.88 | 241,290 | 1.18 | ||||||||||||
United States Bonds | 205,649 | 0.65 | 189,722 | 0.93 | ||||||||||||
Other | — | — | 1,910 | 0.01 | ||||||||||||
Total Futures Contracts — Long | 458,703 | 1.44 | 669,478 | 3.28 | ||||||||||||
Futures Contracts — Short: | ||||||||||||||||
Agricultural | 3,492 | 0.01 | 39,623 | 0.19 | ||||||||||||
Currency | (11,841 | ) | (0.04 | ) | — | — | ||||||||||
Energy | 23,133 | 0.07 | — | — | ||||||||||||
Indices | (10,774 | ) | (0.03 | ) | — | — | ||||||||||
Metals | (69,852 | ) | (0.22 | ) | (23,940 | ) | (0.12 | ) | ||||||||
Non-United States Bonds | 22,311 | 0.07 | 5,656 | 0.03 | ||||||||||||
Other | (1,146 | ) | 0.00 | 4 | 0.00 | |||||||||||
Total Futures Contracts — Short | (44,677 | ) | (0.14 | ) | 21,343 | 0.10 | ||||||||||
Forward Contracts — Long: | ||||||||||||||||
Australian Dollar | 16,727 | 0.05 | (13,044 | ) | (0.06 | ) | ||||||||||
Brazilian Real | — | — | (26,632 | ) | (0.13 | ) | ||||||||||
British Pound | (13,057 | ) | (0.04 | ) | (22,509 | ) | (0.11 | ) | ||||||||
Canadian Dollar | (4,149 | ) | (0.01 | ) | (14,614 | ) | (0.07 | ) | ||||||||
Czech Koruna | — | — | 8,545 | 0.04 | ||||||||||||
European Euro | (43,920 | ) | (0.14 | ) | 29,520 | 0.14 | ||||||||||
Indian Rupee | 1,660 | 0.01 | — | — | ||||||||||||
Japanese Yen | (116,591 | ) | (0.37 | ) | — | — | ||||||||||
Mexican Peso | 6,522 | 0.02 | 11,766 | 0.06 | ||||||||||||
Norwegian Krone | (7,086 | ) | (0.02 | ) | — | — | ||||||||||
New Zealand Dollar | 20,491 | 0.06 | (16,287 | ) | (0.08 | ) | ||||||||||
Polish Zloty | — | — | 14,210 | 0.07 | ||||||||||||
Singapore Dollar | 1,889 | 0.01 | 6,843 | 0.04 | ||||||||||||
South African Rand | 19,951 | 0.06 | — | — | ||||||||||||
South Korean Won | 6,292 | 0.02 | — | — | ||||||||||||
Swiss Franc | 54,949 | 0.17 | 96,697 | 0.47 | ||||||||||||
Turkish New Lira | 1,925 | 0.01 | — | — | ||||||||||||
Other | 589 | 0.00 | (4,074 | ) | (0.02 | ) | ||||||||||
Total Forward Contracts — Long | (53,808 | ) | (0.17 | ) | 70,421 | 0.35 | ||||||||||
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AS OF MARCH 31, 2009 AND 2008
2009 | 2008 | |||||||||||||||
% of | % of | |||||||||||||||
Fair | Members’ | Fair | Members’ | |||||||||||||
Value | Equity* | Value | Equity* | |||||||||||||
Forward Contracts — Short: | ||||||||||||||||
Australian Dollar | $ | (7,729 | ) | (0.02 | )% | $ | 7,881 | 0.04 | % | |||||||
Brazilian Real | (10,403 | ) | (0.03 | ) | 16,317 | 0.08 | ||||||||||
British Pound | (44,547 | ) | (0.14 | ) | 6,742 | 0.03 | ||||||||||
Canadian Dollar | (2,088 | ) | (0.01 | ) | 7,362 | 0.04 | ||||||||||
Chilean Peso | (2,199 | ) | (0.01 | ) | — | — | ||||||||||
Czech Koruna | 4,457 | 0.01 | — | — | ||||||||||||
European Euro | (136,536 | ) | (0.43 | ) | — | — | ||||||||||
Hungarian Forint | (2,336 | ) | (0.01 | ) | — | — | ||||||||||
Indian Rupee | (7,370 | ) | (0.02 | ) | — | — | ||||||||||
Japanese Yen | 71,326 | 0.22 | — | — | ||||||||||||
Mexican Peso | (4,844 | ) | (0.01 | ) | (7,515 | ) | (0.04 | ) | ||||||||
New Taiwan Dollar | (5,729 | ) | (0.02 | ) | — | — | ||||||||||
New Zealand Dollar | (53,993 | ) | (0.17 | ) | 7,537 | 0.04 | ||||||||||
Norwegian Krone | (10,532 | ) | (0.03 | ) | 1,129 | 0.01 | ||||||||||
Polish Zloty | (20,512 | ) | (0.06 | ) | (5,954 | ) | (0.03 | ) | ||||||||
Russian Ruble | (4,376 | ) | (0.01 | ) | — | — | ||||||||||
Singapore Dollar | (9,955 | ) | (0.03 | ) | (4,912 | ) | (0.03 | ) | ||||||||
South African Rand | (44,075 | ) | (0.14 | ) | 3,286 | 0.02 | ||||||||||
South Korean Won | (7,088 | ) | (0.02 | ) | — | — | ||||||||||
Swiss Franc | (43,568 | ) | (0.14 | ) | (33,909 | ) | (0.17 | ) | ||||||||
Turkish New Lira | (11,054 | ) | (0.03 | ) | — | — | ||||||||||
Other | 985 | 0.00 | 591 | 0.00 | ||||||||||||
Total Forward Contracts — Short | (352,166 | ) | (1.10 | ) | (1,445 | ) | (0.01 | ) | ||||||||
Net unrealized trading gains on open derivative contracts | $ | 8,052 | 0.03 | % | $ | 759,797 | 3.72 | % | ||||||||
* | Percentages are based on Members’ Equity of $31,808,255 and $20,408,632 for March 31, 2009 and March 31, 2008, respectively. | |
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March 31, 2009 | March 31, 2008 | |||||||
ASSETS: | ||||||||
Equity in commodity futures trading accounts: | ||||||||
Net unrealized trading gains on open derivatives contracts | $ | 414,026 | $ | 759,797 | ||||
Due from broker | 2,645,663 | 944,647 | ||||||
Investment in Man-Glenwood Lexington, LLC, at fair value (cost $6,490,273 and $5,839,245, respectively) | 5,691,325 | 5,701,675 | ||||||
Investment in Man-Glenwood Lexington TEI, LLC, at fair value (cost $4,837,500 and $0, respectively) | 4,455,049 | — | ||||||
Cash and cash equivalents | 19,860,608 | 13,883,114 | ||||||
Advance subscription to Man-Glenwood Lexington, LLC | — | 238,357 | ||||||
Redemption receivable from Man-Glenwood Lexington, LLC | 101,560 | 160,000 | ||||||
Expense reimbursement receivable | 240,424 | 114,090 | ||||||
Interest receivable | 171 | 5,773 | ||||||
TOTAL | $ | 33,408,826 | $ | 21,807,453 | ||||
LIABILITIES & MEMBERS’ EQUITY: | ||||||||
Equity in forwards trading accounts: | ||||||||
Net unrealized trading losses on open derivatives contracts | $ | 405,974 | $ | — | ||||
Subscriptions received in advance | 744,666 | 290,416 | ||||||
Redemption payable | 156,281 | — | ||||||
Management fees payable | 115,512 | 136,793 | ||||||
Client servicing fees payable | 22,960 | 1,044 | ||||||
Incentive fees payable | — | 598,100 | ||||||
Brokerage commission payable | — | 98,588 | ||||||
Accrued professional fees payable | 89,875 | 173,409 | ||||||
Accrued administrative fees payable | 62,500 | 98,871 | ||||||
Other liabilities | 2,803 | 1,600 | ||||||
Total liabilities | 1,600,571 | 1,398,821 | ||||||
MEMBERS’ EQUITY: | ||||||||
Class A Series 1 Members (6,099.598 and 2,647.132 units outstanding, respectively) | 802,089 | 348,997 | ||||||
Class A Series 2 Members (126,703.991 and 150,751.032 units outstanding, respectively) | 17,027,572 | 20,059,635 | ||||||
Class B Series 1 Members (48,348.641 and 0 units outstanding, respectively) | 6,379,233 | — | ||||||
Class B Series 2 Members (56,356.575 and 0 units outstanding, respectively) | 7,599,361 | — | ||||||
Total Members’ equity | 31,808,255 | 20,408,632 | ||||||
TOTAL | $ | 33,408,826 | $ | 21,807,453 | ||||
NET ASSET VALUE PER UNIT OUTSTANDING — CLASS A SERIES 1 MEMBERS | $ | 131.50 | $ | 131.84 | ||||
NET ASSET VALUE PER UNIT OUTSTANDING — CLASS A SERIES 2 MEMBERS | $ | 134.39 | $ | 133.07 | ||||
NET ASSET VALUE PER UNIT OUTSTANDING — CLASS B SERIES 1 MEMBERS | $ | 131.94 | $ | — | ||||
NET ASSET VALUE PER UNIT OUTSTANDING — CLASS B SERIES 2 MEMBERS | $ | 134.84 | $ | — | ||||
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For the year ended | For the year ended | |||||||
March 31, 2009 | March 31, 2008 | |||||||
INVESTMENT INCOME: | ||||||||
Interest income | $ | 282,870 | $ | 398,431 | ||||
EXPENSES: | ||||||||
Management fees | 851,887 | 485,023 | ||||||
Incentive fees | 1,156,176 | 1,249,061 | ||||||
Client servicing fees | 63,873 | 2,088 | ||||||
Brokerage commissions | 4,466 | 244,051 | ||||||
Professional fees | 418,749 | 355,000 | ||||||
Administrative fees | 150,000 | 173,871 | ||||||
Other | 98,859 | 10,369 | ||||||
TOTAL EXPENSES | 2,744,010 | 2,519,463 | ||||||
Less reimbursed expenses | (510,604 | ) | (447,815 | ) | ||||
Net expenses | 2,233,406 | 2,071,648 | ||||||
NET INVESTMENT LOSS | (1,950,536 | ) | (1,673,217 | ) | ||||
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS AND FOREIGN CURRENCY: | ||||||||
Net realized trading gains on closed derivatives contracts and foreign currency transactions | 4,886,455 | 6,064,135 | ||||||
Net change in unrealized trading gains (losses) on open derivatives contracts and translation of assets and liabilities denominated in foreign currencies | (751,745 | ) | 759,797 | |||||
Net realized losses on investment in Man-Glenwood Lexington, LLC | (236,769 | ) | (4,513 | ) | ||||
Net change in unrealized depreciation on investment in Man-Glenwood Lexington, LLC | (661,378 | ) | (137,570 | ) | ||||
Net change in unrealized depreciation on investment in Man-Glenwood Lexington TEI, LLC | (382,451 | ) | — | |||||
NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS AND FOREIGN CURRENCY | 2,854,112 | 6,681,849 | ||||||
Net income | $ | 903,576 | $ | 5,008,632 | ||||
Net income per unit outstanding — Class A Series 1 | $ | 1.20 | $ | 35.13 | ||||
Net income per unit outstanding — Class A Series 2 | $ | 3.87 | $ | 33.05 | ||||
Net income per unit outstanding — Class B Series 1 | $ | 4.56 | $ | — | ||||
Net income per unit outstanding — Class B Series 2 | $ | 4.17 | $ | — | ||||
See notes to financial statements. |
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CLASS A SERIES 1 | CLASS A SERIES 2 | CLASS B SERIES 1* | CLASS B SERIES 2* | TOTAL | ||||||||||||||||||||||||||||||||||||
Amount | Units | Amount | Units | Amount | Units | Amount | Units | Amount | Units | |||||||||||||||||||||||||||||||
Members’ equity at April 1, 2008 | $ | 348,997 | 2,647.132 | $ | 20,059,635 | 150,751.032 | $ | — | — | $ | — | — | $ | 20,408,632 | 153,398.164 | |||||||||||||||||||||||||
Subscriptions | 510,400 | 3,920.343 | 1,230,416 | 9,550.477 | 6,269,230 | 48,652.040 | 7,648,318 | 58,076.647 | 15,658,364 | 120,199.507 | ||||||||||||||||||||||||||||||
Redemptions | (63,818 | ) | (467.877 | ) | (4,838,643 | ) | (33,597.518 | ) | (40,030 | ) | (303.399 | ) | (219,826 | ) | (1,720.072 | ) | (5,162,317 | ) | (36,088.866 | ) | ||||||||||||||||||||
Net income | 6,510 | — | 576,164 | — | 150,033 | — | 170,869 | — | 903,576 | — | ||||||||||||||||||||||||||||||
Members’ equity at March 31, 2009 | $ | 802,089 | 6,099.598 | $ | 17,027,572 | 126,703.991 | $ | 6,379,233 | 48,348.641 | $ | 7,599,361 | 56,356.575 | $ | 31,808,255 | 237,508.805 | |||||||||||||||||||||||||
NET ASSET VALUE PER UNIT OUTSTANDING AT MARCH 31, 2009 | $ | 131.50 | $ | 134.39 | $ | 131.94 | $ | 134.84 | ||||||||||||||||||||||||||||||||
FOR THE PERIOD ENDED MARCH 31, 2008 | ||||||||||||||||||||||||||||||||||||||||
CLASS A SERIES 1** | CLASS A SERIES 2** | CLASS B SERIES 1 | CLASS B SERIES 2 | TOTAL | ||||||||||||||||||||||||||||||||||||
Amount | Units | Amount | Units | Amount | Units | Amount | Units | Amount | Units | |||||||||||||||||||||||||||||||
Member’s equity at April 1, 2007 | $ | — | — | $ | 10,000 | — | $ | — | — | $ | — | — | $ | 10,000 | — | |||||||||||||||||||||||||
Subscriptions | 300,000 | 2,647.132 | 15,090,000 | 150,751.032 | — | — | — | — | 15,390,000 | 153,398.164 | ||||||||||||||||||||||||||||||
Redemptions | — | — | — | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||
Net income | 48,997 | — | 4,959,635 | — | — | — | — | — | 5,008,632 | — | ||||||||||||||||||||||||||||||
Members’ equity at March 31, 2008 | $ | 348,997 | 2,647.132 | $ | 20,059,635 | 150,751.032 | $ | — | — | $ | — | — | $ | 20,408,632 | 153,398.164 | |||||||||||||||||||||||||
NET ASSET VALUE PER UNIT OUTSTANDING AT MARCH 31, 2008 | $ | 131.84 | $ | 133.07 | $ | — | $ | — | ||||||||||||||||||||||||||||||||
* | Class B Series 1 and Class B Series 2 commenced trading on April 1, 2008. | |
** | Class A Series 1 and Class A Series 2 commenced trading on July 1, 2007 and April 2, 2007, respectively. | |
See notes to financial statements. | ||
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For the year ended | For the year ended | |||||||
March 31, 2009 | March 31, 2008 | |||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
Net income | $ | 903,576 | $ | 5,008,632 | ||||
Adjustments to reconcile net income to net cash used in operating activities: | ||||||||
Net change in unrealized trading (gains) losses on open derivative contracts and translation of assets and liabilities denominated in foreign currencies | 751,745 | (759,797 | ) | |||||
Purchase of investment in Man-Glenwood Lexington, LLC | (2,222,000 | ) | (6,764,793 | ) | ||||
Sale of investment in Man-Glenwood Lexington, LLC | 1,631,000 | 522,678 | ||||||
Purchase of investment in Man-Glenwood Lexington TEI, LLC | (4,837,500 | ) | — | |||||
Net realized losses on investment in Man-Glenwood Lexington, LLC | 236,769 | 4,513 | ||||||
Net change in unrealized depreciation on investment in Man-Glenwood Lexington, LLC | 661,378 | 137,570 | ||||||
Net change in unrealized depreciation on investment in Man-Glenwood Lexington TEI, LLC | 382,451 | — | ||||||
Changes in: | ||||||||
Due from broker | (1,701,016 | ) | (944,647 | ) | ||||
Expense reimbursement receivable | (126,334 | ) | (114,090 | ) | ||||
Interest receivable | 5,602 | (5,773 | ) | |||||
Management fees payable | (21,281 | ) | 136,793 | |||||
Incentive fees payable | (598,100 | ) | 598,100 | |||||
Brokerage commissions payable | (98,588 | ) | 98,588 | |||||
Accrued professional fees payable | (83,534 | ) | 173,409 | |||||
Accrued administrative fees payable | (36,371 | ) | 98,871 | |||||
Client servicing fees payable | 21,916 | 1,044 | ||||||
Other liabilities | 1,203 | 1,600 | ||||||
Net cash used in operating activities | (5,129,084 | ) | (1,807,302 | ) | ||||
FINANCING ACTIVITIES: | ||||||||
Capital subscriptions | 16,112,614 | 15,680,416 | ||||||
Capital redemptions | (5,006,036 | ) | — | |||||
Net cash provided by financing activities | 11,106,578 | 15,680,416 | ||||||
NET INCREASE IN CASH AND CASH EQUIVALENTS | 5,977,494 | 13,873,114 | ||||||
CASH AND CASH EQUIVALENTS — Beginning of year | 13,883,114 | 10,000 | ||||||
CASH AND CASH EQUIVALENTS — End of year | $ | 19,860,608 | $ | 13,883,114 | ||||
See notes to financial statements. |
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Class A | Class A | Class B | Class B | |||||||||||||
Series 1 | Series 2 | Series 1* | Series 2* | |||||||||||||
Net asset value, beginning of period | $ | 131.84 | $ | 133.07 | $ | 131.84 | $ | 133.07 | ||||||||
Net realized and unrealized gains on investments and foreign currency | 14.38 | 14.64 | 15.17 | 15.15 | ||||||||||||
Net investment loss(1) | (14.72 | ) | (13.32 | ) | (15.07 | ) | (13.38 | ) | ||||||||
Total from operations | (0.34 | ) | 1.32 | 0.10 | 1.77 | |||||||||||
Net asset value, end of period | $ | 131.50 | $ | 134.39 | $ | 131.94 | $ | 134.84 | ||||||||
Net assets, end of period | $ | 802,089 | $ | 17,027,572 | $ | 6,379,233 | $ | 7,599,361 | ||||||||
Ratio of investment loss to average net assets | (7.38 | )%(3) | (6.14 | )%(3) | (7.50 | )%(3) | (6.16 | )%(3) | ||||||||
Ratio of expenses to average net assets (excluding incentive fee) | 4.54 | % | 3.32 | % | 4.54 | % | 3.30 | % | ||||||||
Incentive fee | 3.73 | % | 3.80 | % | 3.77 | % | 3.69 | % | ||||||||
Ratio of net expenses to average net assets | 8.27 | %(3) | 7.12 | %(3) | 8.31 | %(3) | 6.99 | %(3) | ||||||||
Total return (prior to incentive fee) | 3.49 | % | 4.81 | % | 3.91 | % | 5.10 | % | ||||||||
Incentive fee | (3.75 | )% | (3.82 | )% | (3.83 | )% | (3.77 | )% | ||||||||
Total return | (0.26 | )% | 0.99 | % | 0.08 | % | 1.33 | % | ||||||||
FOR THE PERIOD ENDED MARCH 31, 2008 | ||||||||||||||||
Class A | Class A | Class B | Class B | |||||||||||||
Series 1** | Series 2** | Series 1 | Series 2 | |||||||||||||
Net asset value, beginning of period | $ | 112.32 | $ | 100.00 | $ | — | $ | — | ||||||||
Net realized and unrealized gains on investments and foreign currency | 42.04 | 52.33 | — | — | ||||||||||||
Net investment loss(1) | (22.52 | ) | (19.26 | ) | — | — | ||||||||||
Total from operations | 19.52 | 33.07 | — | — | ||||||||||||
Net asset value, end of period | $ | 131.84 | $ | 133.07 | $ | — | $ | — | ||||||||
Net assets, end of period | $ | 348,997 | $ | 20,059,635 | $ | — | $ | — | ||||||||
Ratio of investment loss to average net assets | (9.22 | )%(2)(4) | (9.47 | )%(2)(4) | — | % | — | % | ||||||||
Ratio of expenses to average net assets (excluding incentive fee) | 5.55 | %(4) | 4.65 | %(4) | — | % | — | % | ||||||||
Incentive fee | 5.62 | % | 7.08 | % | — | % | — | % | ||||||||
Ratio of expenses to average net assets | 11.17 | %(2) | 11.73 | %(2) | — | % | — | % | ||||||||
Total return (prior to incentive fee) | 25.46 | % | 41.31 | % | — | % | — | % | ||||||||
Incentive fee | (8.08 | )% | (8.24 | )% | — | % | — | % | ||||||||
Total return | 17.38 | % | 33.07 | % | — | % | — | % | ||||||||
* | Class B Series 1 and Class B Series 2 commenced trading on April 1, 2008. | |
** | Class A Series 1 and Class A Series 2 commenced trading on July 1, 2007 and April 2, 2007, respectively. | |
(1) | Includes incentive fee. | |
(2) | If expenses had not been contractually reimbursed by the Adviser, the ratios of net investment loss and expenses to average net assets would be (11.62)% and 13.57%, respectively for Class A Series 1 and (12.02)% and 14.29%, respectively for Class A Series 2. | |
(3) | If expenses had not been contractually reimbursed by the Adviser, the ratios of net investment loss and expenses to average net assets would be (9.09)% and 9.98%, respectively for Class A Series 1, (7.75)% and 8.73%, respectively for Class A Series 2, (9.29)% and 10.10%, respectively for Class B Series 1, and (7.94)% and 8.77%, respectively for Class B Series 2. | |
(4) | Annualized for periods less than a year. | |
See notes to financial statements. | ||
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(A Delaware Limited Liability Company)
1. | ORGANIZATION | |
Man-AHL 130, LLC (the “Company”) is a limited liability company organized under the laws of Delaware and is structured as a managed futures product which offers investors enhanced yield and diversification benefits. The Company was formed on April 14, 2005 and funded with an initial $10,000 investment from its managing member, Man Investments (USA) Corp. (“MI USA” or the “Managing Member”), a Delaware corporation, on May 10, 2005. The Company commenced trading on April 2, 2007 and operates as a commodity investment pool. | ||
On June 28, 2005, the Company filed a registration statement under the Securities Act of 1933 (the “1933 Act”), which registration statement was subsequently amended. On February 1, 2007, the Company’s registration statement was declared effective by the Securities and Exchange Commission (the “SEC”). | ||
Beginning July 1, 2007, Class A Series 1 units were issued at the current net asset value of Managing Member units of $112.32. The Managing Member’s investment was designated as Class A Series 2 upon commencement of trading. On April 1, 2008, the Company issued 12,832.453 units of Class B Series 1 at $131.84 per unit and 20,814.930 units of Class B Series 2 at $133.07 per Unit. Class A and Class B units have substantially identical trading portfolios except that Class A units are offered to taxable investors and invest in Man-Glenwood Lexington, LLC (“MGL”), a registered investment company, and Class B units are offered to tax-exempt investors and invest in Man-Glenwood Lexington TEI, LLC (“TEI”), a registered investment company. | ||
The Company invests the majority of its capital into a managed futures program (the “AHL Diversified Program”). The Company’s objective in investing in the AHL Diversified Program is to recognize substantial profits while achieving diversification, as this program has had historically low correlation to traditional stock and bond portfolios. Additionally, the Company invests approximately thirty percent of its Class A share capital in MGL and thirty percent of its Class B share capital in TEI. | ||
MI USA is registered with the Commodity Futures Trading Commission (the “CFTC”) as a commodity pool operator and is a member of the National Futures Association (the “NFA”). Man-AHL (USA) Limited, a limited liability company incorporated in the United Kingdom, manages the AHL Diversified Program. Man-AHL (USA) Limited is an affiliate of the Managing Member. Both MI USA and Man-AHL (USA) Limited are subsidiaries of Man Group plc. Man-AHL (USA) Limited is registered with the CFTC as a commodity trading adviser, and is a member of the NFA, in addition to registration with the Financial Services Authority in the United Kingdom. The Company executes its futures trades through MF Global Inc. (“MFG”), formerly known as Man Financial Inc. (“Man”) and Credit Suisse Sydney Branch (“Credit Suisse Sydney”). In addition, the Royal Bank of Scotland (“RBS”) serves as the Company’s foreign exchange contracts prime broker. The personnel of Man Investments Limited responsible for implementing the foreign currency forwards trading component of the AHL Diversified Program on behalf of the Company are the same as those of Man-AHL (USA) Limited who implement the AHL Diversified Program. | ||
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Glenwood Capital Investments, LLC (“GCI”) acts as the investment adviser to MGL and TEI. GCI is an Illinois limited liability company and is registered with the CFTC as a commodity pool operator and with the SEC as an investment adviser. GCI is an affiliate of the Managing Member and Man-AHL (USA) Limited, and is a subsidiary of Man Group plc. | ||
MGL and TEI achieve their investment objective through an investment in Man-Glenwood Lexington Associates Portfolio, LLC (the “Portfolio Company” or “MGLAP”), which allocates its capital among a series of underlying funds. GCI acts as an investment adviser to the Portfolio Company in addition to the services it provides to MGL and TEI. | ||
SEI Global Services Inc. (“SEI”) acts as the Company’s fund accounting agent, transfer agent and registrar. | ||
2. | SIGNIFICANT ACCOUNTING POLICIES | |
The accompanying financial statements are prepared in accordance with accounting principles generally accepted in the United States of America. The following are significant accounting policies adopted by the Company. | ||
Use of Estimates— The preparation of financial statements requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the period. Actual results could differ from those estimates. | ||
Investment in Man-Glenwood Lexington, LLC, and Man-Glenwood Lexington TEI, LLC —The Company values its investments in MGL and TEI at their net asset value, which approximates fair value, as provided by MGL and TEI, respectively. MGL and TEI invest all or substantially all of their investable assets through an investment in MGLAP. MGL and TEI value their investments in MGLAP at their pro rata interest in the net assets of that entity. Investments held by MGLAP are limited partnerships and other pooled vehicles (collectively, the “investment funds”) and are valued at fair value. The fair value of certain of the investments in the underlying investment funds, which may include private placements and other securities for which values are not readily available, are determined in good faith by the investment advisers of the respective underlying investment funds and are evaluated by the Managing Member and adjusted, if appropriate, to reflect fair value. The fair values may differ significantly from the values that would have been used had a ready market existed for these investments, and these differences could be material. Net asset valuations are provided monthly or quarterly by these investment funds. Distributions received by MGLAP, which are identified by the underlying investment funds as a return of capital, whether in the form of cash or securities, are applied as a reduction of the investment’s carrying value. | ||
The Company pays MGL and TEI approximately 3% per annum of its investment balance for management, investor servicing and administrative fees. These fees are directly from the Company’s investment balance and, therefore, included in net realized gain (loss) or net change in unrealized appreciation in the statement of operations. As of January 1, 2009, such fees and expenses were reduced to approximately 2.25% per annum of the aggregate value of Man-AHL 130’s investment in MGL and TEI. | ||
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Derivative Contracts —The Company enters into derivative contracts (“derivatives”) for trading purposes. Derivatives traded by the Company include futures contracts and forward contracts. The Company records derivatives at fair value. Futures contracts, which are traded on a national exchange, are valued at the settlement price as of the valuation day, or if no sale occurred on such day, at the settlement price on the most recent date on which a sale occurred. Forward contracts, which are not traded on a national exchange, are valued at fair value using current market quotations provided by brokers. | ||
Realized and unrealized changes in fair values are included in realized and unrealized gains and losses on investments and foreign currency transactions in the statements of operations. All trading activities are accounted for on a trade-date basis. | ||
Cash and cash equivalents —Cash and cash equivalents include cash and short-term interest bearing money market instruments with original maturities of 90 days or less, held with JPMorgan Chase, N.A. | ||
Interest income and expenses —Interest income and expenses are recorded on an accrual basis. | ||
Due from broker —Due from broker represents cash required to meet margin requirements and excess funds not required for margin due from MFG, Credit Suisse Sydney, and RBS. Amounts due from brokers include cash held at brokers and cash posted as collateral. Included in due from broker on the statement of financial condition is $661,652 of cash restricted as collateral held. | ||
Brokerage commission expense —Brokerage commission expense on futures and forward contracts is recognized in the period of the transaction and is reflected on the statements of operations. Brokerage commissions represent the cost of the transactions and are capped at 3% of the Company’s average month-end net asset value per annum. For the years ended March 31, 2009 and March 31, 2008, respectively, the Company paid $4,466 and $244,051 in commissions, which represents the cost of the transactions. | ||
Foreign currency —All assets and liabilities of the Company denominated in foreign currencies are translated into U.S. dollar amounts at the mean between the bid and ask market rates for such currencies on the date of valuation. Purchases and sales of foreign investments are converted at the prevailing rate of exchange on the respective date of such transactions. The Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the fair value of investments held. Such fluctuations are included with the net realized and unrealized gains or losses from investments. | ||
Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains, or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of interest recorded on the Company’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the fair value of assets and liabilities, other than investments in securities at year end, resulting from changes in exchange rates. | ||
Calculation of Net Income Per Unit —The Company’s net income or loss is allocated monthly on a pro-rata basis over the number of units outstanding at the beginning of each month. The net income per unit outstanding on the statements of operations is based on the weighted average units outstanding for the period. | ||
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Expenses —The Company is responsible for paying its own operating expenses, including professional fees, administrative fees and custody fees. Operating expenses in excess of 0.50% per annum of each month-end net asset values will be reimbursed by the Managing Member or an affiliate for the first 24 months of the Company’s operations. | ||
The Company pays MI USA a management fee at the rate of 0.75% per annum on the month-end net asset value of all outstanding units determined as of the end of each month (before the redemption of any units) and payable quarterly in arrears. The Company pays Man-AHL (USA) Limited a management fee of 2% per annum on the notional value of Company’s allocation to the AHL Diversified Program (the “AHL Account”), which approximates the Company’s net asset value, calculated and paid monthly. In addition, Man-AHL (USA) Limited is entitled to a monthly incentive fee of 20% of any “new net profits” attributable to the net asset value of the AHL Account, subject to a “high water mark.” | ||
Class A Series 1 and Class B Series 1 units are subject to a 1.25% per annum Client Servicing Fee payable to Man Investments, Inc., calculated monthly and paid quarterly in arrears, on the month-end net asset value of Class A Series 1 and Class B Series 1 units, respectively, subject to a maximum aggregate commission receipt to Man Investments, Inc. of 10% of the subscription price of all units. Class A Series 2 and Class B Series 2 are not charged a Client Servicing Fee. | ||
3. | DERIVATIVE FINANCIAL INSTRUMENTS AND CONCENTRATIONS OF CREDIT RISK | |
The Company trades derivative financial instruments that involve varying degrees of market and credit risk. Market risks may arise from unfavorable changes in interest rates, foreign exchange rates, or the market values of the instruments underlying the contracts. All contracts are stated at fair value, and changes in those values are reflected in the net change in unrealized gains (losses) on open contracts in the statements of operations. | ||
Credit risk arises from the potential inability of counterparties to perform in accordance with the terms of the contract. The credit risk from counterparty nonperformance associated with these instruments is the net unrealized gain, if any, included in the statements of financial condition. Forward contracts are entered into on an arm’s-length basis with RBS. Estimated credit risk with regard to forward contracts is estimated at $0 and $68,976 as of March 31, 2009 and March 31, 2008, respectively. | ||
For exchange-traded contracts, the clearing organization functions as the counterparty of specific transactions and, therefore, bears the risk of delivery to and from counterparties to specific positions which mitigates the credit risk of these contracts. The Company trades in exchange-traded futures contracts on various underlying commodities, foreign currencies, and financial instruments, as well as forward contracts on foreign currencies. Fair values of futures and forward contracts are reflected net by counterparty or clearing broker in the statements of financial condition. | ||
The Company’s funds held by, and cleared through, MFG and Credit Suisse Sydney are required to be held in segregated accounts under rules of the CFTC. These funds are used to meet minimum margin requirements for all of the Company’s open futures positions as set by the exchange where each contract is traded. These requirements are adjusted, as needed, due to daily fluctuations in the values of the underlying positions. Certain positions may be liquidated, if necessary, to satisfy resulting changes in margin requirements. | ||
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The Company may have indirect exposure to derivative financial instruments that arise from the investment in MGL and TEI and through positions held by other investment funds in which MGL and TEI invests. However, as a limited partner, the Company’s risk is limited to the current value of its investment, which is reflected in the statements of financial condition. | ||
4. | INCOME TAXES | |
The Company is treated as a partnership for tax purposes and therefore is not subject to Federal, state or local income taxes. As such, members are individually liable for the taxes on their share of the Company’s taxable income and no provision for income taxes is included in the accompanying financial statements. The 2007 and 2008 tax years remain subject to examination by Federal and State jurisdictions, including those States where investors reside or States where the Company is subject to other filing requirements. | ||
5. | CAPITAL STRUCTURE | |
Units are offered on the first day of each month. Redemptions are accepted quarterly, with a 45-day notice period. No more than 15% of the Company’s total outstanding units may be redeemed as of any given calendar quarter-end. If quarter-end redemptions are requested for more than 15% of the Company’s total then outstanding units, each redemption request will be pro rated so that no more than 15% of the Company’s total then outstanding units are redeemed. In the event that the Company receives redemption requests in excess of such 15% limitation for eight consecutive quarters, the Company will cease its trading and investment activities and will terminate as promptly as possible. | ||
Details of the number of units issued, redeemed and outstanding for the years ended March 31, 2009 and 2008 are as follows: | ||
For the year ended | ||||||||||||||||
March 31, 2009 | ||||||||||||||||
Class A | Class A | Class B | Class B | |||||||||||||
Series 1 | Series 2 | Series 1 | Series 2 | |||||||||||||
Beginning units | 2,647.132 | 150,751.032 | — | — | ||||||||||||
Units issued | 3,920.343 | 9,550.477 | 48,652.040 | 58,076.647 | ||||||||||||
Units redeemed | (467.877 | ) | (33,597.518 | ) | (303.399 | ) | (1,720.072 | ) | ||||||||
Ending units | 6,099.598 | 126,703.991 | 48,348.641 | 56,356.575 |
For the year ended | ||||||||||||||||
March 31, 2008 | ||||||||||||||||
Class A | Class A | Class B | Class B | |||||||||||||
Series 1 | Series 2 | Series 1 | Series 2 | |||||||||||||
Beginning units | — | — | — | — | ||||||||||||
Units issued | 2,647.132 | 150,751.032 | — | — | ||||||||||||
Units redeemed | — | — | — | — | ||||||||||||
Ending units | 2,647.132 | 150,751.032 | — | — |
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6. | FAIR VALUE MEASUREMENTS | |
Effective April 1, 2008, the Company adopted the provisions of the Statement of Financial Accounting Standards No. 157,Fair Value Measurements(“SFAS 157”). SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. The adoption of SFAS 157 had no impact on the net assets of the Company. | ||
The Company segregates its investments into three levels based upon the inputs used to derive the fair value. “Level 1” investments use inputs from unadjusted quoted prices from active markets. “Level 2” investments reflect inputs other than quoted prices, but use observable market data. “Level 3” investments are valued using unobservable inputs. These unobservable inputs for “Level 3” investments reflect the Company’s assumption about the assumptions market participants would use in pricing the investments. | ||
Fair Value Measurements | ||||||||||||||||
Quoted Prices in | Significant Other | Significant Other | ||||||||||||||
Active Markets for | Observable | Unobservable | ||||||||||||||
Value as of | Identical Assets | Inputs | Inputs | |||||||||||||
Description | March 31, 2009 | (Level 1) | (Level 2) | (Level 3) | ||||||||||||
Net unrealized trading gains on open futures contracts | $ | 414,026 | $ | 414,026 | $ | — | $ | — | ||||||||
Net unrealized trading losses on open forward contracts | (405,974 | ) | — | (405,974 | ) | — | ||||||||||
Investment in Man-Glenwood Lexington, LLC | 5,691,325 | — | — | 5,691,325 | ||||||||||||
Investment in Man-Glenwood Lexington TEI, LLC | 4,455,049 | — | — | 4,455,049 | ||||||||||||
Cash Equivalents | 18,983,921 | 18,983,921 | — | — | ||||||||||||
Total | $ | 29,138,347 | $ | 19,397,947 | $ | (405,974 | ) | $ | 10,146,374 | |||||||
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The following is a reconciliation of the investments in which significant unobservable inputs (Level 3) were used in determining fair value (see Note 2): | ||
For the | ||||
Man-Glenwood | year ended | |||
Lexington, LLC | March 31, 2009 | |||
Beginning Balance as of 4/1/08 | $ | 5,701,675 | ||
Realized loss | (236,769 | ) | ||
Change in unrealized depreciation | (661,378 | ) | ||
Net purchase/sales | 887,797 | |||
Net transfers in and/or out of Level 3 | — | |||
Ending Balance as of 3/31/09 | $ | 5,691,325 | ||
Changes in unrealized gains (losses) included in earnings related to investments still held at reporting | ||||
date | $ | (661,378 | ) | |
For the | ||||
Man-Glenwood | year ended | |||
Lexington TEI , LLC | March 31, 2009 | |||
Beginning Balance as of 4/1/08 | $ | — | ||
Realized loss | — | |||
Change in unrealized depreciation | (382,451 | ) | ||
Net purchase/sales | 4,837,500 | |||
Net transfers in and/or out of Level 3 | — | |||
Ending Balance as of 3/31/09 | $ | 4,455,049 | ||
Changes in unrealized gains (losses) included in earnings related to investments still held at reporting date | $ | (382,451 | ) | |
7. | RECENT ACCOUNTING PRONOUNCEMENTS | |
Statement of Financial Accounting Standards No. 161 (“SFAS 161”),Disclosures about Derivative Instruments and Hedging Activitieswas issued on March 19, 2008. SFAS 161 expands the disclosures required by Statement of Financial Accounting Standards No. 133,Accounting for Derivatives and Hedging Activitiesabout an entity’s derivative instruments and hedging activities. SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. The Company is currently evaluating the provisions of SFAS 161 and their impact on the Company’s financial statements. | ||
8. | SUBSEQUENT EVENTS | |
Effective April 1, 2009, operating expenses in excess of 0.50% per annum of net asset value will no longer be reimbursed by the Managing Member. | ||
Effective April 15, 2009, the Company began utilizing JPMorgan Chase, N.A. to clear a portion of its forward contracts. | ||
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AFFIRMATION OF MAN INVESTMENTS (USA) CORP
/s/ Alicia B. Derrah |
Man Investments (USA) Corp, Commodity Pool Operator of Man AHL-130, LLC
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Man Investments (USA) Corp.
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March 31, 2009
Assets | ||||
Cash and cash equivalents | ||||
Cash | $ | 22,448 | ||
Deposit with affiliate | 11,650,717 | |||
Management fees receivable | 677,625 | |||
Investments in limited partnerships | 17,168,823 | |||
Other assets | 217,186 | |||
Receivable from affiliates | 108,281 | |||
Current income tax benefit | 4,714,938 | |||
Total assets | $ | 34,560,018 | ||
Liabilities and Shareholder’s Equity | ||||
Payable to affiliates | $ | 1,028,982 | ||
Accrued expenses and other liabilities | 781,363 | |||
Total liabilities | 1,810,345 | |||
Shareholder’s equity | ||||
Common shares, $0.01 par value (600 shares issued and outstanding, 1,000 shares authorized) | 6 | |||
Additional paid-in capital | 21,250,994 | |||
Retained earnings | 11,498,673 | |||
Total shareholder’s equity | 32,749,673 | |||
Total liabilities and shareholder’s equity | $ | 34,560,018 | ||
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March 31, 2009
1. | Organization | |
Man Investments (USA) Corp. (the “Company”), a Delaware corporation, was formed on February 8, 2002 and is a wholly owned subsidiary of Man Investments Holdings Inc. (the “Parent”). The ultimate parent of Man Investments Holdings Inc. is Man Group plc (“Man Group”), a United Kingdom public limited company. | ||
The Company is registered as a commodity pool operator and commodity trading advisor with the Commodity Futures Trading Commission and is a member of the National Futures Association. The Company is also registered as an investment adviser with the Securities and Exchange Commission. | ||
2. | Summary of Significant Accounting Policies | |
Basis of Accounting | ||
The accompanying statement of financial condition has been prepared in conformity with accounting principles generally accepted in the United States of America. | ||
Cash and Cash Equivalents | ||
Cash and cash equivalents includes cash held at a bank and interest-bearing deposits with an affiliate. The interest rate earned on deposits with the affiliate changes daily and ranged from 0.0025% to 6.775% throughout the period from April 1, 2008 to March 31, 2009. | ||
Investments | ||
The Company serves as the general partner of Man-AHL Diversified Trading Company LP, (“AHL Trading Co.”), Man-AHL Diversified LP (“Diversified”), Man-AHL Diversified I LP (“Diversified I”), and Man-AHL Diversified II LP (“Diversified II”) (collectively, the “AHL Limited Partnerships”). Under the terms of the limited partnership agreements of AHL Trading Co., Diversified I, and Diversified II, the Company is required to maintain a capital account equal to the lesser of (a) 1.01% of the aggregate net capital contributions made to the partnership by all partners from time to time (including the general partner’s capital contributions) or (b) $500,000, or as advised by counsel. The Company is required by law to maintain a minimum capital contribution in Diversified. The Company values its investments in the AHL Limited Partnerships at the Company’s pro rata interest in the net assets of these entities, as provided by the AHL Limited Partnerships as well as annual audited financial statements. As of March 31, 2009, the Company has investments in Diversified, Diversified I and Diversified II of $71,163, $632,297 and $783,562, respectively. | ||
The Company serves as the managing member of Man-AHL 130, LLC and maintains a capital investment in Man-AHL 130, LLC (“AHL 130”). The Company values its investment in AHL 130 at the Company’s pro rata share in the net assets of this entity, as provided by AHL 130 as well as annual audited financial statements. As of March 31, 2009, the Company has an investment in AHL 130 of $15,681,801. | ||
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Notes to Consolidated Statement of Financial Condition (continued)
March 31, 2009
The Company serves as the manager of Man AB Strategies, LLC — Series 1, Man AB Strategies, LLC-Series 2 (collectively, the “AB Funds”) and Man AB Strategies AHL Trading, LLC (“AB Trading”). Under the terms of the AB Funds and the AB Trading operating agreements, the Company shall make contributions as determined under the Internal Revenue Code. As of March 31, 2009, the Company had no direct investment in the AB Funds or AB Trading. | ||
The Company also serves as managing member for Man IP 220 Private, LLC, Man IP 220 Private (Series 2), LLC, Man IP 220 Private (Series 3), LLC, Man IP 220 Private (Series 4), LLC, Man IP 220 Private (Series 5), LLC and Man IP 220 Private (Series 6), LLC (collectively, the “IP 220 Funds”). Under the terms of the IP 220 Funds’ operating agreements, the Company is not required to maintain a capital investment in each of the IP 220 Funds. | ||
The Company or an affiliate is contractually obligated to bear the administrative expenses of AHL-130 in excess of 0.50% of its month-end net asset value during the first two fiscal years of AHL-130, which began on April 1, 2007. This contractual arrangement ended as of March 31, 2009. The Company or an affiliate is currently bearing administrative expenses of AB Trading and the AB Funds in excess of 1.00% of each fund’s month-end net asset value but may discontinue this at its discretion. | ||
Condensed unaudited financial information of the funds in which the Company has an investment at March 31, 2009 is as follows: | ||
Man-AHL | Man-AHL | Man-AHL | ||||||||||||||
Diversified | Diversified | Diversified | Man AHL | |||||||||||||
LP | I LP | II LP | 130 | |||||||||||||
Assets: | ||||||||||||||||
Cash & cash equivalents | 4,777,000 | 18,917,416 | 4,261,598 | 19,860,608 | ||||||||||||
Trading portfolio | �� | 65,165,049 | 233,212,657 | 194,780,920 | 12,800,265 | |||||||||||
Other assets | 1,332,176 | 4,211,937 | 11,814,146 | 341,989 | ||||||||||||
Total assets | 71,274,225 | 256,342,010 | 210,856,664 | 33,002,862 | ||||||||||||
Liabilities | (6,389,273 | ) | (24,019,402 | ) | (16,585,961 | ) | (1,194,608 | ) | ||||||||
Net assets | 64,884,952 | 232,322,608 | 194,270,703 | 31,808,254 | ||||||||||||
The Company’s investment at March 31, 2009 | 71,163 | 632,297 | 783,562 | 15,681,801 |
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Notes to Consolidated Statement of Financial Condition (continued)
March 31, 2009
Management Fees | ||
The Company earns a general partner fee equal to 1/12 of 1% on the net asset value of Diversified I, determined as of the end of each month before the deduction of that month’s management fee, incentive fee, and capital withdrawals. The management fee is paid monthly in arrears. | ||
Diversified and Diversified II pay a management fee equal to 1/12 of 2% on the net asset values of each fund to Man-AHL (USA) Ltd., (the “Advisor”) an affiliate of the Company, determined as of the end of each month before the deduction of that month’s management fee, incentive fee and capital withdrawals. The management fee is paid monthly in arrears. The Advisor pays the Company 25 basis points of the 2% management fees collected from Diversified and Diversified II, monthly in arrears. | ||
The Company earns a management fee equal to 1/12 of 1% on the net asset value of each of the IP 220 Funds and the AB Funds and 1/12 of 0.75% on the net asset value of AHL 130, determined as of the end of each month before the deduction of that month’s management fee and capital withdrawals. The management fee is paid quarterly in arrears. | ||
Effective February 1, 2008, the Company has waived collection of the management fee on each of the AB Funds until the underlying AB Funds’ net asset values rise to a certain predetermined level. | ||
Liabilities | ||
Accrued expenses and other liabilities consist primarily of legal expenses and bonus expense. | ||
Payable to affiliates represents reimbursement due for the Company’s share of expenses incurred during the year. | ||
Tax Provision | ||
Income taxes are provided under the provisions of Statement of Financial Accounting Standards (“SFAS”) No. 109,Accounting for Income Taxes. | ||
The Company is included in the consolidated federal and state income tax returns filed by Man Investments USA Holdings Inc. (an affiliate and parent company in the United States). Federal income taxes are determined on a separate return basis pursuant to a tax sharing agreement between the Company and Man Investments USA Holdings Inc. The Company accounts for income taxes under the liability method. Under this method, deferred taxes are provided for the differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when these differences are expected to reverse. | ||
In July 2006, the Financial Accounting Standards Board (“FASB”) issued Interpretation No. 48,Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statement No. | ||
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Notes to Consolidated Statement of Financial Condition (continued)
March 31, 2009
109 (“FIN 48”). FIN 48-2,Effective Date of FASB Interpretation No. 48 for Certain Nonpublic Enterprises (“FSP 48-2”) allowed the Company to defer the adoption of FIN 48 until annual periods beginning after December 15, 2007. Based upon management’s analysis at that time, it was determined that the adoption of FIN 48 would not have had a material impact on the Company’s financial statement. | ||
On December 30, 2008, the FASB issued FIN 48-3,Effective Date of FASB Interpretation No. 48 for Certain Nonpublic Enterprises(“FSP 48-3”), which once again deferred the effective date of FIN 48. Under FSP 48-3, in the absence of early adoption, FIN 48 will become effective for the Company at March 31, 2010. The Company has elected to take advantage of this deferral and will continue to accrue for liabilities relating to uncertain tax positions only when such liabilities are probable and reasonably estimable. | ||
FIN 48 requires the Company to determine whether a tax position of the Company is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement which could result in the Company recording a tax liability that would reduce stockholder’s equity. FIN 48 must be applied to all existing tax positions upon initial adoption and the cumulative effect, if any, is to be reported as an adjustment to the beginning balance of stockholder’s equity upon adoption. | ||
Use of Estimates | ||
The preparation of the statement of financial condition in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the statement of financial condition. Actual results could differ from those estimates. | ||
Contingencies | ||
In the normal course of business, the Company enters into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Company’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. However, based on experience, management expects the risk of loss to be remote. | ||
3. | Related Party Transactions | |
Man-Glenwood Inc. (the “Affiliate”) provides the Company with technology support, legal and compliance as well as finance and administration services. The Company reimburses the Affiliate, generally on a monthly basis, for its share of the expenses incurred by the Affiliate based on the terms listed in the Administrative Services and Expense Funding Agreement. The expenses allocated to the Company by the Affiliate are management’s best estimate of | ||
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Notes to Consolidated Statement of Financial Condition (continued)
March 31, 2009
the amount of expenses the Company would incur on a stand-alone basis. In addition, the Affiliate is the lessor of the office space occupied by the Company and the equipment used by the Company. | ||
4. | Stock Based Compensation Plans | |
Certain employees of the Company participate in stock-based incentive plans sponsored by Man Group plc. In December 2004, the FASB issued SFAS No. 123(R). SFAS No. 123(R) requires compensation costs related to share-based transactions to be recognized in the financial statements based on fair value. SFAS No. 123(R) revises SFAS No. 123, as amended,Accounting for Stock-Based Compensation, and supersedes APB No. 25,Accounting for Stock Issued to Employees. | ||
Co-Investment Plan | ||
The Co-Investment Plan (the “Plan”) allows selected employees to use a portion of their cash bonus to purchase Man Group stock for investment within the Plan. Participants can also purchase shares by taking out a non-interest bearing loan with Man Group to further invest in the Plan. Shares held as investment within the Plan for at least three years are matched by four shares of Man Group stock. Participants vest into the matching Man Group shares after one additional year. This scheme was replaced by the Man Group plc Deferred Share Plan July 1, 2008 and no further awards were made under this scheme. | ||
The Deferred Share Plan is a long-term incentive plan for selected employees to replace the Co-Investment Plan effective June 2008. Participants are awarded options for shares in Man Group plc with no exercise price subject to continuing service throughout the vesting period. There will be incremental vesting over four years. | ||
For the year ended March 31, 2009, Man Group granted 15,841 options with a weighted-average grant date fair value of $6.82. The total fair value of these options distributed to participants for the year ended March 31, 2009 was $108,036. | ||
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Notes to Consolidated Statement of Financial Condition (continued)
March 31, 2009
A summary of the activity of awards granted under the Co-Investment and Deferred Share Plans as of March 31, 2009 and changes during the year then ended is presented below: | ||
Co-Investment / Deferred Share | ||||||||
Plans | ||||||||
Weighted- | ||||||||
Average Grant | ||||||||
Date Fair Value | ||||||||
Awards | (per award) (1) | |||||||
Nonvested as of April 1, 2008 | 25,639 | $ | 8.99 | |||||
Granted | 15,841 | 6.82 | ||||||
Vested | 12,095 | 7.27 | ||||||
Forfeited | 3,735 | 7.30 | ||||||
Nonvested as of March 31, 2009 | 25,650 | 7.11 | ||||||
Total unrecognized compensation expense remaining | $ | 84,795 | ||||||
Weighted-average years expected to be recognized over | 2.27 |
(1) | As Man Group plc shares trade in Pounds Sterling, all exercise price information has been translated into U.S. dollars, using the relevant exchange rate during the year. | |
Employee Stock Purchase Plan | ||
In accordance with local tax regulations in the U.S., Man Group sponsors an employee stock purchase plan, which allows all employees to invest funds within the plan that contain an option to purchase shares of Man Group stock at a discount, subject to certain terms and conditions. Participants can invest in the plan for two years, after which time they are eligible to purchase shares at a 15% discount from the market value of Man Group stock when the investment in the plan was originally made. Once vested, participants have the option of receiving cash or shares of Man Group stock within one year. If Man Group stock is selected, participants are required to hold the shares for one additional year. | ||
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Notes to Consolidated Statement of Financial Condition (continued)
March 31, 2009
5. | Fair Value Measurement | |
Effective April 1, 2008, the Company adopted the provisions of SFAS No. 157Fair Value Measurements(“SFAS 157”). SFAS 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 157 are as follows: | ||
Level 1 | Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Partnership has the ability to access at the measurement date; | ||
Level 2 | Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; | ||
Level 3 | Inputs that are unobservable. | ||
Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. The Company generally uses the capital balance reported by the investee fund as the primary input to its valuation; however, adjustments to the reported capital balance may be made based on various factors, including, but not limited to, the attributes of the interest held, including the rights and obligations, and any restrictions or illiquidity on such interests, and the fair value of such fund’s investment portfolio or other assets and liabilities. | ||
An individual fund’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the fund’s manager or general partner. The manager or general partner considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, provided by multiple, independent sources that are actively involved in the relevant market. The categorization of a fund within the hierarchy is based upon the pricing transparency of that fund and does not necessarily correspond to the manager or general partner’s perceived risk of that fund. | ||
All of the Company’s investments have been classified within level 3 of the SFAS 157 valuation hierarchy. | ||
Assumptions used by the Company due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Company’s results of operations. | ||
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Notes to Consolidated Statement of Financial Condition (continued)
March 31, 2009
The following table presents the investments carried on the Statement of Financial Condition by level within the valuation hierarchy as of March 31, 2009. | ||
Fair Value Measurements | ||||||||||||||||
Quoted Prices in | Significant | Significant | ||||||||||||||
Active Markets for | Other Observable | Other Unobservable | ||||||||||||||
Fair Value at | Identical Assets | Inputs | Inputs | |||||||||||||
Description | March 31, 2009 | (Level 1) | (Level 2) | (Level 3) | ||||||||||||
Investments | 17,168,823 | 17,168,823 | ||||||||||||||
Total | $ | 17,168,823 | $ | 17,168,823 | ||||||||||||
The following table includes a rollforward of the amounts for the year ended March 31, 2009 for investments classified within level 3. The classification of an investment within level 3 is based upon the significance of the unobservable inputs to the overall fair value measurement. | ||
Beginning Balance — April 1, 2008 | 21,476,249 | |||
Purchases (sales) | (4,910,000 | ) | ||
Gains (losses) | ||||
Realized | 370,416 | |||
Unrealized | 232,158 | |||
Ending Balance — March 31, 2009 | 17,168,823 |
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MAN-GLENWOOD LEXINGTON TEI, LLC APPENDIX
APP-1
Table of Contents
Man-Glenwood Performance Summary
January 2004 — May 2009
Inception of Trading: January 1, 1993 (through a predecessor)
Aggregate Subscriptions: $165,128,907
Current Capitalization: $47,077,453
Worst Monthly Drawdown in an Account: (8.3)% Sept 2008
Worst Peak-to-Valley Drawdown in an Account: (18.1)% Oct 2007 — Present
Month | 2004 | 2005 | 2006 | 2007 | 2008 | 2009 | ||||||||||||||||||
January | 0.8 | % | (0.4 | )% | 5.1 | % | 1.1 | % | (1.5 | )% | 0.9 | %1 | ||||||||||||
February | 0.3 | % | 0.7 | % | (0.1 | )% | 0.1 | % | (0.4 | )% | 0.1 | % | ||||||||||||
March | 0.0 | % | (0.5 | )% | 2.3 | % | 1.7 | % | (2.9 | )% | (0.7 | )% | ||||||||||||
April | (0.2 | )% | (1.5 | )% | 2.5 | % | 1.4 | % | 0.8 | % | (0.1 | )% | ||||||||||||
May | (0.5 | )% | 0.3 | % | (3.6 | )% | 2.0 | % | 1.5 | % | 2.3 | % | ||||||||||||
June | (0.3 | )% | 1.7 | % | (1.3 | )% | 0.2 | % | (0.9 | )% | ||||||||||||||
July | (1.0 | )% | 1.5 | % | (1.6 | )% | (0.5 | )% | (2.2 | )% | ||||||||||||||
August | (0.2 | )% | 0.5 | % | 0.6 | % | (2.3 | )% | (1.2 | )% | ||||||||||||||
September | 0.2 | % | 0.9 | % | (3.4 | )% | 0.8 | % | (8.3 | )% | ||||||||||||||
October | 0.5 | % | (1.9 | )% | 1.6 | % | 3.0 | % | (3.1 | )% | ||||||||||||||
November | 1.2 | % | 1.9 | % | 2.3 | % | (0.7 | )% | (0.6 | )% | ||||||||||||||
December | 1.1 | % | 2.1 | % | 1.3 | % | 0.6 | % | (0.4 | )% | ||||||||||||||
Annual Return | 1.9 | % | 5.4 | % | 5.6 | % | 7.6 | % | (18.0 | )% | 2.5% (5 mos.) |
1 | Effective January 1, 2009 Man-Glenwood Lexington, LLC’s expense limit was lowered to 2.25%. | |
APP-2
Table of Contents
Man-Glenwood Performance Summary
January 2004 — May 2009
Inception of Trading: January 1, 1993 (through a predecessor)1
Aggregate Subscriptions: $125,107,226
Current Capitalization: $55,004,182
Worst Monthly Drawdown in an Account: (8.4)% Sept 2008
Worst Peak-to-Valley Drawdown in an Account: (18.5)% Oct 2007 — Present
Month | 2004 | 2005 | 2006 | 2007 | 2008 | 2009 | ||||||||||||||||||
January | 0.8 | % | (0.4 | )% | 5.1 | % | 1.1 | % | (1.5 | )% | 0.8 | %2 | ||||||||||||
February | 0.3 | % | 0.7 | % | (0.1 | )% | 0.1 | % | (0.4 | )% | 0.1 | % | ||||||||||||
March | 0.0 | % | (0.6 | )% | 2.2 | % | 1.5 | % | (2.9 | )% | (0.4 | )% | ||||||||||||
April | (0.2 | )% | (1.5 | )% | 2.5 | % | 1.4 | % | 0.7 | % | (0.1 | )% | ||||||||||||
May | (0.5 | )% | 0.3 | % | (3.6 | )% | 1.9 | % | 1.5 | % | 2.2 | % | ||||||||||||
June | (0.3 | )% | 1.7 | % | (1.3 | )% | 0.1 | % | (1.0 | )% | ||||||||||||||
July | (1.0 | )% | 1.5 | % | (1.6 | )% | (0.5 | )% | (2.2 | )% | ||||||||||||||
August | (0.2 | )% | 0.5 | % | 0.6 | % | (2.3 | )% | (1.2 | )% | ||||||||||||||
September | 0.2 | % | 0.9 | % | (3.4 | )% | 0.8 | % | (8.4 | )% | ||||||||||||||
October | 0.5 | % | (1.9 | )% | 1.6 | % | 3.0 | % | (3.1 | )% | ||||||||||||||
November | 1.2 | % | 1.9 | % | 2.3 | % | (0.7 | )% | (0.6 | )% | ||||||||||||||
December | 1.1 | % | 2.1 | % | 1.3 | % | 0.5 | % | (0.5 | )% | ||||||||||||||
Annual Return | 1.9 | % | 5.2 | % | 5.3 | % | 7.0 | % | (18.3 | )% | 2.6% (5 mos.) |
1 | Man-Glenwood. This past performance capsule presents past performance of the Portfolio Company described on page Pt. II-7 from January 1, 2004 to April 30, 2004 and Class A units of Man-Glenwood Lexington TEI, LLC thereafter. | |
2 | Effective January 1, 2009 Man-Glenwood Lexington TEI, LLC’s expense limit was lowered to 2.25%. | |
APP-3
Table of Contents
APP-4
Table of Contents
![]() | ![]() |
MAN-GLENWOOD LEXINGTON, LLC
Units of Limited Liability Company Interests
APP-5
Table of Contents
APP-6
Table of Contents
APP-7
Table of Contents
APP-8
Table of Contents
• | To preserve capital, regardless of what transpires in the U.S. or global financial markets. | |
• | To generate attractive returns and thereby increase investors’ wealth. | |
• | To produce returns which have low correlation with major market indices. |
• | Spreading of risk across a number of investment strategies, Hedge Fund Managers, Hedge Funds, and markets. | |
• | Professional selection and evaluation of investments and Hedge Fund Managers. The principals of the Adviser have extensive experience in applying multi-strategy, multi-manager investment approaches. | |
• | Ability to invest with Hedge Fund Managers whose minimum account size is higher than most individual investors would be willing or able to commit. |
APP-9
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• | Limited liability. | |
• | Administrative convenience. |
APP-10
Table of Contents
APP-11
Table of Contents
APP-12
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Assumed Portfolio Return (net of expenses) | (10 | )% | (5 | )% | 0 | % | 5 | % | 10 | % | ||||||||||
Corresponding Unit Return Assuming 20% Leverage | (12.31 | )% | (6.31 | )% | (0.31 | )% | 5.69 | % | 11.69 | % |
APP-13
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• | Past performance during favorable and unfavorable market conditions. | |
• | Spreading of risk in relation to other Hedge Fund Managers. | |
• | Amount of assets under management. | |
• | Absence of significant conflicts of interest. | |
• | Overall integrity and reputation. | |
• | Percentage of business time devoted to investment activities. | |
• | Fees charged. |
• | Referrals from other advisers, brokers and investors. | |
• | Knowledge obtained through current and past investment activities of potential Hedge Fund Managers who manage only proprietary capital or who are employed by other financial entities. | |
• | Articles, publications, and performance measurement services. |
APP-14
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APP-15
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APP-16
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APP-17
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![]() | ![]() |
MAN-GLENWOOD LEXINGTON TEI, LLC
Class A and Class I Units of Limited Liability Company Interests
APP-18
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• | To preserve capital, regardless of what transpires in the U.S. or global financial markets. |
• | To generate attractive returns and thereby increase investors’ wealth. |
• | To produce returns which have low correlation with major market indices. |
APP-19
Table of Contents
APP-20
Table of Contents
APP-21
Table of Contents
APP-22
Table of Contents
• | To preserve capital, regardless of what transpires in the U.S. or global financial markets. |
• | To generate attractive returns and thereby increase investors’ wealth. |
• | To produce returns which have low correlation with major market indices. |
• | Spreading of risk across a number of investment strategies, Hedge Fund Managers, Hedge Funds, and markets. |
• | Professional selection and evaluation of investments and Hedge Fund Managers. The principals of the Adviser have extensive experience in applying multi-strategy, multi-manager investment approaches. |
APP-23
Table of Contents
• | Ability to invest with Hedge Fund Managers whose minimum account size is higher than most individual investors would be willing or able to commit. |
• | Limited liability. |
• | Not incurring UBTI, which would be taxable income to otherwise tax-deferred or tax-exempt entities. |
• | Administrative convenience. |
APP-24
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APP-25
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APP-26
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Assumed Portfolio Return (net of expenses) | (10 | )% | (5 | )% | 0 | % | 5 | % | 10 | % | ||||||||||
Corresponding Unit Return Assuming 20% Leverage | (12.31 | )% | (6.31 | )% | (0.31 | )% | 5.69 | % | 11.69 | % |
APP-27
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• | Past performance during favorable and unfavorable market conditions. |
• | Spreading of risk in relation to other Hedge Fund Managers. |
• | Amount of assets under management. |
• | Absence of significant conflicts of interest. |
• | Overall integrity and reputation. |
• | Percentage of business time devoted to investment activities. |
• | Fees charged. |
• | Referrals from other advisers, brokers and investors. |
APP-28
Table of Contents
• | Knowledge obtained through current and past investment activities of potential Hedge Fund Managers who manage only proprietary capital or who are employed by other financial entities. |
• | Articles, publications, and performance measurement services. |
APP-29
Table of Contents
APP-30
Table of Contents
PART TWO
Section | Page | |||
Futures Markets and Trading Methods | Pt. II-2 | |||
Alternative Investment Strategies in General | Pt. II-4 | |||
Supplemental Performance Information | Pt. II-7 | |||
Exhibit A — Limited Liability Company Agreement | A-1 | |||
Exhibit B — Subscription Requirements | SR-1 | |||
Exhibit C — Investor Application Forms | IA-1 |
Pt. II-1
Table of Contents
Pt. II-2
Table of Contents
Pt. II-3
Table of Contents
Pt. II-4
Table of Contents
Pt. II-5
Table of Contents
Pt. II-6
Table of Contents
Pt. II-7
Table of Contents
Pt. II-8
Table of Contents
![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215717.gif)
Man-AHL130, LLC1 performance April 2, 2007 to May 31, 2009 Man-AHL 130, LLC U.S. stocks2 500 Man-AHL 130, U.S. stocks’ U.S. LLC1 bonds3 —— —— — Total return 33.1% -32.0% 12.4% —— —— —— — |
Annualized return 14.1% -16.3% 5.5% —— —— —— — |
Annualized volatiDty* 16.1% 21.7% 4.5% —— —— —— — |
Sharpe ratio5 0.70 N/A 0.48 |
—— —— -— — - -13.7% -50.9% - -3.8% Largest peak-tojvalley loss (worst drawdown) Jun 08 to oct 07 to Mar 08 to Sep 06 present Oet 08 |
Worst peak-to-trough period 4/07 8/07 12/07 4/08 12/08 4/09 Months to recovery N/A Short track records are statistically insignificant. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. Stticec Man database and Btoombenj. Ttaa are rtahahherenthrui>*BstfaoiBprogMi« and funds o( hedge firdsjncljdlnfl risk* duetolhelackaf a aecamiawlnx^ marietta lack of ebaty to tranafer Hamate ta the InxfcqD Pteese see the Prospectus and’Certain risks of Investing inM^nAHLin.LLChdudedlnlMcdacwnei* Then ere hhtrent Imtaooni ri eny oompertson belxeen « meneged poftfofc end a pe«g>i Index EechMexlawnMnegedend dot* not Incur t or other expanses aandaied wftti a managed portfofo. ‘Adual revJts of Man AHL130. LLC O«esA-3«riesS«Ka tencepSon.net of al fees and expensw 1 wtti CtaA ink ManAHL 130. LLC ClaatA - Sarlea 2 hasa eM of GAavidovm ak^ ToM Renm Index (dMdarris ratweded). *U 5. tavRta BerdaysCapM imaajramenr of n*.nprnifttvvolaiBtyatfl^ by catenating M UBORritt-rraarau over the period eneVnd. Where an hvobmenthnuiderparfaimed the riA-Traeraba.taStanMrafawlbenegalto. BewnetaShMperalloaan abuiuta measure of mh-adjueted latum, nepjaoVa 9twpa ratios era Aonn asNA, as they can ba a nonrul dsMuHon oT ralumefroman hvaalfnertaliabapy. such as voledltty. conflation and |
Pt. II-9
Table of Contents
![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215718.gif)
Man-AHL130, LLC Monthly returns Man-AHL130, LLC Class A — Series 11 Monthly returns: July 2, 2007 to May 31, 2009 2009 -1.0% -0.8% -5.3% -4.6% 3.5% -8.1 %3 2008 4.4% 7.3% -0.2% -1.6% 4.4% 1.4% -8.0% -4.4% -2.3% 10.9% 4.3% 3.5%19.9% % 6,0% 0.1% Man-AHL 130, LLC Class A — Series 22 Monthly returns: April 2, 2007 to May 31, 2009 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Calendar year JH1 -0.9% -0.7% -5.2% -4.5% 3.6% - -7.7%3 4.5% 7.4% -0.1% -1.5% 4.6% 1.5% -7.9% -4.3% -2.2% 11.0% 4.4% 3.6% 21.4% Short track records are statistically insignificant. PAST PEfif OBMHNCB1S NOT INDICATIVE OP FUTURE RESULTS. tAcftal pahjmiaKj of MahAHLIX.LLC Ctaa A -Serial *rabhcB(Htai.™<af slfmsandexpensss OTd 9ri*ct u Otmja.•PartyaT |
Pt. II-10
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![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215719.gif)
Diversification: sectors and markets AHL Diversified Program Sectors allocations1As of May 31,2008 |
1 Currencies 2 Bonds 3 Stock Indices 4 Energies 5 Metals 6 Interest rates 7 Agriculturals |
Approximately 100 markets Americas Europe Asia Pacific Approximately 34 exchanges ncludid h Hi docun«L <T1w nctor D|pii*kclu^rtU docjltaM »• dtdgnid u fritaaihi BEptc«d bn^^ 1 3 pmh London. |
Pt. II-11
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![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215720.gif)
AHL Diversified Program1 performance April 3,1998 to May 31, 2009 $4000 $3000 $2000 ^ s en I w |$1000 > - - $700 · I1 AHL Diversified Program’ U.S slocks1U.S bonds3 |
AHL Diversi fied Program U.S. 1 U.S. stocks* bond*3 —— —— — |
Total return 270.9% 1.1% 87.5% —— —— —— — |
Annualized return 12.5% 0.1% 5.8% —— —— —— — |
Annualized volatility* 16.5% 16.6% 3.7% —— —— —— — |
Sharpe ratio” 0.57 N/A 0.53 |
—— —— -— — - -18.0% - -50.9% -3.8% Largest peaK-to-valley loss (worst drawdown) Oct 01lto Oct 07to Mar 08 to Apr 02 Present Oct 08 Worst peak-to-trough period 1999 20CO 2001 2002 2003 2004 2C05 2006 2007 2008 2009 Months to recovery N/A AHL Diversified Program from April 3,1998 through May 31, 2009. The returns are net of all fees and expenses applicable to the accounts included in this composite. AHL Diversified Program has a total of 20 drawdowns since inception. Creating a composite of the performance of accounts, even those traded pursuant to the same trading program, has certain inherent and material limitations. For example, the performance of particular accounts maybe ONLY THE AHL DIVERSIFIED PROGRAM WHICH IS ONLY ONE PORTION OF THE MAN-AHL 130 PORTFOLIO ANDTHEREFORE THE PERFORMANCE SHOWN IS NOT THE ACTUAL PERFORMANCE OF MAN-AH L130 LLC. WIAN-AH L130 LLC WILL ALSO INVEST IN TH E MAN-GLENWOOD LEXINGTON FUNDS PAST PERFORMANCE IS NOT INDICATiVE OF FUTURE RESULTS. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. taraiMmobto to lack rf a accntoylraci^ marietta tack tfab^ to frante PknantoPrapactuBand’CartalnrtAiormsftiB “US *KkcS«? 600 ToMRolwn Into (iMdmds nsgemmtr« d lmtot.*Am Each MeKBunrnsnagri and don rtthcw nbMaBdJ.’U S. bonds BarcbyaCapftal U A Aggragata Bond Index.*Amualzed voWBy it aandard nta to cakukttd u*g to 3 mondi USD UBOR rhh-frm ran war to i *3> vobAy dsrivod by CBtaJMhy [ho sown root of Ihovvtarmof thfl ratwns of v•nrasknontftofiitHfr’ \ ponod BMf/znlvwbhbBmnvBttTMnthn urtutepflrtoflnBdihB ntt-fffiflratCphmShtvpB raid vnMlM nBQBDVft. SnuuntB Stitvpcmtott tf\ rattn tn novn vs KMA. o Invy cm bo nwnOiiQ. FhvncW flEvMics ttutbwtv8 nonnvi dbbrlwlion of rAvns fnvn vn Lrwoslnvntab^nyy. such ss votaW!/. cocrvudon vnd Shvpo fwo. mvy |
Pt. II-12
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![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215721.gif)
AHL Diversified Program1 performance April 3,1998 to May 31,2009 0.1* - -1.9% AHL Dweraiffesl Pig gram1U.8. itaEki1DA. bends3 1year May 31, 2008 5 Years to May 31,2008 Bines IncaptlDn In Hiy31.2Dag ‘The performance information set forth above represents the unaudited composite results of all accounts available to U.S. investors traded pursuant to the AHL Diversified Program from April 3,1998 through May 31, 2009. The returns are net of all fees and expenses applicable to the accounts included in thisn..gr» 3 — — -••<r—~ »»F~. wa pnBI h.” Ia f*< ^3< —. . ‘,• . - material limitations. For example, the performance of particular accounts may be significantly impacted by the timing of when they begin trading as well as the timing of cash flows, factors which are mitigated by a composite presentation of a number of accounts. The returns for 2009 are estimated, unaudited FUTURE RESULTS. PAST PERFORMANCE 18 NOTWaCATTVEOF FUTURE RESULTS. 9aucc Mm and Bknvbarg Thsra am iWcs rhsramt * \tm Iradhg programs and hnts d hadga hnh. hdbdhg rMa DQpMQnms and mow funds anddwumof lavenga PlaaaasasMPntpaciutandiCarianrHhsalnvanna pertarm«ncBofM<m-AHL13a TTw«arehhBr^Mtobonsh«nyc«r(wtsanbalwiOT sirBT^jadpartrctoarrfa paswi index. n« neurmanaBwnenrraet.iraM UUS.Agpagto Sort Inte.^t^^•V“«*lShnoinl dsvtaHan Is s nUsy ussd msausmsnt of it*. raprasMtng MMd b/ catattana he squen mot of ihs vanince atdm rauns el an wasmant hum naraMhrnaKmsan.*9n^nwaneafedaMiwiatis3iiHnihU30ueaRftak-hwMaovafM pBrtodanayiBd.Whara8ntamslinBnthBsinl8rpBmnnadlhartsMn»rala.taSR r «as NM. as hsycmbe nnskaiing. Fnancd auhtKs that atume• nannal disMuB^ I Ihut* of slnabb rapid teas from such iwsJmantsWagy. |
Pt. II-13
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![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215722.gif)
Diversification benefits for traditional portfolios April 3,1998 to May 31, 2009 i 14.0% 12.0% 10.0% % 6.0% 4.0% L * 2.0% I 0.0% 6.0% 100% AHL Diversified Program1 Illustrative enhanced portfolio1, 90% Illustrative traditional portfolio’, 10% AHL Diversified Program1 100% Illustrativetraditional portfolio2 16.0% 8.0% 10.0% 14.0% 12.0% Annualized volatility (%) Illustrative traditional portfolio Annualized return 2.5% 10.0% Annualized volatility4 $100,000 invested at inception would have grown to $131,936 Illustrative enhanced portfolio Total return 49.8% Annualized return 3.7% Annualized volatility4 8.6% $100,000 Invested at Inception would have grown to $149,823•The performance information set forth above represents the unaudited composite results of all accounts available to U.S. investors traded pursuant to the composite. Creating a composite of the performance of accounts, even those traded pursuantto the sametrading program, has certain inherentandmaterial limitations. For example, the performance ofparticularaccountsmay be significantly impacted by thefiming of when they begin trading as well as the timing of cash flows, factors which are mitigated by a composite presentation of a number of accounts. The returns far 2009 are estimated, unaudited and subject to MAN-AHL13QPORTF< 130 LLC WILL ALSO INVEST IN THE MAN-GLENWOOD LEXINGTON FUNDS. PAST PERFORMANCE IS NOT INDICATIVEOF FUTURE RESULTS. PAST KRFORMANCEIS NOT INDICATIVE OF FUTURE RBSULTS. MwrifflMtan dOMnM mur* > profit« praMM ifilnulati In * dMlhilng nark* An Invttnnmt hi MmAHLUO. LLC ll »wulidv«MdlnwrvMiufeMinriaimkh9aunxMend*Mmrtek^^ &Kiay«Ca|ittUjS.AgpagaM Band indKjm Can 3MMU90UBOR^ ihtiMallmkadHanalpiitrolalM ban radbcad taint prapato Qtmafied Program HoJ|M¥fofflMponfokocorni^oJ$Mcl4 ALLOCATION TO T« AHL DIVERSIFIED PflO«AM«»U1TABLE FOR YOUR PORTFOUO.AND IP SO. T aiandnrd dnnMn• a MlaV unl ntaanwamBM ol rA. npre*Mng vaHHy dar^ imunBDBd and don not hcvnurayamant tvu, banuctton costs, or ohar•cpsnaBS aanctatad vdlh a marapad iMilTuL. |
Pt. II-14
Table of Contents
![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215723.gif)
AHL Diversified Program1 April 3,1998 to May 31, 2009 · Comparison: AHL Diversified Program1 and U.S. bonds relative to U.S. stocks · Average quarterly returns during U.S. stocks up and down quarters · E 7% 6% 5% 4% 3% 2% 1% 0% -1% -2% <o J| -3% -4% -5% -6% -7% -8% Average return during U.S. stocks up quarters Average return during U.S. stocks down quarters i AHL Diversified Program1I U.S stocks1i U.S. bonds3 Average return during all quarters THE GRAPH REPRESENTS THE PERFORMANCE OF ONLY THE AHL DIVERSIFIED PROGRAM WHICH IS ONLY ONE PORTION OF THE MAN4HL130 PORTFOLIO AND THEREFORE THE PERFORMANCE SHOWN IS NOT THE ACTUAL PERFORMANCE OF MA’J-AHL 130 LLC. MAN-AHL130 LLC WILL ALSO INVEST IN THE MAN-GLENWOOD LEXINGTON FIWS. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. ‘The performance information set forth above represents the unaudited composite results of all accounts available to U.S. investors traded pursuant to the composite. Creating a composite of the performance ofaccounts, even thosetra dec! pursjantto the same trading program, has certain inherent and material limitations. For example, the performance of particular accounts may be significantly impacted by the timing of when they begin trading as well as and subject to change. PAST PERFORMANCE II NOT INDICATIVE Of FUTUHfiRElULT«.Sa«* M« CapM US. Auragab Bond Irate. Tim am rt*a Hmnl ki ruhra tadhg popm |
indaaarnbcre^S.«odctSa^uaToulRMjmliidc:(dvldindtralnvMi«q VS bonrfi Bvetayi rahrlo tm |
• mrayod portf olo ndbpn&V0 hdw. EvchhdBG buvraraBBd nd dooinot horranBownBrtrBUi ImBcttons costs vothv rlo tm Pra^wctui «j1C«t*i n** 01 hvrtk« it MnAHL 130. UXT ndmM ki Hi daonwit |
Pt. II-15
Table of Contents
![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215724.gif)
AHL Diversified Program1 April 3,1998 to May 31, 2009 5% 4% 3% 2% 1% 0% -1% I -2% a - -3% -4% Comparison: AHL Diversified Program1 and U.S. stocks relative to U.S. bonds Average quarterly returns during U.S. bonds up and down quarters AHL Diversified Program1I U.S. slocks? U.S. bonds3 THE GRAPH REPRESENTS THE PERFORMANCE OF ONLY THE AHL DIVERSIFIED PROGRAM WHICH IS ONLY ONE PORTION OF THE MAHAHL130 PORTFOLIO AND THEREFORE THE PERFORMANCE SHOWN IS NOT THE ACTUAL PERFORMANCE OF MAN-AHL130 LLC. MAN4HL130 LLC WILL ALSO INVEST IN THE M AN-SLENWOQD LEXINGTON FUNDS. PAST PERFORMANCE IS NOT1NDICATTVEOF FUTURE RESULTS. |
Average return during U.S. bonds up quarters Average return during U.S. bonds down quarters Average return during all quarters ‘The performance in formation set forth above represents the unaudited composite results of all accounts available to US. investors traded pursuant to the AHL Diversified Program from April 3,1998 through May 31, 2009. The returns are net of all fees and expenses applicable to the accounts included in this is certain inherentand material limitations. For example, the performance of particular accounts may be significantly impacted by the timing of when they begin trading as well as and subject to change. Jvitha rnanajad ml Boombary VS. flacks SIP 800 Total Rakm Index (fendmt q *J£ txmte BwdByt iradhg markauhe Me of iWy to nd funds of hadga finds. hdj*q iHn dmidlha tack of• i PAST PERFORMANCE!! NOTINDICATWE OF FUTURE RESULTS. Sourc* MM CapUU3.Aopagala Bond Into. Than «ro rUnttmntfri futuresIradhg lrar«lafrtamal««lhatrn<hiQpriiQranBa«l«ltefiiidaandltaiaaollBver«o»-T>Bpa^^ Than are rt bon babMaan• manaoad poftfolo and• pndn hdK. EachhJax JsunfMnaoad uv\ doasnot hornMHajBTnantfaaa, IrBmacdflM coaTMorolh i. Ptasa refer M the Pratpoetm and ‘CarMn rota ol nraatna n M anAHL 1 3d. LLC1 ndudad n hs daamant |
Pt. II-16
Table of Contents
![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215725.gif)
AHL Diversified Program1 March 31,1999 to May 31, 2009 AHL Diversified Program U.S. stocks2 12 month rolling returns analysis 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 THEQRAPHREPRGSENTS THE PERFORM* NCEOP ONLY THEAHLOWERSFBD PROGRAM WHICH IS ONLY ONE PORTION OF THE MAN* HL 1» PORTFOLIO AND THEREFORE THE PERFORMANCE SHOWN IS NOT THE ACTUAL PERFORMANCE OF MAN-AHL130 LLC. MAN-AHL130 LLC WILL ALSO INVEST IN THEMAN4LENWOOD LEXINGTON FUNDS, PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. Total rolling return periods Positive rolling return periods Negative rolling return periods % or positive rating return perkntt % or negative rollhg return periods Averege return of el raeig return periods Honett return n ei raing return periods Lew eil return of enroling return periods Mdlen of ell roing return pertadi Averege return during pailVe roCnQ reium per inrii Averege return during negeflve ialing wturn peripcis AHL MmraHM Program 123 104 19 84.6% 15.4% 13.0% 50.3% - -7.7% 12.7% 18.9% - -3.0% Us.. stocks 123 61.8% 38.2% 2.1% 39.8% 84% 14.8% - -18.2% AHL Diversified Program from April 3,1998 through May 31, 2009. The returns are net of all Fees and expenses applicable to the accounts included in this composite. Creating a composite of the performance of accounts, even those traded pursuanttothe same trading program, has certain inherent and material limitations. For example, the performance of particular accounts may be significantly impacted by the timing of when they begin trading as well as andsubjectto change. PA«TPBRFORIMr«EISNOTHDie*TIVEOFFUTUMRB>aTS.9oai»Min rWcsMwt h fUncfrvAiQ pniDTvnml hnhoThodov runfc hcbdho vWcsduo b Ihv iKkofb dmfunds and thaiaacflmraga Each ntabuvtnnagad«ri does ittlnarmangaiunt fast, LLeh*Kl»dfilMido^ |
Pt. II-17
Table of Contents
![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215726.gif)
AHL Diversified Program1 March 31, 2000 to May 31, 2009 ftihre rodiig return pv iodi 3 year rolling cumulative returns analysis AHL Diversified Program1U.S. stocks2 90% 2003 2003 2004 3006 2006 2007 2008 2009 AHL J.S. stock! Total rating return periods HvariltledProgram 80 Negative rclng return porbdi %afpo*twiroing return o»’»* ioo.ra «ue% 394% C,D% % or negmvre rang return periods 43.7% 7.9% Average return of ill rating leturnperiods 52.9% Highest return of pi rating return periods 10.9% - -40.9% Lew Ml rtturn of ej rolling returnperiods 10.0* NMin of•! rdfcig return periods 43.7* 27.6* Aval ago raturn dm ing posiico rolling return periods THI GRAPH RHUHtrnTMPBVOmMNCIOFONLYTHI AH. DIVBWFIIDPROOmM WHICH » ONLY ONE PORTION OF THEMANAHL WPORTFOUO A NO THEREFORE THE PERFORMANCE SHOWN II NOT THEftCRAL PERFORMANCE OF RUN-AMI. 1H LLC. MAN-AHL130LLC WILL ALSO INVEST IN THEMAN-OLBWHOCB LBXINQTON FUNDS. PAST PERFORMANCE IS Avenge return durtag NOT iNDEanvEOF FUTURE negsnVe rehig return RESULTS, period! NM -22,3% —— — AHL Diversified Program from April 3,1998 through May 31,2009. The returns are net of all fees and expenses applicable to the accounts included in this composite. Creating a composite of the performance of accounts, even those traded pursuant to the same trading program, has certain inherent and material limitations. For example, the performance of particular accounts may be significantly impacted by the timing of when they begin trading as well as andsubjectto change. PAST PERPORMA MCE IS NOT INDICATIVE OF FUTURE RESULTS. Sara” M in ( ttnrundxndlhiuif offevngt Pmwactutmd•Catth r*» d hnak« h MavAHL 130. LLC hcUfed ki Hi “OS by SIP600 Tatil RttvnlndBcbMdgndinfeiMMd). Thmm y imtna irwtot, t» lack of tte> a mnAr kMnA ki me imhg pratrwmend n alM«>AHL13a |
Pt. II-18
Table of Contents
![(GRAPH)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215727.gif)
AHL Diversified Program1 March 31, 2003 to May 31, 2009 AHL Diversified Program1 IKA/ U.S. stocks’ 2004 2005 2006 2007 2008 5 year rolling cumulative returns analysis Total rating ratum period* HDifeva ralng rrturn pviodi Negrtre rolling ratum parndi % of peitwt roing ratum ptriodt % of nogilfln roliig returnperiods Avarag> return of id rakng return periods Hi^mt return of aN roriiig return periods LowMt return or al roing ratumperiods Mtdian of HI rotlhg rttum piriodt Anraragt return duriig pottira rdtig return parted* U.S, stacks AHL Diversified Program 75 75 76 100.0% 52.0% 48.0% BO.2% 125.6% 105.1% - -29.1% 77.8% 1.8% |
BO2H 40.M THE0RAPH REPRESENTS ThE PEF^OFttHNCEOFONLYTHEAHL DnERSFKID PROORAM WHICH « ONLY ONE PORTION OFTHEMAN4HL1W POfiTFOUOANDTHBWOM THE PERFORMANCE SHOWN It NOT THI ACTUAL PBRFORMANC1 OF MAN-AHL1M LLG. MAN-A HL t» LLC WILL A L»0 NVHT IN THBMAN-OLBNWOOD LHINSTON FUNDS. PAtT PBRPORbHNCBHNOTINDKATrVE OP FUTURE RESULTS. Avarap return during nagativa roung rawrn ptrtoda - -B.8K ‘The performance in formation set forth above represents the unaudited composite results of all accounts available to U.S. investors traded pursuant to the AHL Diversified Program from April 3,1993 through May 31, 2009. The returns are net ofall fees and expenses applicable to theaccounts in cludedin this composite. Creating a composite of the performance of accounts, ever those traded pursuant to the same trading program, has certain inherent and material limitations. For example, the performance of particular accounts may be significantly impacted by the timing of when they begin trading as well as the timing of cashflows, factors which are mitigated by a composite presentation of a number of accounts. The returns for 2009 are estimated, unaudited andsubjectto change. tet a tfnmmoad <nd doc tu Irtaf imnManumfm ifmiooM coJi of odwbobmmMMchBd ¥iidi >immd . Mdcc SV SOQ npnnmlBd by StP GOO Tatd RM PAST PERFORMANCEIS NOT INDICATIVE OF FUTURE RESULTS. Source Maid iMnlnhmt h hum M*ig program and finfeol hrtge hjidt. nduftig Mif duUatalKkolamandgiytradngimikatta bckaKH^bMr LEvtiMeca cftfrtta ated) There ara jVOfpBfnvwJ n infer ioM |
Pt. II-19
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Man-Glenwood Portfolio’s style allocations As of May 31, 20091 Prospectus for• wvmvy dnofcrion of ttv h THEMANAflNOMEMBRI! on conthd^ ravarch and (naybachanQBdof dswwf atarvlkiMailtotfacraban of Gtanmod. Snha |
Pt. II-20
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Man-Glenwood Lexington, LLC1 A registered fund of hedge funds 99 00 01 02 03 04 05 06 07 08 09 I Growth in value of a theoretical $1,000 investment: January 1, 1993 to May 31, 2009 Man-Glenwood1U.S. stocks2U.S.bonds3 $5000 $4000 $3000$2000 15 > I ffl 93 94 95 96 97 $1000 |
Man-Glanwoodf U.S. U.S. stocks2 bonds3 —— —— — |
Total raturn 226.8% 169.5% 173.2% —— —— —— — |
Annualized return 7.5% 6.7% 6.3% —— —— —— — |
Annualized volatility1 5.4% 15.2% 3.3% —— —— —— — |
Sharpe ratio5 o.eo 0.23 0.63 |
—— —— —— — |
Largest peak-to-valley loss (worst drawdown) -18.1% -60.9% -5.2% —— —— —— — |
Worst peak-to-trough period Oct07tO Present Oct07tO Present Jan 94 to Jun94 —— —— —— — |
Months to recovery N/A N/A 8 |
—— -— -— - |
PAST PERFORMANCE KNOT IND1CAT1VEOF FUTURE RESULTS.THEGRAPH REPRESENTS THEPERFORMANCEOFONLYTHEMAN-GLENWOOD LEXINGTON FUNDS PORTION OF MAN-AHL130’S PORTFOLIO. MAN-AHL 130 WILL ALSO INVEST IN THE AHL DIVERSIFIED PROGRAM. PAST PERFORMANCES NOT INDICATWi OP PUTURE RESULTS. THE MANAOINOMEMBER IS UNDEHNO OBLIGATION TO MAINTAIN MAN-AHL 1WS INVESTMENT INMArMLENWOOD LBXINOTON PUNDS ANDMAY REDUCE OR ELIMINATE IT.SoiKa: MandaMmsMd Gkumbarg. Than « nsks ttmm n tituta Irsdhg progami; and Iwtoot hedaerunds. MudtaQ risks Out 10 tha tack of 8 secondvy UohaVaj rnvkBt Itv bch of sbUy hi Cranstar kitarasbi h ttv UoAu proD/wtra nJ kn tho hinds nd Inousbof iBvsrapjs Thh pBrfonrancB dbss not rapnusnt Ihs pscfofmBncs of M anVkHL 130. TT»ne are inherent Lmtttiom in iYFyc^^ EschntaBunYnmaasdandeaarM otfMrsxpansBSMBOclated vrittis nuraojBd povtfolo. ^Man^tannnodlhinapjBf^pressnttlvpaat psffonmncii of (I) ths Pnriscsssor Rand dsscrtosd onpsyvPL 1l-7rranJanuvy 1.1BB3ID DK.M.iwaL.nn.wvwPofV.atortamJ.^^ M«-Oto^oodh«ab**ioria*a^o**M*BX*iici^idon FWumtrornoa•ndunBuoltod. Thstbbs,tavsrapjc and 6KBCtffAcof nMnajsrshavc’vartBd ojwUmB. Tlw psrfonruncs doss not raltoctai dsductton of any sotes toad. Tnaro ara nunarous risks Lnhflrant hsml^rtvi RW*oT Inrndiq h Mtn-AHL 130. LLC1 arriitnProspaclus l^« mon conrvMad^ fund Man «3harpanj«o IscalcUaM ustag tha 3 month USOUBORrMc-rntrtta warttii parted anslynd. nbi, ins Sharps rado win bs ttatanjiTH s notrnal dbbTsbuDon NM.nlhBycanbai na Sharpa rado• an abaoUa maasuni of «sk-ad)uslad nun, naaatva Sharpa raws ara shown as Balrrertalrategy, auchaavotallty. LuiBlaUjiandSherparabo, nrnymdaiianajsitlhe risk of Inm uch nvaavnentsmaaf. |
Pt. II-21
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Man-Glenwood Lexington, LLC A registered fund of hedge funds January 1,1993 to May 31,2009 10% 5% 0% - -5% -10% -15% -20% -25% -30% -35% -40% - -1.9% Man-Glenwood U.S. stocks2U.S. bonds3 1 year to May 31, 2009 5 year to May 31, 2009 Since inception to May 31, 2009 GLENWOOD LEXINGTON FUNDS PORTION OF MAN-AHL 130’S PORTFOLIO. MAN-AHL 130 WILL ALSO INVEST IN TH E AH L DIVERSIFIED PROGRAM. ? Pt 11-7 from Jmuay 1.1983 to LIXINOTON FUNDS AND MA Y RIDUd OR B.IMIKHTI IT. Sourc* Man daMMMWd Boombfrg. Thar* ara rt^lnh»with (UWWt»0^pnwr»n» not h Iho bvdhiQ propjarosand h Ira finds and Ihousbof bvarapjo. TMs pBrrorrrancadoBsnotrepfBaBnt Ira parfonnancaof a mrag*d pottoko wd• pn*n Mcx. 6«* Mix ta miurugid md don not Incur nwMOvmnl Im. S«™eaont co* ipaga PL 11-7 from Jai Thi tmn. Imnpi••! MJOAHL130 ThMMW»f»n Iho past parfonnancaof (Q Iha Pradacnaof Find daacrbad on R^una tar 3009 jf» ottttr aKparaas aancfalad wAh a marapjad ponfofeo. ^MarhGloniMQod IhaaB yraphi DaLiiiJMi’SI.MH (I) lt»PuilfuiufnimJjnu»y 1,3003 bo M«roti31.30G3; and have vartad ovar Dim. Tha pan^manca Aiacnoi raltact a danUtan or any arias to^^ jndttit PmpMluitari mora compMiitKuraon ol rMci.nj.S.*Kta SAP 500 ToU IMunlnd«(d1vlaind«r*waM) nJS |
Pt. II-22
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Correlation vs. traditional assets Correlation of monthly returns: April 2, 2007 to May 31, 2009 Man-AHL 1302 AHL Diversified Man-Glenwood3 U.S. stocks4 U.S. bonds5 Program1 U.S. bonds5 1.00 U.S. stocks4 1.00 Man-Glenwood- 1.00 AHL Diversified Program1 1.00 Man-AHL 1302 1.00 ‘The performance in formation set forth above represents the unaudited composite results of all accounts available to U.S. investors traded pursuant to the AHL Diversified Program from April 3,1998 through May 31, 2009, The returns are net of all fees and expenses applicable to the accounts included in this material limitations. For example, the performance of particular accounts may be significantly impacted by the timing of when they begin trading as well as and subject to change Statistically, investments with a correlation of 1.00 make or lose money at the same time. Investments with a correlation of-1.00 as well as with each other. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. Source: Man database and Bloomberg. There are risks inherent in futures trading programs and funds of hedge funds, including risksdue to the lack of a secondary trading market, the lack of ability to transfer interests in the trading programs and in the funds and the use cf leverage. There are inherent limitations in any comparison between a managed portfolio and a passive index Each index is unmanaged and does not incur managemenlfees, transactions costs or other expenses associated with a managed portfolio Please refer to the Prospectus and ‘Certain risks of investing in Man-AHL 130. LLC’ included in this document for more discussion cf risks.2Actual results of M an AHL 130. LLC Class A — Series 2 since its inception net of all fees anci expenses associated with Class A units.3Man-Glerrwood: this correlation matrix presents the past performance of (i)the Predecessor Fund described on page Pt. 11-7 frainApril3. 1B93to December 31, 2002; (ii) the Portfolio from January 1, 2003 to March 31, 2C03; and (iii) Lexington thereafter. The performance shown includes the performance of the Predecessor Fund for periods (April 1998-December 2002) before the Portfolio’s registration statement was effective under the Investment Company Act of 1940, as amended (the ‘Act’) Returns for 2009 are estimated and unaudited. The fees, leverage and exact mix of managers have varied over time. In a correlation rnatrp; the values can vary between minus one (perfect negative con-elation) .through zero (no correlation), to plus one (perfect positive correlation). There are numerous risks inberent in hedge fund investing See ‘Certain risks of investing in Man-AHL 130, LLC’ and the Prospectusfor more discussion of risks. *U .3, stocks: SSJP 500 Total Return Index (dividends reinvested). =U .S. bonds: Barclays Capital U .S. Aggregate Bond Index. |
Pt. II-23
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November 1, 2007
MANAGING MEMBER
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Section | Page | |||
ARTICLE I DEFINITIONS | A-1 | |||
ARTICLE II ORGANIZATION; ADMISSION OF MEMBERS | A-4 | |||
Section 2.1 | Continuation of Limited Liability Company | A-4 | ||
Section 2.2 | Name | A-4 | ||
Section 2.3 | Principal and Registered Office | A-4 | ||
Section 2.4 | Duration | A-4 | ||
Section 2.5 | Business of Man-AHL 130 | A-5 | ||
Section 2.6 | Members | A-5 | ||
ARTICLE III NET WORTH OF MANAGING MEMBER | A-5 | |||
ARTICLE IV CAPITAL CONTRIBUTIONS; UNITS | A-6 | |||
ARTICLE V ALLOCATION OF PROFITS AND LOSSES | A-6 | |||
Section 5.1 | Capital Accounts and Allocations | A-6 | ||
Section 5.2 | Allocation of Profit and Loss for Federal Income Tax Purposes | A-6 | ||
Section 5.3 | Organizational and Initial Offering Costs; Operating Costs; Management and Client Servicing Fees; Costs and Fees of Underlying Investments | A-8 | ||
Section 5.4 | Taxes | A-9 | ||
Section 5.5 | Managing Member Services; Direct Expenses; Reserves | A-9 | ||
Section 5.6 | Limited Liability of Members | A-9 | ||
Section 5.7 | Return of Capital Contributions | A-9 | ||
ARTICLE VI MANAGEMENT OF MAN-AHL 130 | A-10 | |||
Section 6.1 | Management of Man-AHL 130 | A-10 | ||
Section 6.2 | Compliance with the NASAA Guidelines | A-10 | ||
ARTICLE VII AUDITS AND REPORTS TO MEMBERS | A-11 | |||
ARTICLE VIII ASSIGNABILITY OF UNITS | A-11 | |||
ARTICLE IX REDEMPTIONS | A-12 | |||
ARTICLE X OFFERING OF UNITS | A-13 | |||
ARTICLE XI ADDITIONAL OFFERINGS; DIFFERENT BUSINESS TERMS | A-13 | |||
Section 11.1 | Additional Offerings | A-13 | ||
Section 11.2 | Different Business Terms | A-13 | ||
ARTICLE XII SPECIAL POWER OF ATTORNEY | A-14 | |||
ARTICLE XIII DISSOLUTION | A-14 | |||
ARTICLE XIV STANDARD OF LIABILITY; INDEMNIFICATION | A-15 | |||
Section 14.1 | Standard of Liability for the Managing Member | A-15 | ||
Section 14.2 | Indemnification of the Managing Member by Man-AHL 130 | A-15 | ||
Section 14.3 | Indemnification of Man-AHL 130 by the Members | A-16 | ||
ARTICLE XV AMENDMENTS; MEETINGS | A-16 | |||
Section 15.1 | Amendments with Consent of the Managing Member | A-16 | ||
Section 15.2 | Amendments and Actions without Consent of the Managing Member | A-17 | ||
Section 15.3 | Meetings; Other Voting Matters | A-17 | ||
Section 15.4 | Opportunity to Redeem | A-17 | ||
ARTICLE XVI GOVERNING LAW | A-18 | |||
ARTICLE XVII MISCELLANEOUS | A-18 | |||
Section 17.1 | Notices | A-18 | ||
Section 17.2 | Binding Effect | A-18 | ||
Section 17.3 | Captions | A-18 |
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(a) | First, items of ordinary income and expense, determined separately for each Series of Units, shall be allocatedpro rata(on a Series by Series basis) among Class A Series 1 Units, Class A Series 2 Units, Class B Series 1 Units, and Class B Series 2 Units outstanding as of the end of each month in which the items of ordinary income and expense accrue. |
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(b) | Second, capital gain or loss shall be allocated as follows: |
(i) | There shall be established a tax account with respect to each outstanding Class A Unit and Class B Unit. The balance of each tax account shall be the amount paid to Man-AHL 130 for each Unit. As of the end of each Fiscal Year: |
(1) | Each tax account shall be increased by the amount of income allocated to each Class A Unit and Class B Unit pursuant toSections 5.2(a),5.2(b)(ii) and5.2(b)(iii). | ||
(2) | Each tax account shall be decreased by the amount of expense or loss allocated to each Class A Unit and Class B Unit pursuant toSections 5.2(a), 5.2(b)(iv) and5.2(b)(v) and by the amount of any distributions paid out with respect to Class A Units and Class B Units other than upon redemption. | ||
(3) | When a Unit is redeemed, the tax account attributable to such Unit (determined after making all allocations described in thisSection 5.2) shall be eliminated. |
(ii) | Each Member who redeems a Class A Unit or Class B Unit during a Fiscal Year (including Units redeemed as of the end of the last day of such Fiscal Year) shall be allocated Capital Gain (a “Redeemed Excess”), if any, up to the amount of the excess, if any, of the amount received in respect of the Unit so redeemed over the sum of the tax account (determined after making the allocation described inSection 5.2(a) but prior to making the allocations described in thisSection 5.2(b)(ii) and5.2(b)(iii)) attributable to such Unit. In the event the aggregate amount of Capital Gain available to be allocated pursuant to thisSection 5.2(b)(ii)is less than the aggregate amount of Capital Gain required to be so allocated, the aggregate amount of available Capital Gain shall be allocated among all such Members in the ratio which each such Member’s Redeemed Excess bears to the aggregate Redeemed Excess of all such Members. | ||
(iii) | Capital Gain remaining after the allocation described inSection 5.2(b)(ii) shall be allocated among all Members who hold Class A Units or Class B Units outstanding as of the end of the applicable Fiscal Year (other than Units redeemed as of the end of the last day of such Fiscal Year) whose Capital Accounts with respect to such Units are in excess (a “Continuing Excess”) of the tax accounts (determined after making the allocations described inSections 5.2(a) and5.2(b)(ii)) allocable to such Units, in the ratio that each such Member’s Continuing Excess bears to the aggregate Continuing Excess of all such Members. Capital Gain remaining after the allocation described in the preceding sentence shall be allocated among all Members described in said sentence in proportion to their holdings of such Units (taking into account the different Net Asset Values of the different Units). | ||
(iv) | Each Member who redeems a Class A Unit or Class B Unit during a Fiscal Year (including Units redeemed as of the end of the last day of such Fiscal Year) shall be allocated Capital Loss, if any, up to the amount of the sum of the excess (a “Redeemed Excess”) of the tax account (determined after making the allocations described inSection 5.2(a), but prior to making the allocations described in thisSection 5.2(b)(iv) orSection 5.2(b)(v)) allocable to such Unit over the amount received in respect of such Unit. In the event the aggregate amount of available Capital Loss required to be allocated pursuant to thisSection 5.2(b)(iv) is less than the aggregate amount required to be so allocated, the aggregate amount of available Capital Loss shall be allocated among all such Members in the ratio that each such Member’s Redeemed Deficit bears to the aggregate Redeemed Deficit of all such Members. | ||
(v) | Capital Loss remaining after the allocation described inSection 5.2(b)(iv) shall be allocated among all Members who hold Units outstanding as of the end of the applicable Fiscal Year (other than Units redeemed as of the end of the last day of such Fiscal Year) whose tax accounts with respect to such Units are in excess (a “Continuing Deficit”) of their Capital Accounts (determined after making the allocations described inSection 5.2(a) with respect to such Units in the ratio that each such Member’s Continuing Deficit bears to the aggregate |
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Continuing Deficit of all such Members). Capital Loss remaining after the allocation described in the preceding sentence shall be allocated among all Members described in such sentence in proportion to their holdings of such Units (taking into account the different Net Asset Value of different Units). | |||
(vi) | For purposes of thisSection 5.2, “Capital Gain” or “Capital Loss” shall mean gain or loss characterized as gain or loss from the sale or exchange of a capital asset, by the Internal Revenue Code of 1986, as amended, including, but not limited to, gain or loss required to be taken into account pursuant to Section 1256 thereof. | ||
(vii) | The Managing Member may elect, with respect to any given Fiscal Year, to allocate Capital Gain and Capital Loss on a gross basis rather than netting such Capital Gains and Capital Losses. |
(c) | The allocation of profit and loss for federal income tax purposes set forth herein is intended to allocate taxable profit and loss among Members generally in the ratio and to the extent that profit and loss are allocated to the Members so as to eliminate, to the extent possible, any disparity between each Member’s Capital Account and such Member’s tax account, consistent with principles set forth in Section 704 of the Code, including without limitation a “Qualified Income Offset.” | ||
(d) | The allocations of profit and loss to the Members shall not exceed the allocations permitted under Subchapter K of the Code, as determined by the Managing Member, whose determination shall be binding. | ||
(e) | The Managing Member may adjust the allocations set forth in thisSection 5.2, in the Managing Member’s discretion, if the Managing Member believes that doing so shall achieve more equitable allocations or allocations more consistent with the Code. | ||
(f) | For the avoidance of doubt, profit and loss attributable to investments made with respect to one Class of Units but not the other shall be allocated solely among the Units of such Class. |
(a) | The organizational and initial offering costs of Man-AHL 130 shall be paid by the Managing Member or an Affiliate and shall not be borne by Man-AHL 130. | ||
(b) | The Managing Member shall be entitled to receive a management fee of 1/12 of 0.75% of the Net Asset Value of all outstanding Units at each month-end (a 0.75% annual rate), calculated monthly and paid quarterly in arrears (the “Management Fee”). | ||
(c) | The Selling Agent shall be entitled to receive a Client Servicing Fee equal to 1/12 of 1.25% of the Unit NAV of each Class A Series 1 and Class B Series 1 Unit calculated monthly and paid quarterly in arrears for as long as such Unit remains outstanding; provided, however, that once the Selling Agent has been paid Client Servicing Fees totaling 10% of such Unit’s issue price, such Class A Series 1 or Class B Series 1 Unit shall be redesignated as a Class A Series 2 or Class B Series 2 Unit, or the appropriate multiple or fraction thereof, as applicable, at the then current Unit NAV for Class A Series 2 or Class B Series 2 Units, and no further Client Servicing Fee shall be charged to such Unit. For example, and for the avoidance of doubt, if, at the time of a redesignation of a Class A Series 1 Unit, the Unit NAV of Class A Series 1 Units is $160 and the Unit NAV of Class A Series 2 Units is $200, Class A Series 1 Unit would be redesignated as 0.80 of a Class A Series 2 Unit (two such Series 1 Units being redesignated as 1.6 Series 2 Units). The maximum selling compensation payable (including the Client Servicing Fee and any amounts paid for producer visits, client seminars and any other compensation deemed to be an “item of value” pursuant to |
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NASD Conduct Rules 2710 and 2810) shall not exceed 10% of the aggregate initial sales price of all Units sold (including Class A Series 2 and Class B Series 2 Units). | |||
(d) | The AHL Diversified Program and the Man-Glenwood Funds shall be subject to the fees and expenses described in the Prospectus. | ||
(e) | Man-AHL 130 shall bear all expenses incurred in connection with its investment in cash and cash equivalents. | ||
(f) | In the event that Man-AHL 130 invests in any assets (including managed investment programs) other than the AHL Diversified Program, the Man-Glenwood Funds and cash or cash equivalents, Man-AHL 130 shall bear the costs of such investments — in all cases, however, subject to any applicable limitation imposed by the NASAA Guidelines. |
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MANAGING MEMBER: | MEMBERS: | |||||||
MAN INVESTMENTS (USA) CORP. | All Members now and hereafter admitted as Members of Man-AHL 130 pursuant to Powers of Attorney now or hereafter executed in favor of, and delivered to, the Managing Member. | |||||||
By: | /s/ John M. Kelly | |||||||
President and | ||||||||
Director | MAN INVESTMENTS (USA) CORP. | |||||||
By: | /s/ John M. Kelly | |||||||
John M. Kelly | ||||||||
President and | ||||||||
Director | ||||||||
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Man-AHL 130, LLC Class A Investor Application Form(For eligible taxable investors) | ![]() |
• | Please print clearly in all CAPITAL LETTERS and use either blue or black ink to fill out this Investor Application Form (“Application”). | |
• | Be sure to read the Prospectus and Limited Liability Company Agreement of Man-AHL 130. | |
• | For help with this Application please call your financial advisor or call us at 800-838-0232. | |
• | Please see page 4 for mailing and payment options. | |
• | Subscriptions are revocable by you for five business days after your submission of this Application. |
1. Investment Amount (A minimum initial investment of $25,000 is required) | $ |
Series 1o (Client Servicing Fee applies) Series 2o (fee-based accounts only)
o | A natural person who had an income in excess of $200,000 in each of the two most recent years (or joint income with your spouse in excess of $300,000 in each of those years) and who has a reasonable expectation of reaching the same income level in the current year; | |
o | A natural person who has a net worth1 (or joint net worth with your spouse) in excess of $1,000,000 (net worth for this purpose means total assets in excess of total liabilities); |
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o | A trust (i) with total assets in excess of $5,000,000, (ii) that was not formed for the purpose of investing in Man-AHL 130 and (iii) of which the person responsible for directing the investment of assets in Man-AHL 130 has such knowledge and experience in financial and business matters that he or she is capable of evaluating the merits and risks of such investment; | |
o | An entity with total assets in excess of $5,000,000 that was not formed for the purpose of investing in Man-AHL 130 and that is one of the following: (i) a corporation; (ii) a partnership; (iii) a limited liability company; (iv) a Massachusetts or similar business trust; or (v) an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”); | |
o | An entity licensed, or subject to supervision, by US federal or state examining authorities as a “bank,” “savings and loan association,” “insurance company,” or “small business investment company” (within the meaning of 17 C.F.R. §§ 230.501(a)) or an account for which a bank or savings and loan association is subscribing in a fiduciary capacity; | |
o | A broker or dealer registered with the SEC under the Securities Exchange Act of 1934, as amended; | |
o | An investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”); |
1 | As used herein, “net worth” means the excess of total assets at fair market value, including home, over total liabilities. For the purpose of determining “net worth”, the principal residence owned by an individual shall be valued at either (A) cost, including the cost of improvements, net of current encumbrances upon the property, or (B) the appraised value of the property as determined by an institutional lender, net of current encumbrances upon the property. |
o | An entity that has elected to be treated or qualifies as a “business development company” within the meaning of Section 2(a)(48) of the 1940 Act or Section 202(a)(22) of the Investment Advisers Act of 1940, as amended; | |
o | An insurance company as defined in Section 2(13) of the Securities Act of 1933, as amended; | |
o | A Small Business Investment Company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958, as amended; | |
o | An entity in which all of the equity owners are “accredited investors” (as described above). |
o | If you are an investor from a State listed below, in addition to being an “accredited investor”, you must also meet the minimum net worth or minimum net worth and minimum annual income standard for your State as described below. In each case, net worth is to be calculated excluding the value of your home, furnishings and automobiles: |
• | You are of legal age and legally competent to execute the Application and Power of Attorney Signature Page. |
• | Your subscription, if made as custodian for a minor, is a gift you have made to such minor or, if not a gift, the above representations as to net worth or annual income apply to such minor personally. |
• | You are not a charitable remainder trust. |
• | You are not (A) a non-resident alien, (B) a foreign corporation, foreign partnership, foreign trust or foreign estate (as those terms are defined in the Code for purposes of US federal income taxation or (C) an “employee benefit plan” as defined in and subject to the fiduciary responsibility provisions of the Employee Retirement Income Security Act of 1974, as amended, a “plan” as defined in and subject to Section 4975 of the Code, or an entity that holds “plan assets” of any such employee benefit plan or plan. |
• | You understand that Units of Man-AHL 130 are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency and involve investment risks, including the possible loss of the principal amount invested. |
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• | Your subscription monies were not derived from activities that may contravene United States (federal or state) or international anti-money laundering laws and regulations. You are not (i) an individual, entity or organization named on a United States Office of Foreign Assets Control (“OFAC”) “watch list” and do not have any affiliation with any kind of such individual, (ii) a foreign shell bank, (iii) a person or entity resident in or whose subscription funds are transferred from or through a jurisdiction identified as non-cooperative by the Financial Action Task Force, (iv) “a senior foreign political figure2”, “an immediate family member3” or “close associate4” of a senior foreign political figure within the meaning of the USA PATRIOT Act of 20015. You agree to promptly notify the Managing Member should you become aware of any change in the information set forth in this representation. You acknowledge that, by law, the Man Investments (USA) Corp. (the “Managing Member”) may be obligated to “freeze” your account, either by prohibiting additional subscriptions, declining any redemption requests and/or segregating the assets in the account in compliance with governmental regulations, and the Managing Member may also be required to report such action and to disclose your identity to OFAC. You represent and warrant that all of the information which you have provided to Man-AHL 130 in connection with this Application is true and correct, and you agree to provide any information the Managing Member or its agents deem necessary to comply with Man-AHL 130’s anti-money laundering program and related responsibilities from time to time. If you have indicated in this Application that you are an intermediary subscribing to Man-AHL 130 as a record owner in your capacity as agent, representative or nominee on behalf of one or more underlying investors (“Underlying Investors”), you agree that the representations, warranties and covenants are made by you on behalf of yourself and the Underlying Investors. |
• | You understand that it may be a violation of state and federal law for you to provide these certifications if you know that they are not true. |
• | You understand that Man-AHL 130 and its affiliates are relying on the certifications and agreements made herein in determining your qualification and suitability as an investor in Man-AHL 130. You understand that an investment in Man-AHL 130 is not appropriate for, and may not be acquired by, any person who cannot make these certifications. You agree to indemnify the Managing Member, Man Investments Inc. (the “Selling Agent”) and their affiliates and hold them harmless from any liability that you may incur as a result of these certifications being untrue in any respect. |
2 | A “senior foreign political figure” is defined as a senior official in the executive, legislative, administrative, military or judicial branches of a non-US government (whether elected or not), a senior official of a major non-US political party, or a senior executive of a non-US government-owned corporation. In addition, a “senior foreign political figure” includes any corporation, business or other entity that has been formed by, or for the benefit of, a senior foreign political figure.3“Immediate family” of a senior foreign political figure typically includes the figure’s parents, siblings, spouse, children and in-laws.4A “close associate” of a senior foreign political figure is a person who is widely and publicly known to maintain an unusually close relationship with the senior foreign political figure, and includes a person who is in a position to conduct substantial domestic and international financial transactions on behalf of the senior foreign political figure.5The United States “Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001”, Pub. L. No. 107-56 (2001). |
o Individual | o Joint (specify type) | o LLC o Partnership o LLP | ||||
o Trust | o Other (specify type) | o Corporation |
Name of investor | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Social Security or Taxpayer ID # | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Date of birth | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Joint owner or trustee name | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Joint owner’s Social Security # | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Date of birth of joint owner | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Trustee’s Social Security # | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Date of birth of trustee | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Street address (No P.O. Box) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
City | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
State | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Zip | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Daytime phone number | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fax number | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
E-mail address | �� | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
If an individual, are you a US citizen?o Yeso No If no, country of citizenship | ||||||||||||||||||||||||||||||||||||||||||||||||||
If an entity, date of incorporation, formation etc. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Place of incorporation, formation etc. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
o IP o AM Name | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Street address | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
City | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
State | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Zip | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
• | You either are, or are not required to be, registered with the Commodity Futures Trading Commission and a member of the National Futures Association. |
• | If you are signing on behalf of an entity, you are duly authorized to make this investment and to conduct transactions in Man-AHL 130 on behalf of that entity. |
• | You are purchasing Units for your own account, and not with a view to the distribution, assignment, transfer or other disposition of the Units. |
• | You have received the current Prospectus for Man-AHL 130 dated August 1, 2009. | |
• | You are eligible to invest in Man-AHL 130 and you have checked the appropriate box (or boxes) in Section 3 describing your eligibility. |
• | All of the information provided herein is true, accurate and complete. |
• | You authorize us to use other sources of information, including obtaining a credit report or other financial responsibility report about you, at any time to verify the information provided herein and to determine the identity of the owners of your Units. Upon written request, we will provide the name and address of the credit reporting agency used. |
• | If you are purchasing your Units to be held within a brokerage account, any proceeds from future redemptions will generally need to be returned to that brokerage account. In any event, the Redemption Document will provide further detail of any options that may be available to you at the actual time of redemption. |
• | By signing below, you hereby agree to be bound by the terms of the Limited Liability Company Agreement of Man-AHL 130 (the “Agreement”) including its Power of Attorney provisions, as set forth in Article XII of the Agreement. To the extent you believe it necessary, you have consulted with your tax and legal advisors regarding your investment in Man-AHL 130. |
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• | I irrevocably appoint the Managing Member and each officer thereof as my true and lawful Attorney-in-Fact, with full power of substitution, in my name, place and stead, to execute, deliver and record any documents or instruments which the Managing Member considers appropriate to carry out the provisions of the Agreement, including the Agreement itself. |
Signature | Signature | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Title | Title | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Date | Date | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Did you remember to:
o | Sign this Application? | |
o | Fill out the dollar amount of the investment? | |
o | Fill out all applicable sections of this Application? | |
o | Attach your check or issue proper wire instructions? |
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Representative’s name | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Adviser/Dealer name | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Branch office address | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
City | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
State | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Zip | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Representative’s E-mail address | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Branch number | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Representative’s number | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Branch phone number | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fax number | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Authorized Representative’s signature | |||||||||||||||||||||||||||||||||||||||||||||||||
Date | |||||||||||||||||||||||||||||||||||||||||||||||||
Principal/Branch Office Manager’s signature | |||||||||||||||||||||||||||||||||||||||||||||||||
Date | |||||||||||||||||||||||||||||||||||||||||||||||||
Principal/Branch Office Manager’s name | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Name for Account Registration | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Account Number | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Clearing firm name/number | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Financial Advisor may require delivery dates and instructions other than those listed below.
Original copies | ||
•If by overnight courier (FedEx, etc.), to: | •If by US Postal Service, to: | |
Man-AHL 130, LLC, c/o UMB Fund Services | Man-AHL 130, LLC | |
803 W. Michigan St. Ste. A | P.O. Box 2175 | |
Milwaukee, WI 53233 | Milwaukee, WI 53201-21754 | |
414-299-2000 |
Man-AHL 130, LLC
at 816-860-3140
• | If by Federal Funds wire, please transmit for receipt six business days prior to the next investment date, to: |
(Bank location is Kansas City, MO)
ABA Number 101 000 695
Account name — Man-AHL 130, LLC — Class A
Account Number — 9871691446
Ref: [State full name(s) of prospective investor(s)]
• | If by check, please make payable to the order of “Man-AHL 130, LLC” and mail or courier (see addresses above) in time to allow receipt by no later than 14 calendar days prior to the next investment date. |
• | NO CASH POLICY — Man-AHL 130 does not accept cash. ‘Cash’ for the purposes of this policy includes currency, cashier’s checks, bank drafts, travelers checks and money orders. In addition, Man-AHL 130 does not accept third-party checks or credit card convenience checks. |
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Class B Investor Application Form(For eligible tax-exempt and tax-deferred investors)
![(MAN INVESTMENTS LOGO)](https://capedge.com/proxy/POS AM/0000950123-09-020315/c52157c5215715.gif)
• | Please print clearly in all CAPITAL LETTERS and use either blue or black ink to fill out this Investor Application Form (“Application”). | |
• | Be sure to read the Prospectus and Limited Liability Company Agreement of Man-AHL 130. | |
• | For help with this Application please call your financial advisor or call us at 800-838-0232. | |
• | For IRAs and Keogh Plans, please note that the Custodian must also sign this agreement on page 4. | |
• | Subscriptions are revocable by you for five business days after your submission of this Application. |
1. Investment Amount (A minimum initial investment of $10,000 is required) | $ |
2. | Unit Series Selection (see “Fees and Expenses Paid by Man-AHL 130 — Client Servicing Fee, Selling Compensation” in the Man-AHL 130 Prospectus) |
Series 1o (Client Servicing Fee applies) Series 2o (fee-based accounts only)
o | A natural person who had an income in excess of $200,000 in each of the two most recent years (or joint income with your spouse in excess of $300,000 in each of those years) and who has a reasonable expectation of reaching the same income level in the current year; | |
o | A natural person who has a net worth1 (or joint net worth with your spouse) in excess of $1,000,000 (net worth for this purpose means total assets in excess of total liabilities); |
o | A trust (i) with total assets in excess of $5,000,000, (ii) that was not formed for the purpose of investing in Man-AHL 130 and (iii) of which the person responsible for directing the investment of assets in Man-AHL 130 has such knowledge and experience in financial and business matters that he or she is capable of evaluating the merits and risks of such investment; |
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o | An entity with total assets in excess of $5,000,000 that was not formed for the purpose of investing in Man-AHL 130 and that is one of the following: (i) a corporation; (ii) a partnership; (iii) a limited liability company; (iv) a Massachusetts or similar business trust; or (v) an organization described in Section 501(c)(3) of the Code; | |
o | An entity licensed, or subject to supervision, by US federal or state examining authorities as a “bank,” “savings and loan association,” “insurance company,” or “small business investment company” (within the meaning of 17 C.F.R. §§ 230.501(a)) or an account for which a bank or savings and loan association is subscribing in a fiduciary capacity; | |
o | A plan established and maintained by a state, its political subdivisions, or any agency or instrumentality of a state or its political subdivisions, for the benefit of its employees, if such plan has total assets in excess of $5,000,000; | |
o | An employee benefit plan within the meaning of ERISA, if the investment decision is made by a plan fiduciary, as defined in Section 3(21) of ERISA, which is either a bank, savings and loan association, insurance company, or registered investment adviser, or if the employee benefit plan has total assets in excess of $5,000,000, or, if a selfdirected plan, with investment decisions made solely by persons that are “accredited investors” (as defined in Regulation D under the Securities Act of 1933, as amended); or | |
o | An entity in which all of the equity owners are “accredited investors” (as described above). |
1 | As used herein, “net worth” means the excess of total assets at fair market value, including home, over total liabilities. For the purpose of determining “net worth”, the principal residence owned by an individual shall be valued at either (A) cost, including the cost of improvements, net of current encumbrances upon the property, or (B) the appraised value of the property as determined by an institutional lender, net of current encumbrances upon the property. |
o | If you are an investor from a State listed below, in addition to being an “accredited investor”, you must also meet the minimum net worth or minimum net worth and minimum annual income standard for your State as described below. In each case, net worth is to be calculated excluding the value of your home, furnishings and automobiles: Arizona: (a) Net worth of at least $225,000 or (b) net worth of at least $60,000 and an annual income of least $60,000. |
• | You are of legal age and legally competent to execute the Application and Power of Attorney Signature Page. |
• | Your subscription, if made as custodian for a minor, is a gift you have made to such minor or, if not a gift, the above representations as to net worth or annual income apply to such minor personally. |
• | You are not a charitable remainder trust. |
• | You are not (A) a non-resident alien or (B) a foreign corporation, foreign partnership, foreign trust or foreign estate (as those terms are defined in the Code for purposes of US federal income taxation. |
• | If you are a fiduciary executing this Investor Certificate on behalf of a Plan (the “Fiduciary”), you represent and warrant that you have considered the following with respect to the Plan’s investment in Man-AHL 130 and have determined that, in review of such considerations, the investment is consistent with the Fiduciary’s responsibilities under ERISA: (i) the fiduciary investment standards under ERISA in the context of the Plan’s particular circumstances; (ii) the permissibility of an investment in Man-AHL 130 under the documents governing the Plan and the Fiduciary; and (iii) the risks associated with an investment in Man-AHL 130 and the fact that redemptions are permitted only quarterly and are limited to 15% of Man-AHL 130’s net asset value as of any quarter-end. |
• | You understand that Units of Man-AHL 130 are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency and involve investment risks, including the possible loss of the principal amount invested. |
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• | Your subscription monies were not derived from activities that may contravene United States (federal or state) or international anti-money laundering laws and regulations. You are not (i) an individual, entity or organization named on a United States Office of Foreign Assets Control (“OFAC”) “watch list” and do not have any affiliation with any kind of such individual, (ii) a foreign shell bank, (iii) a person or entity resident in or whose subscription funds are transferred from or through a jurisdiction identified as non-cooperative by the Financial Action Task Force, (iv) “a senior foreign political figure2”, “an immediate family member3” or “close associate4” of a senior foreign political figure within the meaning of the USA PATRIOT Act of 20015. You agree to promptly notify the Man Investments (USA) Corp. (the “Managing Member”) should you become aware of any change in the information set forth in this representation. You acknowledge that, by law, the Managing Member may be obligated to “freeze” your account, either by prohibiting additional subscriptions, declining any redemption requests and/or segregating the assets in the account in compliance with governmental regulations, and the Managing Member may also be required to report such action and to disclose your identity to OFAC. You represent and warrant that all of the information which you have provided to Man-AHL 130 in connection with this Application is true and correct, and you agree to provide any information the Managing Member or its agents deem necessary to comply with Man-AHL 130’s anti-money laundering program and related responsibilities from time to time. If you have indicated in this Application that you are an intermediary subscribing to Man-AHL 130 as a record owner in your capacity as agent, representative or nominee on behalf of one or more underlying investors (“Underlying Investors”), you agree that the representations, warranties and covenants are made by you on behalf of yourself and the Underlying Investors. |
• | You understand that it may be a violation of state and federal law for you to provide these certifications if you know that they are not true. |
• | You understand that Man-AHL 130 and its affiliates are relying on the certifications and agreements made herein in determining your qualification and suitability as an investor in Man-AHL 130. You understand that an investment in Man-AHL 130 is not appropriate for, and may not be acquired by, any person who cannot make these certifications. You agree to indemnify the Managing Member, Man Investments Inc. (the “Selling Agent”) and their affiliates and hold them harmless from any liability that you may incur as a result of these certifications being untrue in any respect. |
o Traditional IRA | o Roth IRA | o Keogh | o Foundation | o Employee Benefit Plan |
o Employee Benefit Plan Trust | o Other (specify type) |
Name of investor | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Social Security or Taxpayer ID # | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Date of birth | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
2 | “A senior foreign political figure” is defined as a senior official in the executive, legislative, administrative, military or judicial branches of a non-US government (whether elected or not), a senior official of a major non-US political party, or a senior executive of a non-US government-owned corporation. In addition, a “senior foreign political figure” includes any corporation, business or other entity that has been formed by, or for the benefit of, a senior foreign political figure.3“Immediate family” of a senior foreign political figure typically includes the figure’s parents, siblings, spouse, children and in-laws.4A “close associate” of a senior foreign political figure is a person who is widely and publicly known to maintain an unusually close relationship with the senior foreign political figure, and includes a person who is in a position to conduct substantial domestic and international financial transactions on behalf of the senior foreign political figure.5The United States “Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001”, Pub. L. No. 107-56 (2001). |
Trustee name | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Trustee’s Social Security # | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Date of birth of trustee | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Street address (No P.O. Box) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
City | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
State | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Zip | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Daytime phone number | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fax number | �� | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
E-mail address | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Place of incorporation, formation etc. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
o IP o AM Name | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Street address | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
City | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
State | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Zip | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
• | You either are, or are not required to be, registered with the Commodity Futures Trading Commission and a member of the National Futures Association. |
• | If you are signing on behalf of an entity, you are duly authorized to make this investment and to conduct transactions in Man-AHL 130 on behalf of that entity. |
• | You are purchasing Units for your own account, and not with a view to the distribution, assignment, transfer or other disposition of the Units. |
• | You have received the current Prospectus for Man-AHL 130 dated August 1, 2009. |
• | You are eligible to invest in Man-AHL 130 and you have checked the appropriate box (or boxes) in Section 3 describing your eligibility. |
• | All of the information provided herein is true, accurate and complete. |
• | You authorize us to use other sources of information, including obtaining a credit report or other financial responsibility report about you, at any time to verify the information provided herein and to determine the identity of the owners of your Units. Upon written request, we will provide the name and address of the credit reporting agency used. |
• | By signing below, you hereby agree to be bound by the terms of the Limited Liability Company Agreement of Man-AHL 130 (the “Agreement”) including its Power of Attorney provisions, as set forth in Article XII of the Agreement. To the extent you believe it necessary, you have consulted with your tax and legal advisors regarding your investment in Man-AHL 130. |
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• | I irrevocably appoint the Managing Member and each officer thereof as my true and lawful Attorney-in-Fact, with full power of substitution, in my name, place and stead, to execute, deliver and record any documents or instruments which the Managing Member considers appropriate to carry out the provisions of the Agreement, including the Agreement itself. |
Signature | Signature | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Title | Title | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Date | Date | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(Name, Authorized Signature)
oFill out the dollar amount of the investment? | o Fill out all applicable sections of this Application? | |
oSign this Application? |
7. | Financial Adviser/Dealer Information (To be completed by the Financial Adviser/Dealer.) |
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Representative’s name | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Adviser/Dealer name | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Table of Contents
Advisor may require delivery dates and instructions other than those listed below.
Original copies | ||
• If by overnight courier (FedEx, etc.), to: | • If by US Postal Service, to: | |
Man-AHL 130, LLC, c/o UMB Fund Services | Man-AHL 130, LLC | |
803 W. Michigan St. Ste. A | P.O. Box 2175 | |
Milwaukee, WI 53233 | Milwaukee, WI 53201-2175 | |
414-299-2000 | ||
Advance copies (with originals to follow) by fax to: | ||
Man-AHL 130, LLC | ||
at 816-860-3140 |
• | If by Federal Funds wire, please transmit for receipt six business days prior to the next investment date, to: |
(Bank location is Kansas City, MO)
ABA Number 101 000 695
Account name — Man-AHL 130, LLC — Class B
Account Number — 9871736989
Ref: [State full name(s) of prospective investor(s)]
• | If by check, please make payable to the order of “Man-AHL 130, LLC” and mail or courier (see addresses above) in time to allow receipt by no later than 14 calendar days prior to the next investment date. | |
• | NO CASH POLICY — Man-AHL 130 does not accept cash. ‘Cash’ for the purposes of this policy includes currency, cashier’s checks, bank drafts, travelers checks and money orders. In addition, Man-AHL 130 does not accept third-party checks or credit card convenience checks. |
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Table of Contents
Approximate | ||||
Amount | ||||
Securities and Exchange Commission Registration Fee | $ | 0 | ||
Financial Industry Regulatory Authority, Inc. Filing Fee | 0 | |||
Printing Expenses | 30,000 | |||
Fees of Certified Public Accountants | 2,500 | |||
Blue Sky Expenses (Excluding Legal Fees) | 150 | |||
Fees of Counsel | 65,000 | |||
Advertising and Sales Literature | 5,000 | |||
Miscellaneous Offering Costs | 0 | |||
Total | $ | 102,650 |
Exhibit | ||
Number | Description of Document | |
3.02 (amended) | Limited Liability Company Agreement of the Registrant (included as Exhibit A to the Prospectus). |
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Table of Contents
Exhibit | ||
Number | Description of Document | |
10.05 | Form of Application and Power of Attorney (included with the Prospectus). | |
23.01 | Consent of Sidley Austin LLP. | |
23.02 | Consent of Deloitte & ToucheLLP. | |
23.03 | Consent of PricewaterhouseCoopers LLP. | |
99.06 | Post-Effective Amendment on Form N-2 of Man-Glenwood Lexington LLC filed with the Securities and Exchange Commission on June 15, 2009, Registration No. 333-118854, is incorporated herein by reference. | |
99.07 | Post-Effective Amendment on Form N-2 of Man-Glenwood Lexington TEI, LLC filed with the Securities and Exchange Commission on June 15, 2009, Registration No. 333-120945, is incorporated herein by reference. |
Exhibit | ||
Number | Description of Document | |
3.01(i) | Certificate of Formation of the Registrant. |
Exhibit | ||
Number | Description of Document | |
99.01 | Securities and Exchange Commission Release No. 33-6815—Interpretation and Request for Public Comment—Statement of the Commission Regarding Disclosure by Issuers of Interests in Publicly Offered Commodity Pools (54 Fed. Reg. 5600; February 6, 1989). | |
99.02 | Commodity Futures Trading Commission—Interpretative Statement and Request for Comments —Statement of the Commodity Futures Trading Commission Regarding Disclosure by Commodity Pool Operators of Past Performance Records and Pool Expenses and Requests for Comments (54 Fed. Reg. 5597; February 6, 1989). | |
99.03 | North American Securities Administrators Association, Inc. Guidelines for the Registration of Commodity Pool Programs. |
Table of Contents
Exhibit | ||
Number | Description of Document | |
1.02 | Form Selling Agreement between Man Investments Inc. and Additional Selling Agents. | |
10.02 | Form of Customer Agreement between the Registrant and Man Financial Inc. (now MF Global Inc.) |
Exhibit | ||
Number | Description of Document | |
10.01 | Form of Administration Agreement between Man-AHL 130 and the Administrator. |
Exhibit | ||
Number | Description of Document | |
1.01 | Form of General Distributor’s Agreement between the Registrant, Man Investments (USA) Corp. and Man Investments Inc. | |
10.02(a) | Addendum to the Form of Customer Agreement between the Registrant and Man Financial Inc. | |
10.03 | Form of Trading Advisory Agreement between Registrant and Man-AHL (USA) Ltd. | |
10.04 | Form of Escrow Agreement among the Registrant, the Managing Member and the Escrow Agent. |
Table of Contents
Exhibit | ||
Number | Description of Document | |
5.01 | Opinion of Sidley Austin LLP relating to the legality of the Units. | |
8.01 | Opinion of Sidley Austin LLP with respect to federal income tax consequences. |
Exhibit | ||
Number | Description of Document | |
10.03(a) | Amendment to the Form of Trading Advisory Agreement between Registrant and Man-AHL (USA) Ltd. |
10.06 | Form of Trading Advisory Agreement between the Registrant and Man Investments Limited. |
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Table of Contents
Managing Member
By: | /s/ Andrew Stewart | |||
President and Chief Executive Officer |
/s/ Andrew Stewart | Director, President, Chief Executive Officer and Chief Operating Officer (Principal Executive Officer) | July 6, 2009 | ||
/s/ Alicia Derrah | Director, Vice President, Chief Financial Officer and Secretary (Pricnipal Financial and Accounting Officer) | July 6, 2009 |
Managing Member
By | /s/ Andrew Stewart | July 6, 2009 | ||
President and Chief Executive Officer |
Table of Contents
(Exact name of registrant as specified in its charter)
Table of Contents
Exhibit | ||
Number | Description of Document | |
3.02 (amended) | Limited Liability Company Agreement of the Registrant (included as Exhibit A to the Prospectus). | |
10.05 | Form of Application and Power of Attorney (included with the | |
Prospectus). | ||
23.01 | Consent of Sidley Austin LLP. | |
23.02 | Consent of Deloitte & ToucheLLP. | |
23.03 | Consent of PricewaterhouseCoopers LLP. | |
99.06 | Post-Effective Amendment on Form N-2 of Man-Glenwood Lexington LLC filed with the Securities and Exchange Commission on June 15, 2009, Registration No. 333-118854, is incorporated herein by reference. | |
99.07 | Post-Effective Amendment on Form N-2 of Man-Glenwood Lexington TEI, LLC filed with the Securities and Exchange Commission on June 15, 2009, Registration No. 333-120945, is incorporated herein by reference. |
Exhibit | ||
Number | Description of Document | |
3.01(i) | Certificate of Formation of the Registrant. |
Exhibit | ||
Number | Description of Document | |
99.01 | Securities and Exchange Commission Release No. 33-6815—Interpretation and Request for Public Comment—Statement of the Commission Regarding Disclosure by Issuers of Interests in Publicly Offered Commodity Pools (54 Fed. Reg. 5600; February 6, 1989). |
Table of Contents
Exhibit | ||
Number | Description of Document | |
99.02 | Commodity Futures Trading Commission—Interpretative Statement and Request for Comments —Statement of the Commodity Futures Trading Commission Regarding Disclosure by Commodity Pool Operators of Past Performance Records and Pool Expenses and Requests for Comments (54 Fed. Reg. 5597; February 6, 1989). | |
99.03 | North American Securities Administrators Association, Inc. Guidelines for the Registration of Commodity Pool Programs. |
Exhibit | ||
Number | Description of Document | |
1.02 | Form Selling Agreement between Man Investments Inc. and Additional Selling Agents. | |
10.02 | Form of Customer Agreement between the Registrant and Man Financial Inc. (now MF Global Inc.) |
Exhibit | ||
Number | Description of Document | |
10.01 | Form of Administration Agreement between Man-AHL 130 and the Administrator. |
Exhibit | ||
Number | Description of Document | |
1.01 | Form of General Distributor’s Agreement between the Registrant, Man Investments (USA) Corp. and Man Investments Inc. | |
10.02(a) | Addendum to the Form of Customer Agreement between the Registrant and Man Financial Inc. |
Table of Contents
Exhibit | ||
Number | Description of Document | |
10.03 | Form of Trading Advisory Agreement between Registrant and Man-AHL (USA) Ltd. | |
10.04 | Form of Escrow Agreement among the Registrant, the Managing Member and the Escrow Agent. |
Exhibit | ||
Number | Description of Document | |
5.01 | Opinion of Sidley Austin LLP relating to the legality of the Units. | |
8.01 | Opinion of Sidley Austin LLP with respect to federal income tax consequences. |
Exhibit | ||
Number | Description of Document | |
10.03(a) | Amendment to the Form of Trading Advisory Agreement between Registrant and Man-AHL (USA) Ltd. |
10.06 | Form of Trading Advisory Agreement between the Registrant and Man Investments Limited. |