City National Rochdale High Yield Alternative Strategies
Master Fund LLC
Financial Statements
March 31, 2018
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Financial Statements
March 31, 2018
TABLE OF CONTENTS
| Page |
| |
Report of Independent Registered Public Accounting Firm | 1 |
| |
Financial Statements | |
| |
Statement of Assets, Liabilities and Members' Capital | 2 |
Statement of Operations | 3 |
Statements of Changes in Members' Capital | 4 |
Statement of Cash Flows | 5 |
Schedule of Investments | 6 - 7 |
Strategy Allocation Breakdown | 8 |
Notes to Financial Statements | 9 - 17 |
Financial Highlights | 18 |
| |
Director and Officer Information | |
| |
Additional Information | |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Managing Member and Board of Directors of
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Opinion on the Financial Statements
We have audited the accompanying statement of assets, liabilities and members’ capital of City National Rochdale High Yield Alternative Strategies Master Fund LLC (the “Fund"), including the schedule of investments as of March 31, 2018, and the related statements of operations and cash flows for the year then ended, the statements of changes in members' capital for each of the years in the two-year period then ended, and the financial highlights for each of the two years in the two-year period then ended, and the related notes (collectively referred to as the “financial statements”). The financial highlights for the years ended March 31, 2016, 2015 and 2014 were audited by other auditor’s whose report dated May 27, 2016 expressed an unqualified opinion. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of March 31, 2018, and the results of its operations and its cash flows for the year then ended, the changes in its members’ capital for each of the years in the two-year period then ended, and the financial highlights for each of the years in the two-year period then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31, 2018 by correspondence with the custodians and individual investment funds. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ EisnerAmper LLP
We have served as the Fund’s auditor since March 3, 2017. We have served as the auditor of one or more City National Rochdale’s investment companies since 2015.
EISNERAMPER LLP
Philadelphia, Pennsylvania
May 29, 2018

City National Rochdale High Yield Alternative Strategies Master Fund LLC | |
| | | |
Statement of Assets, Liabilities and Members' Capital | |
| | | |
March 31, 2018 | |
| | | |
| | | |
ASSETS | | | |
Investments, at fair value (cost $30,521,280) | | $ | 34,951,213 | |
Receivable for fund investments sold | | | 364,188 | |
Interest receivable | | | 3,319 | |
| | | | |
Total Assets | | | 35,318,720 | |
| | | | |
LIABILITIES AND MEMBERS' CAPITAL | | | | |
Liabilities | | | | |
Management fees payable | | | 43,339 | |
Professional fees payable | | | 85,411 | |
Directors' fees payable | | | 10,973 | |
Accrued expenses and other liabilities | | | 31,482 | |
| | | | |
Total Liabilities | | | 171,205 | |
| | | | |
Total Members' Capital | | $ | 35,147,515 | |
| | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | |
City National Rochdale High Yield Alternative Strategies Master Fund LLC | |
| | | |
Statement of Operations | |
| | | |
Year Ended March 31, 2018 | |
| | | |
| | | |
INVESTMENT INCOME | | | |
Interest income | | $ | 38,037 | |
| | | | |
Investment Income | | | 38,037 | |
| | | | |
EXPENSES | | | | |
Management fees (see Note 4) | | | 253,432 | |
Professional fees | | | 142,189 | |
Administration fees | | | 103,612 | |
Directors' fees | | | 12,585 | |
Other expenses | | | 9,216 | |
| | | | |
Total Expenses | | | 521,034 | |
| | | | |
Net Investment Loss | | | (482,997 | ) |
| | | | |
REALIZED AND UNREALIZED GAIN (LOSS) | | | | |
ON INVESTMENTS | | | | |
Net realized gain on investments | | | 3,028,328 | |
Net change in unrealized appreciation on investments | | | 568,292 | |
| | | | |
Net Realized and Unrealized Gain on Investments | | | 3,596,620 | |
| | | | |
Net Increase in Members' Capital Resulting from Operations | | $ | 3,113,623 | |
| | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | |
City National Rochdale High Yield Alternative Strategies Master Fund LLC | |
| | | | | | |
Statements of Changes in Members' Capital | |
| | | | | | |
| | | | | | |
| | Year Ended | | | Year Ended | |
| | March 31, 2018 | | | March 31, 2017 | |
FROM OPERATIONS | | | | | | |
Net investment loss | | $ | (482,997 | ) | | $ | (674,156 | ) |
Net realized gain on investments | | | 3,028,328 | | | | 3,416,208 | |
Net change in unrealized appreciation on investments | | | 568,292 | | | | 1,960,292 | |
| | | | | | | | |
Net Increase in Members' Capital | | | | | | | | |
Resulting From Operations | | | 3,113,623 | | | | 4,702,344 | |
| | | | | | | | |
DECREASE FROM TRANSACTIONS | | | | | | | | |
IN MEMBERS' CAPITAL | | | | | | | | |
Proceeds from sales of members' interests (see Note 2) | | | 2,867,469 | | | | - | |
Capital transfers to feeder funds | | | (9,211,458 | ) | | | (965,902 | ) |
Net Decrease from Transactions in Members' Capital | | | (6,343,989 | ) | | | (965,902 | ) |
| | | | | | | | |
Total Increase (Decrease) in Members' Capital | | | (3,230,366 | ) | | | 3,736,442 | |
| | | | | | | | |
| | | | | | | | |
MEMBERS' CAPITAL | | | | | | | | |
| | | | | | | | |
Beginning of year | | | 38,377,881 | | | | 34,641,439 | |
| | | | | | | | |
End of year | | $ | 35,147,515 | | | $ | 38,377,881 | |
| | | | | | | | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements. | |
City National Rochdale High Yield Alternative Strategies Master Fund LLC | |
| | | |
Statement of Cash Flows | |
| | | |
Year Ended March 31, 2018 | |
| | | |
| | | |
CASH FLOWS FROM OPERATING ACTIVITIES | | | |
Net increase in members' capital resulting from operations | | $ | 3,113,623 | |
| | | | |
Adjustments to reconcile net increase in members' capital | | | | |
resulting from operations to net cash from operating activities: | | | | |
Purchases of investments | | | (9,500,000 | ) |
Sales of investments | | | 11,328,904 | |
Purchases of money market fund | | | (31,660,400 | ) |
Sales of money market fund | | | 36,362,842 | |
Net change in unrealized appreciation on investments | | | (568,292 | ) |
Net realized gain on investments | | | (3,028,328 | ) |
| | | | |
Change in Operating Assets and Liabilities: | | | | |
Receivable for fund investments sold | | | 275,987 | |
Interest receivable | | | 15 | |
Management fees payable | | | 19,539 | |
Professional fees payable | | | 1,142 | |
Directors' fees payable | | | (127 | ) |
Accrued expenses and other liabilities | | | (916 | ) |
| | | | |
Net Cash provided by Operating Activities | | | 6,343,989 | |
| | | | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | | |
Proceeds from sales of members' interests (see Note 2) | | | 2,867,469 | |
Capital transfers to feeder funds | | | (9,211,458 | ) |
| | | | |
Net Cash used in Financing Activities | | | (6,343,989 | ) |
| | | | |
Net Change in Cash | | | - | |
| | | | |
CASH | | | | |
Beginning of year | | | - | |
| | | | |
End of year | | $ | - | |
| | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | |
City National Rochdale High Yield Alternative Strategies Master Fund LLC |
| | | | | | | | | | |
Schedule of Investments |
| | | | | | | | | | |
March 31, 2018 |
| | | | | | | | | | | Redemptions | |
| | Percentage of | | | | | | | | | | | | Notice Period | |
| | Members' Capital | | | Cost | | | Fair Value | | | Frequency | | | # of Days | |
Long-Term Alternative Investment Funds: (1) | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Structured Credit - CLO: | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
CIFC CLO Opportunity Holdings Fund II LP | | | 15.9 | % | | $ | 5,000,000 | | | $ | 5,593,129 | | | | * | | | | * | |
(Purchased: 7/1/2017 and 8/1/2017) | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Clareant Structured Credit Opportunity Fund II | | | 31.5 | | | | 8,626,618 | | | | 11,091,418 | | | Quarterly | | | | 90 | |
(Purchased: 5/1/2014, 7/1/2014, 8/1/2014, 9/1/2014, | | | | | | | | | | | | | | | | | |
10/1/2014, 11/1/2014, 5/1/2017, and 9/1/2017) | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Great Lakes III, LP | | | 14.8 | | | | 5,410,021 | | | | 5,192,611 | | | Quarterly | | | | 90 | |
(Purchased: 5/1/2013, 9/1/2013, 10/1/2013, 12/1/2013, | | | | | | | | | | | | | | | | | |
1/1/2014, 2/1/2014, 5/1/2014, and 7/1/2014) | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
SEIX CLO Management LP | | | 27.2 | | | | 8,405,017 | | | | 9,551,934 | | | | ** | | | | ** | |
(Purchased: 10/1/2016) | | | | | | | | | | | | | | | | | | | | |
| | | 89.4 | | | | 27,441,656 | | | | 31,429,092 | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Liquidating Positions: | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
GoldenTree Partners LP (2) | | | 1.9 | | | | 216,065 | | | | 658,562 | | | | *** | | | | *** | |
(Acquired: 7/2/2007, 8/1/2007, 11/1/2007, 12/3/2007, | | | | | | | | | | | | | | | | | |
2/1/2008, 7/1/2012, and 8/1/2012) | | | | | | | | | | �� | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Total Long-Term Alternative Investment Funds: | | | 91.3 | | | | 27,657,721 | | | | 32,087,654 | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Short-Term Investment: | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Money Market Fund: | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
First American Government Obligations Fund - Class Z, 1.50% (3) | | | 8.1 | | | | 2,863,559 | | | | 2,863,559 | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Total Investments | | | 99.4 | % | | $ | 30,521,280 | | | $ | 34,951,213 | | | | | | | | | |
(1) All investments are non-income producing. | | | | | | | | | | |
(2) Remaining value represents side pocket interests. | | | | | | | | |
(3) 7-day yield. | | | | | | | | | | |
| | | | | | | | | | |
* This investment is long-term and illiquid. | | | | | | | | | | |
| | | | | | | | | | |
** SEIX CLO Management LP has a five year re-investment period and a subsequent wind down. This investment is long-term and illiquid. |
| | | | | | | | | | |
*** A side pocket investment has been established for GoldenTree Partners LP. This investment is long-term and illiquid. |
| | | | | | | | | | |
The investments in Alternative Investments Funds shown above, representing 91.3% of net assets, have been fair valued in accordance with procedures established by the Board of Directors. |
| | | | | | | | | | |
The accompanying notes are an integral part of these financial statements. | | | | | | | | | | |
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Schedule of Investments, Continued
March 31, 2018
Structured Credit. Structured credit strategy invests in stressed/distressed non-corporate fixed income asset classes in non-traditional markets such as residential real estate, commercial real estate and asset backed lending that have become distressed and/or undergoing structural changes, with anticipated improvement in the fundamental value of the underlying asset. Economic downturns and fundamental uncertainties can cause forced selling of securitized assets associated with such markets. In general, profits are made by identifying and investing in securities priced significantly below their intrinsic values where the strategy can maximize long-term capital appreciation from earning interest income and cash flows from current amortizing principal payments, cash flows from liquidations and from the fundamental appreciation of the underlying assets. Investing in structured credit requires deep fundamental analysis of the underlying assets and the behavior of the borrowers. Managers may invest in structured credit securities at deep discounts to fair value. Profits are realized as these securities converge to or above fair value with fundamental improvements in underlying borrowers, assets or improved technical behavior. Typically, structured credit managers will take positions in both agency and non-agency RMBS, CMBS, CLO, and other consumer and commercial loan ABS. At times, the strategy may also entail positions in other income generating assets such as life settlements and annuities, trade finance, legal settlements, whole loans, etc.
Liquidating Positions. Liquidating positions from former investment strategies remain in the Fund due to redemption restrictions placed on them by Hedge Fund Managers either at their sole discretion or for other factors. Such factors include the magnitude of redemptions requested, portfolio valuation issues or market conditions.
City National Rochdale High Yield Alternative Strategies Master Fund LLC |
| |
Schedule of Investments, Continued |
| |
March 31, 2018 |
| |
Strategy Allocation Breakdown |
(as a % of total investments) |
The accompanying notes are an integral part of these financial statements. |
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Notes to Financial Statements
March 31, 2018
City National Rochdale High Yield Alternative Strategies Master Fund LLC (the "Master Fund") is a closed-end, non-diversified management Investment Company that was organized as a limited liability company under the laws of the State of Delaware on September 11, 2006 and serves as a master fund in a master feeder structure. City National Rochdale High Yield Alternative Strategies Fund LLC and City National Rochdale High Yield Alternative Strategies Fund TEI LLC (the “Feeder Funds”) serve as the feeder funds in the master feeder structure. Interests in the Master Fund are issued solely in private placement transactions that do not involve any "public offering" within the meaning of Section 4(2) of the Securities Act of 1933, as amended (the "1933 Act"). Investments in the Master Fund may be made only by U.S. and foreign investment companies, common or commingled trust funds, organizations or trusts described in Sections 401(a) or 501(a) of the Internal Revenue Code of 1986, as amended, or similar organizations or entities that are "accredited investors" within the meaning of Regulation D under the 1933 Act. The Master Fund is a registered investment company under the Investment Company Act of 1940, as amended (the “1940 Act”).
City National Rochdale, LLC (the “Manager” or "Adviser") is the investment adviser to the Master Fund. City National Rochdale, LLC is a subsidiary of City National Bank, and each are wholly-owned subsidiaries of RBC USA Holdco Corporation, a wholly-owned indirect subsidiary of Royal Bank of Canada.
The Master Fund seeks to achieve its objective by investing substantially all of its assets in the securities of privately placed investment vehicles, typically referred to as hedge funds (“Hedge Funds" or "Investment Funds”) that pursue a variety of high yield income generating strategies.
The Master Fund’s investment objective is to generate income from investments in higher yielding investments with lower credit quality and higher volatility than investment grade fixed income securities. “Lower credit quality” in this objective means investments rated below BBB, and “higher volatility” means the fluctuations in principal will be greater than the fluctuations in price associated with investment grade fixed income securities. Under normal circumstances, at least 80% of the Master Fund’s total assets will be invested either directly, or indirectly through Investment Funds, which invest in a variety of high yield income generating investments. The Investment Funds themselves are non-income producing.
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Notes to Financial Statements
March 31, 2018
2. | Significant Accounting Policies |
The following is a summary of significant accounting policies followed by the Master Fund.
Basis of Presentation and Use of Estimates
The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”). The Fund is an investment company and follows accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, “Financial Services-Investment Companies”. The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.
Investments Valuation
Investments in Investment Funds are stated and recorded at fair value as determined in good faith by the Fair Value Committee in accordance with US GAAP using the Net Asset Value (“NAV”) as reported by the management of each respective alternative investment fund. Financial Accounting Standards Board (FASB) guidance provides for the use of NAV as a “Practical Expedient” for estimating fair value of alternative investments which (a) do not have a readily determinable fair value and (b) either have the attributes of an investment company or prepare their financial statements consistent with the measurement principles of an investment company. Such values generally represent the Master Fund's proportionate share of the net assets of the Investment Funds as reported by the Hedge Fund Managers. Accordingly, the value of the investments in Investment Funds are generally increased by additional contributions to the Investment Funds and the Master Fund's share of net earnings from the Investment Funds, and decreased by distributions from the Investment Funds and the Master Fund's share of net losses from the Investment Funds.
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Notes to Financial Statements
March 31, 2018
2. | Significant Accounting Policies (continued) |
Investment Valuations (continued)
The Adviser reviews the details of the reported information obtained from the Hedge Fund Managers and considers: (i) the measurement date of the NAV provided, (ii) the basis of accounting and, (iii) in instances where the basis of accounting is other than fair value, fair valuation information provided by the Hedge Fund Managers. The Adviser may make adjustments to the NAV of various Investment Funds to obtain the best estimate of fair value, which is consistent with the measurement principles of an investment company. Any determinations made by the Adviser will be reviewed and approved by the Adviser’s Fair-Value Committee, which has been designated by the Board to make all necessary fair value determinations.
The Master Fund has not maintained any positions in derivative instruments or directly engaged in hedging activities.
Fair Value Measurements
The Master Fund follows fair valuation accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the year. These standards define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy is organized into three levels based upon the assumptions (referred to as “inputs”) used in pricing the asset or liability. These standards state that “observable inputs” reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from independent sources and “unobservable inputs” reflect an entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. These inputs are summarized in the three broad levels listed below:
Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the Master Fund has the ability to access.
Level 2 - Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Notes to Financial Statements
March 31, 2018
2. | Significant Accounting Policies (continued) |
Fair Value Measurements (continued)
Level 3 - Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Master Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
Investments measured using the NAV as a practical expedient are not classified within the fair value hierarchy.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in these securities. See Note 3 – Investments.
Investment Income Recognition
Purchases and sales of securities are recorded on a trade-date basis. Realized gains and losses on Investment Funds are recognized using the specific identification method. Interest income is recorded on the accrual basis and dividends are recorded on the ex-dividend date. Realized and unrealized gains and losses are included in the determination of income.
Fund Expenses
The expenses of the Master Fund include, but are not limited to, the following: legal fees; accounting and auditing fees; custodial fees; management fees; costs of computing the Master Fund's net asset value; costs of insurance; registration expenses; due diligence, including travel and related expenses; expenses of meetings of the Board and officers; all costs with respect to communications to Members; and other types of expenses as may be approved from time to time by the Board.
Income Taxes
The Master Fund’s tax year end is December 31. The Master Fund is treated as a partnership for Federal income tax purposes. Each Member is responsible for the tax liability or benefit relating to such Member’s distributive share of taxable income or loss. Accordingly, no provision for Federal income taxes is reflected in the accompanying financial statements.
The Master Fund has adopted authoritative guidance on uncertain tax positions. The Master Fund recognizes the effect of tax positions when they are more likely than not of being sustained. Management is not aware of any exposure to uncertain tax positions that could require accrual or which could affect its liquidity or future cash flows. As of March 31, 2018, the Master Fund’s tax years 2015 through 2017 remain open and subject to examination by relevant taxing authorities.
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Notes to Financial Statements
March 31, 2018
2. | Significant Accounting Policies (continued) |
Subsequent Events
The Master Fund has adopted financial reporting rules regarding subsequent events, which requires an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet. Management has evaluated the Master Fund’s related events and transactions through the date the financial statements were available to be issued and determined that there were no significant subsequent events that would require adjustment to or additional disclosure in these financial statements.
Capital Accounts
Net profits or net losses of the Master Fund for each month are allocated to the capital accounts of Members as of the last day of each month in accordance with Members' respective investment percentages of the Master Fund. Net profits or net losses are measured as the net change in the value of the net assets of the Master Fund during a fiscal period, before giving effect to any repurchases of interest in the Master Fund, and excluding the amount of any items to be allocated to the capital accounts of the Members of the Master Fund, other than in accordance with the Members' respective investment percentages.
Prior to the end of each quarter, the Master Fund receives Member contributions with an effective subscription date of the first day of the following month.
The Master Fund, in turn, makes contributions to certain Hedge Funds, which have effective subscription dates of the first day of the following month. These amounts are reported as "Contributions received in advance" and "Investments made in advance", respectively.
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Notes to Financial Statements
March 31, 2018
The following are the classes of investments grouped by the fair value hierarchy for those investments measured at fair value on a recurring basis at March 31, 2018:
| | Quoted Prices in Active Markets for Identical Assets | | | Significant Other Observable Inputs | | | Significant Unobservable I nputs | | | | |
Description | | (Level 1) | | | (Level 2) | | | (Level 3) | | | Total | |
| | | | | | | | | | | | |
Alternative Investment Funds ^ | | $ | - | | | $ | - | | | $ | - | | | $ | 32,087,654 | |
Short-Term Investment - Money Market Fund | | | 2,863,559 | | | | - | | | | - | | | | 2,863,559 | |
Total Investments | | $ | 2,863,559 | | | $ | - | | | $ | - | | | $ | 34,951,213 | |
| | | | | | | | | | | | | | | | |
^ Alternative Investment Funds were valued using the practical expedient and have not been classified in the fair value hierarchy.
The Fund did not invest in any Level 3 securities and there were no transfers into or out of Level 1, Level 2 or Level 3 fair value measurements at March 31, 2018, as compared to their classification from the previous annual report.
The following table presents additional information for investments measured using the NAV practical expedient:
Alternative Investment Funds | | Fair Value at March 31, 2018 | | | Unfunded Commitments | | | Redemption Frequency | | | Redemption Notice Period | |
| | | | | | | | | | | | |
Structured Credit – CLO | | $ | 5,593,129 | | | | - | | | | * | | | | * | |
Structured Credit – CLO | | | 16,284,029 | | | | - | | | Quarterly | | | | 90 | |
Structured Credit – CLO | | | 9,551,934 | | | | - | | | | ** | | | | ** | |
Liquidating Positions | | | 658,562 | | | | - | | | | *** | | | | *** | |
Total | | $ | 32,087,654 | | | $ | - | | | | | | | | | |
* This investment is long-term and illiquid.
** SEIX CLO Management LP has a five year re-investment period and a subsequent wind down. This investment is long-term and illiquid.
*** A side pocket investment has been established for GoldenTree Partners LP. This investment is long-term and illiquid.
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Notes to Financial Statements
March 31, 2018
4. | Commitments and Other Related Party Transactions |
Management Fees
Under the supervision of the Master Fund’s Board and pursuant to an investment management agreement (“Investment Management Agreement”), City National Rochdale LLC, an investment adviser registered under the Investment Advisers Act of 1940, as amended, serves as the Manager for the Master Fund. The Manager is authorized, subject to the approval of the Master Fund’s Board, to retain one or more other organizations, including its affiliates, to provide any or all of the services required to be provided by the Manager to the Master Fund or to assist in providing these services.
The Master Fund paid the Manager an investment management fee at an annual rate equal to 0.75% of the Master Fund’s month-end net assets, including assets attributable to the Manager (or its affiliates) and before giving effect to any repurchases by the Master Fund of Member interests. The investment management fee is accrued monthly and paid to the Manager out of the Master Fund’s assets.
Administration Fee
U.S. Bancorp Fund Services, LLC (the “Administrator”) acts as the Funds’ Administrator under an Administration Agreement. The Administrator prepares various federal and state regulatory filings, reports and returns for the Funds; prepares reports and materials to be supplied to the Members of the Feeder Funds; monitors the activities of the Funds’ custodian, transfer agent and accountants; coordinates the preparation and payment of the Funds’ expenses and reviews the Funds’ expense accruals. For its services, the Administrator receives a monthly fee from the Master Fund at an annual rate of 0.12% for the first $150 million, 0.10% for the next $150 million and 0.08% thereafter of average net assets, with a minimum annual fee of $100,000.
Expense Reimbursement
The Manager has contractually agreed to waive and/or reimburse the Master Fund’s expenses to the extent needed to limit the Master Fund’s annual operating expenses combined with the annual operating expenses of the Feeder Funds. The annual operating expenses of each Feeder Fund are limited to 1.75% of net assets. Prior to January 1, 2017 the annual operating expenses of each Feeder Fund were limited to 2.25% of net assets. To the extent that the Manager reimburses or absorbs fees and expenses, it may seek payment of such amounts for three years after the year in which the expenses were reimbursed or absorbed. A Feeder Fund will make no such payment, however, if its total annual operating expenses exceed the expense limits in effect at the time the expenses are to be reimbursed or at the time these payments are proposed.
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Notes to Financial Statements
March 31, 2018
4. | Commitments and Other Related Party Transactions (continued) |
The following is a schedule of when fees may be recouped by the Manager with respect to the Feeder Funds:
City National Rochdale High Yield Alternative Strategies Fund LLC | | | City National Rochdale High Yield Alternative Strategies Fund TEI LLC | | Expiration |
$ | 35,122 | | | $ | 37,704 | | March 31, 2019 |
| 33,547 47,504 | | | | 38,225 57,605 | | March 31, 2020 March 31, 2021 |
$ | 116,173 | | | $ | 133,534 | | |
| | | | | | | |
No accrual has been made for such contingent liability because of the uncertainty of the reimbursement from the Feeder Funds.
5. | Investment Risks and Uncertainties |
Alternative Investments consist of non-traditional, not readily marketable investments, some of which may be structured as offshore limited partnerships, venture capital funds, hedge funds, private equity funds and common trust funds. The underlying investments of such funds, whether invested in stock or other securities, are generally not currently traded in a public market and typically are subject to restrictions on resale. Values determined by investment managers and general partners of underlying securities that are thinly traded or not traded in an active market may be based on historical cost, appraisals, a review of the investees’ financial results, financial condition and prospects, together with comparisons to similar companies for which quoted market prices are available or other estimates that require varying degrees of judgment.
Investments are carried at fair value provided by the respective alternative investment’s management. Because of the inherent uncertainty of valuations, the estimated fair values may differ significantly from the values that would have been used had a ready market for such investments existed or had such investments been liquidated, and those differences could be material.
City National Rochdale High Yield Alternative Strategies Master Fund LLC
Notes to Financial Statements
March 31, 2018
6. | Concentration, Liquidity and Off-Balance Sheet Risk |
The Master Fund invests primarily in Hedge Funds that are not registered under the 1940 Act and invest in and actively trade securities and other financial instruments using different strategies and investment techniques, including leverage, which may involve significant risks. These Hedge Funds may invest a high percentage of their assets in specific sectors of the market in order to achieve a potentially greater investment return. As a result, the Hedge Funds may be more susceptible to economic, political, and regulatory developments in a particular sector of the market, positive or negative, and may experience increased volatility of the Hedge Funds' net asset value.
Various risks are also associated with an investment in the Master Fund, including risks relating to the multi-manager structure of the Master Fund, risks relating to compensation arrangements and risks relating to limited liquidity, as described below.
Redemption restrictions exist for Hedge Funds whereby the Hedge Fund Managers may suspend redemptions either in their sole discretion or other factors. Such factors include the magnitude of redemptions requested, portfolio valuation issues or market conditions.
Redemptions are currently restricted for three Hedge Funds with fair value of $15,803,625 at March 31, 2018 as noted in the Schedule of Investments.
In the normal course of business, the Hedge Funds in which the Master Fund invests trade various financial instruments and enter into various investment activities with off-balance sheet risk. These include, but are not limited to, short selling activities, writing option contracts, contracts for differences, and interest rate, credit default and total return equity swap contracts. The Master Fund's risk of loss in these Hedge Funds is limited to the value of its own investments reported in these financial statements by the Master Fund. The Master Fund itself does not invest directly in securities with off-balance sheet risk.
7. | Investment Transactions |
For the year ended March 31, 2018 (excluding short-term securities), the aggregate purchases and sales of investments were $9,500,000 and $11,328,904, respectively.