| | | | | (in U.S. dollars) | |
Strategy | Investment | | Cost | | Fair Value | |
| | | | | | |
Investment Funds - 101.8% | | | | | | |
Event Driven/Distressed - 41.7% | Anchorage Capital Partners, LP | | $ | 1,630,326 | | $ | 1,674,425 | |
| Anchorage Short Credit Fund, LP | | | 493,035 | | | 473,493 | |
| Archer Capital Fund, LP | | | 77,283 | | | 76,836 | |
| Archer SPE I, LLC | | | 89,667 | | | 89,502 | |
| Brigade Leveraged Capital Structures Fund, LP | | | 1,293,628 | | | 1,340,098 | |
| Davidson Kempner Partners | | | 1,210,350 | | | 1,253,862 | |
| Drawbridge Special Opportunities Fund, LP | | | 1,648,509 | | | 1,723,446 | |
| Garrison Special Opportunities Fund, LP | | | 1,479,489 | | | 1,493,871 | |
| Halcyon Structured Opportunities Fund, LP | | | 108,337 | | | 129,312 | |
| Jet Capital Concentrated Fund, LP | | | 1,547,383 | | | 1,679,768 | |
| Perella Weinberg Partners Asset Based Value Fund, LP | | | 1,792,439 | | | 1,821,125 | |
| | | | | | | 11,755,738 | |
| | | | | | | | |
Global Macro - 17.2% | Brevan Howard Asia Fund, LP | | | 1,477,076 | | | 1,506,462 | |
| Brevan Howard, LP | | | 1,211,133 | | | 1,233,021 | |
| COMAC Global Macro Fund, LP | | | 1,419,133 | | | 1,361,524 | |
| Tyticus Overseas Partners II Ltd. | | | 91,513 | | | 91,504 | |
| WCG Partners, LP | | | 691,131 | | | 668,343 | |
| | | | | | | 4,860,854 | |
| | | | | | | | |
Long/Short Equity - 14.3% | Axial Capital Institutional, LP | | | 1,201,144 | | | 1,130,226 | |
| Expo Health Sciences Fund, LP | | | 800,000 | | | 813,943 | |
| Marble Arch QP Partners, LP | | | 800,000 | | | 791,734 | |
| Soundpost Capital, LP | | | 1,157,520 | | | 1,039,000 | |
| TPG-Axon Partners, LP | | | 256,786 | | | 270,014 | |
| | | | | | | 4,044,917 | |
| | | | | | | | |
Relative Value - 28.6% | BlueCrest Capital, LP | | | 1,845,386 | | | 1,876,923 | |
| CQS ABS Feeder Fund Ltd. | | | 1,148,674 | | | 1,184,097 | |
| D. E. Shaw Composite Fund, LLC | | | 113,698 | | | 116,521 | |
| D. E. Shaw Oculus Fund, LLC | | | 986,248 | | | 1,041,215 | |
| Mariner-Tricadia Credit Strategies Fund, LP | | | 1,922,586 | | | 2,029,643 | |
| QVT Associates II Holdings Ltd. | | | 82,584 | | | 85,690 | |
| QVT Associates II, LP | | | 440,716 | | | 458,215 | |
| Saba Capital Partners, LP | | | 1,234,055 | | | 1,276,761 | |
| | | | | | | 8,069,065 | |
See accompanying notes to financial statements. | 2 | |
ASGI Corbin Multi-Strategy Fund, LLC
Schedule of Investments (continued)
As of March 31, 2011
| | | | | (in U.S. dollars) |
Strategy | Investment | Cost | | | Fair Value |
Purchased Options – 0.0% | | | | |
| Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs EUR, Strike @ 1.28, EXP 4/7/11 | $ 1,464 | | $ | - |
| Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs EUR, Strike @ 1.20, EXP 4/7/11 | 27 | | | - |
| Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs EUR, Strike @ 1.25, EXP 7/7/11 | 1,707 | | | 136 |
| Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs EUR, Strike @ 1.15, EXP 7/7/11 | 73 | | | 18 |
| Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs JPY, Strike @ 100, EXP 2/22/12 | 1,846 | | | 16 |
| Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs JPY, Strike @ 100, EXP 2/28/13 | 2,429 | | | 28 |
| Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs JPY, Strike @ 120, EXP 4/24/14 | 5,808 | | | 58 |
| | | | | 256 |
Total Investments (Cost - $28,263,183*) - 101.8% | | | | 28,730,830 |
Other Liabilities in Excess of Other Assets - (1.8%) | | | | (520,598) |
Net Assets - 100.0% | | | $ | 28,210,232 |
Percentages shown are stated as a percentage of net assets as of March 31, 2011.
* The cost and unrealized appreciation (depreciation) of investments as of March 31, 2011 were as follows: | |
| | | |
Aggregate cost | | $ | 28,263,183 | |
| | | | |
Gross unrealized appreciation | | $ | 779,007 | |
Gross unrealized depreciation | | | (311,360 | ) |
Net unrealized appreciation | | $ | 467,647 | |
Investments by Strategy (as a percentage of total investments) | |
Investment Funds | | |
Event Driven/Distressed | 40.9 | % |
Global Macro | 16.9 | |
Long/Short Equity | 14.1 | |
Relative Value | 28.1 | |
Purchased Options | 0.0 | |
| 100.0 | % |
See accompanying notes to financial statements. | 3 | |
ASGI Corbin Multi-Strategy Fund, LLC
Schedule of Investments (continued)
As of March 31, 2011
Credit Default Swap Agreements Outstanding on March 31, 2011: | | | | | | | | |
| | | | | | | | | | |
Credit Default Swaps on Credit Indices - Buy Protection(1) | | | | | | | | | |
| | | | | | | | | | |
Counterparty | Reference Entity/Obligation | Buy/Sell Protection | (Pay)/Receive Fixed Rate (%) | Termination Date | Notional Amount(2) | Fair Value(3) (USD) | | Upfront Payments (Received)/ Paid | | Unrealized Appreciation/ (Depreciation) (USD) |
Morgan Stanley Capital Services Inc. | CDX.NA.HY.12-V8 | Buy | (5.00) | 6/20/2014 | $183,300 | $(11,886) | | $(11,328) | | $(558) |
Morgan Stanley Capital Services Inc. | CMBX.NA.AM.1 | Buy | (0.50) | 10/12/2052 | $66,000 | 2,555 | | 2,693 | | (138) |
Morgan Stanley Capital Services Inc. | iTraxx Europe Sub Financials Series 10 Version 1 | Buy | (2.20) | 12/20/2013 | € 147,500 | (116) | | 5,402 | | (5,518) |
Morgan Stanley Capital Services Inc. | iTraxx Europe Sub Financials Series 9 Version 1 | Buy | (2.90) | 6/20/2013 | € 92,000 | (3,324) | | 751 | | (4,075) |
| | | | | | (12,771) | | (2,482) | | (10,289) |
| | | | | | | | | | |
| | | | | | | | | | |
Credit Default Swaps on Corporate and Sovereign Issues - Buy Protection(1) | | | | | | | | |
| | | | | | | | | | |
Counterparty | Reference Entity/Obligation | Buy/Sell Protection | (Pay)/Receive Fixed Rate (%) | Termination Date | Notional Amount(2) | Fair Value(3) (USD) | | Upfront Payments (Received)/ Paid | | Unrealized Appreciation/ (Depreciation) (USD) |
Morgan Stanley Capital Services Inc. | BorgWarner Inc. | Buy | (1.00) | 3/20/2015 | $57,000 | $(776) | | $(816) | | $40 |
Morgan Stanley Capital Services Inc. | Caterpillar Financial Services Corporation | Buy | (2.73) | 12/20/2013 | $29,500 | (1,837) | | (1,835) | | (2) |
Morgan Stanley Capital Services Inc. | Credit Suisse (USA), Inc. | Buy | (0.33) | 12/20/2014 | $81,000 | (87) | | 141 | | (228) |
Morgan Stanley Capital Services Inc. | Federal Republic of Germany | Buy | (0.12) | 9/20/2018 | $114,000 | 3,349 | | 4,324 | | (975) |
Morgan Stanley Capital Services Inc. | Federative Republic of Brazil | Buy | (1.00) | 12/20/2015 | $130,000 | 282 | | 523 | | (241) |
Morgan Stanley Capital Services Inc. | Kingdom of Spain | Buy | (0.40) | 3/20/2018 | $42,000 | 4,877 | | 7,223 | | (2,346) |
Morgan Stanley Capital Services Inc. | Kingdom of Sweeden | Buy | (0.69) | 12/20/2015 | $42,000 | (841) | | (606) | | (235) |
Morgan Stanley Capital Services Inc. | Lowe's Companies, Inc. | Buy | (1.25) | 12/20/2013 | $126,000 | (3,203) | | (3,403) | | 200 |
Morgan Stanley Capital Services Inc. | Masco Corp. | Buy | (1.00) | 3/20/2015 | $57,000 | 1,820 | | 2,235 | | (415) |
Morgan Stanley Capital Services Inc. | MBIA, Inc. | Buy | (4.80) | 12/20/2012 | $19,000 | 896 | | 1,359 | | (463) |
Morgan Stanley Capital Services Inc. | National Rural Utilities Cooperative Finance Corp. | Buy | (1.00) | 6/20/2014 | $98,000 | (392) | | 384 | | (776) |
Morgan Stanley Capital Services Inc. | National Rural Utilities Cooperative Finance Corp. | Buy | (1.00) | 9/20/2014 | $32,500 | (48) | | 212 | | (260) |
Morgan Stanley Capital Services Inc. | Nordstrom, Inc. | Buy | (1.00) | 6/20/2014 | $100,000 | (1,491) | | (1,065) | | (426) |
Morgan Stanley Capital Services Inc. | Portuguese Republic | Buy | (0.45) | 3/20/2018 | $10,500 | 2,626 | | 2,357 | | 269 |
Morgan Stanley Capital Services Inc. | ProLogis | Buy | (1.00) | 12/20/2014 | $31,500 | (390) | | 527 | | (917) |
Morgan Stanley Capital Services Inc. | ProLogis | Buy | (1.00) | 12/20/2014 | $31,500 | (390) | | 527 | | (917) |
Morgan Stanley Capital Services Inc. | Quantas Airways Ltd | Buy | (1.00) | 6/20/2015 | $56,000 | 635 | | 746 | | (111) |
Morgan Stanley Capital Services Inc. | Republic of Italy | Buy | (0.48) | 3/20/2018 | $31,500 | 2,039 | | 3,577 | | (1,538) |
Morgan Stanley Capital Services Inc. | Simon Property Group, LP | Buy | (1.00) | 12/20/2014 | $63,000 | (1,108) | | (474) | | (634) |
Morgan Stanley Capital Services Inc. | Simon Property Group, LP | Buy | (1.00) | 12/20/2014 | $63,000 | (1,108) | | (474) | | (634) |
Morgan Stanley Capital Services Inc. | The Dow Chemical Company | Buy | (1.50) | 12/20/2013 | $21,000 | (565) | | (594) | | 29 |
Morgan Stanley Capital Services Inc. | The Dow Chemical Company | Buy | (1.00) | 6/20/2014 | $50,000 | (688) | | (667) | | (21) |
Morgan Stanley Capital Services Inc. | The Dow Chemical Company | Buy | (1.00) | 6/20/2014 | $50,000 | (688) | | (667) | | (21) |
Morgan Stanley Capital Services Inc. | The Goldman Sachs Group, Inc. | Buy | (0.47) | 12/20/2017 | $80,000 | 3,843 | | 3,975 | | (132) |
Morgan Stanley Capital Services Inc. | Wells Fargo & Company | Buy | (0.73) | 3/20/2014 | $20,500 | (190) | | 13 | | (203) |
Morgan Stanley Capital Services Inc. | Yum! Brands, Inc. | Buy | (2.30) | 12/20/2013 | $59,000 | (3,074) | | (3,256) | | 182 |
| | | | | | 3,491 | | 14,266 | | (10,775) |
See accompanying notes to financial statements. | 4 | |
ASGI Corbin Multi-Strategy Fund, LLC
Schedule of Investments (continued)
As of March 31, 2011
(1) | If a Portfolio is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, a Portfolio will either 1.) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation, other deliverable obligations or underlying securities comprising the referenced index or 2.) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. |
(2) | The maximum amount of future payments (undiscounted) that a Portfolio as a seller of protection could be required to make or receive as a buyer of credit protection under a credit default swap agreement would be an amount equal to the notional amount of the agreement. |
(3) | The fair values for credit default swap agreements serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. Increasing fair values, in absolute terms, when compared to the notional amount of the agreement, represent a deterioration of the referenced obligation’s credit soundness and a greater likelihood or risk of default or other credit event occurring. |
Written Options Open as of March 31, 2011: | | | | | | | | |
| | | | | | | | | | | | |
Description | | Strike Price | | Expiration Date | | Premium Received | | | Fair Value (USD) | | Unrealized Appreciation (USD) | |
| | | | | | | | | | | | |
Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs EUR | | | 1.20 | | 4/7/2011 | | $ | 449 | | | $ | - | | $ | 449 | |
Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs EUR | | | 1.15 | | 7/7/2011 | | | 598 | | | | 18 | | | 580 | |
Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs JPY | | | 110 | | 2/28/2013 | | | 1,338 | | | | 13 | | | 1,325 | |
Put Option - OTC - Morgan Stanley Capital Services Inc., USD vs JPY | | | 130 | | 4/24/2014 | | | 4,162 | | | | 36 | | | 4,126 | |
| | | | | | | $ | 6,547 | | | $ | 67 | | $ | 6,480 | |
A Summary of Derivative instruments by primary risk exposure is outlined in the following tables:
The fair value of derivative instruments as of March 31, 2011 was as follows:
Derivatives not accounted for as hedge instruments | Location on Statement of Assets and Liabilities | | Fair Value (USD) | |
| | | | |
Asset derivatives | | | | |
| | | | |
Credit Contracts | Swaps, at Fair Value | | $ | 22,922 | |
Foreign Exchange Contracts | Investments in purchased options contracts | | | 256 | |
| | | | | |
| | | $ | 23,178 | |
| | | | | |
Liability derivatives | | | | | |
| | | | | |
Credit Contracts | Swaps, at Fair Value | | $ | 32,202 | |
Foreign Exchange Contracts | Written currency options, at fair value proceeds received | | | 67 | |
| | | $ | 32,269 | |
See accompanying notes to financial statements. | 5 | |
ASGI Corbin Multi-Strategy Fund, LLC
Schedule of Investments (continued)
As of March 31, 2011
Changes in realized and unrealized loss due to investments in derivatives as of March 31, 2011 were as follows:
Amount of Realized Loss on Derivatives Recognized in Income | | | | | | | |
Derivatives not accounted for as hedging instruments | | Option | | | | | | | |
| | | | | | | | | |
Index Contracts | | $ | (3,700 | ) | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
Change in Unrealized Depreciation on Derivatives Recognized in Income | |
Derivatives not accounted for as hedging instruments | | Option | | | Swaps | | | Total | |
| | | | | | | | | | |
Foreign Exchange Contracts | | $ | (6,618 | ) | | $ | - | | | $ | (6,618 | ) |
Credit Contracts | | | - | | | | (21,064 | ) | | | (21,064 | ) |
Total | | $ | (6,618 | ) | | $ | (21,064 | ) | | $ | (27,682 | ) |
See accompanying notes to financial statements. | 6 | |
ASGI Corbin Multi-Strategy Fund, LLC
Statement of Assets, Liabilities and Members’ Capital
As of March 31, 2011
Assets | | | |
| | | |
Investments in Investment Funds, at fair value | | | |
(cost - $28,249,829) | | $ | 28,730,574 | |
Investments in purchased options contracts (cost - $13,354) | | | 256 | |
Total Investments | | | 28,730,830 | |
Investments in Investment Funds paid in advance | | | 2,200,000 | |
Cash and cash equivalents | | | 372,805 | |
Investments sold receivable | | | 1,294,951 | |
Upfront payments paid on swap agreement | | | 36,969 | |
Unrealized appreciation on credit default swaps | | | 720 | |
Due from Adviser | | | 337,628 | |
Other assets | | | 57,532 | |
Total assets | | | 33,031,435 | |
| | | | |
Liabilities | | | | |
| | | | |
Payable for capital transferred from Audubon Partners, LP | | | 2,089,931 | |
Subscriptions received in advance | | | 1,251,000 | |
Loans payable | | | 1,000,000 | |
Management fee payable | | | 137,410 | |
Interest payable on credit default swaps | | | 994 | |
Directors' fee payable | | | 715 | |
Written options, at fair value (proceeds received - $6,547) | | | 67 | |
Upfront payments received on swap agreements | | | 25,185 | |
Unrealized depreciation on credit default swaps | | | 21,784 | |
Accrued expenses and other liabilities | | | 294,117 | |
Total liabilities | | | 4,821,203 | |
| | | | |
Net Assets | | | | |
| | | | |
Total net assets | | $ | 28,210,232 | |
| | | | |
Members' Capital | | | | |
| | | | |
Represented by: | | | | |
Paid-in capital | | $ | 27,897,121 | |
Retained earnings | | | 313,111 | |
Total members' capital | | $ | 28,210,232 | |
| | | | |
Net Asset Value per Unit | | | | |
| | | | |
Net asset value per unit (278,839.627 Units outstanding) | | $ | 101.17 | |
See accompanying notes to financial statements. | 7 | |
ASGI Corbin Multi-Strategy Fund, LLC
Statement of Operations
For the Period from January 4, 2011 (inception date) to March 31, 2011
Investment Income | | | |
| | | |
Interest | | $ | 72 | |
| | | | |
Fund Expenses | | | | |
| | | | |
Organizational fees | | | 175,000 | |
Professional fees | | | 126,626 | |
Management fee | | | 86,090 | |
Administration services | | | 36,957 | |
Custody fees | | | 15,722 | |
Directors' fees | | | 14,967 | |
Offering expenses | | | 12,500 | |
Printing fees | | | 12,500 | |
Commitment fees | | | 2,667 | |
Other operating expenses | | | 9,560 | |
Total operating expenses | | | 492,589 | |
Interest expense | | | 8,342 | |
Total expenses | | | 500,931 | |
Less: Reimbursement from Adviser | | | (337,628 | ) |
Net expenses | | | 163,303 | |
| | | | |
Net investment loss | | | (163,231 | ) |
| | | | |
Net Realized and Unrealized Gain on Investments | | | | |
| | | | |
Net realized gain on Investment Funds | | | 23,945 | |
Net realized gain on Investment Funds receivable | | | 1,153 | |
Net realized loss on options | | | (3,700 | ) |
Net realized loss on foreign currency translations | | | (115 | ) |
Net unrealized appreciation from investments in Investment Funds | | | 480,745 | |
Net unrealized gain on written option contracts | | | 6,480 | |
Net unrealized gain on foreign currency translations | | | 1,996 | |
Net unrealized loss on credit default swaps | | | (21,064 | ) |
Net unrealized loss on purchased option contracts | | | (13,098 | ) |
Total net realized and unrealized gain on investments | | | 476,342 | |
| | | | |
Net increase in members' capital resulting from operations | | $ | 313,111 | |
See accompanying notes to financial statements. | 8 | |
ASGI Corbin Multi-Strategy Fund, LLC
Statements of Changes in Members’ Capital
For the Period from January 4, 2011 (inception date) to March 31, 2011
Increase (Decrease) in Members' Capital | | | |
Operations | | | |
| | | |
| | | |
Net investment loss | | $ | (163,231 | ) |
Net realized gain on Investment Funds | | | 23,945 | |
Net realized gain on Investment Funds sold receivable | | | 1,153 | |
Net realized loss index options | | | (3,700 | ) |
Net realized loss on foreign currency transactions | | | (115 | ) |
Net unrealized appreciation/(depreciation) from investments in Investment Funds, | | | | |
Currency Options and Credit Default Swaps | | | 455,059 | |
Net increase/(decrease) in members' capital resulting from operations | | | 313,111 | |
| | | | |
Capital Transactions | | | | |
| | | | |
Issuance of Units | | | 27,897,121 | |
| | | | |
Members' Capital | | | | |
| | | | |
Total increase in members' capital | | | 28,210,232 | |
Beginning of period | | | - | |
End of period | | $ | 28,210,232 | |
See accompanying notes to financial statements. | 9 | |
ASGI Corbin Multi-Strategy Fund, LLC
Statement of Cash Flows
For the Period from January 4, 2011 (inception date) to March 31, 2011
Cash Used in Operating Activities | | | |
| | | |
Net increase in members' capital resulting from operations | | $ | 313,111 | |
| | | | |
Adjustments to reconcile net increase in net assets resulting from operations to net cash used | | | | |
in operating activities: | | | | |
Purchase of investments in Investment Funds | | | (1,600,000 | ) |
Proceeds from the disposition of investments in Investment Funds | | | 1,241,905 | |
Net realized gain on investments in Investment Funds | | | (23,945 | ) |
Purchase of investments in credit default swaps and options | | | (4,897 | ) |
Proceeds from the disposition of investments in credit default swaps and options | | | 1,526 | |
Net realized loss on investments in options | | | 3,700 | |
Increase in investments in Investment Funds paid in advance | | | (2,200,000 | ) |
Increase in Investment Funds sold receivable | | | (1,003,102 | ) |
Increase in receivable from Adviser | | | (337,628 | ) |
Increase in other assets | | | (57,532 | ) |
Increase in management fee payable | | | 86,090 | |
Increase in expenses and other liabilities | | | 294,117 | |
Increase in interest payable on credit default swaps | | | 994 | |
Increase in directors fees payable | | | 715 | |
Net change in unrealized depreciation from investments in credit default swaps and options | | | 27,682 | |
Net change in unrealized appreciation from investments in Investment Funds | | | (480,745 | ) |
| | | | |
Net cash used in operating activities | | | (3,738,009 | ) |
| | | | |
Cash Provided by Financing Activities | | | | |
| | | | |
Borrowing under credit facility | | | 1,000,000 | |
Proceeds from issuance of Units (net of change in subscriptions received in advance of $1,251,000) | | | 3,110,814 | |
| | | | |
Net cash provided by financing activities | | | 4,110,814 | |
| | | | |
Cash and Cash Equivalents | | | | |
| | | | |
Net increase in cash and cash equivalents | | | 372,805 | |
| | | | |
Cash and cash equivalents at beginning of period | | | - | |
| | | | |
Cash and cash equivalents at end of period | | $ | 372,805 | |
| | | | |
Supplemental Disclosure of Non-cash Operating & Financing Activities | | | | |
| | | | |
Non-cash net assets transferred in from Audubon Partners, LP | | $ | 26,037,307 | |
See accompanying notes to financial statements. | 10 | |
ASGI Corbin Multi-Strategy Fund, LLC
| | For the Period from January 4, 2011 (a) to March 31, 2011 | |
Per unit operating performance: | | | |
(For unit outstanding throughout the period) |
| | | |
Net asset value per share at beginning of period | | $ | 100.00 | |
| | | | |
Income from investment operations: | | | | |
| | | | |
Net investment loss(b) | | | (0.60 | ) |
Net realized and unrealized gain/(loss) from | | | | |
investments(b) | | | 1.77 | |
Total from investment operations | | | 1.17 | |
Members' capital per Unit at end of period | | $ | 101.17 | |
Total return | | | 1.17 | % |
| |
Ratios to average members' capital: | | | | |
Gross expenses(c) (d) | | | 7.28 | % |
Expenses waived/reimbursed(c) (d) | | | (4.91 | %) |
Net expenses, included interest expense(c) (d) | | | 2.37 | % |
| |
Net expenses, excluding interest expense(c) (d) | | | 2.25 | % |
| |
Net investment loss(c) (d) | | | (2.37 | %) |
| | | | |
Members' capital, end of period (in thousands) | | $ | 28,210 | |
Portfolio turnover | | | 4.40 | % |
| |
| |
(a) | Inception date. |
(b) | Based on average units outstanding. |
(c) | The expenses and net investment income/(loss) ratios do not include expenses of the Investment Funds in which the Fund invests. |
(d) | Annualized for periods less than one year. |
See accompanying notes to financial statements. | 11 | |
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements
March 31, 2011
1. Organization
ASGI Corbin Multi-Strategy Fund, LLC (the “Fund”), a Delaware limited liability company, has been registered as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”) since November 19, 2010 and commenced operations on January 4, 2011. The Fund is the successor to an unregistered investment vehicle that commenced operations on April 1, 2007. The Fund is a closed-end management investment company. Alternative Strategies Group, Inc. (the “Adviser”), a North Carolina corporation, is the investment adviser to the Fund. The Adviser has retained Corbin Capital Partners, L.P., a Delaware limited partnership, to act as the subadviser to the Fund (the “Subadviser”). The Subadviser has been engaged by the Fund and the Adviser to formulate and implement the Fund’s investment program.
Effective after the close of business on December 31, 2010, the Fund received a transfer pursuant to a multi-step reorganization transaction, in which the Fund assumed the investment portfolio, other assets and certain liabilities of the Audubon Partners, LP with Audubon Partners, LP’s investors becoming investors in ASGI Corbin Multi-Strategy Fund, LLC. The total fair value of transfers received from Audubon Partners, LP totaled $26,952,121 and consisted of the following:
Investment | | Transferred Fair Value (USD) | |
| | | |
Investments in Investment Funds | | $ | 27,867,789 | |
Cash and cash equivalents | | | 914,814 | |
Investments sold receivable | | | 291,849 | |
Derivative Investments | | | 18,920 | |
Audubon Partners, LP management fee payable | | | (51,320 | ) |
Payable for capital transferred from Audubon Partners, LP | | | (2,089,931 | ) |
| | | | |
Total | | $ | 26,952,121 | |
The investment objective of the Fund is to achieve a consistent return on capital, with limited correlation with equity market returns over a full market cycle, through investments in a diversified portfolio of securities and other instruments including, but not limited to, securities of United States (“U.S.”) and non-U.S. corporations, U.S. government securities, non-U.S. government securities, partnership interests, money market instruments, derivatives on securities, commodity interests including futures contracts, options, options on futures, other derivatives including swaps, forward contracts, currencies, physical commodities and other instruments.
Generally, the Fund pursues its investment objective principally by allocating its capital among various collective investment vehicles (“Investment Funds”). The Fund’s investments consist primarily of Investment Funds across a range of strategies, weighted toward what the Subadviser believes to be lower volatility, relative value oriented strategies. The Fund may, in addition to investing in Investment Funds, also make investments directly, including, without limitation, for purposes of hedging certain exposures.
The Fund’s Board of Managers (the “Fund Board”) provides broad oversight over the operations and affairs of the Fund, and has overall responsibility to manage and control the business affairs of the Fund, including the complete and exclusive authority to establish policies regarding the management, conduct, and operation of the Fund’s business. The Fund Board exercises the same powers, authority and responsibilities on behalf of the Fund as are customarily exercised by the board of directors of a registered investment company organized as a corporation.
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund and are in conformity with U.S. generally accepted accounting principles (“GAAP”).
(a) Valuation of investments in Investments Funds – The Fund values its investments in the Investment Funds at fair value in accordance with procedures established in good faith by the Fund Board, which value ordinarily will be the value of an interest in an Investment Fund determined by the investment manager of the Investment Fund in accordance with the policies established by the Investment Fund, absent information indicating that such value does not represent the fair value of the interest. The Fund could reasonably expect to receive this amount from the Investment Fund if the Fund’s interest were redeemed at the time of valuation, based on information reasonably available at the time the valuation is made and that the Fund believes to be reliable. Due to the nature of the investments held by the Investment Funds, changes in market conditions and the economic environment may significantly impact the value of the Investment Funds and the fair value of the Fund’s interests in the Investment Funds. Furthermore, changes to the liquidity provisions of the Investment Funds may significantly impact the fair value of the Fund’s interests in the Investment Funds. Under some circumstances, the Fund or the Adviser may determine, based on other information available to the Fund or the Adviser, that a Investment Fund’s reported valuation does not represent fair value. If it is determined that the Investments Fund’s reported valuation does not represent fair value, the Adviser may chose to make adjustments to reflect the fair value. As of March 31, 2011, no such adjustments were deemed necessary by the Adviser. In addition, the Fund may not have an Investment Fund’s reported valuation as of a particular fiscal period end. In such cases, the Fund would determine the fair value of such an Investment Fund based on any relevant information available at the time. The Fund Board has also established procedures for the valuation of investment securities, if any, held directly by the Fund.
Accounting Standards Update (“ASU”) 2009-12 permits a reporting entity to measure the fair value of an investment that does not have a readily determinable fair value, based on the net asset value per share (the “NAV”) of the investment as a practical expedient, without further adjustment, unless it is probable that the investment will be sold at a value significantly different than the NAV. If the practical expedient NAV is not as of the reporting entity’s measurement date, then the NAV should be adjusted to reflect any significant events that may change the valuation. In using the NAV as a practical expedient, certain attributes of the investment, that may impact the fair value of the investment, are not considered in measuring fair value. Attributes of those investments include the investment strategies of the investees and may also include, but are not limited to, restrictions on the investor’s ability to redeem its investments at the measurement date and any unfunded commitments. The Fund is permitted to invest in alternative investments that do not have a readily determinable fair value, and as such, has elected to use the NAV as calculated on the reporting entity’s measurement date as the fair value of the investment.
(b) Income taxes – The Fund, as a limited liability company, is classified as a partnership for federal tax purposes; consequently, no income tax provision has been made in the accompanying financial statements.
In accounting for income taxes, the Fund follows the guidance in Financial Accounting Standards Board (“FASB”) ASC 740 (formerly FASB Interpretation No. 48), as amended by ASU 2009-06, Accounting for Uncertainty in Income Taxes. ASC 740 prescribes the minimum recognition threshold a tax position must meet in connection with accounting for uncertainties in income tax positions taken or expected to be taker by an entity before being measured and recognized in the financial statements. There were no uncertain tax positions as of March 31, 2011.
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
(c) Security transactions and investment income – The Fund’s transactions are accounted for on a trade-date basis. Realized gains and losses on the Fund transactions are determined on the average cost basis. Interest income is recognized on the accrual basis. The Fund will indirectly bear a portion of the Investment Funds’ income and expenses, including management fees and incentive fees charged by the Investment Funds. That income and those expenses are recorded in the Fund’s financial statements as unrealized appreciation/depreciation and not as income or expense on the statement of operations or in the financial highlights.
(d) Cash and cash equivalents – The Fund maintains cash in an interest-bearing money market account, which, at times, may exceed federally insured limits. The Fund has not experienced any losses in such account and does not believe it is exposed to any significant credit risk on such bank deposits. All interest income earned will be paid to the Fund.
(e) Foreign currency translation - The Fund does not isolate the portion of the results of operations that is due to the change in foreign currency translation from changes in the market price of investments held or sold during the period. Assets and liabilities denominated in a foreign currency are translated into the U.S. dollar equivalent using the spot foreign currency exchange rate in effect at the time of reporting. Unrealized gains and losses from such translation are included in change in unrealized depreciation from investments, derivatives, and foreign currency translation. Purchases and sales of investments and revenues and expenses denominated in foreign currencies are translated at the daily spot rates in effect at the time of the transaction.
(f) Options purchased - When an option is purchased, an amount equal to the premium paid is recorded as an investment and is subsequently adjusted to the current fair value of the option purchased. Premiums paid for the purchase of options which expire unexercised are treated by the Fund on the expiration date as realized losses. If a purchased put option is exercised, the premium is subtracted from the proceeds of the sale of the underlying security or foreign currency in determining whether the Fund has realized a gain or loss. If a purchased call option is exercised, the premium increases the cost basis of the security or foreign currency purchased by the Fund. Options purchased on an exchange are standardized while options purchased over the counter have counterparty risk associated with them.
(g) Options written – When an option is written, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current fair value of the option written. Premiums received from written options which expire unexercised are treated by the Fund on the expiration date as realized gains. If a written call option is exercised, the premium is added to the proceeds from the sale of the underlying security or foreign currency in determining whether the Fund has realized a gain or loss. If a written put option is exercised, the premium reduces the cost basis of the security or foreign currency purchased by the Fund.
(h) Credit default swaps – The Fund may enter into credit default swaps to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults of corporate and/or sovereign issuers or to create exposure to corporate and/or sovereign issuers to which it is not otherwise exposed (credit risk). The Fund enters into credit default agreements to provide a measure of protection against the default of an issuer (as buyer protection) and/or gain credit exposure to an issuer to which it is not otherwise exposed (as seller of protection). The Fund may either buy or sell (write) credit default swaps on single-name issuers (corporate or sovereign) or traded indexes. Credit default swaps on single-name issuers are agreements in which the buyer pays fixed periodic payments to the seller in consideration for a guarantee from the seller to make a specific payment should a negative credit event take place (e.g., bankruptcy, failure to pay, obligation accelerators, repudiation, moratorium or restructuring).
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
Credit default swaps on traded indexes are agreements in which the buyer pays fixed periodic payments to the seller in consideration for a guarantee from the seller to make a specific payment should a write-down, principal or interest shortfall or default of all or individual underlying securities included in the index occurs. As a buyer, if an underlying credit event occurs, the Fund will either receive from the seller an amount equal to the notional amount of the swap and deliver the referenced security or underlying securities comprising of an index or receive a net settlement of cash equal to the notional amount of the swap less the recovery value of the security or underlying securities comprising of an index. As a seller (writer), if an underlying credit event occurs, the Fund will either pay the buyer an amount equal to the notional amount of the swap and take delivery of the referenced security or underlying securities comprising of an index or pay a net settlement of cash equal to the notional amount of the swap less the recovery value of the security or underlying securities comprising of an index. The Fund may also enter into collateral agreements with certain counterparties to further mitigate counterparty risk on OTC derivative and forward foreign currency contracts. Subject to established minimum levels, collateral is generally determined based on the net aggregate unrealized gain or loss on contracts with a certain counterparty. Collateral pledged to or from the Fund is held in a segregated account by a third-party agent and can be in the form of cash or debt securities issued by the U.S. government or related agencies.
(i) Distributions – The Fund presently does not intend to make periodic distributions of its net income or gains, if any, to investors (the “Members”). The amount and times of distributions, if any, will be determined in the sole and absolute discretion of the Fund Board.
(j) Use of estimates – The preparation of the Financial Statements in conformity with GAAP 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 Financial Statement. Actual results could differ from those estimates.
(k) Fund expenses – The Fund bears all expenses incurred in its business and operations. Expenses include, but are not limited to, administrative and extraordinary expenses and legal, tax, audit, escrow, fund accounting and printing expenses. Operating costs also include: (1) investment related expenses, including, but not limited to, brokerage commissions, research fees, and other transactions costs; (2) interest and commitment expense on any borrowings; and (3) all costs and expenses associated with the registration of the Fund under, and in compliance with, any applicable federal and state laws.
(l) Expense limitation agreement – Through January 31, 2012, the Adviser has contractually agreed to waive its fees and/or reimburse the Fund for its expenses to the extent necessary to limit the total annualized expenses of the Fund (excluding the Fund’s borrowing and other investment-related costs and fees (including any underlying manager fees and expenses and the Fund’s Performance Allocation (if any)), taxes, litigation and indemnification expenses, judgments and other extraordinary expenses not incurred in the ordinary course of the Fund’s business) including, for the avoidance of doubt, the Fund’s start-up, offering and organizational expenses, to 1.00% annually of the Fund’s average net assets (2.25% annually, including the Adviser’s management fee) (the “Expense Limitation Agreement”). In addition, the Adviser shall be permitted to recover fees and expenses it has waived or borne subsequent to the effective date of the Expense Limitation Agreement; provided, however, that the Fund is not obligated to pay any such deferred fees or expenses more than three years after the end of the fiscal year in which the fee or expense was deferred. As of March 31, 2011, the amount subject to recoupment by January 31, 2015 was $337,628, but only if after such recoupment the Fund’s expense ratio does not exceed the percentage described above. As of March 31, 2011, the amount of expenses reimbursable by the Adviser was $337,628.
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
(m) Third party service providers – BNY Mellon Investment Servicing (US) Inc. (the “Administrator”) serves as the Administrator to the Fund. Under an agreement made between the Administrator and the Fund, the following annual fee will be calculated upon the Fund’s beginning of the month’s net assets and paid monthly:
0.085% of the first $200 million of beginning of month net assets;
0.070% of the next $200 million of beginning of month net assets; and
0.050% of beginning of month net assets in excess of $400 million.
The Fund also pays the Administrator certain fixed fees for financial statement preparation and other services.
The Bank of New York Mellon (the “Custodian”) serves as the Custodian to the Fund. Under an agreement made between the Custodian and the Fund, the following annual fee will be calculated upon the Fund’s assets under custody and paid monthly:
0.020% on assets under custody.
The Fund also pays the Custodian certain fixed fees for transactions and other services.
3. Investment Advisory Agreement
The Adviser is registered with the Securities and Exchange Commission (“SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended the (“Advisers Act”). The Adviser also serves as investment adviser to other investment funds, some of which utilize a multi-manager, multi-strategy investment approach. Although the Adviser is registered with the CFTC as a “commodity trading adviser,” it will operate the Fund as if it was exempt from registration under CFTC Rule 4.14(a)(8). The Fund is not required to register as a “commodity pool operator” pursuant to CFTC Rule 4.5.
Subject to policies adopted by the Fund Board and applicable law, the Adviser is responsible for appointing the Subadviser to manage the Fund’s investments, monitoring the Subadviser’s management of the Fund, and implementing the Fund’s compliance program. Subject to the limitations set forth in the subadvisory agreement, the Adviser has the ability to restrict initial/additional investment in an Investment Fund and/or remove an Investment Fund from the portfolio, although it does not intend to use this ability to manage the portfolio or restrict the Subadviser's discretion.
The Fund pays the Adviser each month a fee (“Management Fee”) equal to one-twelfth of 1.25% of the aggregate net asset value of outstanding Units of the Fund determined as of the last day of that month (before any repurchases of Units). The Management Fee payable to the Adviser, a related party to the Fund, as of March 31, 2011 was $137,410. The Adviser pays the Subadviser a portion of the Management Fee as described in the subadvisory agreement among the Adviser, Subadviser, and the Fund.
4. Investment Fund Transactions
Purchases of Investment Funds for the period ended March 31, 2011 were $29,467,789 and proceeds from redemptions of Investment Funds for the period ended March 31, 2011 were $1,241,905.
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
5. Derivative Transactions
The Fund enters into derivative contracts for risk management purposes such as to manage or hedge the Fund’s currency exchange risk, interest rate risk, credit risk and other risks. The types of derivative contracts used by the Fund include credit default swaps and options.
Although the Fund may use derivatives in an attempt to achieve an economic hedge, the Fund's derivatives are not considered to be hedging instruments under US GAAP and, therefore, the Fund has designated these derivative instruments as trading instruments. As such, the Fund accounts for derivatives at fair value and records any changes in fair value in current period earnings.
The monthly average notional of options was EUR 24,000 and JPY 59,152,500 for the period ended March 31, 2011. The monthly average notional of credit default swaps was USD 1,744,800 and EUR 239,500 for the period ended March 31, 2011.
Transactions in options contracts for the period ended March 31, 2011 were as follows:
Currency options purchased | | EUR | | | JPY | | | | |
| | Notional | | | Notional | | | Cost | |
Balance at January 4, 2011 | | | - | | | | - | | | | - | |
| | | | | | | | | | | | |
Options purchased | | | 192,000 | | | | 98,100,000 | | | $ | 13,354 | |
Balance at March 31, 2011 | | | 192,000 | | | | 98,100,000 | | | $ | 13,354 | |
Currency options written | | EUR | | | JPY | | | Premiums | |
| | Notional | | | Notional | | | Received | |
Balance at January 4, 2011 | | | - | | | | - | | | | - | |
| | | | | | | | | | | | |
Options written | | | 96,000 | | | | 77,895,000 | | | $ | 6,547 | |
Balance at March 31, 2011 | | | 96,000 | | | | 77,895,000 | | | $ | 6,547 | |
Index options purchased | | Number of | | | | |
| | Contracts | | | Cost | |
Balance at January 4, 2011 | | | - | | | | - | |
| | | | | | | | |
Options purchased | | | 16 | | | $ | 3,700 | |
Options terminated in closing sell transactions | | | - | | | | - | |
Options exercised | | | - | | | | - | |
Options expired | | | (16 | ) | | | (3,700 | ) |
| | | | | | | | |
Balance at March 31, 2011 | | | - | | | $ | - | |
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
6. Investments in Investment Funds
The Adviser and Subadviser monitor the performance of Investment Funds. Such monitoring procedures include, but are not limited to, monitoring market movements in the Investment Funds’ portfolio investments, comparing performance to industry benchmarks, and in depth conference calls and site visits with the Investment Fund’s Portfolio Manager.
Complete information about the underlying investments held by the Investment Funds is not readily available, so it is unknown whether the Fund, through its aggregate investment in Investment Funds, holds any single investment whereby the Fund’s proportionate share exceeds 5% of the Fund’s net assets at March 31, 2011.
The following table summarizes the Fund’s investments in the Investment Funds as of March 31, 2011, none of which were related parties. The Fund indirectly bears fees and expenses as an investor in the Investment Funds. Each investment of each Investment Fund will pay the investment manager of the Investment Fund a management fee. The fee rate will vary and is expected to range from 1% to 2.5% per annum of the net asset value of that Investment Fund. Additionally, the investment manager of the Investment Fund will generally receive an incentive allocation from each investment equal to 10% to 25% of any net new appreciation of that series as of the end of each performance period for which an incentive allocation is determined.
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
| | | | | | Net Change in | | | | | | |
| | % of Investment | | | | Unrealized | | Realized | | | | Primary |
| | Fund's Total | | | | Appreciation | | Gain | | Redemptions | | Geographic |
Investments Fund | | Fair Value | | Fair Value | | (Depreciation) | | (Loss) | | Permitted | | Location |
Anchorage Capital Partners, LP | | 5.8 | | $1,674,425 | | $44,099 | | $- | | Annually | | United States |
Anchorage Short Credit Fund, LP | | 1.6 | | 473,493 | | (19,542) | | - | | Monthly | | United States |
Archer Capital Fund, LP | | 0.3 | | 76,836 | | (447) | | - | | Quarterly | | United States |
Archer SPE I, LLC | | 0.3 | | 89,502 | | (165) | | (38) | | In Liquidation | | United States |
Axial Capital Institutional, LP | | 3.9 | | 1,130,226 | | (70,918) | | - | | Semi-Annually | | United States |
BlueCrest Capital, LP | | 6.5 | | 1,876,923 | | 31,537 | | - | | Quarterly | | United States |
Brevan Howard Asia Fund, LP | | 5.2 | | 1,506,462 | | 29,386 | | - | | Monthly | | United States |
Brevan Howard, LP | | 4.3 | | 1,233,021 | | 21,888 | | - | | Monthly | | United States |
Brigade Leveraged Capital Structures Fund, LP | | 4.7 | | 1,340,098 | | 46,470 | | - | | Quarterly | | United States |
Clairvoyance Asia Fund II, Ltd | | 0.0 | | - | | - | | (5,376) | | Quarterly | | Cayman Islands |
COMAC Global Macro Fund, LP | | 4.7 | | 1,361,524 | | (57,609) | | - | | Monthly | | United States |
CQS ABS Feeder Fund Ltd. | | 4.1 | | 1,184,097 | | 35,422 | | - | | Quarterly | | Cayman Islands |
Davidson Kempner Partners | | 4.4 | | 1,253,862 | | 43,512 | | - | | Semi-Annually | | United States |
D. E. Shaw Composite Fund, LLC | | 0.4 | | 116,521 | | 2,823 | | 5 | | Quarterly | | United States |
D. E. Shaw Oculus Fund, LLC | | 3.6 | | 1,041,215 | | 54,967 | | - | | Quarterly | | United States |
Drawbridge Special Opportunities Fund, LP | | 6.0 | | 1,723,446 | | 74,937 | | - | | Annually | | United States |
Expo Health Sciences Fund, LP | | 2.8 | | 813,943 | | 13,943 | | - | | Quarterly | | United States |
Garrison Special Opportunities Fund, LP | | 5.2 | | 1,493,871 | | 14,383 | | - | | Annually | | United States |
Halcyon Structured Opportunities Fund, LP | | 0.5 | | 129,312 | | 20,975 | | - | | In Liquidation | | United States |
Jet Capital Concentrated Fund, LP | | 5.8 | | 1,679,768 | | 132,385 | | - | | Monthly | | United States |
Marble Arch QP Partners, LP | | 2.8 | | 791,734 | | (8,266) | | - | | Semi-Annually | | United States |
Mariner-Tricadia Credit Strategies Fund, LP | | 7.1 | | 2,029,643 | | 107,057 | | - | | Quarterly | | United States |
Perella Weinberg Partners Asset Based Value Fund, LP | 6.3 | | 1,821,125 | | 28,686 | | - | | Quarterly | | United States |
Polygon Global Opp Fund, LP | | 0.0 | | - | | - | | 27,760 | | In Liquidation | | United States |
QVT Associates II Holdings Ltd. | | 0.3 | | 85,690 | | 3,106 | | - | | Quarterly | | Cayman Islands |
QVT Associates II, LP | | 1.6 | | 458,215 | | 17,499 | | 1,594 | | Quarterly | | United States |
Saba Capital Partners, LP | | 4.4 | | 1,276,761 | | 42,706 | | - | | Quarterly | | United States |
Soundpost Capital, LP | | 3.7 | | 1,039,000 | | (118,520) | | - | | Quarterly | | United States |
TPG-Axon Partners, LP | | 0.9 | | 270,014 | | 13,228 | | - | | Quarterly | | United States |
Tyticus Overseas Partners II Ltd. | | 0.4 | | 91,504 | | (9) | | - | | In Liquidation | | Cayman Islands |
WCG Partners, LP | | 2.4 | | 668,343 | | (22,788) | | - | | Quarterly | | United States |
Total Investments in Investment Funds | | 100.0% | | $28,730,574 | | $480,745 | | $23,945 | | | | |
| | | | | | | | | | | | |
(1) Per annum, calculated on quarter-end Net Assets. |
(2) Per annum, calculated on month-end Net Assets. |
(3) Per annum, calculated on net profits which includes unrealized gains. |
The following is a summary of the investment strategies of the investments in the Investment Funds held in the Fund as of March 31, 2011.
Long/Short Equities strategies generally involve taking both long and short positions in equity securities that are deemed to be under or overvalued. Although the combination of long and short investing can provide an element of protection against (but not eliminate) directional market exposure, long/short equities investment managers generally do not attempt to neutralize the amount of long and short positions (i.e., they will be net long or net short). Investment managers may specialize in a particular industry or geographic region, or they may diversify holdings across industries or geographic regions. Investment managers in this strategy usually employ a low to moderate degree of leverage.
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
Multi-Strategy Opportunistic strategies generally involve investment managers exercising discretion in allocating capital among several types of arbitrage, event-driven and directional strategies (e.g., long/short equities, relative value, long/short credit, activist, volatility trading and capital structure arbitrage). Capital is opportunistically allocated as such investment managers perceive each strategy’s opportunity set changing with market conditions.
Event Driven strategies generally include investments in securities of companies involved in identifiable corporate actions, such as mergers, acquisitions, restructurings, spin-offs, shareholder activism, or other special situations which alter a company’s financial structure or operating strategy. Risk management and hedging techniques may be employed to protect the portfolio from events that fail to materialize. In addition, accurately forecasting the timing of an event is an important element impacting the realized return. The use of leverage varies considerably.
Macro strategies generally involve fundamental, discretionary, directional trading in currencies, commodities, bonds and equities. Investment managers utilizing macro strategies invest in a wide variety of strategies and instruments, often assuming an aggressive risk posture. Most investment managers rely on macro-economic analyses to invest across countries, markets, sectors and companies, and have the flexibility to invest in numerous financial instruments. Futures, options and other derivative instruments are often used for hedging and speculation and the use of leverage varies considerably.
Long/Short Credit strategies generally involve investment managers taking both long and short positions in credit related instruments, such as corporate bonds, bank loans, trade claims, emerging market debt and credit derivatives (e.g., credit default swaps). Investment managers utilizing this strategy usually invest in companies in financial difficulty, reorganization or bankruptcy and their portfolios often are concentrated in debt instruments. The use of leverage varies considerably. Investment managers differ in their preference for actively participating in the workout and restructuring process and the extent to which they use leverage. Although Long/Short Credit strategies typically involve positions in debt instruments and credit derivatives, the investment managers implementing this strategy generally perform extensive research on companies and may use this information to invest both long and short in the equity securities of such companies.
Relative Value strategies employ multiple arbitrage investment strategies including forms of fixed-income arbitrage, merger arbitrage, convertible arbitrage, pairs trading, index-rebalancing arbitrage and capital structure arbitrage. Generally, investment managers take offsetting long and short positions in similar or related securities when their values, which are mathematically or historically interrelated, are temporarily distorted. In addition, investment managers make decisions regarding which Relative Value strategies offer the best opportunities at any given time and weight strategies accordingly in their overall portfolio.
While redemptions are permitted as noted in the table above for the Investment Funds, such redemptions may be deferred or suspended at any time upon the election of the investment manager of the Investment Fund. Moreover, certain Investment Funds may amend their liquidity provisions or otherwise further restrict the Fund’s ability to make withdrawals from those Investment Funds. The Fund had no unfunded capital commitments as of March 31, 2011.
7. Fair Value Measurements
The Fund measures 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 three levels of the fair value hierarchy are:
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
| ● | Level 1 – Unadjusted quoted prices for identical securities in an active market. Since valuations are based on quoted prices that are readily-accessible at the measurement date, valuation of these securities does not entail a significant degree of judgment. |
| ● | Level 2 – Quoted prices in non-active markets for which all significant inputs are observable either directly or indirectly. Level 2 inputs may also include pricing models whose inputs are observable or derived principally from or corroborated by observable market data. |
| ● | Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value and unobservable. Little if any market activity exists for Level 3 securities. |
The Adviser considers subscriptions and redemption rights, including any restrictions on the disposition of the interest, in its determination of fair value. Investments in the Investment Funds are included in Level 2 of the fair value hierarchy if the Fund has the ability to redeem its investment within 90 days of fiscal year end by providing redemption notice within 90 days of fiscal year end. All other investments in Investment Funds are classified as Level 3.
The Fund recognizes transfers into and out of the levels indicated above at the end of the reporting period. There were no transfers between the levels indicated above for the period ended March 31, 2011.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. A summary of the inputs used to value the Fund's members' capital as of March 31, 2011 is as follows:
Description | | Total Fair Value at March 31, 2011 | | | | | | | | | | |
Other Financial Instruments | | | | | | | | | | | | |
Assets | | | | | | | | | | | | |
Written Options | | $ | - | | | $ | - | | | $ | - | | | $ | - | |
Credit Default Swaps | | | 22,922 | | | | | | | | 22,922 | | | | - | |
Liabilities | | | | | | | | | | | | | | | | |
Written Options | | | (67 | ) | | | - | | | | (67 | ) | | | - | |
Credit Default Swaps | | | (32,202 | ) | | | | | | | (32,202 | ) | | | - | |
Investment Funds | | | | | | | | | | | | | | | | |
Event Driven/Distressed | | | 11,755,738 | | | | - | | | | 7,529,964 | | | | 4,225,774 | |
Global Macro | | | 4,860,854 | | | | - | | | | 4,769,350 | | | | 91,504 | |
Long/Short Equity | | | 4,044,917 | | | | - | | | | 2,325,269 | | | | 1,719,648 | |
Relative Value | | | 8,069,065 | | | | - | | | | 7,408,639 | | | | 660,426 | |
Purchased Options | | | 256 | | | | - | | | | 256 | | | | - | |
Total Investments | | $ | 28,721,483 | | | $ | - | | | $ | 22,024,131 | | | $ | 6,697,352 | |
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
The following is a reconciliation of Level 3 investments for which significant unobservable inputs were used in determining fair value:
| | | Investments in | |
| | | Level 3 Securities | |
| | | | |
| Balance, as of January 4, 2011 | | $ | - | |
| Realized gain (loss) | | | 29,321 | |
| Change in unrealized appreciation (depreciation) | | | 152,513 | |
| Purchases | | | 6,802,001 | |
| Sales | | | (286,483 | ) |
| Net transfers in/out of Level 3 | | | - | |
| Balance, as of March 31, 2011 | | $ | 6,697,352 | |
There were no transfers between Level 1 and Level 2 investments for the period ended March 31, 2011. The net change in unrealized appreciation/depreciation on Level 3 investments in Investment Funds still held as of March 31, 2011 was $152,513.
8. Capital Share Transactions
The Fund intends to accept initial and additional subscriptions for Units on Subscription Dates, which occur only once each month, effective as of the beginning of the first calendar day of the month at the relevant net asset value per Unit of the Fund as of the end of the last calendar day of the prior month. The Fund Board may discontinue accepting subscriptions at any time.
To provide a limited degree of liquidity to Members, the Fund may from time to time offer to repurchase Units pursuant to written tenders by Members. Repurchases will be made at such times, in such amounts and on such terms as may be determined by the Fund Board in its sole discretion.
As of December 31, 2010 certain investors in the Audubon Partners, LP fund elected to tender their position in the Audubon Partners, LP fund instead of becoming investors in the Fund. As of March 31, 2011 the Fund has a payable for Units tendered from Audubon Partners, LP outstanding of $2,089,931 that the Fund expects to settle in the third quarter of 2011.
For the period ended March 31, 2011, transactions in the Fund's Units were as follows:
Subscriptions | | | | | | Tenders | | | | |
(in Units) | | | Subscriptions | | | (in Units) | | | Tenders | |
| | | | | | | | | | |
| 278,839.627 | | | $ | 27,897,121 | | | | - | | | $ | - | |
9. Related Parties
Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions. There were no transactions with related parties other than those in the normal course of business.
ASGI Corbin Multi-Strategy Fund, LLC
Notes to Financial Statements (continued)March 31, 2011
The Adviser and the Fund Board are deemed to be related to the Fund. Fees incurred with related parties during the year are disclosed in the Statement of Operations. Amounts payable to the Adviser at March 31, 2011 are disclosed in Note 3. As of March 31, 2011, the amounts payable to the Fund Board is $715. As of March 31, 2011, 58.54% of the Fund was held by affiliates of the Subadviser.
10. Contingencies
In the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as any such exposure would result from future claims that may be, but have not yet been, made against the Fund based on events which have not yet occurred. However, based on the Adviser and Subadviser’s experience, the Fund believes the risk of loss from these arrangements to be remote.
11. Risk Factors
An investment in the Fund involves various risks. The Fund allocates assets to Investment Funds that invest in and actively trade securities and other financial instruments using a variety of strategies and investment techniques with significant risk characteristics, including the risks arising from the volatility of the equity, fixed income, commodity and currency markets, the risks of borrowings and short sales, the risks arising from leverage associated with trading in the equities, currencies and over-the-counter derivatives markets, the illiquidity of derivative instruments and the risk of loss from counterparty defaults.
12. Line of Credit Arrangements
The Fund maintains a committed, secured line of credit with Société Générale. The facility had the following terms: (a) interest rate of applicable LIBOR rate plus 1.75% per annum, (b) a commitment fee of 0.80% per annum of the unborrowed commitment amount, and (c) a committed amount of $4,000,000. As of March 31, 2011, the Fund had $1,000,000 outstanding on the credit line at an interest rate of 2.06% and the committed amount was $3,000,000. For the period ended March 31, 2011, $1,000,000 was borrowed, and the interest expense was $57. Commitment fees of $2,667 were expensed and are included in the accompanying statement of operations. Commitment fees payable as of March 31, 2011 were $2,667.
The Fund is required to meet certain financial covenants, such as limiting the amount of debt, as defined in the line of credit facility, to be the lesser of (a) 30% of the Fund’s members’ capital and (b) 100% of the Fund’s members’ capital minus the capital-at-risk as defined in the line of credit facility.
13. Subsequent Events
The Adviser has evaluated the impact of all subsequent events on the Fund through financial statement issuance. Subsequent to period end the Fund received additional capital contributions of $3,016,000.
ASGI Corbin Multi-Strategy Fund, LLC
Supplemental Information (unaudited)
Approval of Investment Advisory Agreement and Investment Subadvisory Agreement
At the organizational meeting of the Fund’s Board of Managers (“Fund Board”), which was held in person on December 10, 2010, the Fund Board members discussed the materials provided to them to assist in their consideration of the proposed Investment Advisory Agreement (“Advisory Agreement”) and Investment Subadvisory Agreement (the “Subadvisory Agreement” and together with the Advisory Agreement, the “Agreements”). When assessing the approval of the Agreements, the Fund Board considered, among other information, the following:
• | The proposed fees and anticipated expenses of the Fund and similarly situated funds; |
• | Information on a relevant peer group of similarly situated funds; |
• | The economic outlook and the general investment outlook in the relevant financial markets; |
• | The Adviser’s and Subadviser’s financial condition, resources and experience, as well as that of certain of their affiliates; |
• | Arrangements regarding the distribution of the Fund’s Units; |
• | The procedures used to determine the fair value of the Fund’s assets; |
• | The Adviser’s anticipated management of the relationship with the Fund’s subadviser, administrator, custodian, independent registered public accounting firm and other service providers; |
• | The resources devoted to the Adviser’s and the Subadviser’s compliance efforts undertaken on behalf of the registered private funds, or other assets, they manage; |
• | The quality, nature, cost and character of the administrative and other non-investment management services provided by the Adviser and its affiliates; |
• | Investment management staffing; and |
• | Anticipated operating expenses to be paid to third parties. |
The Fund Board reviewed the nature, quality and scope of the services to be provided to the Fund pursuant to the Agreements. The Fund Board also considered the proposed fees to be charged under the Agreements, and reviewed comparative fee and performance data provided by the Adviser. The Fund Board did not consider any single factor as controlling in determining whether to approve the Advisory Agreement or the Subadvisory Agreement, nor are the items described herein all encompassing of the matters considered by the Fund Board.
Nature, Extent and Quality of Services
The Fund Board reviewed and considered the nature and extent of the investment advisory and subadvisory services to be provided by the Adviser and the Subadviser to the Fund under the Agreements, including the selection of securities, allocation of the Fund’s assets among, and monitoring performance of, underlying funds, evaluation of risk exposure of underlying funds and reputation, and experience of underlying funds’ managers, management of short-term cash and operations of underlying funds, and day-to-day portfolio management and general due diligence examination of underlying funds before and after committing assets of the Fund for investment. The Fund Board also reviewed and considered the nature and extent of the non-advisory and administrative services to be provided by the Adviser, including, among other things, providing to the Fund office facilities, equipment, and personnel. The Fund Board also reviewed and considered the qualifications of the portfolio managers, the senior administrative managers and other key personnel of the Adviser and Subadviser who would provide the investment advisory and administrative services to the Fund. The Fund Board determined that the Adviser’s and Subadviser’s portfolio managers and key personnel are well qualified by education and/or training and experience to perform the services in an efficient and professional manner. The Fund Board also took into account the Adviser’s and the Subadviser’s compliance policies and procedures, including the procedures used to determine the fair value of the Fund’s assets. The Fund Board concluded that the overall quality of the proposed advisory and administrative services was satisfactory.
ASGI Corbin Multi-Strategy Fund, LLC
Supplemental Information (unaudited) (continued)
The Fund Board reviewed the performance of other similarly situated funds based on information provided by the Adviser. The Fund Board reviewed the proposed advisory and subadvisory fee rates and anticipated total expense ratio of the Fund. The Fund Board compared the proposed advisory fee, subadvisory fee and total expense ratio for the Fund with various comparative data, including a report prepared by the Adviser comparing the proposed fees payable by the fund to those payable by other comparable funds. The Fund Board noted that the proposed fees payable to the Adviser and the Subadviser were comparable to the fees payable to the advisers and subadvisers of other similarly situated funds. The Fund Board concluded that the advisory fee, subadvisory fee and total expense ratio of the Fund were reasonable and satisfactory in light of the anticipated services to be provided.
Economies of Scale
The Fund Board considered the Fund’s advisory fee of 1.25% and concluded that the fee was reasonable and satisfactory in light of the services to be provided and the anticipated size of the Fund. The Fund Board also determined that, given the anticipated relative size of the Fund, economies of scale were not likely to be present or were not anticipated to be a significant factor at this time.
Anticipated Profitability of Advisers and Affiliates
The Fund Board considered and reviewed information concerning the anticipated costs to be incurred and profits to be realized by the Adviser and its affiliates, and the Subadviser based on their relationship with the Fund. Based on the review of the information they received, the Fund Board concluded that the anticipated profits to be earned, if any, by the Adviser and its affiliates, and the Subadviser, were reasonable.
General Conclusion
Based on its consideration of all factors that it deemed material, the Fund Board concluded it would be in the best interest of the Fund and its anticipated Unit holders to approve the Agreements as proposed.
ASGI Corbin Multi-Strategy Fund, LLC
Supplemental Information (unaudited) (continued)
The Board of Managers of the Fund
The Fund Board provides broad oversight over the operations and affairs of the Fund, and has overall responsibility to manage and control the business affairs of the Fund, including the complete and exclusive authority to establish policies regarding the management, conduct, and operation of the Fund’s business. The Fund Board exercises the same powers, authority and responsibilities on behalf of the Fund as are customarily exercised by the board of directors of a registered investment company organized as a corporation.
The managers of the Fund Board (“Managers”) are not required to hold Interests in the Fund. A majority of the Managers are persons who are not “interested persons” (as defined in the 1940 Act) of the Fund (collectively, the “Independent Managers”). The Independent Managers perform the same functions for the Fund as are customarily exercised by the non-interested directors of a registered investment company organized as a corporation.
The identity of the Managers and officers of the Fund and brief biographical information regarding each such person during the past five years is set forth below. Each Manager who is deemed to be an “interested person” of the Fund, as defined in the 1940 Act (an “Interested Manager”), is indicated by an asterisk. The business address of each person listed below is 401 South Tryon Street, Charlotte, NC 28202.
Managers
Name and Age(1) | Position(s) with the Funds | Term of Office and Length(2) of Time Served | Principal Occupation(s) During Past Five Years | Number of Portfolios In Fund Complex(3) Overseen by Manager | Other Directorships Held by Manager During the Last 5 Years |
Adam Taback* Age: 39 | Manager, President | Since 2010 | President, Alternative Strategies Group, Inc., since 2001; President, Alternative Strategies Brokerage Services, Inc., since 2010; President, Wells Fargo Alternative Asset Management, LLC, since March 15, 2011. | 3 | Trustee, ASGI Agility Income Fund, since 2010; Manager, ASGI Aurora Opportunities Fund, LLC, since 2010; Manager, Wells Fargo Alternative Asset Management, LLC funds, since March 15, 2011. |
James Dean Age: 54 | Manager | Since 2010 | Dean, Associate Dean, Kenan-Flagler Business School, UNC Chapel Hill, since 1998. | 3 | Trustee, ASGI Agility Income Fund, since 2010; Manager, ASGI Aurora Opportunities Fund, LLC, since 2010. |
James Dunn Age: 37 | Manager | Since 2010 | Vice President, Chief Investment Officer, Wake Forest University, since 2009; Managing Director, Chief Investment Officer, Wilshire Associates, 2005-2009. | 3 | Trustee, ASGI Agility Income Fund, since 2010; Manager ASGI Aurora Opportunities Fund, LLC, since 2010. |
Stephen Golding Age: 62 | Manager | Since 2010 | Chief Financial Officer, Vice President Finance and Administration, Ohio University, since 2010. | 3 | Trustee, Washington College, since 2003; Trustee, ASGI Agility Income Fund, since 2010; Manager, ASGI Aurora Opportunities Fund, LLC, since 2010. |
ASGI Corbin Multi-Strategy Fund, LLC
Supplemental Information (unaudited) (continued)
Name and Age(1) | Position(s) with the Funds | Term of Office and Length(2) of Time Served | Principal Occupation(s) During Past Five Years | Number of Portfolios In Fund Complex(3) Overseen by Manager | Other Directorships Held by Manager During the Last 5 Years |
James Hille Age: 49 | Manager | Since 2010 | Chief Investment Officer, Texas Christian University, since 2006; Chief Investment Officer, Texas Teachers, 1995-2006. | 3 | Trustee, Employees Retirement System of Fort Worth, since 2007; Board Member, Texas Comptroller’s Investment Advisory Board, since 2007; Trustee, Trinity Valley School, since 2009; Trustee, ASGI Agility Income Fund, since 2010; Manager, ASGI Aurora Opportunities Fund, LLC, since 2010. |
Jonathan Hook Age: 53 | Manager | Since 2010 | Vice President, Chief Investment Officer, The Ohio State University, since 2008; Chief Investment Officer, Baylor University, 2001-2008. | 3 | Trustee, ASGI Agility Income Fund, since 2010; Manager, ASGI Aurora Opportunities Fund, LLC, since 2010. |
* Indicates an Interested Manager.
| (2) | Each Manager serves until death, retirement, resignation or removal from the Fund Board. Any Manager may be removed, with or without cause, at any meeting of the Members by a vote of Members owning at least two-thirds of the outstanding Interests. |
| (3) | The “Fund Complex” is currently comprised of three closed-end registered investment companies. |
Principal Officers who are not Managers:
Name and Age(1) | Position(s) with the Funds | Length of Time Served(2) | Principal Occupation During Past Five Years |
Michael Roman Age: 30 | Treasurer | Since 2010 | Fund Reporting Manager, Alternative Strategies Group, Inc., since 2007; Senior Analyst, Alternative Strategies Group, Inc., 2006; Senior Financial Analyst, Turbine, Inc., 2003-2006. |
Britta Patterson Age: 36 | Secretary | Since 2010 | Director, Chief Administrative Officer, Alternative Strategies Group, Inc., since 2005. |
Lloyd Lipsett Age: 45 | Assistant Secretary | Since 2010 | Vice President, Senior Counsel, Wells Fargo & Company, since 2009; Vice President and Secretary, Alternative Strategies Group, Inc., since 2009; Senior Vice President, Counsel, Wachovia Corporation (predecessor to Wells Fargo & Company), 2004-2009. |
ASGI Corbin Multi-Strategy Fund, LLC
Supplemental Information (unaudited) (continued)
Name and Age(1) | Position(s) with the Funds | Length of Time Served(2) | Principal Occupation During Past Five Years |
Ankit Patel Age: 30 | Assistant Treasurer | Since 2010 | Senior Fund Reporting Analyst, Alternative Strategies Group, Inc., since 2008; Account Manager, State Street Corporation, 2006-2007; Senior Fund Accountant, State Street Corporation, 2005-2006. |
Sheelpa Patel Brown Age: 37 | Chief Compliance Officer | Since 2010 | Chief Compliance Officer, Alternative Strategies Group, Inc., since 2005; Chief Compliance Officer, Alternative Strategies Brokerage Services, Inc. since 2010. |
Yukari Nakano Age: 58 | Chief Operating Officer | Since 2010 | Senior Vice President (since 2003) and Chief Operating Officer, Alternative Strategies Group, Inc., since 2010. |
| (2) | Each officer serves for an indefinite term until the date his or her successor is elected and qualified, or until he or she sooner dies, retires, is removed or becomes disqualified. |
Form N-Q Filings
The Fund will file its complete schedule of portfolio holdings with the Securities and Exchange Commission ("SEC") for the first and third quarters of each fiscal year on Form N-Q. The Forms N-Q will be available on the SEC's website at www.sec.gov and may also be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330.
Proxy Voting Policies
Information on how the Fund voted proxies relating to portfolio securities during the prior twelve month period ending June 30 of each year and a description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities will be available without charge, by request, by calling (886) 440-7460 and on the SEC’s web site at www.sec.gov.
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