SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10K
Annual report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended Commission File Number
December 31, 2011 0-17555
The Everest Fund, L.P.
(Exact name of registrant as specified in its charter)
Iowa 42-1318186
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1100 North 4th Street, Suite 143, Fairfield, Iowa 52556
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(641) 472-5500
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Units of Limited Partnership Interest
Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities
Act.
Yes No X
Indicate by check mark if the registrant is not required to
file reports pursuant to Section 13 or Section 15(d) of the
Act.
Yes X No
Note Checking the box above will not relieve any
registrant required to file reports pursuant to Section 13
or 15(d) of the Exchange Act from their obligations under
those Sections.
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No __
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation SK is not contained
herein and will not be contained to the best of the
Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of Form
10K or any amendment to this Form 10-K: [ X ]
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, or a non-
accelerated filer. See definition of accelerated filer and
large accelerated filer in Rule 12b-2 of the Exchange Act.
(Check one): Large accelerated filer Accelerated
filer Non-accelerated filer
Small Reporting Company Filer X
Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Act).
Yes No X
State the aggregate market value of the voting and non-
voting common equity held by non-affiliates computed by
reference to the price at which the common equity was last
sold, or the average bid and asked price of such common
equity, as of the last business day of the registrant's
most recently completed fourth fiscal quarter: $15,024,420.
Note If a determination as to whether a particular person
or entity is an affiliate cannot be made without involving
unreasonable effort and expense, the aggregate market value
of the common stock held by non-affiliates may be
calculated on the basis of assumptions reasonable under the
circumstances, provided that the assumptions are set forth
in this Form.
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Section 12,
13 or15(d) of the Securities Exchange Act of 1934
subsequent to the distribution of securities under a plan
confirmed by a court.
Yes No
(APPLICABLE ONLY TO CORPORATE REGISTRANTS)
Indicate the number of shares outstanding of each of the
registrant s classes of common stock, as of the latest
practicable date.
DOCUMENTS INCORPORATED BY REFERENCE
List hereunder the following documents if incorporated by
reference and the Part of the Form 10-K (e.g., Part I, Part
II, etc.) into which the document is incorporated: (1) Any
annual report to security holders; (2) Any proxy or
information statement; and (3) Any prospectus filed
pursuant to Rule 424(b) or (c) under the Securities Act of
1933. The listed documents should be clearly described for
identification purposes (e.g., annual report to security
holders for fiscal year ended December 24, 1980). None
Part I
Item 1. Business
The Everest Fund, L.P. (the "Partnership" or "Everest") is a limited
partnership organized on June 20, 1988 under the Iowa
Uniform Limited Partnership Act. The business of the
Partnership is the speculative trading of commodity futures
contracts and other commodity interests, including forward
contracts on foreign currencies (Commodity Interests)
either directly or indirectly through other entities,
including subsidiaries, partnerships, Partnerships or other
limited liability entities, which constitute one industry segment.
The Partnership commenced its trading operations on
February 1, 1989. Its General Partner is Everest Asset
Management, Inc. (the "General Partner") a Delaware
corporation organized in December, 1987.
During its operation, the Partnership has had various
trading advisors. In December 1990, John W. Henry &
Company, Inc. (JWH) began trading for the Partnership as
one of the Partnership's trading advisors. In May 1994,
JWH became the sole trading advisor to the Partnership.
On September 13, 1996 the U.S. Securities and Exchange
Commission accepted a voluntary filing by the Partnership
of a Form 10 - General Form for Registration of Securities,
and public reporting of Units of the Partnership sold as a
private placement commenced at that time and has continued
to the present.
In 2009 the Partnership continued previously offered
Class A Units (retail shares) and charged an initial
1% Offering and Organization fee as a reduction to capital.
In 2009 the Partnership retained the JWH Global Analytics Program
( JWH GAP )as its sole trading program. As of December 31, 2009
100% of the Partnership's assets are being traded by
the JWH GAP.
Upon fifteen days written notice, a Class A Limited Partner
may require the Partnership to redeem all or part of his
Units effective as of the close of business (as determined
by the General Partner) on the last day of any month at the
Net Asset Value thereof on such date. Notwithstanding
the above, pursuant to the Amended and Restated Agreement
of Limited Partnership, the General Partner may, in its
sole discretion, and on ten days' notice, require a Limited
Partner to redeem all or part of his Units in the
Partnership as of the end of any month. There are no
additional charges to the Limited Partner at redemption.
The Partnership's Amended and Restated Agreement of Limited
Partnership contains a full description of redemption and
distribution procedures.
Since commencing trading operations, the Partnership has
engaged in the speculative trading of Commodity Interests
and will continue to do so until its dissolution and
liquidation, which will occur on the earlier of December
31, 2020 or the occurrence of any of the events set forth
in Paragraph 4(a) of the Agreement of Limited Partnership.
Such events are (i) an election to dissolve the Partnership
made by over 50% of the Limited Partnership Units at least
90 days prior to dissolution, (ii) withdrawal, insolvency,
or dissolution of the General Partner (unless a new general
partner is substituted), (iii) decline in the Net Asset
Value of the Partnership at the close of any business day
to less than $300,000, or (iv) any event which will make it
unlawful for the existence of the Partnership to be
continued or requiring termination of the Partnership.
The address of the General Partner and the Partnership is
1100 North 4th Street, Suite 143, Fairfield, Iowa 52556,
and the telephone number at such location is (641) 472-
5500. The General Partner changed its name as of March 1,
1994 and amended its Certificate of Incorporation, with no
other changes, accordingly. In accordance with the
provisions of the Commodity Exchange Act and the rules of
the National Futures Association (NFA), the General Partner
is registered as a commodity pool operator and a commodity
trading advisor, JWH is registered as a commodity trading
advisor and the Commodity Broker is registered as a futures
commission merchant, each subject to regulation by the
Commodity Futures Trading Commission (CFTC). Each is also
a member of the NFA in such capacity.
The General Partner, to the exclusion of the limited
partners of the Partnership (the Limited Partners ),
manages and conducts the business of the Partnership. Thus
the General Partner (i) selects and monitors the
independent commodity trading advisor(s) and the Commodity
Broker; (ii) allocates and/or reallocates assets of the
Partnership to or from JWH and/or the advisor(s); (iii)
determines if an advisor or commodity broker should be
removed or replaced; (iv) negotiates management fees,
incentive fees and brokerage commissions; (v) determines
its own compensation with respect to management and
administrative fees; and (vi) performs such other services
as the Partnership may from time to time request, except
that all trading decisions are made by JWH and not the
General Partner. In addition, the General Partner selects
the commodity broker(s) that will clear trades for the
advisor(s). Newedge Financial Inc., part of the Newedge
Group joint venture between Societe Generale and Calyon
currently acts as Everest's commodity broker.
The General Partner is responsible for the preparation of
monthly and annual reports to the Limited Partners; filing
reports required by the CFTC, the NFA, the SEC and any
other federal or state agencies having jurisdiction over
the Partnership's operations; calculation of the Net Asset
Value (meaning the total assets less total liabilities of
the Partnership ( for a more precise definition, see the
Exhibit Form 10 - General Form for Registration of
Securities incorporated by reference hereto ) and
directing payment of the management and incentive fees
payable to JWH or the advisor(s)under an advisory
agreement(s) entered into with the commodity trading
advisor(s).
Effective November 2003, the General Partner charges the
Partnership a monthly management fee equal to 0.50% of the
Partnership's Class A beginning-of-month net asset value.
The General Partner pays a portion of its fees for actual
commission charges to its Clearing Broker.
In addition, the Partnership reimburses the General Partner
for the actual organization and offering expenses advanced
by it, not to exceed one percent of the Class A Net Asset
Value of Units sold.
Organization and offering expenses shall mean all expenses
incurred by the Partnership or the General Partner in
connection with and in preparation to offer and distribute
the Units to investors, including, but not limited to,
expenses for traveling, printing, engraving, mailing,
salaries of employees while engaged in sales activity,
charges of transfer agents, registrars, trustees, escrow
holder, depositories, experts, expenses of qualification of
the sales of its securities under state law, including
taxes and fees and accountants and attorneys fees.
Everest pays John W. Henry & Company, Inc., its current
commodity trading advisor, a monthly management fee equal
to 0.167% (approximately 2% annually) of Everest s month-
end Allocated Assets, as defined, and a quarterly incentive
fee equal to 20% of Everest's trading profits allocable to
its trading exclusive of interest income on Allocated
Assets, as defined. The incentive fee is retained by JWH
even though trading losses may occur in subsequent
quarters; however, no further incentive fees are payable
until any such trading losses (other than losses
attributable to redeemed units and losses attributable to
assets reallocated to another advisor) are recouped by
Everest.
The Commodity Broker has agreed to pay Everest interest on
95% of Everest assets (including open trade equity)
deposited with it during a month at the average of 91-day
U.S. Treasury Bills purchased by the Commodity Broker
during each month. The Commodity Broker will retain all
excess interest, if any, earned on the Everest assets,
above the amount of interest paid to Everest. The interest
rate to be paid by the Commodity Broker to Everest is a
negotiated rate which has been negotiated between the
Commodity Broker and the General Partner. The actual
interest income on Everest s assets earned by the Commodity
Broker may be greater than or less than the negotiated rate
to be paid by the Commodity Broker to Everest. The
Commodity Broker will also be responsible for execution and
clearance of futures contracts (and possibly certain other
Commodity Interests).
The Partnership pays no selling commission but does pay an
ongoing compensation fee equal to 3% of the Net Asset Value
of Class A Units sold, unless waived in whole or in part by
the General Partner, to the selling agents in connection
with the sale of the Units. The Partnership is obligated
to pay its periodic operating expenses and extraordinary
expenses. Although those expenses will vary depending on the
Partnership's size, it is estimated that the periodic
operating expenses will be approximately $89,000 annually.
Extraordinary expenses for these purposes include expenses
associated with significant non-recurring litigation
including, but not limited to, class action suits and suits
involving the indemnification provisions of the Agreement
of Limited Partnership or any other agreement to which the
Partnership is a party. By their nature, the dollar amount
of extraordinary expenses cannot be estimated. All
expenses shall be billed directly and paid for by the
Partnership. The Partnership's operating expenses for the
years 2010-2011 can be found in the table in Item 6 below.
As of December 31, 2011, the General Partner had two full-time
employees and two part-time employees. Further, the General
Partner, in its capacity as a CFTC-regulated commodity pool
operator, contracts certain services of research, administration,
client support and management information systems and analysis
to Capital Management Partners, Inc. (Capital). Capital is
a CFTC-regulated introducing broker, and an NFA member. Capital
is also registered with the Financial Industry Regulatory
Authority, Inc. ( FINRA ) as a broker dealer. As of
December 31, 2011, Capital had 5 employees.
The Partnership's business constitutes only one segment for
financial reporting purposes; and the purpose of the
Partnership is to trade, buy, sell, spread or otherwise
acquire, hold or dispose of Commodity Interests including
futures contracts, forward contracts, physical commodities
and related options thereon. The objective of the
Partnership's business is appreciation of its assets
through speculative trading in such Commodity Interests.
Financial information about the Partnership's business, as
of December 31, 2011 is set forth under Items 6 and 7
herein.
For a description of commodity trading and its regulation,
see the Prospectus filed on Form S-18 and the Confidential
Private Placement Memorandum filed as part of the Form 10
and included in the exhibits hereto.
The Current Offering
On July 1, 1995 the Partnership reopened for investment as
a Regulation D, Rule 506 private placement offering an
unlimited amount of limited partnership interests. On
September 19, 1996 the Commission accepted a Form 10 -
General Form for Registration of Securities submitted by
the Partnership thereby making the Partnership a public
reporting private placement offering. It also qualified
the Partnership as a publicly offered security as defined
in the Employee Retirement Income Security Act of 1974
(ERISA) rules permitting it to accept investment of an
unlimited amount of plan assets as defined in ERISA.
Hitherto, as a private placement the Partnership could
accept ERISA plan assets representing no more than 25% of
the total investment in the Partnership. The limited
partnership interests are offered by the Selling Agent and
additional selling agents with a Class A minimum
subscription amount of $25,000. (The Class A minimum
subscription amount for employee benefit plans and
individual retirement accounts is $10,000).
Competition
JWH and any other advisor(s) of the Partnership, its or
their respective principals, affiliates and employees are
free to trade for their own accounts and to manage other
commodity accounts during the term of the Advisory
Agreement and to use the same information and trading
strategy which JWH obtains, produces or utilizes in the
performance of services for the Partnership through its
investment in Everest. To the extent that JWH recommends
similar or identical trades to the Partnership and other
accounts which it manages, the Partnership may compete with
those accounts for the execution of the same or similar
trades.
Other trading advisors who are not affiliated with the
Partnership may utilize trading methods which are similar
in some respects to those methods used by JWH, or any other
future Partnership's advisor(s). These other trading
advisors could also be competing with the Partnership for
the same or similar trades as requested by the
Partnership's advisor(s).
Item 1A. Risk Factors
GENERAL
Trading in Commodity Interests Is Speculative. Commodity
interest prices are highly volatile. Price movements for
futures contracts, for example, which may fluctuate
substantially during a short period of time, are influenced
by numerous factors that affect the commodities markets,
including, but not limited to: changing supply and demand
relationships, government programs and policies, national
and international political and economic events, and
changes in interest rates. See, Risk Factors -- Commodity
Interests Trading May Be Illiquid.
Commodity Interests Trading Is Highly Leveraged. The low
margin deposits normally required in trading commodity
interests permit an extremely high degree of leverage.
Accordingly, a relatively small price movement in a
commodity interest may result in an immediate and
substantial loss to the investor. For example, if at the
time of purchase 5% of the price of a futures contract is
deposited as margin, a 5% decrease in the price of the
futures contract would, if the contract were then closed
out, result in a total loss of the margin deposit
(brokerage commission expense would also be incurred).
Like other leveraged investments, any commodity interest
trade may result in losses in excess of the amount
invested. Although more than the initial margin can be
lost on a trade, the Partnership, and not investors
personally, will be subject to margin calls.
The Partnership's Trading Account May Be Leveraged or de-levereged.
The general partner may, in its sole discretion, periodically
adjust the size of the trading account with JWH by increasing
or decreasing the cash, other assets or notional Partnerships
allocated to it (and thus the amount by which the Partnership's
assets are leveraged). Because the trading account may be
leveraged, (i) the Partnership may incur greater risk since
the Partnership may experience greater losses, as measured
by a percentage of assets actually allocated to JWH, due to the
notional Partnership's component; (ii) the Partnership's returns
may experience greater volatility compared to the returns
which the Partnership would have achieved on a non-
leveraged basis; and (iii) the Partnership may receive more
frequent and larger margin calls. Because the trading account
may be de-leveraged, the partnership may incur smaller gains
than it would if the JWH trading program had been fully
allocated to.
Commodity Interests Trading May Be Illiquid. Most U.S.
commodity futures exchanges impose daily limits regulating
the maximum amount above or below the previous day's
settlement price which a futures contract price may
fluctuate during a single day. During a single trading day
no trades may be executed at prices beyond the daily limit.
Once the price of a particular futures contract has
increased or decreased to the limit point, it may be
difficult, costly or impossible to liquidate a position.
Futures prices in particular contracts have occasionally
moved the daily limit for several consecutive days with
little or no trading. If this occurs, the Partnership
might be prevented from promptly liquidating unfavorable
positions, which could result in substantial losses. Those
losses could significantly exceed the margin initially
committed to the trades involved. In addition, even if
prices have not moved the daily limit or there are no
limits for the contracts traded, trades might not be able
to be executed at favorable prices if little trading in the
contracts is taking place. It is also possible that an
exchange or the Commodity Futures Trading Commission (CFTC)
may suspend trading in a particular contract, order
immediate settlement of a contract, or order the
liquidation of open positions only.
Exchange for Physical. JWH may make use of a trading
technique referred to as exchange for physical in which a
cash or spot market position (which may be a forward
contract) is exchanged, often outside of regular trading
hours, for a comparable futures position. The CFTC has
released a study of the exchange for physical market that
recommended that a number of new regulatory restrictions be
applied to it. If these recommendations or restrictions
are adopted, the ability of JWH to use this market may be
curtailed.
Trading Decisions Based on Technical Analysis. JWH uses
trading programs that employ technical factors in
identifying price moves. The success of technical analysis
depends upon the occurrence in the future of price
movements. Technical systems will not be profitable, and
may in fact produce losses, if there are no market moves of
the kind the system seeks to follow. Any factor that would
make it more difficult to execute the trades identified,
such as a reduction of liquidity, also would reduce
profitability. There is no assurance that the trading
systems of JWH will generate profits under all or any
market conditions.
Possible Effects of Other Similar Systems. Commodity
trading systems, which use market data like JWH uses, are
not new. If many traders follow similar systems, these
systems may generate similar buy and sell orders at the
same time. Depending on the liquidity of a market, this
could cause difficulty in executing orders. The General
Partner believes that, although there has been an increase
in the number of trading systems in recent years, there
also has been an increase in the overall trading volume and
liquidity in the futures markets. Any increase in the
proportion of Partnerships traded using trend-following systems
could alter trading patterns or affect execution of trades
to the detriment of the Partnership.
No Assurance of JWH'S Continued Services. JWH has
exclusive responsibility for trading commodity interests
allocated to it. JWH is dependent on the services of
certain key persons. The loss of the services of such
persons would make it difficult or impossible for JWH to
continue to provide services to the Partnership. In
addition, the advisory contract between the Partnership and
JWH may be terminated by either party on sixty (60) days
written notice.
Changes in Trading Strategies. The trading strategies of
most trading advisors are continually developing. JWH is
free to make any changes in trading strategies. Changes in
commodity interests traded or leverage used are not
considered changes in trading strategy.
Possible Effects of Speculative Position Limits. The CFTC
and U.S. exchanges have established speculative position
limits. These limits control the number of net long or
net short speculative futures or options (on futures)
positions any person may hold or control in futures or
options contracts traded on U.S. exchanges. JWH controls
the commodity trading of other accounts. All positions and
accounts owned or controlled by JWH and its principals are
combined with the Partnership's positions established by
JWH for position limit purposes. In order to avoid
exceeding position limits, it is possible that JWH will
have to modify its trading instructions, and that positions
held by the Partnership will have to be liquidated. That
could have a negative effect on the operations of the
Partnership and its profitability. See, Risk Factors
Increase in Amount of Partnerships Managed. In addition, all
commodity accounts of the General Partner and its
affiliates may also be combined with the Partnership for
position limit purposes.
Increase in Amount of Partnerships Managed. JWH expects to
manage additional Partnerships in the future. It is not
known if managing additional Partnerships, including
Partnerships raised in this offering, will have any effect
on its performance or trading strategies. In many cases,
the rates of return achieved by an advisor deteriorate
as assets under management increase. Increases in
Partnerships managed may affect the number of futures or
options positions an advisor would otherwise hold for
each account it manages because of speculative position
limits imposed by U.S. exchanges. There is no assurance
that changes in strategies, if any, in response to
increased Partnerships will be successful. There
can be no guarantee that the investment results of that
portion of the assets allocated to JWH will be similar to
those achieved by it in the past in its other accounts.
Changes in the Number of Available Futures Contracts and
Related Options. U.S. and foreign exchanges have
established new futures and options contracts in the past
few years. This trend could continue. If JWH trades these
contracts in the future, there is no assurance that its
trading strategies will produce profits.
Past Performance Is Not Necessarily Indicative of Future
Results. Although some of the client accounts of JWH have
been profitable in the past, you should take seriously the
warning the CFTC and the NFA require. PAST PERFORMANCE IS
NOT NECESSARILY INDICATIVE OF FUTURE RESULTS. AN
INVESTMENT IN THE PARTNERSHIP IS SPECULATIVE AND
INVOLVES A SUBSTANTIAL RISK OF LOSS.
Horizon Cash Management, L.L.C. Horizon is an Investment
Advisor (IA) with Power of Attorney (POA), to manage Everest
Partnership assets on deposit at Northern Trust through
investments in short term interest bearing instruments.
A substantial portion of the Partnership's assets is held
in an omnibus custody account on behalf of the Partnership
at The Northern Trust Company in the name of the Partnership.
The Partnership has entered into an advisory contract with
Horizon pursuant to which Horizon manages such assets in
an attempt to maximize their yield through investment in
various short-term interest bearing instruments including
U.S. Treasury Securities, U.S. Government Agencies
Securities, Bankers Acceptances, Certificates of Deposit,
Time Deposits, Commercial Paper, Loan Participation Notes
and Repurchase Agreements U.S. Treasury Securities and
U.S. Government Agencies Securities. As a result, the
Partnership's assets managed by Horizon are subject to
potential loss resulting from interest rate fluctuations
and default.
JWH PROGRAMS
Effects of Trading Multiple Investment Programs. JWH makes
trading decisions for each of its investment programs
independently of trading decisions for the other JWH
investment programs.
Mandatory Closing Out of Offsetting Positions. CFTC rules
require offsetting positions taken by JWH for
clients be closed out.
Swap Transactions. JWH may periodically enter into
transactions which are characterized as swap transactions
and which may involve interest rates, currencies,
securities interests, commodities, and other items. Swap
contracts are not traded on exchanges and are not regulated
by the CFTC. Swap transactions are individually negotiated,
non-standardized agreements between two parties to exchange
cash flows measured by different interest rates, exchange
rates or prices, with payments calculated by reference to a
principal amount or quantity. As a result, the Partnership
will not receive the protection afforded by the Commodity
Exchange Act in connection with this trading activity by
JWH. The absence of regulation could expose the Partnership
to significant losses in the event of trading abuses or
financial failure by participants in the swap markets. JWH
has not previously traded swaps and has no experience in
that market. Transactions in these markets also present
certain risks similar to those in the futures, forward and
options markets. Only the accounts of eligible swap
participants as defined in Part 35 of CFTC Regulations,
may engage in swaps.
Options Transactions. JWH may engage in the trading of
options (both puts and calls) on futures on behalf of the
Partnership. The value of an option depends largely upon
the likelihood of favorable price movements in the
underlying futures contract in relationship to the exercise
(or strike) price during the life of the option. Therefore
many of the risks applicable to trading the underlying
futures contract are also applicable to options trading. In
addition, there are a number of other risks associated with
the trading of options. For example, the purchaser of an
option runs the risk of loss of his/her entire investment
(the premium he pays). Similarly, the uncovered writer of
an option is subject to an adverse price movement in the
underlying futures position, any such movement may exceed
the premium income from the option transaction. Spread
positions using options are subject to the same risks
involved in the purchase and writing of options. In
addition, in the event the Partnership were to write
uncovered options as one part of a spread position and such
option were exercised by the purchasing party, the
Partnership would be required to purchase and deliver the
underlying futures contract in accordance with the terms of
the option. Finally, an options trader runs the risk of
market illiquidity preventing offsetting positions for any
particular option. (See Commodity Trading May Be Illiquid
above.)
Business Interruption Risk. During both 2004 and
2005, the operations of JWH at its Boca Raton, Florida,
offices were disrupted by hurricanes which required
recovery periods to re-establish communications and other
utilities. JWH continued its trading operations during
those periods without interruption from back up locations.
Any future business interruption events, whether weather-
related or otherwise, that affect the south Florida area
could similarly disrupt the trading operations of JWH,
despite the back up precautions it has established. JWH
has a business continuity plan, but it cannot guarantee
that business interruption events will not have an impact
on its operations.
Electronic Trading and Order Routing Systems. JWH may from
time to time trade on electronic trading and order routing
systems which differ from traditional open outcry pit
trading and manual order routing methods. Transactions
using an electronic system are subject to the rules and
regulations of the exchanges offering the system or listing
the contract. Characteristics of electronic trading and
order routing systems vary widely among the different
electronic systems with respect to order matching
procedures, opening and closing procedures and prices,
error trade policies and trading limitations or
requirements. There are also differences regarding
qualifications for access and grounds for termination and
limitations on the types of orders that may be entered into
the system. Each of these matters may present different
risk factors with respect to the trading on or using a
particular system. Each system may also present risks
related to system access, varying response times and
security. In the case of internet-based systems, there may
be additional risks related to service providers and the
receipt and monitoring of electronic mail.
Trading through an electronic trading or order routing
system is also subject to risks associated with system or
component failure. In the event of system or component
failure, it is possible that for a certain time period, it
might not be possible to enter new orders, execute existing
orders or modify or cancel orders that were previously
entered. System or component failure may also result in
loss of orders or order priority. Some contracts offered
on an electronic trading system may be traded
electronically and through open outcry during the same
trading hours. Exchanges offering an electronic trading or
order routing system and listing the contract may have
adopted rules to limit their liability, the liability of
futures brokers and software and communication system
vendors and the amount that may be collected for system
failures and delays. These limitation of liability
provisions vary among the exchanges.
Reliance on Timely and Accurate Market Data. JWH's
ability to detect market trends and trade them profitably
depends on its access to timely and accurate market price
data throughout the trend identification and trading
processes. If price data is not available or is delayed,
JWH would be unable to trade for client accounts until
reliable data sources have been restored. Data
reconciliation procedures are applied each day to confirm
accurate price quotations, and on the subsequent day prices
that were employed in the JWH systems are re-reconciled in
an attempt to identify changes from previously posted
prices. JWH's traders are required to confirm a price from
multiple sources before executing a trade, and, during
volatile market conditions, traders request confirmation of
high and low prices from the floor before placing a trade.
Inaccurate information may be generated by a data vendor,
or an exchange may transmit inaccurate prices that a vendor
then distributes to JWH, but which are later cancelled or
amended by the exchange. In addition, JWH may obtain from
third parties, such as clearing firms, information about
price or about contract specifications and changes to them.
Inaccurate price information may cause JWH to enter or
close trades that it would not otherwise have entered or
closed, to trade or fail to trade at times that would have
been indicated by accurate data, or to be completely unable
to place a trade. Communications or technical failure may
also cause an electronic trading tool to fail, which could
cause JWH to fail to act when a trading stop is reached.
As a result of such potential data problems, client
accounts may be unable to exit positions or miss the
opportunity to establish new positions. JWH receives price
data electronically. Data providers typically make no
representations or warranties about the accuracy or
timeliness of the data they provide, and assume no
financial liability for lost profits, trading losses or
other consequential damages. Data providers also disclaim
any responsibility for events of force majeure, as well as
for actions (or inaction) of third party information,
hardware and software providers, and for interruption of
means of communication. Because all of the data required
for JWH s trading is provided from third parties, JWH,
cannot, despite its employment of the precautions described
above, make any assurances that its efforts will detect
erroneous or incomplete data, or prevent client accounts
from incurring losses or missing profit opportunities.
PARTNERSHIP ISSUES
Substantial Charges to Partnership. The Partnership pays
substantial fees and charges and has substantial operating
costs. As a result, it must make substantial profits for
your units to increase in value. These include an
incentive fee to JWH that is based on, among other things,
unrealized appreciation in open commodity interest
positions. The incentive fee is paid (and retained by JWH)
even if that portion of the Partnership's assets traded by
it experience subsequent losses or the appreciation is
never realized. It is therefore possible that the
Partnership may pay an incentive fee in years in which the
Partnership breaks even or experiences losses.
Possible Misallocation of Incentive Fees. The Partnership
pays quarterly incentive fees on trading profits, if any,
earned by JWH. Trading profits are calculated on the
overall profits earned by JWH on its allocated assets and
not just on increases in the Net Asset Value of each unit.
As a result, the Partnership might pay incentive fees even
if Partnership units decline in value. In addition, if, at
the time limited partners purchase units, there is an
accrued incentive fee expense, that accrued expense will
reduce the purchase price of their units. If the accrual
is reversed because of later losses, the incentive fee will
be misallocated because the reversal of the accrued
incentive fee expense will be allocated equally to all
outstanding units rather than only to those outstanding
during the period when the incentive fee expense accrued.
Similarly, if you buy units after an incentive fee has been
paid and after a later loss attributable to JWH, your units
will not be assessed an incentive fee until there are new
trading profits, even if your units have increased in
value.
There Is No Intrinsic Value to the Partnership's
Investments. The Partnership must be profitable for it to
provide beneficial diversification to a limited partner's
portfolio. Trading in commodity interests is a zero-sum
activity in which for every gain there is an equal and
offsetting loss (disregarding transaction costs). This
differs from a typical securities investment, in which
there is an expectation of consistent yields (in the case
of bonds) or participation over time in general economic
growth (in the case of stocks). The Partnership could lose
money while stock and bond prices rise. Stocks and bonds
(except penny stocks) generally have some intrinsic value.
Limited partners generally can realize some value for their
stocks or bonds even if they sell in a down market. In
trading commodity interests, on the other hand, investors
risk losing all of their investment if prices move against
them. In general, performance statistics do not reflect
the different risk profiles or tax treatment of traditional
and managed commodity interest investments. See, Risk
Factors Limited Partners Will Be Taxed on Profits whether
or Not Distributed or Realized.
Partnership Trading Is Not Transparent. JWH makes all of the
trading decisions for the portion of the Partnership's
assets allocated to it. While the General Partner receives
daily trade confirmations from the commodity broker, only
the monthly performance of the Partnership is reported to
limited partners. Accordingly, an investment in the
Partnership does not offer limited partners the same
transparency, i.e., an ability to review all investment
positions daily that a personal trading account offers.
Non-Correlated, Not Negatively Correlated, Performance
Objective. Historically, managed futures have been
generally non-correlated to the performance of other asset
classes such as stocks and bonds. Non-correlation means
that there is no statistically valid relationship between
the past performance of futures and forward contracts on
the one hand and stocks or bonds on the other hand (as
opposed to negative correlation, where the performance
would be exactly opposite between two asset classes).
Because of this non-correlation, the Partnership cannot be
expected to be automatically profitable during unfavorable
periods for the stock market, or vice versa. The futures
and forward markets are different from the
securities markets in that for every gain in futures and
forward trading, there is an equal and offsetting loss. If
the Partnership's investments do not perform in a manner
non-correlated with the general financial markets, or do
not perform successfully, limited partners will obtain no
diversification benefits by investing in the units and the
Partnership may have no gains to offset their losses from
other investments.
Limited Partners Will Not Participate in Management.
Limited Partners will not participate in the management of
the Partnership. Under principles of limited partnership
law, limited partners participation in the Partnership's
management could result in unlimited liability for them.
The limited partnership agreement provides that certain
actions may be taken, or approved, by the vote of limited
partners owning more than 50% of the units, but their role
in the Partnership is passive and the profitability of
their investment depends entirely on the efforts of others.
Indemnification of Partnership by Limited Partners. If
someone signs the subscription agreement and the General
Partner accepts their subscription, they will become a
limited partner. Under the agreement, they will be
required to indemnify the Partnership for any liability
that it incurs as a result of their actions.
LIQUIDITY
Limited Ability to Liquidate Investment in Units. Limited
partners cannot immediately liquidate their units. There
is no market for the units and none is likely to develop.
They may, however, redeem their Class A units, without
penalty, on the last day of any month on fifteen (15) days
prior written notice to the General Partner or such lesser
time as is acceptable to the General Partner Because of
the time delay between your Class A notice to the General
Partner and the end of the month when their investment is
redeemed, the value of their investment on the date of
redemption may be substantially less than at the time they
notify the General Partner of their request to redeem.
Possible Effect of Redemptions on Unit Values. The
Partnership will lose money if it has to sell positions at
a loss in order to raise capital so that the Partnership
can pay substantial redemptions. If a large number of
redemptions occur simultaneously, the need to liquidate
positions could continue even after the redemption date.
The Partnership would have fewer assets to trade after a
high level of redemptions. This might make it more
difficult for it to recover losses or generate trading
profits. Market illiquidity could make it difficult to
liquidate positions on favorable terms, and may also result
in losses and thus a decline in the value of Partnership
units.
Automatic Trading Suspension. Limited Partners should buy
units only if you are looking for a long-term investment.
If the net asset value per unit declines as of the close of
business on any day to a trading suspension level (50% of
the highest prior month-end net asset value per unit, after
adjustment for prior distributions), the Partnership will
liquidate its open positions and notify limited partners.
The Partnership cannot assure limited partners that it can
liquidate its investments without incurring substantial
additional losses or that limited partner will receive any
specific value for the units they own. See, Risk Factors
Commodity Interest Trading May Be Illiquid.
Counterparty Creditworthiness -- U.S. Markets. Commodity
exchanges provide centralized market facilities for trading
in futures contracts relating to specified commodities.
Each of the commodity exchanges in the United States has an
associated clearinghouse. Once trades made between
members of an exchange have been confirmed, the clearing
house becomes substituted for the clearing member acting on
behalf of each buyer and each seller of contracts traded on
the exchange and in effect becomes the other party to the
trade. Thereafter, each clearing member firm party to the
trade looks only to the clearinghouse for performance.
Clearinghouses do not deal with customers, but only with
member firms, and the guarantee of performance under open
positions provided by the clearinghouse does not run to
customers. If a customer's commodity broker becomes
bankrupt or insolvent, or otherwise defaults on such
broker's obligations to such customer, the customer in
question may not receive all amounts owing to such customer
in respect of his or her trading, despite the clearing
house fully discharging all of its obligations.
A substantial portion of the Partnership's assets are held
in a custodial account and managed by Horizon. Failure of
this firm might result in losses to the Partnership.
FOREIGN INSTRUMENTS
Counterparty Creditworthiness -- Non-U.S. Markets. JWH may
trade commodity interests on foreign exchanges and in the
over-the-counter markets. Unlike U.S. exchange traded
futures contracts where the exchange clearing corporation
acts as the counterparty to each customer transaction, the
over-the-counter markets and some foreign markets are
principals markets. This means that the performance of
the contract is the responsibility only of the individual
firm or member on the other side of the trade and not of
any exchange or clearing corporation. In those
transactions, the Partnership will be subject to the risk
of the inability of, or refusal by, the counterparty to
perform.
Trading on Foreign Exchanges and Currency Exchange Rate
Fluctuations. Neither existing CFTC regulations nor
regulations of any other U.S. governmental agency apply to
transactions on foreign markets. If a foreign
clearinghouse default or bankruptcy occurs, the
Partnership's rights and responsibilities are likely to
differ from those existing on U.S. exchanges. The
Partnership is at risk for fluctuations in the exchange
rate between the currencies in which the commodity interest
is traded and U.S. dollars. It also is possible that in
the future, U.S. or foreign governments could impose
exchange controls. There is no restriction on how much of
the Partnership's trading can be conducted on foreign
markets. The Partnership may pay brokerage commissions in
foreign currencies. If the exchange rate of those
currencies and the U.S. dollar fluctuates, the commission
rate paid for those trades might increase (decrease).
Possibility of Forward and Cash Trading. The Partnership
might make spot and forward contracts for certain
commodities, primarily currencies with U.S. or foreign
banks or dealers. A forward contract is a contractual
right to purchase or sell a commodity, such as a currency,
at or before a specific date in the future at a specific
price. Because forward contracts are not traded on
exchanges, there is no regulatory protection provided by
any exchange or the CFTC. There is no limit on daily price
moves for forward contracts. Banks and dealers are not
required to continue to make markets in any commodity. In
the past, there have been times when certain banks have
refused to quote prices for forward contracts or have
quoted prices with an unusually wide spread between the
price at which the bank is prepared to buy and that at
which it is prepared to sell. There is a risk that the
banks or dealers through which the Partnership trades could
fail or refuse to perform.
The CFTC is studying questions about the regulation of
off-exchange instruments such as forward contracts. A
number of the major U.S. commodity exchanges have also
expressed concerns about these instruments. The CFTC has
indicated that it would regard marketing of forward
contracts on a retail basis to the U.S. public at large as
a violation of the CEAct. The CFTC might, in the future,
prohibit the Partnership from trading in the forward
markets.
TAX AND REGULATORY ISSUES
Possibility of Taxation as a Corporation. General Partner
believes that under current federal income tax law and
regulations the Partnership will be classified as a
partnership and not as an association taxable as a
corporation. The General Partner will not obtain a
ruling from the Internal Revenue Service (IRS) or an
opinion of counsel to confirm its belief. If the
Partnership is taxed as a corporation for federal income
tax purposes in any taxable year, its income or losses
will not be passed through to you, and the Partnership
will be subject to tax on its income at the corporate
tax rate. In addition, any distributions made to
you could be taxable to you as dividend or capital gain
income, and those distributions will not be deductible in
computing taxable income.
Possible Legislative Tax Changes. All of the statements in
this Memorandum about taxes are based upon the current
Internal Revenue Code (the Code). Congress and the IRS
regularly revise the Code and the regulations. Those
revisions could materially affect you and the Partnership.
Unrelated Business Taxable Income (UBTI) for Employee
Benefit Plans. If the Partnership were a publicly-traded
partnership and limited partners are a tax-exempt entity,
or if they are a tax-exempt entity and debt finance their
investment, their share of gross income less Partnership
deductions is treated as UBTI, and subject to tax. The
General Partner does not believe that the Partnership is
publicly-traded for this purpose. However, if it were
decided that the Partnership is publicly-traded, it may not
be an appropriate investment for employee benefit plans,
including individual retirement accounts (IRAs). In
addition, if investing in commodity interests results in
UBTI, each partner that is a tax-exempt entity would take
into account its share of the Partnership's UBTI and the
deductions attributable to that income (including a $1,000
deduction against UBTI which is generally available to all
tax-exempt entities) in computing its tax liability.
Benefit plan investors should consult with their own legal
and financial advisers about the tax consequences of plan
investments in the Partnership.
Limited Partners Will Be Taxed on Profits whether or Not
Distributed or Realized. The Partnership is not required,
and the General Partner does not intend, to distribute
profits. If the Partnership has taxable income for a
fiscal year, the income will be taxable to them based on
their distributive share of Partnership profit even if no
profits have been distributed. As a result, limited
partners might owe taxes on undistributed profits. It is
also possible that those profits could be lost by the
Partnership after the end of its fiscal year, so that
limited partners might never receive the profits on which
they are taxed. However, they may redeem units to pay
taxes, but this would result in a reduction in their
interest in the Partnership's future profits (if any).
Foreign Limited Partners. If limited partners are not
citizens or residents of the U.S. and are not otherwise
engaged in a trade or business in the U.S., they will
generally not be required to pay U.S. income tax on capital
gains from commodity interest trading. Interest income
will be taxable to them, if they are a foreign investor,
unless there is an exemption from tax in an appropriate tax
treaty. If the law requires the General Partner to
withhold a portion of the income they earn because they are
a foreign limited partner, the General Partner may redeem
their units to pay the U.S. Department of Treasury taxes
they owe. If a limited partner believes amounts were
improperly withheld, they must deal directly with the U.S.
Department of Treasury.
Failure of Commodity Brokerage Firms. Futures commission
merchants must maintain the Partnership's assets in a
segregated account. If the Partnership's futures clearing
broker Newedge becomes bankrupt, the Partnership could lose
money.In addition, even if Newedge adequately segregates
the assets of the Partnership, the Partnership may be able
to recover only a pro rata share of the property available
for distribution to all of Newedge's customers.
Forex Trading Counterparty Creditworthiness. The
Partnership will enter into an agreement with an equity in
the Newedge Group which will result in such entity acting
as the counter-party to the Partnership's foreign currency
transactions. That is, the counterparty will be the seller
of all forex instruments purchased by the Partnership and
the buyer of all forex instruments sold by the Partnership.
The counterparty's financial benefit from entering into
these transactions with the Partnership is derived from its
ability to participate in the foreign exchange interbank
markets, which are only available to large institutional
investors. The counterparty's compensation will be derived
from a mark-up on the bid/ask spread price quoted to the
Partnership on each transaction, and the counterparty's
ability to offset these transactions in the foreign
exchange interbank market. In the event that the
counterparty is unable to successfully participate in this
market, the ability of the counterparty to enter into
transactions with the Partnership may be interrupted. In
addition, the counterparty has entered into similar
agreements with other persons, and thus acts as the
counter-party in transactions effected by these other
persons. Because the counterparty acts as counter-party in
these transactions, the Partnership is subject to the
additional risk that the counterparty will be unable to
fulfill its obligations to the Partnership. Moreover, in
the event of a bankruptcy of the counterparty, the
Partnership may be unable to recover assets held at the
counterparty, even if such assets are directly traceable to
the Partnership. In the event of the counterparty's
bankruptcy, there is no equivalent of the Securities
Investors Protection Corporation insurance as applicable in
the case of securities broker dealers bankruptcies.
A substantial portion of the Partnership's assets are held
in a custodial account and managed by Horizon. Failure of
this firm might result in losses to the Partnership.
Possibility of Tax Audit. The IRS might audit the tax
returns of the Partnership, or adjustments to its returns
might be made as a result of an audit. Uncertainty
regarding the federal income tax treatment of certain
management and incentive fees paid by the Partnership, or
ongoing fees paid to others, may increase the likelihood of
an audit. If an audit results in an adjustment, limited
partners may be required to pay additional taxes, interest
and penalties and may be subject to audit. The IRS is
currently authorized to impose an interest penalty on tax
deficiencies based on prevailing private sector interest
rates.
Risk that Units Will Not Be Considered Publicly-Offered
Securities under the Employee Retirement Income Security
Act of 1974 (ERISA). The General Partner believes that it
is reasonable to take the position that the units qualify
as publicly-offered securities under Title I of ERISA,
and that the underlying assets of the Partnership will
therefore not be considered for any purposes of ERISA or
Section 4975 of the Code to be assets of employee benefit
plans and IRAs that purchase units. However, this position
is not binding on the Department of Labor (DOL) and,
therefore, there is no certainty that the units qualify.
If the units are determined not to qualify as such
publicly-offered securities, the General Partner intends
to redeem units held by certain limited partners that are
employee benefit plans or IRAs to the extent necessary to
prevent the underlying assets of the Partnership from
thereafter being considered for purposes of Title I of
ERISA or Section 4975 of the Code to be assets of such
employee benefit plans or IRAs. However, for any period
that the underlying assets of the Partnership are
considered to be assets of employee benefit plans or IRAs,
the provisions of Title I of ERISA and Section 4975 of the
Code would apply to the operation of the Partnership and
could adversely affect the Partnership's investments and
activities.
Absence of Regulation Applicable to Investment Companies.
The Partnership is not registered as an investment company
or mutual Partnership. Therefore, the SEC does not
regulate it under the Investment Company Act of 1940
(the 1940 Act). Although the Partnership has the right
to invest in securities, limited partners are not protected
by the 1940 Act. The General Partner is, however,
registered with the CFTC as commodity pool operator (CPO),
JWH is registered with the CFTC as a CTA and Newedge
Financial Inc. is registered with the CFTC as a futures
commission merchant (FCM).
Item 1B. N/A
Item 2. Properties
The Partnership does not utilize any physical properties in
the conduct of its business. The General Partner uses its
offices to perform its administrative functions.
The address of the General Partner and the Partnership is
1100 North 4th Street, Suite 143, Fairfield, Iowa 52556,
and the telephone number at such location is (641) 472-
5500.
Item 3. Legal Proceedings
Neither the Partnership, nor the General Partner, is party
to any pending material legal proceeding.
Item 4. None - Removed and reserved by SEC.
PART II
Item 5. Market for Registrant s Common Equity, Related
Stockholder Matters and Issuer Purchases of Equity
Securities.
(a) There is no established public market for the
Units and none is expected to develop.
(b) As of December 31, 2011, there were 4,576.29
Class A Units held by Limited Partners. A total of 397.34
Class A units were purchased by Limited Partners during 2011.
A total of 325.63 Units were redeemed by Class A Limited
Partners during 2011.
RECENT SALES OF UNREGISTERED SECURITIES IN 2011 A UNITS
2011 1st quarter 2nd quarter 3rd quarter 4th quarter
Units Sold 64.76 39.21 77.49 74.577
Value of Units Sold $256,010 $157,000 $300,000 $245,769
RECENT SALES OF UNREGISTERED SECURITIES IN 2010 A UNITS
2010 1st quarter 2nd quarter 3rd quarter 4th quarter
Units Sold 86.69 165.91 41.7 0
Value of Units Sold $245,000 $500,000 $125,000 $ 0
1% of the proceeds from the above sales were used to pay the
Partnership's Organization and Offering charge. The remaining 99%
was invested in the Partnership.
The Seventh Amended and Restated Agreement of Limited
Partnership for the Partnership contains a full description
of redemption and distribution procedures.
The Agreement of Limited Partnership does not provide for
regular or periodic cash distributions, but gives the
General Partner sole discretion in determining what
distributions, if any, the Partnership will make to its
partners. The General Partner has not declared any such
distributions to date, and does not currently intend to
declare any such distributions.
Item 6. Selected Financial Data
<TABLE
2007 2008 2009 2010 2011
------- ------- ------- ------- ------
(In thousands, except amounts per Unit)
1. Net trading Gain/loss $2,438 $9,192 $-2,618 $4,878 -835
2. Interest and other income $2,323 $453 $138 $55 37
3. Expenses $995 $2,849 $1,333 $1,299 1,527
4. Net Income 3,766 6,796 -3,813 3,634 -2,325
5. Income (Loss)
Per Unit: A Shares 522.26 1,348.35 -810.50 806.75 -512.12
I Shares 630.86 0.00 0.00 0.00 0.00
AA Shares 2,703.69 0.00 0.00 0.00 0.00
II Shares 2,812.13 0.00 0.00 0.00 0.00
6. Total Assets 11,976 19,945 14,396 17,369 15,178
7. Long Term Obligations 0 0 0 0 0
8. Cash Dividend per Unit 0 0 0 0 0
9. Total partners capital 11,693 18,713 14,085 17,063 15,024
10. Increase/decrease in NA -7,018 7,020 -4,628 2,978 -2,039
* Certain prior year amounts have been reclassified to conform to the
current year presentation.
Item 6. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Liquidity and Capital Resources
We receive our capital resources from investor's contributions.
Net Asset Value of an interest is defined in the Partnership
Agreement to mean the Net Assets allocated to the capital
account represented by such interest on the date of calculation
and includes that interest's pro-rata share of all assets attributable
to that Class of units less all liabilities attributable to that Class
of units determined in accordance with the principles specified
in the Partnership Agreement or, where no principle is specified,
in accordance with U.S. generally accepted accounting principles
consistently applied under the accrual basis of accounting
Past performance is not necessarily indicative of future results.
An investment in the partnership is speculative and involves a
substantial Risk of loss.
Off-Balance Sheet Risk
The term "off-balance sheet risk" refers to an unrecorded
potential liability that, even though it does not appear on the
balance sheet, may result in future obligation or loss. The Partnership
trades in futures and forward contracts and is therefore a party
to financial instruments with elements of off-balance sheet market
and credit risk. In entering into these contracts there exists a risk
to the Partnership, market risk, that such contracts may be significantly
influenced by market conditions, such as interest rate volatility,
resulting in such contracts being less valuable. If the markets
should move against all of the futures interests positions of the
Partnership at the same time, and if the commodity trading advisors were
unable to offset futures interest positions of the Partnership, the
Partnership could lose all of its assets and the Limited Partners
would realize a 100% loss. Everest Asset Management, Inc., the
General Partner, minimizes market risk through diversification of
the portfolio allocations to JWH, which in turn trades a diversified
portfolio, and maintenance of a margin-to-equity ratio that rarely
exceeds 30%.
In addition to market risk, in entering into futures and forward
contracts there is a risk that the counterparty will not be able to
meet its obligations to the Partnership. The counterparty for futures
contracts traded in the United States and on most foreign
exchanges is the clearinghouse associated with such exchange.
In general, clearinghouses are backed by the corporate members
of the clearinghouse who are required to share any financial
burden resulting from the non-performance by one of their
members and, as such, should significantly reduce this risk. In
cases where the clearinghouse is not backed by the clearing
members, like some foreign exchanges, it is normally backed
by a consortium of banks or other financial institutions.
In the case of forward contracts, which are traded on the
inter-bank market rather than on exchanges, the counterparty
is generally a single bank or other financial institution, rather
than a group of financial institutions; thus there may be a
greater counterparty risk. Everest Asset Management, Inc.
utilizes only those counterparties that it believes to be
creditworthy for the Partnership. All positions of the
Partnership are valued each day on a mark-to-market basis.
There can be no assurance that any clearing member, clearinghouse
or other counterparty will be able to meet its obligations to
the Partnership.
The Partnership will utilize high grade short-term commercial
paper, which is an unsecured, short-term debt instrument
issued by a corporation with maturities rarely longer than
365 days. Commercial paper is not usually backed by any
form of collateral, so only firms with high-quality debt
rating will be used. As commercial paper is not backed by
the full faith and credit of the U.S. Government, if the
issuing corporation defaults on their obligations to the Partnership,
the Partnership bears the risk of loss of the amount expected to be
received.
The Partnership has no Contractual Obligations.
Most U.S. commodity exchanges limit by regulations the
amount of fluctuation in commodity futures contract prices
during a single trading day. These regulations specify
what are referred to as "daily price fluctuation limits" or
"daily limits". The daily limits establish the maximum
amount the price of a futures contract may vary either up
or down from the previous day's settlement price at the end
of a trading session. Once the daily limit has been
reached in a particular commodity, no trades may be made at
a price beyond the limit. Positions in the commodity could
then be taken or liquidated only if traders are willing to
effect trades at or within the limit during the period from
trading on such day. Because the "daily limit" rule only
governs price movement for a particular trading day, it
does not limit losses. In the past, futures prices have
moved the daily limit for numerous consecutive trading days
and thereby prevented prompt liquidation of futures
positions on one side of the market, subjecting commodity
futures traders holding such positions to substantial
losses for those days.
It is also possible for an exchange or the CFTC to suspend
trading in a particular contract, order immediate
settlement of a particular contract, or direct that trading
in a particular contract be for liquidation only.
For the year ended December 31, 2011, Limited Partners
redeemed a total of 325.63 Class A Units for $662,767.
During 2011, investors purchased 397.34 Class A Units
for $958,779.
The Partnership trades on recognized global futures
exchanges. In addition, the Partnership trades over the
counter contracts in the form of forward foreign currency
transactions.
See Footnote 4 of the 2011 Financial Statements for procedures
established by the General Partner to monitor and minimize
market and credit risks for the Partnership. The General
Partner of the Partnership reviews on a daily basis reports
of the performance of the Partnership, including monitoring
the daily net asset value of the Partnership. The financial
situation of the Commodity Broker is monitored on a monthly
basis to monitor specific credit risks. The Commodity
Broker does not engage in proprietary trading and thus has
no direct market exposure which provides the General
Partner with assurance that the Partnership, will not
suffer trading losses through the Commodity Broker.
Results of Operations
Calendar Year 2011
At December 31, 2011 the Partnership had approximately
$15.024 million in Class A assets , all of which have been
allocated to JWH . The balance was being held in
interest-bearing accounts in anticipation of future
allocations to JWH or other traders.
The Partnership recorded a loss of $2,325,269 or $512.12 per
Class A unit, for the year 2011. That represents a loss of
13.33% for the year.
The Partnership continued to employ John W. Henry &
Company, Inc. s (JWH) GlobalAnalyticsR Family of Programs.
Class A Units were positive 1.40% in January 2011 resulting in
a Net Asset Value per unit of $3,841.11 as of January 31, 2011.
The interest rate sector produced slightly positive results
as global rates moved modestly higher amid signs the economy
was improving.The currency sector was unprofitable in January
as directionlessprice patterns prevailed. Gains from trading
in the British pound were not enough to offset losses from
other markets in the sector. Trading in the equity sector was
slightly profitable as stocks continued to move higher.
Positions in Asian, European and U.S.stock index futures
were all profitable. Oil and petroleum products moved higher
in January, contributing to gains for the month.Positions
in heating oil were buoyed by unseasonably cold temperatures
in many parts of the United States. Trading in the metals
sector was unprofitable for the month. The trend in
precious metals prices may have come to an end in January
as gold failed to participate in an otherwise broad-based
rally in commodity prices. Silver also produced negative
performance in January. Trading in the agricultural sector
continued to be an important source of Fund's returns.
All of the positions in the sector were profitable in January.
Class A Units were positive 3.09% in February 2011 resulting in
a Net Asset Value per unit of $3,959.69 as of February 28, 2011.
Performance in February was strong as the Fund gained 3.09%
for the month. The consistency of the Fund's returns is in part
due to a rotation in performance leadership across the portfolio.
While one sector is undergoing a correction, performance from
another sector has been strong enough to generate gains in the
overall Fund. This was the case in February. As key markets
in the agricultural sector suffered from meaningful pullbacks,
certain energy prices, such as crude oil, surged. On the
surface, it may seem that the good performance in February
was simply an extension of January's positive results; generally,
commodity prices were up on the month and equities continued
their movement higher. The energy sector was the difference
maker for the Fund in February as the price of crude oil,
heating oil and gasoline all surged during the month. Positions in
crude oil and crude oil products were all profitable and more than
sufficient to offset small losses from trading in natural gas. The
agricultural sector, which has been an important influence on the
Fund's positive performance in recent months, was once again
profitable in February. Cotton, for example, was the
best-performing single market in the Fund during the month.
Sugar, which had been rallying along with other agricultural
markets, suffered a sharp pull back and was the worst-performing
market in the Fund. The metals sector produced positive results
despite mixed performance from the normally correlated gold and
silver markets. Significant gains from trading in silver more
than offset losses from trading in gold. Positions in U.S.,
European and Japanese equity futures were all profitable for
the month. Trading in the interest rate sector was flat in
February. Trading in currencies was slightly unprofitable as
the Fund suffered from intra-month reversals. The price action
observed in the Japanese yen and Swiss franc was consistent
with the price action in the Treasury market and an indication
of the strong safe haven flows that upset trends in both bonds
and currencies.
Class A Units were negative 1.14% in March 2011 resulting in
a Net Asset Value per unit of $3,914.46 as of March 31, 2011.
Performance for the Fund declined one percent in March as a
number of long-standing trends were disrupted by the tragic events
that occurred in Japan during the month. The metals sector was a
bright spot for the Fund as precious metals, and silver in particular,
surged amidst the global turmoil. The energy market was also
profitable in March, helping to offset losses from the Fund's
Japanese exposures. In general, the price pattern of crude oil and
crude oil products was similar to that of other risk assets, including
equities; they moved lower following the news from Japan and
then traded higher in the second half of the month. Price patterns
across the agriculture sector were diverse with some markets
following the direction of overall investor risk sentiment while
other markets were more tethered to idiosyncratic fundamentals.
Performance from the sector was negative as gains from trading
in the coffee and cotton markets were insufficient to offset losses
from trading in grains and sugar. Trading in global interest rates
was unprofitable in March as the sector was hit by sudden
reversals that followed news of the Japanese earthquake. Trading
in currencies was slightly unprofitable, with the largest losses
coming from positions in the U.S. dollar against the Japanese yen.
The Fund's systematic non-predictive approach to trading these
markets allowed it to maintain exposure and profit from the
extension of ongoing trends in many markets, while limiting losses
and adjusting positions to newly formed trends in others.
Class A Units were positive 7.53% in April 2011 resulting in
a Net Asset Value per unit of $4,209.22 as of April 30, 2011.
The Fund's strong gains came as interest rate markets rallied into
the close of the month as did certain commodities while the dollar
continued to decline. Interest rates posted negative performance
for the month. Also, the agricultural sector has cooled in recent
weeks with performance from the sector being slightly negative in
April despite strong gains from positions in sugar. Sugar fell more
than 10 percent on the month as supplies increased as a result of
higher exports from India. Gains in sugar and coffee were not
sufficient to offset losses in grain prices and cotton.
Positive performance in April came from a continuation of trends in
place in the European currencies, energy and precious metals sectors.
The Fund was able to benefit from the continued weakness of the dollar
and increasing speculation in a number of commodities that have spiked
to historic levels during the month. The markets remain susceptible to
upside and downside overreactions to the continued flood of
fundamental data released across the globe as well as an unfortunate
continuation of natural disasters both domestic and abroad.
Class A Units were negative 13.27% in May 2011 resulting in
a Net Asset Value per unit of $3,650.59 as of 31, 2011.
The Fund declined in May as long-standing trends in certain
commodity markets came to a violent end. The Fund was
specifically affected by abrupt reversals in the price of energy and
metals. Silver positions, which had been among the most profitable
positions in the Fund to date, were particularly hard hit as the price
of the metal declined by 30 percent in just four days. The price of
crude oil fell by more than 15 percent in just three days. The
absolute decline in prices witnessed over such a short period of time
was the worst on record for both markets. The models used by the
program were designed to capture long-term trends and will usually
have difficulty during the rare times when markets reverse the way
they did in May.
The interest rate sector was profitable in May. Bond prices benefited
as investor flows moved out of stocks and commodities amid concerns
that rising global interest rates would negatively impact economic
growth. The currency sector was unprofitable with the largest loss
coming from positions in the euro. The EUR/USD exchange rate fell more
than 5 percent during the month as the difficult debate on how to
handle the European debt problem weighs on policy makers. The
agricultural sector was also unprofitable with the largest losses
coming from positions in grains. While the magnitude of the decline
was not as severe, corn and wheat both tracked commodity and
other risk assets lower during the first half of the month, leading to
losses. The coffee market bucked the trend for the month as
expectation for cold weather in Brazil added to the positive
fundamental backdrop for the commodity. However, gains from
positions in coffee were unable to offset losses from other positions
in the sector.
Class A Units were negative 3.73% in June 2011 resulting in
a Net Asset Value per unit of $3,514.44 as of June 30, 2011.
The Fund declined in June as markets remained choppy throughout
the month following May's sharp corrections. The interest rate
sector was essentially flat for the month as gains in Asian and
European debt markets were offset by a drop in the U.S. market.
Trading in the currency markets provided slightly positive returns
as investors continued to flee from risk assets and into
safe-haven currencies such as the Japanese yen and Swiss
franc. Positive returns in these currencies more than offset
losses in higher-yielding currencies, such as the euro and the
British pound.
The Fund's performance in equity indices was slightly negative in June.
Trading in the metals sector was unprofitable. The energy markets
were the Fund's worst-performing sector for the month. Short-term
volatility and price swings in Brent Crude affected the Fund's
positioning in that market. The agricultural sector was also negative
in June. Grain markets steadily declined throughout the month after
hitting highs during the first week of the month following a strong May.
June performance was the result of the continued risk-on and risk-off
reactions to the global sovereign debt crisis. The global economic
picture remains cloudy in the near-term with mixed signals being
reported on a daily basis making it difficult for trends to gain traction
in many markets.
Class A Units were positive 9.46% in July 2011 resulting in
a Net Asset Value per unit of $3,847.03 as of July 31, 2011.
The Fund performed well in July as it gained 9.4 percent for the month.
Trends in currencies, metals and interest rates extended during the
course of July, thus leading to gains for the Fund. Positions in the
interest rate sector benefited directly as a result of the global credit
maelstrom. Despite concerns about downgrades from credit rating
agencies, U.S. and European government bond prices actually
rose and yields declined during the month. All positions traded
in the sector were profitable in July. The currency sector also
contributed to the month's gains as positions in the Swiss franc
and Japanese yen led the way. The Swiss franc, often regarded
as a haven in times of turmoil, rallied to record levels against both
the dollar and euro during the month.
The metals markets made a meaningful contribution to July's
performance. The continued rally in gold prices was fueled by
many of the same factors that were underpinning the move in the
Swiss franc. Silver prices also moved higher in July, adding
to the month's gains. The agricultural sector was profitable
as significant gains in soft commodities from both long and
short positions offset losses from trading in grains. Sugar prices
rallied while coffee prices were declining. Trading in the
energy markets was remarkably subdued considering the tumult
in other sectors, was slightly unprofitable in July. Trading in
the equity sector was essentially flat.
The Fund delivered the diversification and strong uncorrelated
performance to our investors during this period of ongoing
market turbulence.
Class A Units were positive 4.93% in August 2011 resulting in
a Net Asset Value per unit of $4,036.56 as of August 31, 2011.
The Fund posted another positive month in August as a surge in
market volatility during the month upset the summer calm.
Trading gains from positions in government bonds and gold were
sufficient to overcome losses from other parts of the Fund
where trading conditions were more difficult. The Fund was
aided by excellent performance from the interest rate sector in
August as government bond yields fell precipitously
despite the move by Standard and Poor's. Equity prices,
rising fear and a high profile U.S. Federal Reserve Board
(the Fed) were positive for bond prices. All positions in the
interest rate sector were profitable for the month. The
euro and British pound remained relatively stable during
the month, lacking a clear direction. Performance from the
currency sector was slightly negative for the month.
Trading in the equity sector was mixed as small gains from
positions in European equity futures offset small losses from
trading in U.S. and Japanese equity futures. Trading in the
metals sector was significantly profitable as the price of gold
surged to new all-time highs. . Gold, much like government
bonds and the Swiss franc, has enjoyed its status as a
safe-haven and a store of value during these turbulent times.
Positions in silver were also profitable.
Trading in the energy sector was difficult as crude oil
experienced abrupt moves in both directions. This change
of direction led to losses across the petroleum complex.
Trading in natural gas, on the other hand, was modestly
profitable as the long-term down trend in this market
remains in place. Trading in the agricultural sector was
mixed as gains from trends in corn and soybeans were
not sufficient enough to offset losses from other markets.
Class A Units were negative 5.03% in September 2011 resulting in
a Net Asset Value per unit of $3,833.38 as of September 30, 2011.
Despite the extension of trends in certain key sectors, performance
declined in September. The negative result for the month can, in
part, be linked to sudden and violent reversals in the price of
metals and agricultural commodities. The abrupt reversal in trends
in metals and agricultural commodities led to losses, which were
significant enough to offset gains from other parts of the Fund.
The interest rate sector was profitable as bond prices
continued to benefit from the economic uncertainty
overhanging the markets. The Fund's positions in bond
futures in the U.S. and Europe were profitable and more
than offset small losses from shorter-term interest rate futures.
The currency market intervention conducted in August by the
Swiss National Bank and the Bank of Japan limited gains
from the sector and the much needed offset to losses from
other parts of the Fund.
Trading in the stock market contracts was especially erratic.
While the Fund was able to generate a small profit from the sector,
the magnitude of the gains did not match the headline numbers. The
market traded in violent swings for most of September
but did not extend below this initial move during the course
of the month. The Fund's trading model in some cases
adjusted to the change in direction but there was little net
follow through on the move.
Trading in the metals sector was difficult as both gold and
silver suffered significant price reversals during the month.
Gold fell 12 percent for the month, while silver fell a historic
27 percent. The speed at which the markets reversed was as much
a problem for the Fund as the size of the reversal. The Fund
was able to adjust to take advantage of the decline in
energy prices that occurred during the month. Brent crude
oil futures declined 11 percent month-on-month. All
positions in the energy sector were profitable. Trading in the
agricultural market was difficult in September as a number
of market trends reversed sharply. The sugar market,
which had been in an uptrend for more than a year due
in part to supply issues in Brazil, fell more than 12 percent
during the month. The corn market, which traded at an
all-time high in August due to declining domestic
stockpiles, fell more than 20 percent during the month -
the largest single price change in history. Soybeans
traded in a manner similar to corn. In short, trading in
the agricultural markets was unprofitable due to large
trend reversals across the sector.
Class A Units were a negative 12.20% in October 2011 resulting in
a Net Asset Value of $3,365.64 as of October 31, 2011.
A large number of markets in the Fund experienced abrupt
reversals in October as investor sentiment swung from extreme
pessimism to optimism in just a few weeks.
Bond prices, which had been trading near historical highs heading
into October, sold off sharply during the month as investors
became more sanguine about the prospects for the European
financial system and the global economy. Heading into the
month, the Fund was largely long global bond prices as
investors sought safety amid the equity market rout. Prices
in these markets reversed during the month, which led to
losses for the Fund.
Trading in the currency market was also difficult for the Fund.
Heading into October, most European currencies were in
downtrends relative to the U.S. dollar. The positive
developments with respect to the European credit crisis
caused a sharp reversal in these currencies with EUR/USD
exchange leading the way.
The metals markets were unprofitable with the bulk of the
sector's losses coming from positions in the silver market.
The losses in silver for October can be traced to a significant
spike in silver volatility that actually occurred in September.
The bull market in silver came to an abrupt end when the
market plunged 37 percent in a short period of time on large
stop loss selling. This price caused the Fund to reverse its
position in the market. In October, the silver market rallied
14 percent - normally a big move but when viewed in the
context of September's price action it may represent simply
normalization in market prices.
Class A Units were a negative 3.43% in November 2011
resulting in a Net Asset Value of $3,250.11 as of November
30, 2011.
The performance of the Fund declined in November as the broad
set of global markets traded in the portfolio continued to
struggle to find direction amid elevated levels of volatility.
The largest losses in the Fund came from the interest rate
sector as positions in German Bunds were hit particularly hard.
The Bund market traded near four-month lows at the end of October,
only to reverse and trade at a new all-time high on November 10th.
The agricultural sector was profitable as positions in grains,
cotton and sugar drove returns. Agricultural commodities in
general came under heavy selling in November driven by
ongoing concerns over euro area debt and bearish market-specific
fundamentals.
The currency sector was slightly unprofitable in lackluster trading.
Repercussions from central bank intervention in October
continued to weigh on trading, most notably in the Japanese yen.
The majority of trading in European currencies was also slightly
unprofitable as they continue to be dogged by headlines tracking
the European credit crisis.
Positions in the equity sector were all slightly negative on the
month. Exposure to global stock index futures was relatively
light for much of November owing to the generally directionless
price patterns in the markets.
Precious metal trading was also slightly unprofitable on the month
as prices were unable to withstand the wave of selling that
engulfed the markets for much of November. Portfolio risk
reduction and bear equity market sentiment were greater
influences on the price of gold. As equity prices recovered
later in the month, so did the price of gold. Positions in gold
and silver were both unprofitable for the month.
The energies sector was essentially flat in November. Gains
from positions in natural gas almost offset losses from
petroleum-based products. Natural gas prices, which have
been in a structural downtrend for a number of years largely
due to the success of horizontal drilling techniques used
to extract gas from shale in parts of the United States, fell
further in November.
Class A Units were a positive 1.02% in December 2011
resulting in a Net Asset Value of $3,283.10 as of December
31, 2011.
The month and the year 2011 were characterized by price
swings that were not sustained in any one direction up or
down. Price behavior in the sectors traded by the fund
was mired by what seemed like an endless number of
significant price and direction changes and sharp increases
in volatility. This type of trading environment is not
conducive to trend followers as the frequent and significant
directional changes do not provide the amplitude and duration
needed in a price move to generate long-term profits.
The Fund and its advisor JWH have added up side value to
client portfolios over the last 5, 7 and 10 year time frames,
and even over the last 3 years where the Fund has not
increased returns over the equity markets, it has lowered
volatility in a hypothetical 80% S&P500 / 20% Everest
portfolio (as measured by worst drawdown and standard
deviation). The Fund has continued a remarkable degree of
non-correlation to the equity markets. As you can see from
the enclosed chart titled "Direction of Monthly Returns"
the Fund and the S&P 500 have only both been negative in
9 out of the last 60 months, providing a compelling
reason to maintain both investments: that is to say, at least
one of the two investments have been positive in 51 out of
the last 60 months. We know that patience is not easy, nor
is maintaining a disciplined investment strategy. Keep in
mind that the Fund will not pay an incentive fee to the
advisor until JWH makes approximately 25% from
December's NAV.
Results of Operations
Calendar Year 2010
At December 31, 2010 the Partnership had approximately
$17.063 million in Class A assets .The JWH allocation was
approximately $17.063 million. The balance was being held
in interest-bearing accounts in anticipation of future
allocations to JWH or other traders.
The Partnership recorded a gain of $3,634,051 or $806.75 per
Class A unit, for the year 2010. That represents a gain of
27.23% for the year.
The Partnership continued to employ John W. Henry &
Company, Inc. s (JWH) GlobalAnalyticsR Family of Programs.
Class A Units were negative 3.48% in January 2010 resulting in
a Net Asset Value per unit of $2,873.42 as of January 31, 2010.
January performance was a continuation of the sharp market
reversals and directionless patterns seen in late December.
While trading these markets with a long-term trend-following
approach has been difficult these past two months, we believe
the underlying trading models are performing as expected under
the circumstances. We believe the programs style discipline will
reward clients as trends ultimately emerge from the currently
cloudy and uncertain world markets.
Class A Units were negative 3.62% in February 2010 resulting in
a Net Asset Value per unit of $2,769.41 as of February 28, 2010.
February's performance was a continuation of the difficult market
conditions we have seen over the past few months.
The interest rate sector contributed positively to performance
for February as recently established upward trends in Asian and
European debt markets continued throughout February. Trading
in the currency markets also provided positive returns as the
U.S. dollar showed signs of continued strength against the euro,
British pound and Swiss franc due to ongoing fiscal weakness across
Europe.
The Fund's performance in equity indices was slightly negative
in February as global stock markets gyrated throughout the month.
Trading in the metals sector was unprofitable. The Fund incurred
losses in both gold and silver as the precious metals continued
to struggle to find a new direction. There we some significant
rallies and reversals throughout the month and the moves were
generally tied to the performance of the U.S. dollar. The energy
sector was negatively affected as oil prices continued their up
and down ride through the first half of the month. The performance
of the agricultural sectorwas also negative in February after the
sugar market, which rallied 10 percent in January hitting a
29-year high, sharply reversed course and fell over 17percent
in February.
Class A Units were positive 1.04% in March 2010 resulting in
a Net Asset Value per unit of $2,798.33 as of March 31, 2010.
The Fund's positions in equity index futures were profitable in March. The
energy sector was also profitable, benefiting from intra-sector diversification
and the divergent paths of natural gas and petroleum-based fuel prices.
Crude oil prices rose more than 4 percent during the month as improving
economic activity increased demand for fuel, most notably from China. At the
same time, the domestic natural gas market continues to decline. Natural gas
prices fell close to 20 percent during March, making it the best-performing
market in the Fund as milder than normal weather across the country further
exacerbated the bearish supply/demand dynamic. Performance from the
agricultural sector was positive for the month with a number of markets having
a significant positive impact on performance. Corn fell more than 10 percent
during the month. The sugar market suffered an abrupt reversal, falling more
than 20 percent during the month.
The interest rate sector of the Fund declined in March as bonds continue to
move erratically as global sentiment shifts between default and recovery.
Profits from positions in European interest rates were not enough to offset
losses from U.S. and Japanese positions. The currency sector was slightly
unprofitable during the month as a more broad-based rally in the dollar caught
the program off sides in a few markets. The metals sector was unprofitable in
March amidst directionless trading in the gold and silver markets. Precious
metals fell as the dollar rally continued and the allure of these metals as
a safe haven diminished.
Class A Units were positive 3.01% in April 2010 resulting in
a Net Asset Value per unit of $2,882.66 as of April 30, 2010.
The interest rate sector contributed positively to performance in April
with positions in European futures contracts leading the way. The
turmoil in Greece and the concomitant concerns about credit risk and
the impact the crisis will have on the overall European economy
prompted investors to seek the safety of German government bonds.
While bonds in the U.S. did not enjoy the same rally as those in Europe,
benchmark U.S. 10-year yields did decline from 3.82 percent to 3.65
percent during the month. The developments in Europe were also an
important factor influencing exchange rates during the month. The
trend in interest rate differential also favored the dollar versus the
euro. The Japanese yen and Swiss franc also contributed to the positive
results for this sector. Global stock markets showed signs of diverging
in April. Positions in U.S. equity futures were profitable, but were not
enough to offset losses from European positions. Trading in the metals
sector was profitable with both gold and silver generating a positive
performance. Gold and silver are enjoying status as a safe haven
and benefiting from the destabilizing effects of the European monetary
turmoil. Trading in the energy sector was also profitable in April, with
gains from crude oil and crude oil products outweighing small losses
in natural gas. Crude rallied just over $2.00 for the month and made
a positive contribution to performance. The agriculture sector turned
in mixed performance, as small gains in sugar were not enough to
offset losses from other markets in the sector.
Class A Units were positive 1.98% in May 2010 resulting in
a Net Asset Value per unit of $2,939.63 as of 31, 2010.
The Fund performed well overall, providing a measure of diversification
to its investors during the month. The interest rate sector was the
best-performer for the Fund with positions in European bonds leading
the way. The currency markets also contributed positively to performance
with the euro being one of the top performers in the sector. While
global equity markets declined during the month amidst
higher volatility, the sector was slightly unprofitable as small gains from
positions in European equity futures were not enough to offset the losses
from positions in U.S. and Asian futures. The biggest losses in the Fund
were registered in the energy sector, where both crude and natural gas
suffered from significant trend reversals. Difficult trading conditions were
exacerbated by uncertainty about the long-term fallout for the energy
industry as a result of the oil spill in the Gulf of Mexico. Trading metals
was unprofitable as gains in gold were unable to offset losses from positions
in silver. Gold set an all-time high during the middle of May. The rally in
gold was impressive, considering the gains were made at a time of strength
for the U.S. dollar. The agricultural sector was mixed as gains from wheat
and sugar were not enough to offset losses from other markets in the sector.
Class A Units were positive 1.50% in June 2010 resulting in
a Net Asset Value per unit of $2,983.83 as of June 30, 2010.
The Fund's performance in equity indices was slightly positive in June
as the global stock markets fluctuated with broad rallies during the first
half of the month. However, equity markets began a steady retreat
mid-month. The interest rate sector provided the Fund's best returns
during the month as growing fear of a double-dip recession sent investors
flocking to the relative safety of government debt, despite the low yields.
Trading in the currency markets was unprofitable as the recent dollar
strength rally came to a halt. Trading in the metals sector was profitable in
June as gold rallied to a record high with investors pouring funds into the
market as the double-dip recession fears were revived. Gold profited from
its status as a safe haven as central banks, pension funds and individual
buyers amassed their holdings to shield wealth from Europe's financial
turbulence and uncertainty in the global economy. Gold's performance
was able to offset the losses produced in silver for the month. Trading
in the energy sector was unprofitable for the month as fluctuations in
economic sentiment caused reversals mid-month across the entire complex.
The agricultural sector performance was also slightly negative in June
as the markets lacked a clear direction.
Class A Units were negative 0.53% in July 2010 resulting in
a Net Asset Value per unit of $2,967.96 as of July 31, 2010.
Results for July were slightly down with the Fund at -0.53 percent.
The final performance figure belies an active month in the markets where
gains generated from existing trends in interest rates and certain
agricultural commodities were offset by losses in various risk-sensitive
markets, including U.S. equities, which suffered from sharp and abrupt
price reversals. Heightened uncertainty regarding the outlook for the
U.S. economy remained a key theme as the data released during the
month was mixed and did little in the way of offering clarity to investors.
The Fund produced positive performance in the currency sector for the month
of July. The Japanese yen, which had been strong heading into the
month, appreciated another 2.3 percent against the dollar during July.
The EUR/USD exchange rate rallied more than 4 percent during the month as
the downtrend in the currency, which had been in place for most of 2010,
came to an abrupt end. Positions in British pound and Swiss franc were
also positive in July. Positions in equity futures were unprofitable as the
Fund was caught offside for much of the month-long price reversal. The S&P
500 rallied more than 6 percent in July as global credit conditions
improved and earning season progressed without incident. The Fund was able
to profit from positions in interest rates. The recent move higher in bond
prices that began in May and continued in June was supported by
flight-to-quality flows out of equities and other risky assets as turmoil
in the European financial markets peaked. Fortunately for the Fund,
there was a break in this relationship between bond and stock prices
in July as bond prices held their ground and moved higher even as equities
snapped back in July. The sharpest corrections and the most difficult
markets in July were found in the metals sector. Price action in the
energy sector continued to lack clear direction as the summer driving
and cooling season failed to spark movement in either direction. The
Fund suffered small losses in crude oil, crude oil products and natural
gas. The agricultural sector was profitable in July with the largest
gains coming from a spectacular rise in the price of wheat.
Class A Units were positive 5.55% in August 2010 resulting in
a Net Asset Value per unit of $3,132.56 as of August 31, 2010.
The Fund's strong returns came as investor sentiment reverted to the dour
tone that has hung over the market for much of the year. All positions in
the interest rate sector were profitable in August, making interest rates
the best-performing sector in the Fund for the month. Performance from
the currency sector was more mixed but still positive as gains from
positions in the Japanese yen led the way. Trends in other currencies
were less clear but profits from positions in the yen were more-than-enough
to offset the mixed performance from other positions in the sector.
Trading in equities futures was slightly profitable as volatility rose
and global stock markets fell during the month. The metals sector was s
lightly positive with small gains in both silver and gold. The energy
markets were unprofitable as wide erratic swings in crude oil and crude
oil products led to false signals and trading losses. Gains from natural
gas were not enough to offset losses in crude oil but it did help minimize
trading losses in the sector. The agricultural market traded independently,
unaffected by the factors driving other sectors of the Fund. While the
trading results from the sector were slightly negative with most markets
in the group finishing the month higher and, in some cases, substantially
higher. The performance of the Fund in August continues to show the
benefits of an allocation to managed futures and the value of
diversification in an overall portfolio.
Class A Units were positive 5.79% in September 2010 resulting in
a Net Asset Value per unit of $3,314.02 as of September 30, 2010.
The agricultural sector was the best-performing sector in the Fund for
the month. While weather was a benign factor for natural gas prices,
this was not the case in the agricultural markets as the cost of a
number of crops surged. Currencies made a strong contribution to the
Fund's performance in September as the dollar decline accelerated.
The strong rally in equity prices during September represented a
significant reversal from August when U.S. and global indices were down
sharply. Consequently, trading in the sector was slightly unprofitable.
The metals sector made a significant positive contribution to the
Fund's performance in September. Price action in the energy markets
continued to be very choppy.
Class A Units were a positive 9.63% in October 2010 resulting in
a Net Asset Value of $3,633.30 as of October 31, 2010.
The Fund performed exceptionally well in October, generating just
under a 10 percent return for the month. While trends in financial
markets have remained largely intact, it was the agricultural markets,
which are driven by different factors, that fueled the outsized gains
for the month. Cotton rallied 23 percent to close the month at the
highest level since the market began trading in New York more
than 140 years ago. Sugar also had an explosive rally in October,
gaining 24 percent for the month. The grain markets in the U.S. also
enjoyed a powerful rally during the month and contributed
positively to the month's performance.
Metals prices continued their ascent in October. The price of gold
made a new record high of $1,388 per ounce in October and
finished the month up 3.66 percent. Silver followed gold higher,
posting an impressive 12.5 percent return for the month.
Positions in both metals were profitable for the month.
The Fund continues to perform well through these uncertain
times filled with strong government rhetoric and opposing
views on what actions will lead to a sustained global
economic recovery. Profits from trading in European currencies
led the way in the first quarter with the second quarter seeing
strong trends in interest rates and metals as the recovery slowed
and it became apparent to market participants that
monetary policy would need to stay accommodative. Performance
since the beginning of the third quarter has been led by trading in
Asian currencies and the agricultural markets. These continual
shifts in market price trends present challenges to trend followers
but also opportunities to participate in these unforeseen movements
by maintaining a diverse portfolio that utilizes a systematic and
disciplined approach to identify and invest without a fundamental or
directional bias.
Class A Units were a negative 3.62% in November 2010
resulting in a Net Asset Value of $3,501.86 as of November
30, 2010.
Heading into November, the Fund had posted positive performance
in seven of the prior eight months. Looking back at the price action
throughout the month, across multiple sectors, reveals an interruption
in many of the trends that have been responsible for much of this
year's strong performance. We are pleased that the Fund was able to
preserve much of the year's gains as it systematically controlled risk
by reducing, liquidating or reversing positions in some sectors based
upon the extreme intra-month price fluctuations experienced in
November. Just as important, the Fund held onto many positions that
experienced significant price volatility throughout the month as it
utilizes its long-term models, controlling risk, but allowing room for
price variations that often occur but are temporary in the long-term
lifecycle of a market trend. November showed that the markets can
still be negatively affected by the vestiges of 2008, including credit
concerns and imbalances in the global financial system exposing them
to ongoing surges in volatility. Price trends in many individual markets
were impacted in November but the Fund's risk controls and model
diversification, covering both the short- and long-term time horizons,
have allowed the Fund to make adjustments and remain positioned
to take advantage of the existing and new opportunities that have
exposed themselves throughout this mercurial month.
Class A Units were a positive 8.17% in December 2010
resulting in a Net Asset Value of $3,787.96 as of December
31, 2010.
The Fund concluded a very good year with another month of
positive performance in December. The Fund benefited from
the strong performance of the metals sector as the rally in
precious metals continued. Gold and silver both registered
new all-time highs during December.
The agriculture sector reclaimed performance leadership in
December and made a significant contribution to the month's
Gains. Cotton was the best-performing market in the sector.
Similar price patterns played out across the sector in grains and
soft commodities making it the best-performing market in the
Fund. The energy sector registered a second consecutive month
of positive performance in December.
While equity markets cheered the tax cuts, the mood in the bond
market was decidedly less sanguine. Government bond prices fell on
the month. The Fund was able to generate a positive return from the
interest rate sector. Price action in the currency markets was relatively
muted during the last month of the year. Small gains from positions
in the Japanese yen and Swiss franc were sufficient to offset small losses
from positions in the British pound and the euro. Trading in equity index
futures was slightly profitable in December as global stock markets
rallied and volatility fell to multi-year lows.
Inflation
Inflation does have an effect on commodity prices and the
volatility of commodity markets; however, inflation is not
expected to have an adverse effect on the Partnership's
operations or assets.
Item 7A. Quantitative and Qualitative Disclosures About
Market Risk
Introduction
Past Results Are Not Necessarily Indicative of Future
Performance
The Partnership is a speculative commodity pool. The
market sensitive instruments held by it are acquired for
speculative trading purposes, and all or substantially all
of the Partnership's assets are subject to the risk of
trading loss. Unlike an operating company, the risk of
market sensitive instruments is integral, not incidental,
to the main line of business of the Partnership.
Market movements result in frequent changes in the fair
market value of the open positions of the Partnership and,
consequently, in its earnings and cash flow. The market
risk of the Partnership is influenced by a wide variety of
factors, including the level and volatility of interest
rates, exchange rates, equity price levels, the market
value of financial instruments, the diversification effects
among the open positions of the Partnership and the
liquidity of the markets in which it trades.
The Partnership can acquire and/or liquidate both long and
short positions in a wide range of different financial and
metals markets. Consequently, it is not possible to
predict how a particular future market scenario will affect
performance, and the past performance of the Partnership is
not necessarily indicative of its future results.
Value at Risk is a measure of the maximum amount which the
Partnership could reasonably be expected to lose in a given
market sector. However, the inherent uncertainty of the
Partnership's speculative trading and the recurrence in the
markets traded by the Partnership of market movements far
exceeding expectations could result in actual trading or
non-trading losses far beyond the indicated Value at Risk
or the experience of the Partnership to date (i.e., "risk
of ruin"). In light of the foregoing as well as the risks
and uncertainties intrinsic to all future projections, the
inclusion of the quantification included in this section
should not be considered to constitute any assurance or
representation that the losses of the Partnership in any
market sector will be limited to Value at Risk or by the
attempts of the Partnership to manage its market risk.
Standard of Materiality
Materiality as used in this section, "Qualitative and
Quantitative Disclosures About Market Risk," is based on an
assessment of reasonably possible market movements and the
potential losses caused by such movements, taking into
account the leverage, optionality and multiplier features
of the market sensitive instruments of the Partnership.
Quantifying the Trading Value at Risk of the Partnership
Qualitative Forward-Looking Statements
The following quantitative disclosures regarding the market
risk exposures of the Partnership contain "forward-looking
statements" within the meaning of the safe harbor from
civil liability provided for such statements by the Private
Securities Litigation Reform Act of 1995 (set forth in
Section 27A of the Securities Act and Section 21E of the
Securities Exchange Act of 1934). All quantitative
disclosures in this section are deemed to be forward-
looking statements for purposes of the safe harbor, except
for statements of historical fact.
The risk exposure of the Partnership in the various market
sectors traded by the commodity trading advisor is
quantified below in terms of Value at Risk. Due to the
mark-to-market accounting of the Partnership, any loss in
the fair value of the Partnership's open positions is
directly reflected in the earnings (realized or unrealized)
of the Partnership and cash flow (at least in the case of
exchange-traded contracts in which profits and losses on
open positions are settled daily through variation margin).
Exchange maintenance margin requirements have been used by
the Partnership as the measure of its Value at Risk.
Maintenance margin requirements are set by exchanges to
equal or exceed the maximum losses reasonably expected to
be incurred in the fair value of any given contract in 95%-
99% of any one-day intervals. The maintenance margin levels
are established by dealers and exchanges using historical
price studies as well as an assessment of current market
volatility (including the implied volatility of the options
on a given futures contract) and economic fundamentals to
provide a probabilistic estimate of the maximum expected
near-term one-day price fluctuation. Maintenance margin
has been used rather than the more generally available
initial margin, because initial margin includes a credit
risk component which is not relevant to Value at Risk.
In the case of market sensitive instruments which are not
exchange traded (almost exclusively currencies in the case
of the Partnership), the margin requirements for the
equivalent futures positions have been used as Value at
Risk. In those rare cases in which a futures-equivalent
margin is not available, margins of the dealers have been
used.
In quantifying the Value at Risk of the Partnership, 100%
positive correlation in the different positions held in
each market risk category has been assumed. Consequently,
the margin requirements applicable to the open contracts
have simply been aggregated to determine the aggregate
Value at Risk for each trading category. The
diversification effects resulting from the fact that the
positions of the Partnership are rarely, if ever, 100%
positively correlated have not been reflected.
The Trading Value at Risk in Different Market Sectors of
the Partnership
The following table indicates the trading Value at Risk
associated with the open positions of the Partnership by
market category as of December 31, 2011. All open position
trading risk exposures of the Partnership have been
included in calculating the figures set forth below. As of
December 31, 2011, the total capitalization of the
Partnership was approximately $15,024,420, all in Class A
shares.
December 31, 2011
Market Sector Value at Risk % of Total Capitalization
Commodities .58 3.88%
Energies .19 1.29%
Financial Stock Indices .05 0.31%
Interest Rates .34 2.26%
Metals .71 4.73%
Currencies .29 1.95%
Total 2.16 million 14.42%
December 31, 2010, the total capitalization of the
Partnership was approximately $17,063,171, all in Class A
shares.
December 31, 2010
Market Sector Value at Risk % of Total Capitalization
Commodities .78 4.62%
Energies .18 1.07%
Financial Stock Indices .08 0.44%
Interest Rates .25 1.47%
Metals .20 1.17%
Currencies .34 1.97 %
Total 1.83 million 10.74%
Material Limitations on Value at Risk as an Assessment of
Market Risk
The face value of the market sector instruments held by the
Partnership is typically many times the applicable
maintenance margin requirement (maintenance margin
requirements generally ranging between approximately 1% and
10% of contract face value) as well as many times the
capitalization of the Partnership. The magnitude of the
open positions of the Partnership creates a "risk of ruin"
not typically found in most other investment vehicles.
Because of the size of its positions, certain market
conditions that are unusual, but historically recurring
from time to time, could cause the Partnership to incur
severe losses over a short period of time. The foregoing
Value at Risk table, as well as the past performance of the
Partnership, give no indication of this "risk of ruin."
Non-Trading Risk
The Partnership has non-trading market risk on its foreign
cash balances not needed for margin. However, these
balances (as well as any market risk they represent) are
immaterial.
The Partnership holds a portion of its assets in cash on
deposit with Newedge USA, LLC ("Newedge USA") with
substantially all of the remainder on deposit with Horizon
Cash Management, LLC. (Horizon) in short term, highly
liquid investments. The Partnership has cash flow risk on
these cash deposits because if interest rates decline, so will
the interest paid out by Newedge USA at the 91-day
Treasury bill rate. In addition, should short term
interest rates decline, so will the interest earnings for
assets on deposit with Horizon. The Partnership assets
managed by Horizon are deposited in an account in the
custodial department of the Northern Trust Company, and
invested in U.S. government securities and other interest-
bearing obligations at the direction of Horizon. Horizon
is responsible for the investment management of the assets
of the Partnership not deposited with Newedge USA as margin
monies or held in Partnership operating accounts. Horizon
is registered with the Securities and Exchange Commission
(SEC) as an investment adviser. Horizon may invest in U.S.
government securities and other instruments as permitted by
the agreement with the Partnership. Horizon receives an
annual fee of 0.25% payable monthly on the assets it
manages. However, Horizon only receives its service fee if
the accrued monthly interest income earned on the assets of
the Partnership managed by Horizon exceeds the 91-day U.S.
Treasury Bill rate. As of December 31, 2011, the
Partnership had approximately $15.02 million in cash
on deposit with Newedge USA and Horizon.
Qualitative Disclosures Regarding Primary Trading Risk
Exposures
The following qualitative disclosures regarding the market
risk exposures of the Partnership, except for (i) those
disclosures that are statements of historical fact and (ii)
the descriptions of how the Partnership and the Trading
Advisor manage the primary market risk exposures of the
Partnership, constitute forward-looking statements within
the meaning of Section 27A of the Securities Act and
Section 21E of the Securities Exchange Act. The primary
market risk exposures of the Partnership as well as the
strategies used and to be used by the Trading Advisor for
managing such exposures are subject to numerous
uncertainties, contingencies and risks, any one of which
could cause the actual results of the risk controls of the
Partnership to differ materially from the objectives of
such strategies. Government interventions, defaults and
expropriations, illiquid markets, the emergence of dominant
fundamental factors, political upheavals, changes in
historical price relationships, an influx of new market
participants, increased regulation and many other factors
could result in material losses as well as in material
changes to the risk exposures and the risk management
strategies of the Partnership. There can be no assurance
that the current market exposure and/or risk management
strategies of the Partnership will not change materially or
that any such strategies will be effective in either the
short- or long-term. Investors must be prepared to lose
all or substantially all of their investment in the
Partnership.
The following were the primary trading risk exposures of
the Partnership as of December 31,2011, by market sector.
Interest Rates. Interest rate risk is a major market
exposure of the Partnership. Interest rate movements
directly affect the price of the sovereign bond positions
held by the Partnership and indirectly the value of its
stock index and currency positions. Interest rate
movements in one country as well as relative interest rate
movements between countries materially impact the
profitability of the Partnership. The primary interest
rate exposure of the Partnership is to interest rate
fluctuations in the United States and the other G-7
countries. However, the Partnership also takes positions
in the government debt of smaller nations - e.g.,
Australia. The General Partner anticipates that G-7
interest rates will remain the primary market exposure of
the Partnership for the foreseeable future. The changes in
interest rates which have the most effect on the
Partnership are changes in long-term, as opposed to short-
term, rates. Most of the speculative positions held by the
Partnership are in medium to long-term instruments.
However, since February 2000, the JWH program added a
European short rate, the Euribor, which is closely tied to
the actions of the European Central Bank. This was done to
add short term interest rate diversification.
Currencies. The currency exposure of the Partnership is to
exchange rate fluctuations, primarily fluctuations which
disrupt historical pricing relationships between different
currencies and currency pairs. These fluctuations are
influenced by interest rate changes as well as political
and general economic conditions. The Partnership trades in
a large number of currencies, including cross-rates - i.e.,
positions between two currencies other than the U.S.
dollar. However, the Partnership's major exposures have
typically been in the dollar/yen, dollar/Euro, dollar/Swiss
franc, dollar/Australian dollar and dollar/pound positions.
The General Partner does not anticipate that the risk
profile of the Partnership's currency sector will change
significantly in the future. The currency trading Value at
Risk figure includes foreign margin amounts converted into
U.S. dollars with an incremental adjustment to reflect the
exchange rate risk inherent to the dollar-based Partnership
in expressing Value at Risk in a functional currency other
than dollars.
Stock Indices. The primary equity exposure of the
Partnership is to equity price risk in the G-7 countries.
The stock index futures traded by the Partnership are by
law limited to futures on broadly based indices. Ordinarily
the primary exposures are in the FTSE (England), Nikkei
(Japan) and All Ordinaries (Australia) stock indices.
However, in February 2000, the JWH firm added the German
DAX Index Futures. The General Partner anticipates little
trading in non-G-7 stock indices. The Partnership is
primarily exposed to the risk of adverse price trends or
static markets in the major U.S., European and Japanese
indices. (Static markets would not cause major market
changes but would make it difficult for the Partnership to
avoid being "whipsawed" into numerous small losses.)
Metals. The metals market exposure of the Partnership is
to fluctuations in the price of gold and silver (precious
metals) and the base metals of copper, aluminum, zinc, and
nickel at JWH.
Commodities. The exposure to commodities of the
Partnership from JWH GAP includes corn, soybeans, soybean
meal, soybean oil, wheat, and the softs of coffee, cotton,
and sugar, as well as a full complement of other
agricultural commodities.
Energy. The exposure of the Partnership to energy
contracts in the JWH GAP is heating oil, unleaded gasoline,
crude oil natural gas and others.
Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following were the only non-trading risk exposures of
the Partnership as of December 31, 2011.
Foreign Currency Balances. The primary foreign currency
balances of the Partnership are in Japanese yen, Euros,
British pounds and Australian dollars. The Partnership
controls the non-trading risk of these balances by
regularly converting these balances back into dollars (no
less frequently than twice a month).
Cash Position. The Partnership holds a portion of its
assets in cash at Newedge USA, LLC ("Newedge USA") and
Newedge Alternative Strategies, Inc. ("NAST").
95% of these assets earn interest at the average rate paid
on 91-day U.S. Treasury Bills purchased during the month.
Substantially all of remainder is held at Horizon in short
term liquid investments.
Qualitative Disclosures Regarding Means of Managing Risk
Exposure
The General Partner monitors the performance of the
Partnership and the concentration of its open positions,
and consults with the commodity trading advisor concerning
the overall risk profile of the Partnership. If the
General Partner felt it necessary to do so, the General
Partner could require the commodity trading advisor to
close out individual positions as well as entire programs
traded on behalf of the Partnership. However, any such
intervention would be a highly unusual event. The General
Partner primarily relies on the commodity trading advisor's
own risk control policies while maintaining a general
supervisory overview of the Partnership's market risk
exposures.
Risk Management
JWH attempts to control risk in all aspects of the
investment Process - from confirmation of a trend to
determining the optimal exposure in a given market, and to
money management issues such as the startup or upgrade of
investor accounts. JWH double checks the accuracy of
market data, and will not trade a market without multiple
price sources for analytical input. In constructing a
portfolio, JWH seeks to control overall risk as well as the
risk of any one position, and JWH trades only markets that
have been identified as having positive performance
characteristics. Trading discipline requires plans for the
exit of a market as well as for entry. JWH factors the
point of exit into the decision to enter (stop loss). The
size of the JWH positions in a particular market is not a
matter of how large a return can be generated but of how
much risk it is willing to take relative to that expected
return.
To attempt to reduce the risk of volatility while
maintaining the potential for excellent performance,
proprietary research is conducted on an ongoing basis to
refine the JWH investment strategies. Research may suggest
substitution of alternative investment methodologies with
respect to particular contracts; this may occur, for
example, when the testing of a new methodology has
indicated that its use might have resulted in different
historical performance. In addition, risk management
research and analysis may suggest modifications regarding
the relative weighting among various contracts, the
addition or deletion of particular contracts from a
program, or a change in position size in relation to
account equity. The weighting of capital committed to
various markets in the investment programs is dynamic, and
JWH may vary the weighting at its discretion as market
conditions, liquidity, position limit considerations and
other factors warrant.
JWH may determine that risks arise when markets are
illiquid or erratic, such as may occur cyclically during
holiday seasons, or on the basis of irregularly occurring
market events. In such cases, JWH at its sole discretion
may override computer-generated signals and may at times
use discretion in the application of its quantitative
models, which may affect performance positively or
negatively.
Adjustments in position size in relation to account equity
have been and continue to be an integral part of the JWH
investment strategy. At its discretion, JWH may adjust the
size of a position in relation to equity in certain markets
or entire programs. Such adjustments may be made at
certain times for some programs but not for others.
Factors which may affect the decision to adjust the size of
a position in relation to account equity include ongoing
research, program volatility, assessments of current market
volatility and risk exposure, subjective judgment, and
evaluation of these and other general market conditions.
Item 8. Financial Statements and Supplementary Data
Reference is made to the financial statements and the notes
thereto attached to this report.
THE EVEREST FUND, LIMITED PARTNERSHIP
Supplementary Summarized Quarterly Data
For the four Quarters for 2011 and 2010.
March 31, 2011 June 30, 2011 September 30, 2011 December 31, 2011
Class A Class A Class A Class A
Net Income $569,387 $ -1,841,536 $1,446,616 $-2,499,738
Increase in Net
Asset Value Per Unit $126.50 $-400.02 $318.94 $-550.28
Net Asset Value Per Unit
$3,914.46 $3,514.44 $3,833.38 $3,283.10
Ending Net Asset Value
$17,861,265 $15,932,661 $17,415,461 $15,024,419
March 31, 2010 June 30, 2010 September 30, 2010 December 31, 2010
Class A Class A Class A Class A
Net Income $-843,144 $ 831,462 $1,507,301 $2,138,432
Increase in Net
Asset Value Per Unit $-178.81 $185.50 $330.19 $473.94
Net Asset Value Per Unit
$2,798.33 $2,983.83 $3,314.02 $3,787.96
Ending Net Asset Value
$12,690,099 $13,604,063 $14,986,293 $17,063,171
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
None.
Item 9A(T). Controls and Procedures
Evaluation of Disclosure Controls and
Procedures
The General Partner carried out an evaluation, under the
supervision and with the participation of the General
Partner's management, including its principal executive
Officer, Peter Lamoureux, of the effectiveness of the design
and operation of the Partnership's disclosure controls and
procedures as contemplated by Rule 13(a)-15(e) of the Securities
Exchange Act of 1934, as amended. Any control system, no matter
how well designed and operated, can provide only reasonable (not
absolute) assurance that its objectives will be met.
Furthermore, no evaluation of controls can provide absolute
assurance that all control issues and instances of fraud, if any,
have been detected. Based on their evaluation as of December 31, 2011,
the General Partner's principal executive officer and principal
financial officer concluded that the Partnership's disclosure controls
and procedures were effective.
Changes In Internal Control Over Financial Reporting
There was no change in the Partnership's internal control
Over financial reporting in the 12 months ended December
31, 2011 that has materially affected, or is reasonably
likely to materially affect, the Partnership's internal
control over financial reporting.
The General Partner's management has conducted the evaluation
of the internal control over financial reporting, as required
by Exchange Act Rules 13a-15 and 15d-15.
Report on Management's Assessment of Internal Control
Over Financial Reporting
The management of the General Partner is responsible for
establishing and maintaining adequate internal control over
financial reporting by the Partnership.
The General Partner's internal control over financial reporting
is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with accounting
principles generally accepted in the United States. The Partnership's
internal control over financial reporting includes those policies and
procedures that (i) pertain to the maintenance of records that, in
reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the Partnership; (ii) provide reasonable
assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with accounting
principles generally accepted in the United States, and that receipts
and expenditures of the Partnership are being made only in accordance
with authorizations of management of the Partnership; and (iii) provide
reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use, or disposition of the Partnership's
assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements. All
internal control systems, no matter how well designed, have inherent
limitations, including the possibility of human error and the
circumvention of overriding controls. Accordingly, even effective
internal control over financial reporting can provide only reasonable
assurance with respect to financial statement preparation. Also,
projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of
changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Management assessed the effectiveness of the Partnership's internal
control over financial reporting , based on the framework set forth by
the Committee of Sponsoring Organizations of the Treadway
Commission (COSO) in Internal Control-Integrated Framework.
Based on that assessment, management concluded that, as of
December 31, 2011, the Partnership's internal control over financial
reporting was effective based on the criteria established in
Internal Control-Integrated Framework.
This annual report does not include an attestation report of
the Partnership's registered public accounting firm regarding
internal control over financial reporting. Management's report
was not subject to attestation by the company's registered public
accounting firm pursuant to temporary rules of the Securities and
Exchange Commission that permit the company to provide only
management's report in this annual report.
Item 9B. Other Information.
None
Part III
Item 10. Director and Executive Officer of the
Registrant.
The General Partner, Everest Asset Management, Inc., is the
sole General Partner and commodity pool operator of the
Partnership. It is a Delaware corporation incorporated in
1987, is and has been registered with the CFTC as a
commodity pool operator since July 1, 1988 and is and has
been a member of the National Futures Association since
that date. Its address is 1100 North 4th Street, Suite 143,
Fairfield, Iowa 52556 and its telephone number at such
location is (641) 472-5500.
The officer and director of the General Partner as of
December 31, 2011 is listed below:
Peter Lamoureux. Mr. Lamoureux, (born in 1950), has
been President, Treasurer and Secretary of the General
Partner since November 1996. He joined the General Partner
and Capital Management Partners, Inc., a selling agent and
affiliate of the Partnership at that time, in 1991 and has
had primary responsibility for Partnership syndication
since October 1994. Prior to joining the General Partner,
Mr. Lamoureux was Manager of Refined Products with United
Fuels International, Inc., an energy brokerage firm in
Waltham, Massachusetts. He received his B.S. in Education
from Rhode Island College, R.I.
The General Partner does not trade commodities for its own
account but its principals may. Because of their
confidential nature, records of such trading will not be
available to Limited Partners for inspection.
There have been no material criminal, civil or
administrative actions during the preceding five years or
ever against the General Partner or its principal.
Audit Committee Financial Expert
The Board of Directors of Everest Asset Management, Inc.
has determined that Peter Lamoureux, President, Treasurer
and Secretary of the General Partner, qualifies as an audit
committee financial expert in accordance with the
applicable rules and regulations of the U.S. Securities and
Exchange Commission. Mr. Lamoureux is not "independent" as
that term is defined in Item 7(a)(3)(iv) of Schedule 14A
under the Exchange Act.
Code of Ethics
The General Partner has adopted a code of ethics for its
chief executive officer and persons performing similar
functions. A copy of the General Partner's code of ethics
may be obtained at no charge by written request to Everest
Asset Management, Inc., 1100 North 4th Street, Suite 143,
Fairfield, Iowa 52356 or by calling 641-472-5500.
Item 11. Executive Compensation.
The Partnership has no directors or executive officers. As
a limited partnership, the business of the Partnership is
managed by its General Partner which is responsible for the
administration of the business affairs of the Partnership
and receives the compensation described in Item 1
"Business" hereof. The officers and directors of the
General Partner receive no compensation from the
Partnership for acting in their respective capacities with
the General Partner.
The General Partner is the manager of the Partnership. General Partner
receives .05% management fees monthly.
Item 12. Security Ownership of Certain Owners and
Management and Related Stockholder Matters.
(a) As of December 31, 2011 there were two partners
known to the Partnership to own beneficially more than 5%
of the outstanding Units:
RBRF Limited Partnership 5.655%
Alan L Schoolcraft 16.449%
(b) As of December 31, 2011, management ownership
was: by Peter Lamoureux with 77.353 class A units. This
represents 1.69% of class A units of the Partnership.
(c) As of December 31, 2011, no arrangements were
known to the Partnership, including no pledge by any person
of Units of the Partnership or shares of the General
Partner or the affiliates of the General Partners, such
that a change in control of the Partnership may occur at a
subsequent date.
Item 13. Certain Relationships and Related Transactions.
(a) None other than the compensation
arrangements described herein.
(b) None.
(c) None.
The Partnership filed Registration Statements on Form S-18
and Form 10, therefore this information is not required to
be included.
Item 14. Principal Accounting Fees and Services
Audit Fees
For the year ended December 31,2011 the aggregate fee
billed by Donahue Associates, LLC, Independent
Registered Public Accountant, for professional services
rendered for the audit of the financial statements included
in this annual report was $13,750.
For the year ended December 31, 2010 the aggregate fee
billed by Donahue Associates, LLC, Independent
Registered Public Accountant, for professional services
rendered for the audit of the financial statements included
in this annual report was $13,300.
Audit Related Fees
None.
Tax Fees
The audit committee pre-approved all fees for the
Everest Partnership, L.P. for fiscal year 2011 and 2010.
For the year ended December 31, 2011, the aggregate fees
billed by Donahue Associates, LLC for federal and state tax return
preparation totaled $7,000.
For the year ended December 31, 2010, the aggregate fees
billed by Donahue Associates, LLC for federal and state tax return
preparation totaled $6,000.
All Other Fees
None.
Part IV
Item 15. Exhibits, Financial Statement, Schedules.
(a) The following documents are included herein:
(1) Financial Statements:
a. Report of Independent Registered
Public Accounting Firm:
Donahue Associates, LLC for 2011
Donahue Associates, LLC for 2010
b. Statements of Financial Condition, December 31, 2011 and 2010.
c. Statements of Operations, Years Ended December 31, 2011 and 2010.
d. Statements of Changes in Partners' Capital, Years Ended
December 31, 2011 and 2010.
e. Statements of Cash Flows, Years Ended December 31, 2011 and 2010.
f. Schedule of Investments, December 31, 2011
g. Schedule of Investments, December 31, 2010
Notes to Financial Statements.
Acknowledgment
(2) All financial statement schedules have been omitted
because the information required by the schedules is not
applicable, or because the information required is
contained in the financial statements included herein or
the notes thereto.
(3) Exhibits:
See the Index to Exhibits annexed hereto.
Form 8-K -None
Exhibits:
See The Index to Exhibits annexed hereto.
(c) Financial Statement Schedules
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Partnership has duly
caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date: March 30, 2012 The Everest Fund, L.P.
By: Everest Asset Management, Inc.
(General Partner)
By: /s/ Peter Lamoureux
Peter Lamoureux, President
Secretary, Treasurer, and Director
Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons on behalf of the Partnership and in the capacities
and on the date indicated.
Date: March 30, 2012
By: /s/ Peter Lamoureux
Peter Lamoureux, President,
Secretary, Treasurer, and Director
Index to Exhibits:
Exhibit
No. Description
3.4 Amended and Restated Agreement of Limited
Partnership dated as of May 1, 1995.
Advisory Contract between the Partnership, the General
Partner and John W. Henry & Company, Inc. dated
December 1, 1990.
10.6 Amendment to Advisory Contract between the
Partnership, the General Partner and John W. Henry &
Company, Inc. dated April 1, 1995.
10.9 Certificate of Limited Partnership for Everest
Futures Fund II L.P. dated March 15, 1996.
Limited Partnership Agreement for Everest Futures Fund
II L.P. dated as of March 29, 1996.
Confidential Private Placement Memorandum and Disclosure
Document dated August 21, 1996.
Notes to the Exhibits:
Exhibits 3.4, 10.5, 10.6, 10.9, 10.10 and 28.1 are
incorporated by reference to the Partnership's Form 10
accepted on September 19, 1996.
The Exhibits referenced above bear the exhibit numbers
corresponding to those indicated in the Partnership's
Registration Statements.
Number of Attached Exhibits
None.
Yours truly,
Peter Lamoureux
President
EVEREST FUND, L.P.
(An Iowa Limited Partnership)
ACKNOWLEDGEMENT
The Everest Fund, L.P.
(an Iowa Limited Partnership)
FINANCIAL REPORT
For the Years Ending
December 31, 2011 and December 31, 2010
The Everest Fund, L.P.
(an Iowa Limited Partnership)
Table of Contents
Page(s)
I. Report of Independent Registered Public Accounting Firm 1
II. Financial Statements
Statements of Financial Condition 2
Statements of Operations 3
Statements of Changes in Partners' Capital 4
Statements of Cash Flows 5
Condensed Schedules of Investments 6
III. Notes to the Financial Statements 7-16
DONAHUE ASSOCIATES, LLC
Certified Public Accountants
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Partners
The Everest Fund, L.P.
We have audited the accompanying statement of financial condition,
including the condensed schedules of investments, of The Everest
Fund, L.P. as of December 31, 2011 and December 31, 2010, and the
related statements of operations, changes in partners' capital and
cash flows each of the two years in the period ended December 31,
2011. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of The
Everest Fund, L.P. as of December 31, 2011 and December 31, 2010,
and the results of its operations and its cash flows for each of
the two years in the period ended December 31, 2011 in conformity
with accounting principles generally accepted in the United States
of America.
Donahue Associates LLC
Monmouth Beach, New Jersey
March 15, 2012
1
The Everest Fund, L.P.
(an Iowa Limited Partnership)
Statements of Financial Condition
As of December 31, 2011 and December 31, 2010
ASSETS 2011 2010
Equity in broker trading accounts:
Cash and cash equivalents $12,127,486 $14,708,768
Net unrealized gain (loss) on open
contracts 591,296 1,035,839
----------- -----------
Total equity at broker trading accounts $12,718,782 $15,744,607
Cash and cash equivalents $2,459,727 $1,623,908
Interest receivable 0 198
----------- -----------
Total Assets $15,178,509 $17,368,713
============ ===========
LIABILITIES
Management fees payable $24,925 $28,685
Incentive fees payable 0 119,237
Brokerage commissions & fees payable 69,868 75,486
Accounts payable & accrued expenses 59,296 82,135
----------- -----------
Total Liabilities $154,089 $305,543
PARTNERS' CAPITAL
Limited partners, Class A shares: 4,576.29
and 4,504.58 units outstanding 15,024,420 17,063,170
----------- -----------
Total Liabilities & Partners' Capital $15,178,509 $17,368,713
=========== ===========
The accompanying notes are an integral part of these financial statements.
2
The Everest Fund, L.P.
(an Iowa Limited Partnership)
Statements of Operations
For the Years Ended December 31, 2011 and 2010
Trading gains (losses): 2011 2010
Net realized trading gains (losses) ($344,639) $4,036,082
Change in unrealized gains (losses) (444,543) 883,535
Brokerage commissions & fees (46,079) (41,580)
------------ ------------
Net gain (loss) from trading ($835,261) $4,878,037
Net investment income:
Income:
Interest income 36,557 54,655
Dividend income 0 1
----------- ------------
Total income $36,557 $54,656
Expenses:
Management fees- general partner $979,073 $794,807
Management fees- advisors 339,860 285,527
Advisor incentive fees 143,073 119,237
Professional fees 57,327 94,384
Administrative expenses 7,232 4,687
------------ ------------
Total administrative expenses 1,526,565 1,298,642
============ ============
Net investment income (loss) (1,490,008) (1,243,986)
------------ ------------
Net income (loss) ($2,325,269) $3,634,051
============== ============
Net income(loss)per unit of partner interest ($512.12) $806.75
The accompanying notes are an integral part of these financial statements.
3
The Everest Fund, L.P.
(an Iowa Limited Partnership)
Statement of Changes in Partners' Capital
For the Years Ended December 31, 2011 and December 31, 2010
Partners' Units Net Asset
Equity Outstanding Value Per Unit
Partners' equity at December 31,2009 $14,084,535 4,730.89 $2,977.14
Additions 870,000 294.30
Redemptions (1,516,803) (520.61)
Offering costs (8,613)
Net income 3,634,051
------------ -----------
Partners' equity at December 31,2010 $17,063,170 4,504.58 $3,787.96
Additions 958,779 397.34
Redemptions (662,767) (325.63)
Offering costs (9,493)
Net loss (2,325,269)
------------ ------------
Partners' equity at December 31,2011 $15,024,420 4,576.29 $3,283.10
============ ============
The accompanying notes are an integral part of these financial statements.
4
The Everest Fund, L.P.
(an Iowa Limited Partnership)
Statements of Cash Flows
For the Years Ended December 31, 2011 and 2010
2011 2010
Cash flows from (for) operating activities
Net income (loss) ($2,325,269) $3,634,051
Net changes to reconcile net income (loss)
to net cash
provided (used) by operating activities:
Unrealized gain (loss) on open contracts 444,543 (885,105)
Interest receivable 198 47,754
Incentive fees payable (119,237) 119,237
Brokerage commissions & fees payable (5,618) 1,957
Management fees payable (3,760) 5,343
Accounts payable & accrued expenses (22,839) 11,906
------------- -----------
Net cash provided (used) by operating
activities ($2,031,982) $2,935,143
Cash flows from (for) financing activities:
Partner additions, net of offering costs $949,286 $861,387
Redemptions paid (662,767) (1,661,473)
------------- -----------
Net cash provided (used) by financing
activities 286,519 (800,086)
------------- -----------
Net change in cash & cash equivalent
position ($1,745,463) $2,135,057
Cash & cash equivalent balance at January 1st 16,332,676 14,197,619
------------- -----------
Cash & cash equivalent balance at December31st $14,587,213 $16,332,676
============= ===========
Cash & cash equivalents consist of:
Cash in broker trading accounts $12,127,486 $14,708,768
Cash & cash equivalents 2,459,727 1,623,908
------------ ----------
Total cash & cash equivalents $14,587,213 $16,332,676
============= ===========
The accompanying notes are an integral part of these financial statements.
5
The Everest Fund, L.P.
(an Iowa Limited Partnership)
Condensed Schedule of Investments
As of December 31, 2011
Percent of Gain (Loss)
Expiration Dates Number of Partners' on Open
Contracts capital Contracts
---------- ----------- ----------
Long U.S. Futures
Contracts
Interest rates Mar 12 - Sep 12 157 1.31% $196,358
Agriculture Mar 12 10 0.00% (250)
--------- ---------
Total Long Futures Contracts 1.31% 196,108
--------- ---------
Short U.S. Futures
Contracts
Interest rates Mar 12 4 -0.01% ($2,070)
Metals Feb 12 - Mar 12 60 2.29% 343,720
Energy Mar 12 - Apr 12 55 0.17% 25,835
Agriculture Mar 12 166 0.30% 45,668
Currencies Mar 12 - Dec 12 126 -0.26% (39,013)
Indices Mar 12 9 0.14% 21,048
--------- ---------
Total Short Futures Contracts 2.63% $395,188
--------- ---------
Total Futures Contracts 3.94% $591,296
========= =========
The accompanying notes are an integral part of these financial statements.
6
The Everest Fund, L.P.
(an Iowa Limited Partnership)
Condensed Schedule of Investments
As of December 31, 2010
Percent of Gain (Loss)
Expiration Dates Number of Partners' on Open
Contracts capital Contracts
---------- ----------- ----------
Long U.S. Futures
Contracts
Interest rates Sep-11 9 0.01% $1,053
Metals Feb 11 - Mar 11 56 3.02% 515,000
Energy Mar 11 - Apr 11 50 0.49% 84,126
Agriculture Mar-11 230 1.54% 262,745
Currencies Mar-11 80 0.87% 147,700
Indices Mar-11 16 0.07% 12,211
--------- ----------
Total Long Futures Contracts 6.00% $1,022,835
--------- ----------
Short U.S. Futures
Contracts
Interest Rates Mar-11 118 0.17% $29,348
Energy Apr-11 1 -0.01% (1,250)
Currencies Mar 11 - Dec 11 22 -0.09% (15,094)
--------- ----------
Total Short Futures Contracts 0.07% 13,004
--------- ----------
Total Futures Contracts 6.07% $1,035,839
========== ==========
The accompanying notes are an integral part of these financial statements.
7
The Everest Fund, L.P.
(an Iowa Limited Partnership)
Notes to the Financial Statements
For the Years Ended December 31, 2011 and December 31, 2010
1. Organization and Business
The Everest Fund, L.P., (the "Partnership") is a limited partnership
organized in June 1988, under the Iowa Uniform Limited Partnership
Act (the "Act") for the purpose of engaging in the speculative
trading of commodity futures and options thereon and forward contracts
(collectively referred to as "Commodity Interests"). The sole General
Partner of the Partnership is Everest Asset Management, Inc. (the "General
Partner").
On July 1, 1995, the Partnership recommenced its offering under a Regulation D,
Rule 506 private placement. The private placement offering is continuing at a
gross subscription price per unit equal to net asset value (NAV) per unit,
plus an organization and offering cost reimbursement fee payable to the General
Partner, and an ongoing compensation fee equal to 3% of the net asset value of
Class A Units sold. The Class A Units (retail shares) continue to be charged
an initial 1% offering and organization fee as a reduction to capital.
2. Summary of Significant Accounting Policies
Revenue Recognition
Commodity futures contracts, forward contracts, physical commodities, and
related options are recorded on the trade-date basis and realized gains or
losses are recognized when contracts are liquidated. All such transactions
are recorded on the identified cost basis and marked to market daily.
Unrealized gains or losses on open contracts (the difference between contract
trade price and market price) are reported in the statement of financial
condition as a net unrealized gain or loss, as there exists a right of offset
of unrealized gains or losses in accordance with the Financial Accounting
Standards Board Interpretation No. 39 - "Offsetting of Amounts Related to
Certain Contracts." Any change in net unrealized gain or loss from the
preceding period is reported in the statement of operations. Fair value of
exchange-traded contracts is based upon exchange settlement prices. Fair
value of non-exchange-traded contracts is based on third party quoted dealer
values on the Inter-bank market.
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles 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 statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
8
Note 2, continued
Cash and Cash Equivalents
Cash equivalents represent short-term highly liquid investments with maturities
of 90 days or less at the date of acquisition.
Redemptions Payable
Redemptions approved by the General Partner prior to month end with a fixed
effective date and fixed amount are recorded as redemptions payable as of
month end.
Fair Value of Financial Instruments
The financial instruments held by the Company are reported in the statements
of financial condition at fair value, or at carrying amounts that approximate
fair value, due to their highly liquid nature and short-term maturity.
Foreign Currency Translation
The Partnership's functional currency is the U.S. dollar, however, it
transacts business in currencies other than the U.S. dollar. Assets and
liabilities denominated in foreign currencies are translated at the prevailing
exchange rates as of the date of the statements of financial condition. Gains
and losses on investment activity are translated at the prevailing exchange
rate on the date of each respective transaction while year-end balances are
translated at the year-end currency rates. Realized and unrealized foreign
exchange gains or losses are included in trading income in the statements
of operations.
Income Taxes
No provision for income taxes has been made in the accompanying financial
statements as each partner is responsible for reporting income (loss) based
upon the pro rata share of the profits or losses of the Partnership. The
Partnership files U.S. federal and state tax returns.
Recent Accounting Pronouncements:
ASU No. 2011-02; A Creditor's Determination of Whether a Restructuring Is a
Troubled Debt Restructuring ("TDR"). In April, 2011, the FASB issued ASU
No. 2011-02, intended to provide additional guidance to assist creditors in
determining whether a restructuring of a receivable meets the criteria to be
considered a troubled debt restructuring. The amendments in this ASU are
effective for the first interim or annual period beginning on or after June
15, 2011, and are to be applied retrospectively to the beginning of the annual
period of adoption. As a result of applying these amendments, an entity may
identify receivables that are newly considered impaired. Early adoption is
permitted. The adoption of ASU No. 2011-02 will not have a material affect
on the Partnership's financial statements.
9
Note 2, continued
ASU No. 2011-04; Amendments to Achieve Common Fair Value Measurement and
Disclosure Requirements in U.S. GAAP and International Reporting Financial
Standards (IFRS).The amendments in this ASU generally represent clarifications
of Topic 820, but also include some instances where a particular principle
or requirement for measuring fair value or disclosing information about fair
value measurements has changed. This ASU results in common principles and
requirements for measuring fair value and for disclosing information about
fair value measurements in accordance with U.S. GAAP and IFRS. The
amendments in this ASU are to be applied prospectively. For public entities,
the amendments are effective during interim and annual periods beginning
after December 15, 2011. Early application by public entities is not
permitted.
3. Fair Value of Financial Instruments
Fair value is defined 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 Financial Accounting Standards
Board has defined a hierarchy for fair value measurements. The fair value
hierarchy gives the highest priority to quoted prices in active markets for
identical assets or liabilities (Level 1) and the lowest priority to
unobservable inputs (Level 3). The three levels of the fair value
hierarchy are described below:
Level 1. Unadjusted quoted prices in active markets for identical assets
or liabilities that the reporting entity has the ability to access at the
measurement date.
Level 2. Inputs other than quoted prices within Level 1 that are
observable for the asset or liability, either directly or indirectly; and
fair value is determined through the use of models or other valuation
methodologies. A significant adjustment to a Level 2 input could result
in the Level 2 measurement becoming a Level 3 measurement.
Level 3. Inputs are unobservable for the asset or liability and include
situations where there is little, if any, market activity for the asset or
liability. The inputs into the determination of fair value are based upon
the best information in the circumstances and may require significant
management judgment or estimation.
10
Note 3, continued
The table below demonstrates the Partnership's fair value hierarchy for
those assets and liabilities measured at fair value on a recurring basis
as of December 31, 2011and December 31, 2010:
Level 1 Level 2 Level 3
Assets at December 31, 2011:
Open positions in futures and
option contracts $591,296
---------- ---------- ---------
Total assets at fair value $591,296 $0 $0
========== ========== ==========
Level 1 Level 2 Level 3
Assets at December 31, 2010:
Open positions in futures and
option contracts $1,035,839
---------- ---------- ---------
Total assets at fair value $1,035,839 $0 $0
=========== ========== ==========
In the normal course of business, the Partnership engages in trading
derivatives by purchasing and selling futures contracts and options on
future contracts for its own account. All such trading is effectuated
as speculative as opposed to hedging. Effective January 1, 2009, the
Partnership adopted the provisions of Accounting Standards Codification
815, Derivatives & Hedging, which requires enhanced disclosures about
the objectives and strategies for using derivatives and quantitative
disclosures about the fair value amounts, and gains and losses on
derivatives. See below for such disclosures.
Fair Value of Derivative Instruments
2011 2010
Speculative Instruments Location- Statement of Fair Value Fair Value
Financial Condition
----------------------- ---------- ----------
Futures Contracts Net unrealized gain (loss)
on open contracts $591,296 $1,035,839
2011 2010
Speculative Instruments Location- Statement Fair Value Fair Value
of Operations
---------------------- ---------- ----------
Futures Contracts Net realized trading gains(losses) ($344,639) $4,036,082
Futures Contracts Change in unrealized gains(losses) ($444,543) $883,535
11
Note 3, continued
In the normal course of business, the Partnership utilizes derivative
contracts, such as futures and option contracts, in connection with
its trading activities. Investments in derivative contracts are subject
to additional risks that can result in a loss of all or part of an
investment. The Partnership's derivative activities are classified by
the following primary underlying risks: interest rate, foreign currency
exchange rate, and commodity price risks. At December 31, 2011,
the volume of the Partnership's derivative activities based on their
notional amounts categorized by primary underlying risk is as follows.
Long Short
Primary underlying risk: Exposure Exposure
Interest Rate $276,761 $71,441,185
Foreign Currency 1,450,461 51,166,493
Commodity Price 323,250 31,487,038
-------------- -------------
Totals $2,050,472 $154,094,717
=============== =============
The Partnership is subject to these risks in the normal course of its
investment objectives. The Partnership uses futures and option
contracts to gain exposure to, or hedge against, changes in the value
of commodities, interest rates, or foreign currencies. A futures
contract represents a commitment for the future purchase or sale of
an asset at a specified price on a specified date. Option contracts
entered into give the Partnership the right, but not the obligation,
to buy or sell within a limited period of time, a futures contract
at a contracted price.
The purchase and sale of futures and options contracts requires margin
deposits with the clearing futures commission merchant (FCM) equal to
a certain percentage of the total contract amount. Subsequent payments
are made or received by the Partnership each day, depending on the daily
fluctuations in the value of the contract. These daily gains or losses
are recognized by the Partnership in the statement of operations.
4. Limited Partner Agreement
The Limited Partners and General Partner share in the profits and
losses of the Partnership in proportion to the number of units or
unit equivalents held by each. However, no Limited Partner is liable
for obligations of the Partnership in excess of their capital
contribution and profits. Distributions of profits are made solely
at the discretion of the General Partner.
Responsibility for managing the Partnership is vested solely in the
General Partner. The General Partner has delegated complete trading
authority to an unrelated party (see Note 5).
12
Note 4, continued
Limited Partners may cause any or all of their Class A units to be
redeemed as of the end of any month at the month end net asset value
on fifteen days' prior written notice to the general partner, or such
lesser period as is acceptable to the Partnership. Although the
Partnership Agreement does not permit redemptions for the first six
months following a Limited Partner's admission to the Partnership,
the Agreement does permit the Partnership to declare additional
regular redemption dates.
The Partnership will be dissolved on December 31, 2020, or upon the
occurrence of certain events, as specified in the Partnership
agreement.
5. Agreements and Related Party Transactions
John W. Henry & Company, Inc. (JWH) serves as the Partnership's
commodity trading advisor. JWH receives a monthly management fee
equal to 0.167% (2% annually) of the Partnership's month-end net asse
t value, as defined, and a quarterly incentive fee of 20% of the
Partnership's new net trading profits, as defined. The incentive fee
is retained by JWH even though trading losses may occur in subsequent
quarters; however, no further incentive fees are payable until any
such trading losses (other than losses attributable to redeemed units
and losses attributable to assets reallocated to another advisor) are
recouped by the Partnership.
Effective November 2003, the General Partner charges the Partnership
a monthly management fee equal to 0.50% (6% annually) of the
Partnership's Class A beginning-of-month net asset value.
The Partnership's clearing FCM is Newedge USA, LLC (Newedge), a
company headquartered in Chicago, Illinois and an FCM registered with
the Commodity Futures Trading Commission (CFTC). Newedge charges the
Partnership a brokerage commission rate of between $5.80 to $10.70
per round-turn trade, plus applicable exchange fees, give up fees
and other fees for futures contracts and options contracts executed
on registered domestic and foreign exchanges. For trades on certain
foreign exchanges, the rates may be higher.
The Partnership earns interest on 95% of the Partnership's average
monthly cash balance on deposit with Newedge at a rate equal to the
average 91-day Treasury Bill rate for US Treasury Bills issued during
that month.
The Partnership has also entered into an investment advisory
agreement with Horizon Cash Management L.L.C. ("HCM"). At December
31, 2011 and December 31, 2010 approximately 79% and 86%,
respectively, of the Partnership's capital were funds deposited with
a commercial bank and invested under the direction of HCM. HCM
receives a monthly cash management fee equal to 1/12 of .25%
(.25% annually) of the average daily assets under management if the
accrued monthly interest income earned on the Partnership's assets
managed by HCM exceeds the 91-day U.S. Treasury bill rate.
13
6. Financial Instruments, Off-Balance Sheet Risks and Contingencies
The Partnership engages in the speculative trading of U.S. and foreign
futures contracts, options on U.S. and foreign futures contracts, and
forward contracts ("collectively derivatives"). These derivatives
include both financial and non-financial contracts held as part of a
diversified trading strategy. The Partnership is exposed to both
market risk, the risk arising from changes in the market value of the
contracts; and credit risk, the risk of failure by another party to
perform according to the terms of a contract.
The purchase and sale of futures and options requires margin deposits
with an FCM. Additional deposits may be necessary for any loss on
contract value the Partnership holds. The Commodity Exchange Act
requires an FCM to segregate all customer transactions and assets
from the FCM's proprietary activities. A customer's cash and other
property such as U.S. Treasury Bills, deposited with an FCM are
considered commingled with all other customer funds subject to the
FCM's segregation requirements. In the event of an FCM's insolvency,
recovery may be limited to a pro rata share of segregated funds
available. It is possible that the recovered amount could be less
than the total of cash and other property deposited.
For derivatives, risks arise from changes in the market value of the
contracts. Theoretically, the Partnership is exposed to a market
risk equal to the value of futures and forward contracts purchased
and unlimited liability on such contracts sold short. As both a
buyer and seller of options, the Partnership pays or receives a
premium at the outset and then bears the risk of unfavorable changes
in the price of the contract underlying the option.
In the case of forward contracts, over-the-counter options contracts
or swap contracts, which are traded on the interbank or other
institutional market rather than on exchanges, the counterparty is
generally a single bank or other financial institution, rather than
an FCM backed by a group of financial institutions; thus, there
likely will be greater counterparty credit risk. The Partnership
trades only with those counterparties that it believes to be
creditworthy. All positions of thePartnership are valued each day
on a mark-to-market basis. There can be no assurance a counterparty
will be able to meet its obligations to the Partnership.
14
Note 6, continued
The unrealized gain (loss) on open futures and forward contracts is
comprised of the following:
2011
----------------------------------
Futures Forwards Total
--------- ---------- ----------
Gross unrealized gains $196,358 $436,271 $632,629
Gross unrealized losses (250) (41,083) (41,333)
----------- ---------- -----------
Net unrealized gains (losses) $196,108 $395,188 $591,296
=========== ========== ===========
2010
----------------------------------
Futures Forwards Total
--------- ---------- ----------
Gross unrealized gains $1,022,836 $29,347 $1,052,183
Gross unrealized losses 0 (16,344) (16,344)
----------- ---------- -----------
Net unrealized gains (losses) $1,022,836 $13,003 $1,035,839
=========== ========== ===========
The Partnership's policy is to continuously monitor its exposure to market
and counterparty risk through the use of a variety of financial, position
and credit exposure reporting and control procedures. In addition, the
Partnership has a policy of reviewing the credit standing of each FCM or
counter party with which it conducts business.
The limited partners bear the risk of loss only to the extent of the net
asset value of their Partnership units.
15
7. Financial Highlights
The following financial highlights show the Partnership's financial
performance for the years ended December 31, 2011 and December 31, 2010.
2011 2010
Class A Class A
Total return before distributions (13.33) 27.23%
======== ========
Ratio to average net assets:
Management fees 5.78% 7.62%
Incentive fees 0.85% 0.84%
Other expenses 2.39% 0.70%
-------- --------
Total expenses 9.02% 9.16%
======== =========
Total return is calculated for all partners throughout the year.
An individual partner's return may vary from these Partnership
returns based on the timing of unit transactions.
8. Concentrations of Credit
The Partnership has a significant amount of its assets on deposit
with the clearing FCM, which are not insured. In the event of the
insolvency of the clearing FCM, recovery of the Partnership's assets
may be limited to a pro rata share of available funds.
The Partnership may, from time to time, have deposits at banks that
are in excess of insured amounts.
9. Subsequent Events
The Partnership has made a review of material subsequent events
from December 31, 2011 through the date of this report and found
no material subsequent events reportable during this period.
16