SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934
For the year ended 12-31-2010
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 333-119655
TRIVIEW GLOBAL FUND, LLC
(Exact name of registrant as specified in its charter)
Delaware 20-1689686
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
505 Brookfield Drive, Dover, DE 19901
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (800) 331-1532
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
Units of Membership Interest
(Title of class)
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 [ ] No [X]
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 whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (Sec 232.405
of this chapter) during the preceding 12 months (or for such shorter period
that the registrant was required to submit and post such files). Yes [ ] No [
] N/A
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (Sec 229.405 of this chapter) is not contained herein, and
will not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [ ]
Indicate by check mark whether the Registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.
See definitions of 'large accelerated filer,' 'accelerated filer' and 'smaller
reporting company' in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer [ ]
Accelerated filer [ ]
Non-accelerated filer [X] (Do not check if a smaller reporting company)
Smaller reporting company [ ]
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 second fiscal quarter.: Not applicable. There is no market for the
Units of Membership Interests and none is expected to develop. This is a
commodity pool. The Units are registered to permit the initial sale of Units
at month end net asset value.
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Documents Incorporated by Reference
Registration Statement on Form S-1 and all amendments thereto filed with the
United States Securities and Exchange Commission at Registration No. 333-
119655 and 333-166668 are incorporated by reference to Parts I, II, III, and
IV.
PART I
Item 1. Business
The Registrant (the 'Fund') was granted an initial effective date by the
Securities and Exchange Commission ("SEC") on November 3, 2005. The Fund's
Registration Statement filed May 7, 2010 for $20,000,000 in face amount of
units of limited partnership interests (the "Units") went effective with the
SEC on August 10, 2010. However, the Fund has not yet commenced business. At
some time in the future, the Fund will, pursuant to the terms of the LLC
Operating Agreement, engage in the business of speculative and high risk
trading of commodity futures and options markets through the services of the
commodity trading advisors its management has selected. The Fund intends to
sell the Fund Units that it has filed for registration; however, as of the
date of this Report, the minimum of $2,000,000 has not been sold. The
Managing Member, in its sole discretion, selects CTAs and their allocation of
equity, from time to time.
Once the minimum has been sold, the Fund will commence trading. Once trading
commences, the trades for the Fund will be selected and placed with the
futures commission merchant ('FCM'), i.e., clearing broker, for the account of
the Fund by one or more CTAs selected, from time to time, by the Managing
Member of the Fund. The books and records of the trades placed by the CTAs in
the Fund's trading accounts are kept and available for inspection by the
Members at the office of the corporate Managing Member, 5914 N. 300 West,
Fremont, IN 46737. The Fund Operating Agreement is included as Appendix A to
the Prospectus delivered to the prospective investors and filed as part of the
Registration Statement. The Operating Agreement defines the terms of
operation of the Fund and is incorporated herein by reference. See Subsequent
Events at the end of this section.
None of the purchasers of Units of Membership Interest has a voice in the
management of the Fund. Reports of the Net Asset Value of the Fund are sent
to all Members at the end of each month.
The sale of Units is regulated by Securities Act of 1933 and the Commodity
Exchange Act. Once the Units are issued, the operation of the Fund is subject
to regulation pursuant to the Securities and Exchange Act of 1934 and the
Commodity Exchange Act. The U.S. Securities and Exchange Commission and the
Securities Commissions and securities acts of the several States where its
Units are offered and sold have jurisdiction over the operation of the Fund.
The National Futures Association has jurisdiction over the operation of the
Managing Member and the Commodity Trading Advisors. This regulatory structure
is not intended, nor does it, protect investors from the risks inherent in the
trading of futures and options.
The CTA selected to trade on behalf of the Fund is GT Capital CTA, which will
be paid a 1% management fee on Fund assets allocated to it to trade, along
with a 20% incentive fee on New Net Profit, as that term is defined in the
Fund's prospectus. The Managing Member will be paid brokerage commissions of
10% annually of Fund net assets to clear domestic trades, plus actual
commissions charged for trades made on foreign exchanges and forward markets,
if any. From this 10%, it pays the introducing broker 7% to cover the costs
of trades made on domestic markets, plus actual charges for trades made on
foreign markets, if any, and retains the 3% balance. The introducing broker
pays the futures commission merchant the per round turn commissions for
domestic markets, or higher for trades made on foreign exchanges and forward
markets, if any. Upon the commencement of business, the Fund will reimburse
the Managing Member and its affiliates for all but $20,000 in incurred
offering and organizational expenses, the reimbursable amount of which is
estimated to be $225,000 and will be amortized by the Fund over 60 months, or
paid off sooner at the Managing Member's discretion. Annual operating costs
are estimated to be 0.75% of the Fund's net asset value. There will be a
twelve month lock-in commencing from the date an investment is admitted to the
Fund.
Item 1A. Risk Factors
The trading of futures, options on futures and other commodities related
investments is highly speculative and risky. You should make an investment
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in the Fund only after consulting with independent, qualified sources of
investment and tax advice and only if your financial condition will permit you
to bear the risk of a total loss of your investment. You should consider an
investment in the Units only as a long-term investment. Moreover, to evaluate
the risks of this investment properly, you must familiarize yourself with the
relevant terms and concepts relating to commodities trading and the regulation
of commodities trading, which are discussed in the Risk Factors section of the
Prospectus, which is incorporated herein by reference.
You should carefully consider all the information we have included or
incorporated by reference in this Report and our subsequent periodic filings
with the SEC. In particular, you should carefully consider the risk factors
described above and read the risks and uncertainties as set forth in the
'Management's Discussion and Analysis of Financial Condition and Results of
Operations' Section of this Report. Any of the heretofore mentioned risks and
uncertainties could materially adversely affect the Fund, its trading
activities, operating results, financial condition and Net Asset Value and
therefore could negatively impact the value of your investment. You should not
invest in the Units unless you can afford to lose all of your investment.
Item 1B. Unresolved Staff Comments
None.
Item 2. Properties
Any FCM selected by the Managing Member must be registered with the National
Futures Association pursuant to the Federal Commodity Exchange Act as a
commodity FCM. The trading of futures, options on futures and other
commodities is highly speculative and the Fund has an unlimited risk of loss,
including the pledge of all of its assets, to the trades made on its behalf by
the CTAs in the commodity markets. The Fund expects to maintain a percentage
of its assets in a Treasury Direct Account maintained with the United States
Department of the Treasury. It also retains the right to invest in foreign
treasuries held with the respective issuing department of treasury and to
invest in cash management funds that invest in U.S. Treasuries and have high
liquidity. Funds maintained with the US Department of Treasury, any foreign
treasury department and any cash management funds are in the name of the Fund
and not commingled with those of any other entity. The Fund expects to
maintain a substantial portion of our net assets in segregation with the FCM
for trading by the trading advisor. Approximately 0% to 3% of the previous
month's net assets may be retained in our bank accounts to pay expenses and
redemptions.
Item 3. Legal Proceedings
There have been no legal proceedings against the Fund, its Managing Member,
the IB or any of their Affiliates, directors or officers. Other than as
described below, neither the CTA, GT Capital CTA, nor its principal, Mr.
Teitelbaoum, has been involved in any material administrative, civil or
criminal action, within the five years preceding the date of this disclosure
document, or at any time in the past.
On August 24, 2009, a lawsuit was filed against Mr. Teitelbaoum and two other
parties. The complaint alleges that Mr. Teitelbaoum and the other defendants
failed to properly compensate the plaintiff for marketing services. Mr.
Teitelbaoum vehemently denies all allegations of wrongdoing and plans to
vigorously defend the lawsuit.
The FCM, MF Global Inc., has had the following described reportable events,
none of which, in the opinion of the FCM, is material to the performance of
the FCM on behalf of the Fund's account:
In May 2006, MFI was sued by the Receiver for Philadelphia Alternate Asset
Fund ('PAAF') and associated entities for common law negligence, common law
fraud, violations of the Commodity Exchange Act and RICO violations (the
'Litigation'). In December 2007, without admitting any liability of any party
to the Litigation to any other party to the Litigation, the Litigation was
settled with MFI agreeing to pay $69 million, plus $6 million of legal
expenses, to the Receiver, in exchange for releases from all applicable
parties and the dismissal of the Litigation with prejudice. In a related
action, MFI settled a CFTC administrative proceeding (In the Matter of MF
Global, f/k/a Man Financial Inc., and Thomas Gilmartin) brought by the CFTC
against MFI and one of its employees for failure to supervise and
recordkeeping violations. Without admitting or denying the allegations, MFI
agreed to pay a civil monetary penalty of $2 million and accept a cease and
desist order.
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On February 20, 2007, MFI settled a CFTC administrative proceeding (In the
Matter of Steven M. Camp and Man Financial Inc., CFTC Docket No. 07-04) in
which MFI was alleged to have failed to supervise one of its former associated
persons ('AP') who was charged with fraudulently soliciting customers to open
accounts at MFI. The CFTC alleged that the former AP misrepresented the
profitability of a web-based trading system and of a purported trading system
to be traded by a commodity trading advisor. Without admitting or denying the
allegation, MFI agreed to pay restitution to customers amounting to
$196,900.44 and a civil monetary penalty of $120,000. MFI also agreed to a
cease and desist order and to strengthen its supervisory system for overseeing
sales solicitations by employees in connection with accounts to be traded
under letters of direction in favor of third party system providers.
On March 6, 2008, and thereafter, 5 virtually identical proposed class action
securities suits were filed against MFG's parent, MF Global Ltd. (now, MF
Global Holdings Ltd.) ('MF Global'), certain of its officers and directors,
and Man Group plc. These suits have now been consolidated into a single
action. The complaints seek to hold defendants liable under Secs. 11, 12 and
15 of the Securities Act of 1933 by alleging that the registration statement
and prospectus issued in connection with MF Global's initial public offering
in July 2007 were materially false and misleading to the extent that
representations were made regarding MF Global's risk management policies,
procedures and systems. The allegations are based upon MF Global's disclosure
of $141.5 million in trading losses incurred in a single day by an AP in his
personal trading account ('Trading Incident'), which losses MFG was
responsible to pay as an exchange clearing member. The consolidated cases
have been dismissed on a motion to dismiss by defendants. Plaintiffs have
appealed. In January 2011, the parties reached a preliminary agreement to
settle whereby MF Global will contribute $2.5 million to an overall settlement
amount of $90 million. The preliminary settlement will be subject to Court
review and final approval.
On December 17, 2009, MFG settled a CFTC administrative proceeding in
connection with the Trading Incident and three other matters without admitting
or denying any allegations and accepting a charge of failing to supervise (In
the Matter of MF Global Inc. CFTC Docket No. 10-03). The three additional
matters that were settled involved allegations that MF Global failed to
implement procedures to ensure proper transmissions of price information for
certain options that were sent to a customer, specifically that the price
indications reflected a consensus taken on [a particular] time and date and
were derived from different sources in the market place; failed to diligently
supervise the proper and accurate preparation of trading cards and failed to
maintain appropriate written authorization to conduct trades for a certain
customer. Under the Commission's order, MFG agreed to pay an aggregate civil
monetary penalty of $10 million (which it had previously accrued) and agreed
to a cease and desist order. In addition, MFG agreed to specific undertakings
related to its supervisory practices and procedures and MFG agreed that it
would engage an independent outside firm to review and assess the
implementation of the undertakings and certain recommendations that MFG
previously accepted. At the same time, MFG, without admitting or denying the
allegations made by the CME, settled a CME disciplinary action relating to the
Trading Incident by paying a fine of $495,000.
On August 28, 2009, Bank of Montreal ('BMO') instituted suit against MFG and
its former broker, Joseph Saab ('Saab') (as well as a firm named Optionable,
Inc. and five of its principals or employees), in the United States District
Court for the Southern District of New York. In its complaint, BMO asserts
various claims against all defendants for their alleged misrepresentation of
price quotes to BMO's Market Risk Department ('MRD') as independent quotes
when defendants knew, or should have known, that David Lee ('Lee'), BMO's
trader, created the quotes which, in circular fashion, were passed on to BMO
through MFG's broker, thereby enabling Lee substantially to overvalue his book
at BMO. BMO further alleges that MFG and Saab knew that Lee was fraudulently
misrepresenting prices in his options natural gas book and aided and abetted
his ability to do so by MFG's actions in sending price indications to the BMO
MRD, and substantially assisted Lee's breach of his fiduciary duties to BMO as
its employee. The Complaint seeks to hold all defendants jointly and
severally liable and, although it does not specify an exact damage claim, it
claims CAD 680.0 million (approximately $635.9 million) as a pre-tax loss for
BMO in its natural gas trading, claims that it would not have paid brokerage
commissions to MFG (and Optionable), would not have continued Lee and his
supervisor as employees at substantial salaries and bonuses, and would not
have incurred substantial legal costs and expenses to deal with the Lee
mispricing. MFG has made a motion to dismiss, which was denied.
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In or about October 2003, MFI uncovered an apparent fraudulent scheme
conducted by third parties unrelated to MFI that may have victimized a number
of its clients. CCPM, a German Introducing Broker, introduced to MFI all the
clients that may have been victimized. An agent of CCPM, Michael Woertche
(and his asssociates), apparently engaged in a Ponzi scheme in which allegedly
unauthorized transfers from and trading in accounts maintained at MFI were
utilized to siphon money out of these accounts, on some occasions shortly
after they were established. MFI was involved in two arbitration proceedings
relating to these CCPM introduced accounts. The first arbitration involved
claims made by two claimants before a NFA panel. The second arbitration
involves claims made by four claimants before a FINRA panel. The claims in
both arbitrations are based on allegations that MFI and an employee assisted
CCPM in engaging in, or recklessly or negligently failed to prevent,
unauthorized transfers from, and trading in, accounts maintained by MFI.
Damages sought in the NFA arbitration proceeding were approximately $1,700,000
in compensatory damages, unspecified punitive damages and attorney's fees in
addition to the rescission of certain deposit agreements. The NFA arbitration
was settled for $200,000 as to one claimant and a net of $240,000 as to the
second claimant during fiscal 2008. Damages sought in the FINRA proceeding
were approximately $6,000,000 in compensatory damages and $12,000,000 in
punitive damages. During the year ended March 31, 2009, the FINRA arbitration
was settled for an aggregate of $800,000.
The Liquidation Trustee ('Trustee') for Sentinel Management Group, Inc.
('Sentinel') sued MFG in June 2009 on the theory that MFG's withdrawal of
$50.2 million within 90 days of the filing of Sentinel's bankruptcy petition
on August 17, 2007 is a voidable preference under Section 547 of the
Bankruptcy Code and, therefore, recoverable by the Trustee, along with
interest and costs.
In May 2009, investors in a venture set up by Nicholas Cosmo ('Cosmo') sued
Bank of America and MFG, among others, in the United States District Court for
the Eastern District of New York, alleging that MFG, among others, aided and
abetted Cosmo and related entities in a Ponzi scheme in which investors lost
$400 million. MFG has made a motion to dismiss which was granted and cannot be
appealed by plaintiffs until the conclusion of the case against the Bank of
America.
In December 2010, the Court-appointed receiver for Joseph Forte, L.P., ('Forte
Partnership') filed a complaint in the United States District Court for the
Eastern District of Pennsylvania, alleging that MFG was negligent in the
handling of a futures account the Forte Partnership maintained at MFG. The
Complaint alleges that as a result of MFG's negligence, Joseph Forte ('Forte')
was able to operate a Ponzi scheme in which he misappropriated at least
$25,000,000 from limited partners in the Forte Partnership. The Complaint
seeks damages 'in excess of $150,000.' MFG has not been served with the
complaint.
In the late spring of 2009, MFG was sued in Oklahoma State Court by customers
who were substantial investors with Mark Trimble ('Trimble') and/or
Phidippides Capital Management ('Phidippides'). Trimble and Phidippides may
have been engaged in a Ponzi scheme. Plaintiffs allege that MFG 'materially
aided and abetted' Trimble's and Phidippides' violations of the anti-fraud
provisions of the Oklahoma securities laws and they are seeking damages 'in
excess of' $10,000 each. MFG made a motion to dismiss which was granted by the
court. Plaintiffs have appealed.
In the late spring of 2009, MFG was sued in Oklahoma State Court by customers
who were substantial investors with Mark Trimble ('Trimble') and/or
Phidippides Capital Management ('Phidippides'). Trimble and Phidippides may
have been engaged in a Ponzi scheme. Plaintiffs allege that MFG 'materially
aided and abetted' Trimble's and Phidippides' violations of the anti-fraud
provisions of the Oklahoma securities laws and they are seeking damages 'in
excess of' $10,000 each. MFG made a motion to dismiss which was granted by the
court. Plaintiffs have appealed.
On August 4, 2010, MFG was added as a defendant to a consolidated class action
complaint filed against Moore Capital Management and related entities in the
United States District Court for the Southern District of New York alleging
claims of manipulation and aiding and abetting manipulation, in violation of
the Commodity Exchange Act. Specifically, the complaint alleges that, between
October 25, 2007 and June 6, 2008, Moore Capital directed MFG, as its
executing broker, to enter 'large' market on close orders (at or near the time
of the close) for platinum and palladium futures contracts, which
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allegedly caused artificially inflated prices. On August 10, 2010, MFG was
added as a defendant to a related class action complaint filed against the
Moore'related entities on behalf of a class of plaintiffs who traded the
physical platinum and palladium in the relevant time frame, which alleges
price fixing under the Sherman Act and violations of the civil Racketeer
Influenced and Corrupt Organizations Act. On September 30, 2010 plaintiffs
filed an amended consolidated class action complaint that includes all of the
allegations and claims identified above on behalf of subclasses of traders of
futures contracts of platinum and palladium and physical platinum and
palladium. Plaintiffs' claimed damages have not been quantified. This matter
is in its earliest stages.MFG and an affiliate, MF Global Market Services LLC
('Market Services'), are currently involved in litigation with a former
customer of Market Services, Morgan Fuel & Heating Co., Inc. ('Morgan Fuel')
and its principals, Anthony Bottini, Jr., Brian Bottini and Mark Bottini (the
'Bottinis'). The litigations arise out of trading losses incurred by Morgan
Fuel in over-the-counter derivative swap transactions, which were
unconditionally guaranteed by the Bottinis.
On October 6, 2008, Market Services commenced an arbitration against the
Bottinis to recover $8.3 million, which is the amount of the debt owed to
Market Services by Morgan Fuel after the liquidation of the swap transactions.
MF Global Market Services LLC v. Anthony Bottini, Jr., Brian Bottini and Mark
Bottini, FINRA No. 08-03673. Each of the Bottinis executed a guaranty in favor
of Market Services personally and unconditionally guaranteeing payment of the
obligations of Morgan Fuel upon written demand by Market Services. Market
Services asserted a claim of breach of contract based upon the Bottinis'
failure to honor the guarantees.
On October 21, 2008, Morgan Fuel commenced a separate arbitration proceeding
before FINRA against MFG and Market Services. Morgan Fuel claims that MFG and
Market Services caused Morgan Fuel to incur approximately $14.2 million in
trading losses. Morgan Fuel v. MFG and Market Services, FINRA No. 08-03879.
Morgan Fuel seeks recovery of $5.9 million in margin payments that it
allegedly made to Market Services and a declaration that it has no
responsibility to pay Market Services for the remaining $8.3 million in
trading losses because Market Services should not have allowed Morgan Fuel to
enter into, or maintain, the swap transactions. On MFG's motion, the Supreme
Court of the State of New York determined that there was no agreement to
arbitrate such claims. Morgan Fuel appealed and all appeals were denied.
The Bottinis also asserted a third-party claim against Morgan Fuel, which in
turn asserted a fourth-party claim against MFG, Market Services and Steven
Bellino (an MFG employee) in the arbitration proceeding commenced by Market
Services. The Supreme Court of the State of New York denied a motion to stay
the fourth party claim but the denial to stay was reversed. Morgan Fuel filed
a motion to appeal with the New York Court of Appeals which was denied.
On December 12, 2008, MFG settled three CME Group disciplinary actions
involving allegations that on a number of occasions in 2006 and 2007, MFG
employees engaged in impermissible pre-execution communications in connection
with trades executed on the e-cbot electronic trading platform, withheld
customer orders that were executable in the market for the purpose of
soliciting, and brokering contra-orders and crossed orders on the e-cbot
trading platform without allowing for the minimum required exposure period
between the entry of the orders. MFG was also charged with failing to properly
supervise its employees in connection with these trades. Without admitting or
denying any wrongdoing, MFG consented to an order of a CME Business Conduct
Committee Panel which found that MFG violated legacy CBOT Rule 504.00 and
Regulations 480.10 and 9B.13 and 9B.13(c) and ordered MFG to pay a $400,000
fine, cease and desist from similar conduct and, in consultation with CME
Market regulation Staff, enhance its training practices and supervisory
procedures regarding electronic trading practices.
MFG acts only as clearing broker for the Fund's futures accounts and as such
is paid commissions for executing and clearing trades. MFG has not passed
upon the adequacy or accuracy of the Fund's prospectus or this report and will
not act in any supervisory capacity with respect to the CPO or the CTA, as the
case may be, nor participate in the management of the CPO or of the Fund or of
the CTA. Therefore, investors should not rely on MFG in deciding whether or
not to participate in the Fund.
The Fund is not aware of any threatened or potential claims or legal
proceedings to which the Fund is a party or to which any of its assets are
subject. MFG has represented to the General Partner that that none of the
events it has reported will not now, or at any time in the future, interfere
with its performance as the FCM for the Fund's account.
Item 4. (Removed and Reserved)
N/A
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PART II
Item 5. Market for Registrant's Units of Membership Interest, Related
Stockholder Matters and Issuer Purchases of Equity Securities
The Fund desires to be taxed as a partnership and not as a corporation. In
furtherance of this objective, the Operating Agreement requires a security
holder to obtain the approval of the Managing Member prior to the transfer of
any Units. Accordingly, there is no trading market for the Fund Units and
none is likely to develop. The Members must rely upon the right of Redemption
provided in the Operating Agreement to liquidate their interest.
The Fund has fewer than 300 holders of its securities. Members are required
to represent to the issuer that they are able to understand and accept the
risks of investment in a commodity pool for which no market will develop and
the right of redemption will be the sole expected method of withdrawal of
equity from the Fund. The Managing Member has sole discretion in determining
what distributions, if any, the Fund will make to its Members. The Fund has
not made any distributions as of the date hereof. The Fund has no securities
authorized for issuance under equity compensation plans. See the Operating
Agreement attached as Appendix A to the Registration Statement, incorporated
herein by reference, for a complete explanation of the right of redemption
provided to Members.
Item 6. Selected Financial Data
The Fund is not required to pay dividends or otherwise make distributions and
none are expected. The Members must rely upon their right of redemption to
obtain their return of equity after consideration of profits, if any, and
losses from the Fund. See the Registration Statement, incorporated herein by
reference, for a complete explanation of the allocation of profits and losses
to a Member's capital account.
Following is a summary of certain financial information for the Registrant for
the period from inception to December 31, 2010, presented with the caveat that
the Registrant had not yet commenced its business of trading futures in any of
the periods presented.
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<table>
<s> <c> <c> <c> <c> <c>
For the Years Ended December 31,
2010 2009 2008 2007 2006
Performance per unit (1)
Net unit value, beginning of year $(98,218.00) $(79,916.00) $(58,837.00) $(39,537.00) $(25,987.00)
Net realized and unrealized gains and
losses on commodity transactions - - - - -
Investment and other income 10,000.00 - - - -
Expenses (40,935.02) (18,302.00) (21,079.00) (19,300.00) (13,550.00)
Net (decrease) for the year (30,935.02) (18,302.00) (21,079.00) (19,300.00) (13,550.00)
Net unit value at the end of the year $(129,153.02) $(98,218.00) $(79,916.00) $(58,837.00) $(39,537.00)
Net assets at the end of the year (000) $(258) $(196) $(160) $(118) $(79)
Total return (31.50)% (22.90)% (35.83)% (39.24)% (41.36)%
Number of units outstanding at the end of the year 2.00 2.00 2.00 2.00 2.00
Supplemental Data
Ratio to average net assets
Investment and other income 8.78 % 0.00 % 0.00 % 0.00 % 0.00 %
Expenses (35.93)% (22.90)% (35.83)% (39.24)% (41.36)%
</table>
Total returns are calculated based on the change in value of a unit during the
period. An individual member's total returns and ratios may vary from the
above total returns and ratios based on the timing of additions and
redemptions.
(1) Investment and other income and expenses and net realized and unrealized
gains and losses on commodity transactions are calculated based on a single
unit outstanding during the period.
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The following summarized quarterly financial information presents the results
of operations for the quarterly periods during the years ended December 31,
2010 and 2009.
<table>
<s> <c> <c> <c> <c> <c> <c> <c> <c>
2010 2009
1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr
Total Investment Gain 0 0 0 0 0 0 0 0
Net Income (Loss) (13,578) (30,243) 6,005 (24,054) (6,562) (11,466) (10,556) (8,020)
Net Income (Loss) per limited
partnership unit (6,789.00) (15,121.50) 3,002.50 (12,027.02) (3,281.00) (5,733.00) (5,278.00) (4,010.00)
Net Income (Loss) per general
partnership unit (if any) (6,789.00) (15,121.50) 3,002.50 (12,027.02) (3,281.00) (5,733.00) (5,278.00) (4,010.00)
Net asset value per partnership unit at the
end of period. (105,007.00) (120,128.50) (117,126.00) (129,153.02) (83,197.00) (88,930.00) (94,208.00) (98,218.00)
</table>
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Critical Accounting Policies and Estimates
The Fund records all investments at market value in its financial statements,
with changes in market value reported as a component of realized and change in
unrealized trading gain (loss) in the Statements of Operations. In certain
circumstances, estimates are involved in determining market value in the
absence of an active market closing price (e.g. swap and forward contracts
which are traded in the inter-bank market).
Capital Resources
The Fund will raise additional capital only through the sale of Units offered
pursuant to the continuing offering, and does not intend to raise any capital
through resale of Units once issued or borrowing. Due to the nature of the
Fund's business, it will make no capital expenditures and will have no capital
assets which are not operating capital or assets.
Liquidity
Most United States commodity exchanges limit fluctuations in commodity futures
contracts prices during a single day by regulations referred to as 'daily
price fluctuation limits' or 'daily limits'. During a single trading day, no
trades may be executed at prices beyond the daily limit. Once the price of a
futures contract has reached the daily limit for that day, positions in that
contract can neither be taken nor liquidated. Commodity futures prices have
occasionally moved to the daily limit for several consecutive days with little
or no trading. Similar occurrences could prevent the Fund from promptly
liquidating unfavorable positions and subject the Fund to substantial losses
which could exceed the margin initially committed to such trades. In addition,
even if commodity futures prices have not moved the daily limit, the Fund may
not be able to execute futures trades at favorable prices, if little trading
in such contracts is taking place. Other than these limitations on liquidity,
which are inherent in the Fund's commodity futures trading operations, the
Fund's assets are expected to be highly liquid.
9
<page>
See Item 2 of this Report for a description of where Fund assets will be held.
Investors should note that maintenance of the Fund's assets in U.S. government
securities and banks does not reduce the risk of loss from trading futures,
forward and swap contracts. The Fund receives all interest earned on its
assets. No other person shall receive any interest or other economic benefits
from the deposit of Fund assets.
Approximately 10% to 40% of the Fund's assets normally are committed as
required margin for futures contracts and held by the futures broker, although
the amount committed may vary significantly. Such assets are maintained in the
form of cash or U.S. Treasury bills in segregated accounts with the futures
broker pursuant to the Commodity Exchange Act and regulations thereunder. When
combined with the previously described assets committed to margin, a total of
up to approximately 40% of the Fund's assets may be deposited with over-the-
counter counterparties in order to initiate and maintain forward and swap
contracts. Such assets are not held in segregation or otherwise regulated
under the Commodity Exchange Act, unless such over-the-counter counterparty is
registered as a futures commission merchant.
The Fund's assets are not and will not be, directly or indirectly, commingled
with the property of any other person in violation of law or invested with or
loaned to the Fund, the Managing Member or any affiliated entities.
Results of Operations
The initial start-up costs attendant to the sale of Units by use of a
Prospectus which has been filed with the Securities and Exchange Commission
are substantial. The Operating Agreement grants solely to the Managing Member
the right to select the CTAs and to otherwise manage the operation of the
Fund. See the Registration Statement, incorporated by reference herein, for
an explanation of the operation of the Fund.
Through the date of this Report, the Fund has not yet commenced business.
Therefore, for non-financial reporting purposes (subscription and redemption
purposes), its net asset value (NAV) per Unit of $1,000 and its total NAV of
$2,000 remained unchanged since inception and over the periods covered by this
report.
The Fund is subject to ongoing offering and operating expenses; however, upon
the commencement of business, profits or losses will be primarily generated by
the commodity trading advisors by methods that are proprietary to them. For
financial reporting purposes, the Fund experienced profits (losses) of
$(61,870) [$(30,935) per Unit], $(36,604) [$(18,302) per Unit] and $(42,158)
[$(21,079) per Unit] for the years ended December 31, 2010, 2009 and 2008.
The variation in losses over the three year period was primarily due to costs
incurred to maintain the registration of Units pursuant to a previous
registration statement in 2008 and 2009, and to register Units via a new
registration statement in 2010. These results are not to be construed as an
expectation of similar profits or losses in the future.
The Fund has not paid any commissions or earned any interest income. The Fund
did not have any additions or withdrawals during the years ended December 31,
2010, 2009 and 2008, nor did inflation have a material impact on the
operations or on the financial condition of the Fund during this period.
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 Fund trades in futures, forward and swap
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 Fund, 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 Fund at the
same time, and if the Fund's trading advisor was unable to offset futures
interests positions of the Fund, the Fund could lose all of its assets and the
Members would realize a 100% loss. The Fund, the Managing Member and the CTAs
minimize market risk through real-time monitoring of open positions,
diversification of the portfolio and maintenance of a margin-to-equity ratio
that rarely exceeds 40%.
10
<page>
In addition to market risk, in entering into futures, forward and swap
contracts there is a credit risk that a counterparty will not be able to meet
its obligations to the Fund. 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 credit 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 and swap contracts, which are traded on the interbank
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 credit risk. The CTAs trade for the
Fund only with those counterparties which they believe to be creditworthy. All
positions of the Fund 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 Fund.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
The securities of the Fund are not traded and no market for the Fund
securities is expected to develop. The Fund is engaged in the speculative
trading of futures and options on futures. The risks are fully explained in
the Fund prospectus delivered to each prospective Member prior to their
investment.
Item 8. Financial Statements and Supplementary Data.
The Fund financial statements as of December 31, 2010, were audited by Patke &
Associates, Ltd., 300 Village Green Drive Ste 210, Lincolnshire, IL 60069 and
are provided in this Report beginning on page F-1. The supplementary
financial information specified by Item 302 of Regulation S-K is included in
Item 6, Selected Financial Data.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None
Item 9A. Controls and Procedures.
Disclosure Controls and Procedures
The Registrant has adopted procedures in connection with the operation of its
business including, but not limited to, the review of account statements sent
to the Managing Member before the open of business each day that disclose the
positions held overnight in the Fund accounts, the margin to hold those
positions, and the amount of profit or loss on each position, and the net
balance of equity available in each account. The Fund brokerage account
statements and financial books and records accounts are prepared by an
independent CPA Firm and then are reviewed each quarter and audited each year
by a different independent CPA firm.
The Managing Member of the Fund, under the actions of its sole principal,
Michael Pacult, has evaluated the effectiveness of the design and operation of
its disclosure controls and procedures (as defined in the Securities Exchange
Act of 1934 Rules 13a-15(e) or 15d-15(e)) with respect to the Fund as of the
end of the period covered by this Report. Based on their evaluation, Mr.
Pacult has concluded that these disclosure controls and procedures are
effective.
Changes in Internal Control over Financial Reporting
Section 404 of the Sarbanes-Oxley Act of 2002 requires the Managing Member to
evaluate annually the effectiveness of its internal controls over financial
reporting as of the end of each fiscal year, and to include a management
report assessing the effectiveness of its internal control over financial
reporting in all annual reports. There were no changes in the Managing
Member's internal control over financial reporting during the quarter ended
December 31, 2010 that have materially affected, or are reasonably likely to
materially affect, internal control over financial reporting applicable to the
Fund.
11
<page>
Management's Annual Report on Internal Control over Financial Reporting
The Managing Member is responsible for establishing and maintaining adequate
internal control over the Fund's financial reporting. Internal control over
financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the
Securities Exchange Act as a process designed by, or under the supervision of,
a company's principal executive and principal financial officers and effected
by a company's board of directors, management and other personnel to provide
reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with
generally accepted accounting principles. The Managing Member's internal
control over financial reporting includes those policies and procedures that:
* pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the Fund's
assets;
* provide reasonable assurance that transactions are recorded as necessary
to permit preparation of the Fund's financial statements in accordance with
generally accepted accounting principles, and that the Fund's receipts and
expenditures are being made only in accordance with authorizations of the
Managing Member's management and directors; and
* provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of the Fund's assets that could
have a material effect on the Fund's financial statements.
Because of its inherent limitations, internal control over financial reporting
may not prevent or detect misstatements. 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.
The Fund securities are not publicly traded so that there can be no insider
trading or leaks of confidential information to the public. All Fund money is
on deposit either with a bank or a futures commission merchant. See
Subsequent Events in Item 1 of this Report. There is an audit trail produced
by both. A certified public accountant prepares the monthly financial
statements. The Fund units are sold during the month at a net asset value to
be determined as of the close of business on the last day of trading each
month. No information related to the value of the units during the month is
available to the Fund sales force or the prospects. All quarterly financial
statements are reviewed by an independent certified public accountant who
audits the Fund financial statements at the end of each calendar year. The
Fund maintains its subscription agreements and other records for six years.
The management of the Managing Member assessed the effectiveness of its
internal control over financial reporting with respect to the Fund as of
December 31, 2010. In making this assessment, management used the criteria set
forth by the Committee of Sponsoring Organizations of the Treadway Commission
(COSO) in Internal Control ' Integrated Framework. Based on its assessment,
management has concluded that, as of December 31, 2010, the Managing Member's
internal control over financial reporting with respect to the Fund is
effective based on those criteria.
Item 9B. Other Information.
None
Part III
Item 10. Directors and Executive Officers and Corporate Governance
The Fund is a Delaware limited liability company which acts through its
corporate Managing Member. Accordingly, the Registrant has no Directors or
Executive Officers.
The Managing Members of the Registrant during the year 2010 were TriView
Capital Management, Incorporated, a Delaware corporation, and Michael P.
Pacult. The Managing Members are both registered with the National Futures
Association as commodity pool operators pursuant to the Commodity Exchange
12
<page>
Act, and Mr. Michael Pacult, age 66, is the sole shareholder, director,
registered principal and executive officer of the corporate Managing Member.
The background and qualifications of Mr. Pacult are disclosed in the
Registration Statement, incorporated herein by reference. Mr. Pacult is also
a registered representative with Futures Investment Company, the affiliated
broker dealer which conducts the 'best efforts' offering of the Units.
There has never been a material administrative, civil or criminal action
brought against the Fund, the Managing Member or any of its directors,
executive officers, promoters or control persons.
No Forms 3, 4, or 5 have been furnished to the Registrant since inception. To
the best of the Fund's knowledge, no such forms have been or are required to
be filed.
Audit Committee Financial Expert
Mr. Pacult, in his capacity as the sole principal for the Managing Member of
the Fund, has determined that he qualifies as an 'audit committee financial
expert' in accordance with the applicable rules and regulations of the
Securities and Exchange Commission. He is not independent of management.
Code of Ethics
The Fund Managing Member is registered with the National Futures Association
as a Commodity Pool Operator and its President, Michael P. Pacult is
registered as its principal. Both the Fund and the Managing Member are
subject to Federal Commodity Exchange Act and audit for compliance and the
rules of good practice of the Commodity Futures Trading Commission and the
industry self regulatory organization, the National Futures Association.
Having said that, neither the Commodity Futures Trading Commission nor the
National Futures Association is responsible for the quality of the Fund
disclosures or its operation, those functions are exclusively the
responsibility of the Fund and its Managing Member.
Item 11. Executive Compensation.
Although there are no executives of the Fund, the corporate Managing Member
and certain persons Affiliated with the Managing Members are paid compensation
that the Fund has elected to disclose on this Report. See Item 1 of Part I of
this Report for disclosure of such compensation.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
(a) The following Members owned more than five percent (5%) of the total
equity of the Fund on December 31, 2010:
Name Percent Ownership
Michael Pacult 50.0%
Michael Pacult invested personally as a non-managing Member to comply with the
legal requirement that a limited liability company to be operated for tax
purposes as a limited partnership must be formed by two or more people.
(b) As of December 31, 2010, the corporate Managing Member owned 1.00 Unit of
Membership Interest, which constitutes the other 50.0% ownership.
(c) The Operating Agreement governs the terms upon which control of the Fund
may change. No change in ownership of the Units will, alone, determine the
location of control. The Members must have 120 days advance notice and the
opportunity to redeem prior to any change in the control from the Managing
Member to another Managing Member. Control of the management of the Fund may
never vest in one or more Members.
Item 13. Certain Relationships and Related Transactions, and Director
Independence.
See Item 11, Executive Compensation and Item 12, Security Ownership of Certain
Beneficial Owners and Management and Related Stockholder Matters. The Managing
Member has sole discretion over the selection of trading advisors. TriView
Capital Management, Inc., the corporate Managing Member, is paid a fixed
commission for trades and, therefore, it has a potential conflict in the
selection of a CTA that makes few trades rather than produces profits for the
Fund. This conflict and others are fully disclosed in the Registration
Statement, which is incorporated herein by reference.
13
<page>
Item 14. Principal Accountant Fees and Services.
(1) Audit Fees
The fees and costs paid to Patke and Associates, Ltd. for the audit of the
Fund's annual financial statements, for review of financial statements
included in the Fund's Forms 10-Q and other services normally provided in
connection with regulatory filing or engagements (i.e., consents related to
SEC registration statements) for the years ended December 31, 2010 and 2009
were $13,957 and $9,987.50, respectively.
(2) Audit Related Fees
None
(3) Tax Fees
The aggregate fees paid to Patke and Associates, Ltd. for tax compliance
services for the years ended December 31, 2010 and 2009 were $350 and $500,
respectively.
(4) All Other Fees
None
(5) The Board of Directors of TriView Capital Management, Inc., Managing
Member of the Fund, approved all of the services described above. The Board of
Directors has determined that the payments made to its independent certified
public accountants for these services are compatible with maintaining such
auditors' independence. The Board of Directors explicitly pre-approves all
audit and non-audit services and all engagement fees and terms.
(6) Close to 100% of the hours expended on the principal accountant's
engagement to audit the registrant's financial statements for the most recent
fiscal year were attributed to work performed by persons other than the
principal accountant's full-time permanent employees. However, all work
performed was supervised by a full-time permanent employee.
Part IV
Item 15. Exhibits and Financial Statement Schedules
(a) The following documents are filed as part of this report:
1. All Financial Statements
The Financial Statements begin on page F-1 of this report.
2. Financial Statement Schedules required to be filed by Item 8 of this form,
and by paragraph (b) below.
Not applicable, not required, or included in the Financial Statements.
3. List of those Exhibits required by Item 601 of Regulation S-K (' 229.601 of
this chapter) and by paragraph (b) below.
Incorporated by reference from the Fund's Registration Statement on Form S-1,
and all amendments at file No. 333-119655 previously filed with the Securities
and Exchange Commission.
31.1 Certification of CEO and CFO pursuant to Section 302
32.2 Certification of CEO and CFO pursuant to Section 906
14
<page>
(b) Exhibits required by Item 601 of Regulation S-K (' 229.601 of this
chapter).
See response to 15(a)(3), above.
(c) Financial statements required by Regulation S-X (17 CFR 210) which are
excluded from the annual report to shareholders by Rule 14a-3(b) including (1)
separate financial statements of subsidiaries not consolidated and fifty
percent or less owned persons; (2) separate financial statements of affiliates
whose securities are pledged as collateral; and (3) schedules.
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Form 10-K for the
period ended December 31, 2010, to be signed on its behalf by the undersigned,
thereunto duly authorized.
Registrant: TriView Global Fund, LLC
By TriView Capital Management, Inc.
Its Managing Member
By: /s/ Michael Pacult
Mr. Michael P. Pacult
Sole Director, Sole Shareholder
President and Treasurer
Date: March 30, 2011
15
<page>
TRIVIEW GLOBAL FUND, LLC
(A Development Stage Enterprise)
ANNUAL REPORT
December 31, 2010
MANAGING MEMBER:
Triview Capital Management, Inc.
% Corporate Systems, Inc.
505 Brookfield Drive
Dover, Kent County, Delaware 19901
<page>
INDEX TO FINANCIAL STATEMENTS
Page
Report of Independent Registered Public Accounting Firm F-2
Statements of Assets and Liabilities F-3
Statements of Operations F-4
Statements of Changes in Net Assets F-5
Statements of Cash Flows F-6
Notes to the Financial Statements F-7 - F-11
Affirmation of the Commodity Pool Operator F-12
F-1
<page>
Patke & Associates, Ltd.
Certified Public Accountants
Report of Independent Registered Public Accounting Firm
To the Members of
TriView Global Fund, LLC
Dover, Delaware
We have audited the accompanying statements of assets and liabilities of
TriView Global Fund, LLC (a development stage enterprise), as of December 31,
2010 and 2009, and the related statements of operations, changes in net assets
and cash flows for each of the three years in the period ended December 31,
2010 and the cumulative period from October 1, 2004 (inception) through
December 31, 2010. These financial statements are the responsibility of the
Company'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. The Company is not
required to have, nor were we engaged to perform an audit of its internal
control over financial reporting. Our audit included consideration of
internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the Company's internal
control over financial reporting. Accordingly, we do not express such an
opinion. An audit includes, examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements, 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 TriView Global Fund, LLC as
of December 31, 2010 and 2009, and the results of its operations, its changes
in net assets and its cash flows for each of the three years in the period
ended December 31, 2010, and the cumulative period from October 1, 2004
(inception) through December 31, 2010, in conformity with accounting
principles generally accepted in the United States of America.
/s/ Patke & Associates, Ltd.
Patke & Associates, Ltd.
Lincolnshire, Illinois
February 24, 2011
300 Village Green Drive, Suite 210 * Lincolnshire, Illinois 60069
Phone: (847) 913-5400 * Fax: (847) 913-5435
F-2
<page>
TriView Global Fund, LLC
(A Development Stage Enterprise)
Statements of Assets and Liabilities
December 31, 2010 and 2009
2010 2009
Assets
Cash $405 $363
Prepaid expenses 4,481 6,790
Total assets 4,886 7,153
Liabilities
Accrued expenses 920 3,817
Due to related parties 262,272 199,772
Total liabilities 263,192 203,589
Net assets $(258,306) $(196,436)
Analysis of net assets
Members $(129,153) $(98,218)
Managing members (129,153) (98,218)
Net assets (equivalent to $(129,153.02) and
$(98,218.00) per unit) $(258,306) $(196,436)
Membership units outstanding
Non-managing member units outstanding 1.00 1.00
Managing members units outstanding 1.00 1.00
Total membership units outstanding 2.00 2.00
The accompanying notes are an integral part of the financial statements.
F-3
<page>
TriView Global Fund, LLC
(A Development Stage Enterprise)
Statements of Operations
For the Years Ended December 31, 2010, 2009 and 2008
Cumulative Period From October 1, 2004 (Inception) to December 31, 2010
<table>
<s> <c> <c> <c> <c>
Cumulative
Period From
October 1, 2004
(Inception)
to December 31,
2010 2009 2008 2010
Investment income
Other income $20,000 $- $- $20,000
Total investment income 20,000 - - 20,000
Expenses
Professional accounting and legal fees 45,006 29,866 22,632 163,485
Other operating and administrative expenses 36,864 6,738 19,526 73,353
Total expenses 81,870 36,604 42,158 236,838
Net investment (loss) (61,870) (36,604) (42,158) (216,838)
Net (decrease) in net assets resulting from operations $(61,870) $(36,604) $(42,158) $(216,838)
Net (loss) per unit
Member unit (30,935.02) (18,302.00) (21,079.00) (108,419.00)
Managing member unit (30,935.02) (18,302.00) (21,079.00) (108,419.00)
</table>
The accompanying notes are an integral part of the financial statements.
F-4
<page>
TriView Global Fund, LLC
(A Development Stage Enterprise)
Statements of Changes in Net Assets
For the Years Ended December 31, 2010, 2009 and 2008
Cumulative Period From October 1, 2004 (Inception) to December 31, 2010
<table>
<s> <c> <c> <c> <c> <c> <c> <c> <c>
Cumulative Period From
October 1, 2004 (Inception)
2010 2009 2008 to December 31, 2010
Units Net Assets Units Net Assets Units Net Assets Units Net Assets
(Decrease) in net assets from operations
Net investment (loss) $(61,870) $(36,604) $(42,158) $(216,838)
Net (decrease) in net assets resulting from operations (61,870) (36,604) (42,158) (216,838)
Capital contributions from members - - - 2.00 2,000
Initial offering costs - - - (43,468)
Total (decrease) in net assets - (61,870) - (36,604) - (42,158) 2.00 (258,306)
Net assets at the beginning of the period 2.00 (196,436) 2.00 (159,832) 2.00 (117,674) - -
Net assets at the end of the period 2.00 $(258,306) 2.00 $(196,436) 2.00 $(159,832) 2.00 $(258,306)
</table>
The accompanying notes are an integral part of the financial statements.
F-5
<page>
TriView Global Fund, LLC
(A Development Stage Enterprise)
Statements of Cash Flows
For the Years Ended December 31, 2010, 2009 and 2008
Cumulative Period From October 1, 2004 (Inception) to December 31, 2010
<table>
<s> <c> <c> <c> <c>
Cumulative
Period From
October 1, 2004
(Inception)
to December 31,
2010 2009 2008 2010
Cash Flows from Operating Activities
Net (decrease) in net assets resulting from operations $(61,870) $(36,604) $(42,158) $(216,838)
Adjustments to reconcile net (decrease) in net assets from
operations to net cash (used in) operating activities:
(Increase) decrease in prepaid expenses 2,309 (6,790) - (4,481)
Increase (decrease) in accrued expenses (2,897) 3,573 (1,383) 920
Net cash (used in) operating activities (62,458) (39,821) (43,541) (220,399)
Cash Flows from Investing Activities
Initial offering costs - - - (43,468)
Net cash (used in) investing activities - - - (43,468)
Cash Flows from Financing Activities
Increase in due to related parties 62,500 39,750 43,825 262,272
Initial member capital contributions - - - 2,000
Net cash provided by financing activities 62,500 39,750 43,825 264,272
Net increase (decrease) in cash 42 (71) 284 405
Cash at the beginning of the period 363 434 150 -
Cash at the end of the period $405 $363 $434 $405
Non-Cash Activities
Initial offering costs charged to net assets $- $- $- $43,468
</table>
The accompanying notes are an integral part of the financial statements.
F-6
<page>
TriView Global Fund, LLC
(A Development Stage Enterprise)
Notes to the Financial Statements
December 31, 2010
1. Nature of the Business
TriView Global Fund, LLC (the "Fund") was formed on October 1, 2004 under
the laws of the State of Delaware. The Fund expects to engage in high risk,
speculative and hedge trading of futures and forward contracts, options on
futures and forward contracts, and other instruments selected by registered
commodity trading advisors ("CTA's"). The Fund sells units of membership
interest (the "Units") pursuant to a prospectus granted effectiveness August
10, 2010, and will commence business upon the sale of at least $2,000,000 of
Units. The maximum offering is $20,000,000. TriView Capital Management, Inc.
(the "Corporate Managing Member") and Michael Pacult (the "Individual Managing
Member" and collectively the "Managing Member") are the managing members and
commodity pool operators ("CPO's") of the Fund. The initial CTA is GT Capital
CTA, which will have the authority to trade as much of the Fund's equity as is
allocated to it by the Managing Member. The selling agent is Futures
Investment Company ("FIC"), which is owned and operated by Michael Pacult and
his wife.
The Fund is in the development stage and its efforts through December 31,
2010 have been principally devoted to organizational activities.
2. Significant Accounting Policies
Regulation - The Fund is a registrant with the Securities and Exchange
Commission ("SEC") pursuant to the Securities Act of 1933. The Fund is
subject to the regulations of the SEC and the reporting requirements of the
Securities and Exchange Act of 1934, and of the rules and regulations of the
Financial Industry Regulation Authority ("FINRA"). The Fund, once it begins
trading, will also be subject to the regulations of the Commodities Futures
Trading Commission ("CFTC"), an agency of the U.S. government, which regulates
most aspects of the commodity futures industry, the rules of the National
Futures Association and the requirements of various commodity exchanges where
the Fund executes transactions. Additionally, the Fund will be subject to the
requirements of futures commission merchants and interbank market makers
through which the Fund trades.
Offering Expenses and Organizational Costs - For financial reporting
purposes in conformity with accounting principles generally accepted in the
United States of America ("GAAP"), on the Fund's initial effective date,
November 3, 2005, the Fund deducted from members' capital the total initial
offering costs of $43,468, as of that date, and began expensing all subsequent
offering costs. Organizational and operating costs are expensed as incurred
for GAAP purposes. For all other purposes, including determining the Net Asset
Value per Unit for subscription and redemption purposes, the Fund will
capitalize all offering, organizational and operating costs until commencement
of business, at which time the costs will be expensed and amortized on a
straight line basis for 60 months. The commencement of business is contingent
upon the sale of at least $2,000,000 of membership interests. The Fund has
agreed to reimburse the Corporate Managing Member and other affiliated
companies for all offering, organizational and operating expenses they have
paid up to the commencement of business, except for $20,000. These net
reimbursement amounts have accumulated to $262,272 and $199,772 as of December
31, 2010 and 2009, respectively.
As of December 31, 2010 and 2009, the Net Asset Value and Net Asset Value
per Unit for financial reporting purposes and for all other purposes are as
follows:
<table>
<s> <c> <c> <c> <c>
Balance Per Unit Calculation
December 31, December 31, December 31, December 31,
2010 2009 2010 2009
Net Asset Value for financial reporting purposes $(258,306) $(196,436) $(129,153.02) $(98,218.00)
Adjustment for initial offering costs 43,468 43,468 21,734.00 21,734.00
Adjustment for other offering, organizational and
operating expenses (212,838) (154,968) (106,419.02) (77,484.00)
Net Asset Value for all other purposes $2,000 $2,000 $1,000.00 $1,000.00
Number of Units 2.00 2.00
</table>
Registration Costs - Costs incurred for the initial filings with SEC, FINRA
and the states where the offering is expected to be made are included in the
offering expenses and, accordingly, are accounted for as described above under
"Offering Expenses and Organizational Costs".
F-7
<page>
TriView Global Fund, LLC
(A Development Stage Enterprise)
Notes to the Financial Statements
December 31, 2010
2. Significant Accounting Policies - Continued
Revenue Recognition - Forward contracts, futures and other investments are
recorded on the trade date and will be reflected in the statement of
operations at the difference between the original contract amount and the fair
value on the last business day of the reporting period.
Fair value of forward contracts, futures and other investments is based upon
exchange or other applicable closing quotations related to the specific
positions.
Interest income will be recognized when it is earned.
Other Income - Other income consists of $20,000 of offering and
organizational costs which were previously incurred, but were subsequently
absorbed in accordance with the S-1, which was approved by the SEC on August
10, 2010.
Use of Accounting Estimates - The preparation of financial statements in
conformity with GAAP requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
reported amounts of revenues and expenses during the reporting period. Actual
results could differ from these estimates.
Income Taxes - The Fund is not required to provide a provision for income
taxes. Income tax attributes that arise from its operations are passed
directly to the individual members. The Fund may be subject to state and
local taxes in jurisdictions in which it operates.
Management has continued to evaluate the application of Financial Accounting
Standards Board ("FASB") Accounting Standards Codification ("ASC") 740,
"Income Taxes" to the Fund and has determined that ASC 740 does not have a
material impact on the Fund's financial statements. The Fund files federal and
state tax returns. The 2007 through 2010 tax years generally remain subject to
examination for the U.S. federal and most state tax authorities.
Statement of Cash Flows - Net cash used in operating activities includes no
cash payments for interest or income taxes for the years ended December 31,
2010, 2009 and 2008.
Fair Value Measurement and Disclosures - ASC 820 establishes a fair value
hierarchy which prioritizes the inputs to valuation techniques used to measure
fair value into three broad levels. The fair value hierarchy gives the
highest priority to unadjusted quoted prices in active markets for identical
assets or liabilities (Level 1 measurements) and the lowest priority to
unobservable inputs (Level 3 measurements).
Level 1 inputs are unadjusted quoted prices in active markets for identical
assets or liabilities that the Fund has the ability to access at the
measurement date.
Level 2 inputs are inputs other than quoted prices included in Level 1 that
are observable for the asset or liability, either directly or indirectly.
Level 3 inputs are unobservable inputs for an asset or liability, including
the Fund?s own assumptions used in determining the fair value of investments.
Unobservable inputs shall be used to measure fair value to the extent that
observable inputs are not available, thereby allowing for situations in which
there is little, if any, market activity for the asset or liability at the
measurement date. As of and for the years ended December 31, 2010 and 2009,
the Fund had no investments.
In January 2010, the FASB issued Accounting Standards Update No. 2010-06
(?ASU 2010-06?) for improving disclosure about fair value measurements. ASU
2010-06 adds new disclosure requirements about transfers into and out of
Levels 1 and 2 and separate disclosures about purchases, sales, issuances and
settlements in the reconciliation for fair value measurements using
significant unobservable inputs (Level 3). It also clarifies existing
disclosure requirements relating to the levels of disaggregation for fair
value measurement and inputs and valuation techniques used to measure fair
value. As of January 1, 2010, the Fund adopted the provisions of ASU 2010-06
except for disclosures about purchases, sales, issuances and settlements in
the rollforward of activity in Level 3 fair value measurements, which are
effective for fiscal years beginning after December 15, 2010 and for interim
periods within those fiscal years. The adoption of this guidance did not have
a material impact on the Fund?s financial statements.
F-8
<page>
TriView Global Fund, LLC
(A Development Stage Enterprise)
Notes to the Financial Statements
December 31, 2010
3. Managing Member Duties
The responsibilities of the Managing Member, in addition to directing the
trading and investment activity of the Fund, including suspending all trading,
includes executing and filing all necessary legal documents, statements and
certificates of the Fund, retaining independent public accountants to audit
the Fund, employing attorneys to represent the Fund, reviewing the brokerage
commission rates to determine reasonableness, maintaining the tax status of
the Fund, maintaining a current list of the names, addresses and numbers of
units owned by each Member and taking such other actions as deemed necessary
to manage the business of the Company.
The Corporate Managing Member has contributed $1,000 in cash for deposit to
the capital of the Fund for a managing member interest in the Company.
If the net unit value of the Fund falls to less than 50% of the greater of
the original $1,000 selling price, less commissions and other charges or such
higher value earned through trading, then the Managing Member will immediately
suspend all trading, provide all members with notice of the reduction in net
unit value and give all members the opportunity, for fifteen days after such
notice, to redeem Units. No trading shall commence until after the lapse of
such fifteen day period.
4. The Limited Liability Company Agreement
The LLC Operating Agreement provides, among other things, that-
Capital Account - A capital account shall be established for each member.
The initial balance of each member's capital account shall be the amount of
the initial contributions to the Fund.
Monthly Allocations - Any increase or decrease in the Fund's net asset value
as of the end of a month shall be credited or charged to the capital account
of each Member in the ratio that the balance of each account bears to the
total balance of all accounts.
Any distribution from profits or members' capital will be made solely at the
discretion of the Managing Member.
Federal Income Tax Allocations - As of the end of each fiscal year, the
Fund's realized capital gain or loss and ordinary income or loss shall be
allocated among the Members, after having given effect to the fees and
expenses of the Fund.
Subscriptions - Investors must submit subscription agreements and funds at
least five business days prior to month end. Subscriptions must be accepted
or rejected by the Managing Member within five business days. The investor
also has five business days to withdraw his subscription. Funds are deposited
into an interest bearing subscription account and will be transferred to the
Fund's account after the minimum to commence business has been raised and,
thereafter, on the first business day of the month after the subscription is
accepted. Interest earned on the subscription funds will accrue to the
account of the investor.
Redemptions - A member may request any or all of his investment be redeemed
at the net asset value as of the end of a month. Unless this requirement is
waived, the written request must be received by the managing member no less
than ten business days prior to a month end. Redemptions will generally be
paid within twenty days of the effective month end. However, in various
circumstances due to liquidity, etc. the Managing Member may be unable to
comply with the request on a timely basis. There will be no redemption fee;
however there will be a twelve month lock-in commencing from the date of
admission of an investment.
5. Fees
The Fund will be charged the following fees as of the commencement of
trading.
A monthly management fee of 1% (annual rate) will be paid to the CTA, GT
Capital CTA, calculated on the equity allocated to it to trade.
A quarterly incentive fee of 20% of "new net profits" will be paid to the
CTA. New net profits includes all income earned by a CTA and expense allocated
to its activity. In the event that trading produces a loss for a CTA, no
incentive fees will be paid and all losses will be carried over to the
following periods until profits from trading exceed the loss. The Fund may
also change CTA's and thereby begin the computation of new net profits from
the date that a new CTA is retained.
The Fund will pay annual domestic brokerage commissions to the Corporate
Managing Member of 10% of the Fund net assets, plus actual charges for trades
made on foreign markets, if any. The Corporate Managing Member retains 3% and
pays the affiliated introducing broker 7% for trades made by the trading
advisor on domestic markets, plus actual charges from trades made on foreign
markets, if any.
The Managing Member has reserved the right to change the management fee and
the incentive fee at its sole discretion. The total incentive fees may be
increased to 27% if the management fee is eliminated. The Fund may also
increase the total management fees paid to the CTA's and Corporate Managing
Member to 6% of total net assets if the total incentive fees are decreased to
15%.
F-9
<page>
TriView Global Fund, LLC
(A Development Stage Enterprise)
Notes to the Financial Statements
December 31, 2010
6. Related Party Transactions
The sole shareholder of the Corporate Managing Member made an initial member
capital contribution in the Fund of $1,000. He is also the sole shareholder
of Ashley Capital Management, Inc. (the general partner of another commodity
pool), which along with the shareholder and other affiliates, has temporarily
funded the syndication costs incurred by the Fund to date. A variable
interest entity relationship exists between Corporate Managing Member and the
Fund.
In the normal course of business, the Fund has provided general
indemnifications to the Managing Member, its CTA's and others when they act,
in good faith, in the best interests of the Fund. The Fund is unable to
develop an estimate for future payments resulting from hypothetical claims,
but expects the risk of having to make any payments under these
indemnifications to be remote.
Due to related parties at December 31, 2010 and 2009 consisted of amounts
due to the Corporate Managing Member, Ashley Capital Management, Inc., FIC,
and Michael Pacult, President of FIC, the Corporate Managing Member and Ashley
Capital Management, Inc. The balances result from offering, organizational
and operating costs paid by the related parties on behalf of the Fund and cash
advances. These amounts bear no interest or due dates and are unsecured. The
balances are usually paid back within a year from the start of trading or when
the Fund is financially capable of repaying the advance. The following
balances were outstanding as of December 31, 2010 and December 31, 2009:
December 31, December 31,
2010 2009
FIC $194,108 $136,108
Ashley Capital Management, Inc. 26,475 26,475
Corporate Managing Member 1,958 1,958
Michael Pacult 39,731 35,231
Balance due to related parties $262,272 $199,772
7. Concentrations
The Fund will maintain all of its initial subscription deposits with a
commercial financial institution. In the event of the financial institution's
insolvency, recovery of Fund deposits may be limited to account insurance or
other protection afforded deposits by the institution.
8. Derivative Financial Instruments and Fair Value of Financial Instruments
A derivative financial instrument is a financial agreement whose value is
linked to, or derived from, the performance of an underlying asset. The
underlying asset can be currencies, commodities, interest rates, stocks, or
any combination. Changes in the underlying asset indirectly affect the value
of the derivative. As the instruments are recognized at fair value, those
changes directly affect reported income.
All investment holdings are recorded in the statement of assets and
liabilities at their net asset value (fair value) at the reporting date.
Financial instruments (including derivatives) used for trading purposes are
recorded in the statement of assets and liabilities at fair value at the
reporting date. Realized and unrealized changes in fair values are recognized
in net investment gain (loss) in the period in which the changes occur.
Interest income arising from trading instruments is included in the statement
of operations as part of interest income.
Notional amounts are equivalent to the aggregate face value of the
derivative financial instruments. Notional amounts do not represent the
amounts exchanged by the parties to derivatives and do not measure the Fund?s
exposure to credit or market risks. The amounts exchanged are based on the
notional amounts and other terms of the derivatives.
9. Financial Instruments with Off-Balance Sheet Credit and Market Risk
All financial instruments are subject to market risk, the risk that future
changes in market conditions may make an instrument less valuable or more
onerous. As the instruments are recognized at fair value, those changes
directly affect reported income.
Included in the definition of financial instruments are securities,
restricted securities and derivative financial instruments. Theoretically,
the investments owned by the Fund directly are exposed to a market risk (loss)
equal to the notional value of the financial instruments purchased and
substantial liability on certain financial instruments purchased short.
Generally, financial instruments can be closed. However, if the market is not
liquid, it could prevent the timely close-out of any unfavorable positions or
require the Fund to hold those positions to maturity, regardless of the
changes in their value or the trading advisor?s investment strategies.
Credit risk represents the accounting loss that would be recognized at the
reporting date if counterparties failed to perform as contracted.
Concentrations of credit risk (whether on or off balance sheet) that arise
from financial instruments exist for groups of counterparties when they have
similar economic characteristics that would cause their ability to meet
contractual obligations to be similarly affected by changes in economic or
other conditions.
F-10
<page>
TriView Global Fund, LLC
(A Development Stage Enterprise)
Notes to the Financial Statements
December 31, 2010
TriView Global Fund, LLC
(A Development Stage Enterprise)
Notes to the Financial Statements
December 31, 2010
10. Indemnifications
In the normal course of business, the Fund enters into contracts and
agreements that contain a variety of representations and warranties and which
provide general indemnifications. The Fund?s maximum exposure under these
arrangements is unknown, as this would involve future claims that may be made
against the Fund that have not yet occurred. The Fund expects the risk of any
future obligation under these indemnifications to be remote.
11. Subsequent Events
As of the date of this report, approximately $283,000 of membership
interests have been sold under the prospectus described in note 1.
12. Financial Highlights
<table>
<s> <c> <c> <c> <c> <c>
For the Years Ended December 31,
2010 2009 2008 2007 2006
Performance per unit (1)
Net unit value, beginning of year $(98,218.00) $(79,916.00) $(58,837.00) $(39,537.00) $(25,987.00)
Net realized and unrealized gains and
losses on commodity transactions - - - - -
Investment and other income 10,000.00 - - - -
Expenses (40,935.02) (18,302.00) (21,079.00) (19,300.00) (13,550.00)
Net (decrease) for the year (30,935.02) (18,302.00) (21,079.00) (19,300.00) (13,550.00)
Net unit value at the end of the year $(129,153.02) $(98,218.00) $(79,916.00) $(58,837.00) $(39,537.00)
Net assets at the end of the year (000) $(258) $(196) $(160) $(118) $(79)
Total return (31.50)% (22.90)% (35.83)% (39.24)% (41.36)%
Number of units outstanding at the end of the year 2.00 2.00 2.00 2.00 2.00
Supplemental Data
Ratio to average net assets
Investment and other income 8.78 % 0.00 % 0.00 % 0.00 % 0.00 %
Expenses (35.93)% (22.90)% (35.83)% (39.24)% (41.36)%
</table>
Total returns are calculated based on the change in value of a unit during
the period. An individual member's total returns and ratios may vary from the
above total returns and ratios based on the timing of additions and
redemptions.
(1) Investment and other income and expenses and net realized and unrealized
gains and losses on commodity transactions are calculated based on a single
unit outstanding during the period.
F-11
<page>
TriView Global Fund, LLC
Affirmation of the Commodity Pool Operator
For the Years Ended December 31, 2010, 2009 and 2008
*****************************************************************************
To the best of the knowledge and belief of the undersigned, the information
contained in this report is accurate and complete.
/s/ Michael Pacult
Michael Pacult
President, Triview Capital Management, Inc.
Managing Member
TriView Global Fund, LLC
F-12
<page>