FORM 10-K
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 12-31-2011
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 (S 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 (S 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. On
July 7, 2011, the Fund had sold approximately $1,374,000 in Units and
commenced business.
The Managing Member, in its sole discretion, selects CTAs and their allocation
of equity, from time to time. The trades for the Fund are 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 is
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 allocates approximately 50% of trading assets
to each of two programs traded by the Fund's sole CTA and reserves the right
to change the allocation between the programs at its own discretion. For
purposes of calculating the incentive fee, the performance of both programs
are netted during each quarterly incentive fee period such that the trading
advisor is only paid an incentive fee when the performance considering both
programs is net positive.
Upon the commencement of business, the Fund began to reimburse the managing
member and its affiliates for offering and organizational of $291,153, though
payment will not exceed 15% of gross subscription proceeds at any time. Such
expenses are amortized by the Fund over 60 months on a straight line basis, or
paid off sooner at the managing member's discretion.
Through August 31, 2011, the Fund paid the corporate managing member a 2.5%
annual management fee calculated on the prior month-end net assets, and pay
brokerage commissions to the affiliated introducing broker of $15 per round
turn. Beginning September 1, 2011, the aforementioned fees were no longer
paid. Instead, the Fund pays fixed annual brokerage commissions of 10%,
calculated on the prior month-end net assets, with 2.5% to the corporate
managing member and 7.5% to the introducing broker, paid monthly. In its July
6, 2011 prospectus, the managing member had estimated the round turn brokerage
of $15 would approximate 7.5% annually of Fund net assets. Accordingly, the
managing member does not believe the total fees charged to the Fund will
change. There is a twelve month lock-in commencing from the date an investment
is admitted to the Fund.
2
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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 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. As of December 31, 2011, the Fund
maintained approximately: 81% of its assets at the futures commission merchant
(FCM) to be available for trading by the trading advisor, and 18% in a cash
management fund that invests only in U.S. Treasurys and has high liquidity.
All such accounts are held in the name of the partnership and not commingled
with those of any other entity. Approximately 1% of the previous month's net
assets were retained in the Fund's bank accounts to pay expenses and
redemptions. The Fund also reserves the right to invest in T-Bills held with
the US Department of Treasury. The Fund expects to maintain a substantial
portion of our net assets in segregation with the FCM for trading by the
trading advisor.
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, Vision Financial Markets LLC, 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 (see Subsequent
Events at the end of this section):
On May 18, 2011, simultaneously with the issuance of a complaint by the NFA,
Vision Financial Markets LLC ("Vision") consented to a finding based on a one-
count complaint for failure to supervise guaranteed IBs in violation of NFA
Compliance Rule 2-9(a). The alleged activities occurred prior to 2009.
Without admitting or denying the findings in the Committee's Decision, Vision
consented to pay a fine of $500,000 and to retain an independent consultant to
review its supervisory procedures relating to guaranteed IBs. Vision
undertook to implement revised procedures for supervising GIBs within 6
months. Finally, Vision consented to a restriction on guaranteeing new
introducing brokers until 2013, unless it petitions the NFA to lift the
restriction earlier.
3
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The FCM has acted only as clearing brokers for the Fund's futures accounts and
as such it has been paid commissions for executing and clearing trades. The
FCM 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 the
FCM 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. The FCM has represented to the General Partner that that none of the
events reported above would interfere with its performance as a clearing
broker for the Fund's account.
Item 4. Mine Safety Disclosures.
N/A
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 previous five years through December 31, 2011, presented with the caveat
that the Registrant had not yet commenced its business of trading futures in
any of the periods presented.
4
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<table>
<s> <c> <c> <c> <c> <c>
For the Years Ended December 31,
2011 2010 2009 2008 2007
Performance per unit (1)
Net unit value, beginning of the year $(129,153.02) $(98,218.00) $(79,916.00) $(58,837.00) $(39,537.00)
Investment income - 10,000.00 - - -
Expenses (15,423.32) (40,935.02) (18,302.00) (21,079.00) (19,300.00)
Net increase (decrease) prior to commencement
of operations (July 7, 2011) (15,423.32) (30,935.02) (18,302.00) (21,079.00) (19,300.00)
Reallocation of initial offering costs 145,576.34 (5)
Net unit value, initial subscription 1,000.00
Absorption of initial offering costs (211.54) (5)
Net unit value, commencement of operations (July 7, 2011) 788.46
Net realized and unrealized gain from
investments and foreign currency 75.22
Expenses (73.40)
Net increase after commencement
of operations 1.82
Net unit value at the end of the year $790.28 $(129,153.02) $(98,218.00) $(79,916.00) $(58,837.00)
Net assets at the end of the year ($000) $1,540 $(258) $(196) $(160) $(118)
Total return before incentive fee (20.85)% (2)(4) (31.50)% (22.90)% (35.83)% (39.24)%
Incentive fee (0.12)% (2)(4) - - - -
Total return after incentive fee (20.97)% (31.50)% (22.90)% (35.83)% (39.24)%
Number of units outstanding at the end of the year 1,948.597 2.000 2.000 2.000 2.000
Supplemental Data
Ratio to average net assets
Net investment (loss) before incentive fee (20.22)% (2)(3) (27.15)% (22.90)% (35.83)% (39.24)%
Incentive fee (0.20)% (2)(4) - - - -
Net investment (loss) after incentive fee (20.42)% (27.15)% (22.90)% (35.83)% (39.24)%
Expenses before incentive fee (20.22)% (2)(3) (35.93)% (22.90)% (35.83)% (39.24)%
Incentive fee (0.20)% (2)(4) - - - -
Expenses after incentive fee (20.42)% (35.93)% (22.90)% (35.83)% (39.24)%
</table>
Total return was calculated based on the change in value of a unit during the
period. Net realized and unrealized gain (loss) from investments and foreign
currency is a balancing amount necessary to reconcile the change in net unit
value. 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.
5
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(1) Investment income and expenses and net realized and unrealized gains and
losses on future transactions are calculated based on a single unit
outstanding during the period.
(2) Total return and ratios were calculated for the trading period of July 7,
2011 through December 31, 2011.
(3) Annualized.
(4) Not annualized.
(5) Also see Note 2 - Offering Expenses and Organizational Costs.
Reallocation of initial offering costs represents capitalized offering,
organizational and operating costs prior to commencement of operations
totaling $291,153 on a per unit basis. There were two units outstanding prior
to commencement of operations. Absorption of initial offering costs represents
capitalized offering, organizational and operating costs that were absorbed by
members at commencement of operations on a per unit basis. There were
1,376.333 units at commencement of operations.
The following summarized quarterly financial information presents the results
of operations for the quarterly periods during the years ended December 31,
2011 and 2010.
<table>
<s> <c> <c> <c> <c> <c> <c> <c> <c>
2011 2010
1st Qtr 2nd Qtr 3rd Qtr 4th Qtr 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr
Total Investment Gain 0 0 (8,360) 43,660 0 0 0 0
Net Income (Loss) (14,934) (15,913) (57,474) (29,191) (13,578) (30,243) 6,005 (24,054)
Net Income (Loss) per limited
partnership unit* (7,466.75) (7,956.57) (14.48) 16.30 (6,789.00) (15,121.50) 3,002.50 (12,027.02)
Net Income (Loss) per general
partnership unit (if any)* (7,466.75) (7,956.57) 0.00 0.00 (6,789.00) (15,121.50) 3,002.50 (12,027.02)
Net asset value per partnership
unit at the end of period. (136,619.77) (144,576.34) 773.98 790.28 (105,007.00) (120,128.50) (117,126.00) (129,153.02)
</table>
*Net increase (decrease) per unit is presented for a single unit outstanding
from commencement of operations (July 7, 2011 to December 31, 2011).
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.
6
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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.
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 and
options on futures 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.
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.
On July 7, 2011, the Fund commenced business after admission of 26 limited
partners, with total subscriptions of $1,374,333. As of December 31, 2011,
aggregate subscriptions were $2,155,371. Because the Fund was not operational
prior to July 7, 2011, the Fund believes it would be misleading to compare the
year ended 2011 to the years ended 2010 and 2009.
For non-financial reporting purposes (subscription and redemption purposes),
the Fund's initial net asset value (NAV) per Unit of $1,000 decreased to
$922.14, a loss of (7.79)%, from the commencement of operations into year end
December 31, 2011. This was primarily as a result of operational expenses,
which were $(121,966). Over the same period, the Fund's net assets increased
to $1,796,875, primarily as a result of capital contributions by Members of
$2,155,371, offset partially by redemptions of $(239,611).
Going forward, any positive revenue is expected to be primarily derived from
the trading of GT Capital CTA until short term interest rates rise. The
trading advisor's objective is to achieve appreciation of the Fund's assets
through speculative trading in futures contracts and options on futures
contracts. There is no representation being made that the trading programs
offered by the trading advisor will be successful in achieving this goal.
7
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Money managers generally rely on either fundamental or technical analysis, or
a combination thereof, in making trading decisions and attempting to identify
price trends in a commodity interest. "Fundamental analysis" is the
consideration of factors external to the market of a particular instrument.
For example, weather and political events which affect the supply and demand
of that particular instrument, in order to predict future prices of that
instrument. As an example, some of the fundamental factors that affect the
supply of commodities (e.g., agricultural products such as corn and soybeans)
include the acreage planted, weather during the growing season, harvesting and
distribution of the commodity and the previous year's crop carryover. The
demand for such commodities is determined in part by domestic consumption and
exports and is a product of many factors, including general world economic
conditions, exports and the cost of competing products which might be
substituted as alternate sources of food or fiber.
Technical analysis is not based on the anticipated supply and demand of the
"cash" or "physical" (i.e., actual) commodity; instead, technical analysis is
based on the theory that a study of the markets themselves (in particular, of
trends of prices established by the markets for various instruments during
selected historical periods) provides a means of anticipating prices.
Technical analysis of the markets often includes a study of the actual daily,
weekly and monthly price fluctuations, as well as volume variations and
changes in open interest, utilizing charts and/or computers for analysis of
these items and other technical market data. Both general methodologies have
been employed with success by traders and investors in the past, however,
neither trading method can be assured of success in a particular interval of
time.
If a large price movement occurs in a sector that a trading advisor trades,
such as stock indices, agriculture, financials, metals or softs, it does not
necessarily mean that the trading advisor will engage in trades that capture
such moves. Accordingly, market movements and conditions are not necessarily
correlated with Fund performance. As always, past performance is not
necessarily indicative of future results.
Since the commencement of operations, the CTA has allocated trades (by volume)
among the following sectors in the approximate proportions: Currencies 15%,
Energy 15%, Metals 10%, and Stock Indices 60%.
Pursuant to the Trading Advisory Agreement, the Fund pays a quarterly
incentive fee to GT on new net profits, or those profits achieved on a per
unit basis above the advisor's previous high water mark. See Note 5 to the
financial statements herein for the current incentive fees. In the fourth
quarter of 2011, GT was paid an incentive fee of $2,438, and he did not earn
an incentive fee in the third quarter. Trading profits from the commencement
of operations to December 31, 2011 were $35,300.
Interest income was negligible during the reporting period because of low
short term interest rates.
These results are not to be construed as an expectation of similar profits or
losses in the future.
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 and options on futures
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%.
8
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In addition to market risk, in entering into futures and options on futures
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.
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, 2011, 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, 2011 that have materially affected, or are reasonably likely to
materially affect, internal control over financial reporting applicable to the
Fund.
9
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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, 2011. 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, 2011, 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.
10
<page>
The Managing Members of the Registrant during the year 2011 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
Act, and Mr. Michael Pacult, age 67, 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) None
(b) As of December 31, 2011, neither the individual nor corporate Managing
Member owned any Units of Membership Interests.
(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.
Item 14. Principal Accountant Fees and Services.
(1) Audit Fees
11
<page>
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, 2011 and 2010
were $16,500 and $13,957, 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, 2011 and 2010 were $0 and $350,
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 (S 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
(b) Exhibits required by Item 601 of Regulation S-K (S 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.
12
<page>
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, 2011, 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
Date: March 30, 2012 By: /s/ Michael Pacult
Mr. Michael P. Pacult
Sole Director, Sole Shareholder
President and Treasurer
13
<page>
TRIVIEW GLOBAL FUND, LLC
(A Delaware Limited Liability Company)
ANNUAL REPORT
December 31, 2011
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
Condensed Schedule of Investments - December 31, 2011 F-4
Statements of Operations F-5
Statements of Changes in Net Assets F-6
Statements of Cash Flows F-7
Notes to the Financial Statements F-8 - F-15
Affirmation of the Commodity Pool Operator F-16
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 Delaware limited liability company), as of
December 31, 2011 and 2010, including the condensed schedule of investments as
of December 31, 2011, 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, 2011. 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 of 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, 2011 and 2010, 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, 2011 are in conformity with accounting principles generally
accepted in the United States of America.
/s/ Patke & Associates, Ltd.
Patke & Associates, Ltd.
Lincolnshire, Illinois
March 9, 2012
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 Delaware Limited Liability Company)
Statements of Assets and Liabilities
December 31, 2011 and 2010
<table>
<s> <c> <c>
2011 2010
Assets
Equity in broker trading accounts
Cash at broker $1,255,856 $-
Net unrealized (loss) on open futures contracts (7,430) -
Total equity in broker trading accounts 1,248,426 -
Cash and cash equivalents 296,104 405
Prepaid expenses 12,314 4,481
Total assets 1,556,844 4,886
Liabilities
Accounts payable and accrued liabilities 16,902 920
Due to related parties - 262,272
Total liabilities 16,902 263,192
Net assets $1,539,942 $(258,306)
Analysis of net assets
Non-managing members $1,539,942 $(129,153)
Managing members - (129,153)
Net assets (equivalent to $790.28 and
$(129,153.02) per unit) $1,539,942 $(258,306)
Membership units outstanding
Non-managing member units outstanding 1,948.597 1.000
Managing members units outstanding - 1.000
Total membership units outstanding 1,948.597 2.000
</table>
The accompanying notes are an integral part of the financial statements.
F-3
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Condensed Schedule of Investments
December 31, 2011
<table>
<s> <c> <c>
Fair Value Percent of
Net Assets
Futures contracts
Futures contracts held long
Energy $(6,150) (0.40%)
Currency (1,280) (0.08%)
Total futures contracts held long (7,430) (0.48%)
Net unrealized (loss) on open futures contracts $(7,430) (0.48%)
</table>
The accompanying notes are an integral part of the financial statements.
F-4
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Statements of Operations
For the Years Ended December 31, 2011, 2010 and 2009
<table>
<s> <c> <c> <c>
2011 2010 2009
Investment income
Interest income $6 $- $-
Other income - 20,000 -
Total investment income 6 20,000 -
Expenses
Commission expense 60,295 - -
Management fees 12,103 - -
Incentive fees 2,438 - -
Professional fees 64,855 45,006 29,866
Other operating expenses 13,127 36,864 6,738
Total expenses 152,818 81,870 36,604
Net investment (loss) (152,812) (61,870) (36,604)
Realized and unrealized gain (loss) from
investments and foreign currency
Net realized gain (loss) from:
Investments 46,297 - -
Foreign currency translation (3,567) - -
Net realized gain from investments and
foreign currency transactions 42,730 - -
Net unrealized (depreciation) on investments (7,430) - -
Net realized and unrealized gain from
investments and foreign currency 35,300 - -
Net (decrease) in net assets resulting from
operations $(117,512) $(61,870) $(36,604)
Net increase (decrease) per unit
Managing and non-managing member unit $1.82 (1) $(30,935.02)(2) $(18,302.00)
</table>
(1) Net increase (decrease) per unit is presented for a single unit
outstanding from commencement of operations (July 7, 2011) to December 31,
2011.
(2) Net increase (decrease) per unit is presented for a single unit
outstanding during the year.
The accompanying notes are an integral part of the financial statements.
F-5
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Statements of Changes in Net Assets
For the Years Ended December 31, 2011, 2010 and 2009
<table>
<s> <c> <c> <c> <c> <c> <c>
Member's Equity
Managing Non-Managing Total
Units Net Assets Units Net Assets Units Net Assets
Net assets at December 31, 2008 1.000 $(79,916) 1.0000 $(79,916) 2.000 $(159,832)
(Decrease) in net assets from operations:
Net investment (loss) (18,302) (18,302) (36,604)
Net (decrease) in net assets resulting from operations (18,302) (18,302) (36,604)
Net assets at December 31, 2009 1.000 (98,218) 1.000 (98,218) 2.000 (196,436)
(Decrease) in net assets from operations:
Net investment (loss) (30,935) (30,935) (61,870)
Net (decrease) in net assets resulting from operations (30,935) (30,935) (61,870)
Net assets at December 31, 2010 1.000 (129,153) 1.000 (129,153) 2.000 (258,306)
(Decrease) in net assets from operations:
Net investment (loss) (15,430) (137,382) (152,812)
Net realized gain (loss) from investments and foreign
currency transactions - 42,730 42,730
Net unrealized (depreciation) on investments - (7,430) (7,430)
Net (decrease) in net assets resulting from operations (15,430) (102,082) (117,512)
Capital contributions - - 2,203.674 2,155,371 2,203.674 2,155,371
Redemptions (1.000) (993) (256.077) (238,618) (257.077) (239,611)
Reallocation of initial offering costs 145,576 (145,576) -
Total increase in net assets (1.000) 144,583 1,947.597 1,771,177 1,946.597 1,915,760
Net assets at December 31, 2011 - $- 1,948.597 $1,539,942 1,948.597 $1,539,942
</table>
The accompanying notes are an integral part of the financial statements.
F-6
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Statements of Cash Flows
For the Years Ended December 31, 2011, 2010 and 2009
<table>
<s> <c> <c> <c>
2011 2010 2009
Cash Flows from Operating Activities
Net (decrease) in net assets resulting from operations $(117,512) $(61,870) $(36,604)
Adjustments to reconcile net increase (decrease) in net assets from
operations to net cash (used in) operating activities:
Changes in operating assets and liabilities:
(Increase) decrease in prepaid expenses (7,833) 2,309 (6,790)
Unrealized depreciation on investments 7,430 - -
Increase (decrease) in accounts payable and accrued liabilities 15,982 (2,897) 3,573
Net cash (used in) operating activities (101,933) (62,458) (39,821)
Cash Flows from Financing Activities
Increase (decrease) in due to related parties (262,272) 62,500 39,750
Proceeds from sale of units 2,155,371 - -
Redemptions paid (239,611) - -
Net cash provided by financing activities 1,653,488 62,500 39,750
Net increase (decrease) in cash and cash equivalents 1,551,555 42 (71)
Cash and cash equivalents, beginning of year 405 363 434
Cash and cash equivalents, end of year $1,551,960 $405 $363
End of year cash and cash equivalents consists of:
Cash at broker $1,255,856 $- $-
Cash and cash equivalents 296,104 405 363
Total cash and cash equivalents $1,551,960 $405 $363
</table>
The accompanying notes are an integral part of the financial statements.
F-7
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Notes to the Financial Statements
December 31, 2011
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 is engaged 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"). On July 7, 2011, the Fund commenced
business after admission of 26 members, with total subscriptions of $1,374,333
at a price of $1,000 per Unit. Through December 31, 2011 additional capital
contributions from members of $781,038 were received. 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 CTA is GT Capital CTA ("GT Capital"), which has
the authority to trade as much of the Fund's equity as is allocated to it by
the Managing Member. The selling agent and introducing broker is Futures
Investment Company ("FIC"), which is owned and operated by Michael Pacult and
his wife.
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 is 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 is subject to the requirements of futures
commission merchants ("FCM's") and interbank market makers through which the
Fund trades and regulated by commodity exchanges and by exchange markets that
may be traded by the advisor.
2. Significant Accounting Policies
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 capitalized
all offering, organizational and operating costs until commencement of
business, July 7, 2011, which totaled $291,153. These costs are expensed and
amortized on a straight line basis for 60 months or sooner at the discretion
of the Managing Member.
As of December 31, 2011 and December 31, 2010, 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,
2011 2010 2011 2010
Net Asset Value for financial reporting purposes $1,539,942 $(258,306) $790.28 $(129,153.02)
Adjustment for initial offering costs 43,468 43,468 22.31 21,734.00
Adjustment for other offering, organizational and
operating expenses 213,465 216,838 109.55 108,419.02
Net Asset Value for all other purposes $1,796,875 $2,000 $922.14 $1,000.00
Number of Units 1,948.597 2.000
</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".
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.
F-8
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Notes to the Financial Statements
December 31, 2011
2. Significant Accounting Policies - Continued
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 year ended December 31, 2011 and 2010,
the Fund did not have any Level 3 assets or liabilities.
The following table sets forth by level within the fair value hierarchy the
Fund's investments accounted for at fair value on a recurring basis as of
December 31, 2011. There were no investments as of December 31, 2010.
<table>
<s> <c> <c> <c> <c>
Fair Value at December 31, 2011
Description Level 1 Level 2 Level 3 Total
Exchange Traded - Futures Contracts $(7,430) $- $- $(7,430)
Total $(7,430) $- $- $(7,430)
</table>
Income Taxes - The Fund prepares calendar year U.S. Federal and applicable
state information tax returns and reports to the partners their allocable
shares of the Fund's income, expenses and trading gains or losses. No
provision for income taxes has been made in the accompanying financial
statements as each partner is individually responsible for reporting income or
loss based on such partner's respective share of the Fund's income and
expenses as reported for income tax purposes.
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 2008 through 2011 tax years generally remain subject to
examination for the U.S. federal and most state tax authorities.
Statement of Cash Flows - For the purposes of the Statement of Cash Flows,
the Fund considers all short-term investments with an original maturity of
three months or less to be cash equivalents. Net cash used in operating
activities includes no cash payments for interest or income taxes for the
years ended December 31, 2011, 2010 or 2009.
Foreign Currency - The accounting records of the Fund are denominated in
U.S. dollars. Assets and liabilities denominated in currencies other than U.S.
dollars are translated into U.S. dollars at the exchange rates in effect on
the valuation date. Commodity futures contracts transactions are translated
into U.S. dollars at the exchange rates on the dates of such transactions. On
the accompanying financial statements, effects of changes in exchange rates
from all transactions denominated in currencies other than U.S. dollars are
disclosed separately.
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.
Reclassifications - Prior year investment and other income ratios to average
net assets were reclassified to investment income (loss) to average net assets
to conform to current year presentation.
F-9
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Notes to the Financial Statements
December 31, 2011
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 Fund.
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 ("LLC") 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 was initially charged the following fees after the commencement of
trading.
A monthly management fee of 2.5% (annual rate) paid to the Corporate
Managing Member, calculated on the Fund's prior month-end net assets.
Brokerage commissions to the Fund's affiliated introducing broker, FIC, of $15
per round turn.
As of September 1, 2011, the Fund no longer paid FIC round turn brokerage
commissions and no longer paid the Corporate Managing Member a management fee.
Instead, the Fund is charged 10% (annual rate) fixed brokerage commissions,
paid monthly, calculated on the prior month-end net assets, with 7.5% paid to
FIC and 2.5% to the Corporate Managing Member.
A monthly management fee of 1% (annual rate) paid to GT Capital calculated
on the prior month-end equity allocated to it to trade.
A quarterly incentive fee of 20% of new net profits paid to GT Capital. In
October 2011, the Managing Member allocated approximately 50% of Fund trading
equity to a separate program offered by GT Capital maintained in a separate
account at the FCM, held in the name of the Fund. For purposes of calculating
the quarterly incentive fee, the net performance of both programs is combined.
The incentive fee for the year ended December 31, 2011 was $2,438. There were
no incentive fees for the years ended December 31, 2010 and 2009.
The Managing Member has reserved the right to implement a management fee and
change the incentive fee at its sole discretion. The total incentive fees may
be increased to 27% if the management fee is zero. 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-10
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Notes to the Financial Statements
December 31, 2011
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 TriView Capital Management, Inc., 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 existed between the
Corporate Managing Member and the Fund until July 7, 2011 when the Fund
commenced business. The Corporate Managing Member redeemed its interest July
31, 2011.
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 consisted of amounts due to the
Corporate Managing Member, TriView Capital Management, Inc., FIC, and Michael
Pacult, President of FIC, the Corporate Managing Member and TriView 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
cash advances were all repaid in 2011. The following balances were outstanding
as of December 31, 2010.
December 31,
2010
Futures Investment Company $194,108
Ashley Capital Management, Inc. 26,475
Corporate Managing Member 1,958
Michael Pacult 39,731
Balance due to related parties $262,272
The Fund pays commissions to the Corporate Managing Member and Futures
Investment Company, the introducing broker. These related parties are 100%
and 50%, respectively, owned by Michael Pacult. Related party commissions and
management fees were as follows:
Commissions included in expenses: For The Year Ended
December 31,
2011
Corporate Managing Member $12,474
Futures Investment Company 40,958
Total related party expenses $53,432
Management fees included in expenses: For The Year Ended
December 31,
2011
Corporate Managing Member $5,706
Total related party expenses $5,706
Commissions included in accrued expenses:
December 31,
2011
Corporate Managing Member $3,270
Futures Investment Company 3,347
Total accrued commissions payable to
related parties $6,617
Other operating expense includes $3,721 paid to Futures Investment
Corporation for postage and office supplies.
In the normal course of business, the Fund has provided general
indemnifications to the Managing Member, its CTA 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.
F-11
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Notes to the Financial Statements
December 31, 2011
7. Trading Activities and Related Risks
The Fund is engaged in speculative trading of U.S. and foreign futures
contracts. The Fund is exposed to both market risk, the risk arising from
changes in market value of the contracts, and credit risk, the risk of failure
by another party to perform according to the terms of a contract.
A certain portion of cash in trading accounts are pledged as collateral for
futures trading on margin. Additional deposits may be necessary for any loss
on contract value. The Commodity Exchange Act requires a broker to segregate
all customer transactions and assets from such broker's proprietary
activities.
Each U.S. commodity exchange with the approval of the CFTC establishes
minimum margin requirements for each traded contract. The FCM may increase
the margin requirements above these minimums for any or all contracts. The
Fund maintains cash and cash equivalents to satisfy these margin requirements.
Cash and cash equivalents at December 31, 2011 was $1,551,960. Based upon the
types and amounts of contracts traded and the amount of liquid assets of the
Fund, the Managing Member believes there is minimal risk of not being able to
meet its margin requirement.
Trading in futures contracts involves entering into contractual commitments
to purchase or sell a particular futures contracts at a specified date and
price. The gross or face amount of the contract, which is typically many times
that of the Fund's net assets being traded, significantly exceeds the Fund's
future cash requirements since the Fund intends to close out its open
positions prior to settlement. As a result, the Fund is generally subject only
to the risk of loss arising from the change in the value of the contracts. The
market risk is limited to the gross or face amount of the contracts held on
long positions, of which there were approximately $26,901 at December 31, 2011
and none at December 31, 2010. However, when the Fund enters into a
contractual commitment to sell commodities, it must make delivery of the
underlying commodity at the contract price and then repurchase the contract at
prevailing market prices or settle in cash. Since the repurchase price to
which a commodity can rise is unlimited, entering into commitments to sell
commodities exposes the Fund to unlimited potential risk.
Market risk is influenced by a wide variety of factors including government
programs and policies, political and economic events, the level and volatility
of interest rates, foreign currency exchange rates, the diversification
effects among the derivative instruments the Fund holds and the liquidity and
inherent volatility of the markets in which the Fund trades.
The net unrealized loss on open futures contracts at December 31, 2011 was
$7,430.
Open contracts generally mature within three months of December 31, 2011.
The latest maturity for open futures contracts is February 2012. However, the
Fund intends to close all contracts prior to maturity.
There we no open futures contracts at December 31, 2010.
F-12
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Notes to the Financial Statements
December 31, 2011
7. Trading Activities and Related Risks - Continued
The following tables discloses the fair values of derivative and hedging
activities in the Statements of Assets and Liabilities and the Statements of
Operations.
<table>
<s> <c> <c> <c> <c> <c>
Derivative Instruments
Statement of Assets and Liabilities
Asset Derivatives Liability Derivatives
at December31, at December 31,
Statement of Assets and Liabilities Location 2011 Fair Value 2011 Fair Value Net
Derivatives not designated as Futures contracts Net unrealized gain (loss) on open - $(7,430) $(7,430)
hedge instruments under ASC 815 futures contracts
</table>
<table>
<s> <c> <c> <c>
Derivative Instruments
Statement of Operations
Line Item in the For The Year Ended
Statement of Operations December 31, 2011
Derivatives not designated as hedge instruments under ASC 815 Futures contracts Net realized gain from investments
and foreign currency transactions $32,557
Derivatives not designated as hedge instruments under ASC 815 Options on Net realized gain from investments and
Futures foreign currency transactions $10,173
Derivatives not designated as hedge instruments under ASC 815 Futures contracts Net unrealized (depreciation) on
investments $(7,430)
</table>
Credit risk is the possibility that a loss may occur due to the failure of a
counter party to perform according to the terms of a contract.
The Fund has a substantial portion of its assets on deposit with financial
institutions. In the event of a financial institution's insolvency, recovery
of Fund deposits may be limited to account insurance or other protection
afforded deposits.
The Fund has established procedures to actively monitor market risk and
minimize credit risk although there can be no assurance that it will succeed.
The basic market risk control procedures consist of continuously monitoring
open positions, diversification of the portfolio and maintenance of a
desirable margin-to-equity ratio. The Fund seeks to minimize credit risk
primarily by depositing and maintaining its assets at financial institutions
and brokers which it believes to be creditworthy.
F-13
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Notes to the Financial Statements
December 31, 2011
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.
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.
F-14
<page>
TriView Global Fund, LLC
(A Delaware Limited Liability Company)
Notes to the Financial Statements
December 31, 2011
11. Financial Highlights
<table>
<s> <c> <c> <c> <c> <c>
For the Years Ended December 31,
2011 2010 2009 2008 2007
Performance per unit (1)
Net unit value, beginning of the year $(129,153.02) $(98,218.00) $(79,916.00) $(58,837.00) $(39,537.00)
Investment income - 10,000.00 - - -
Expenses (15,423.32) (40,935.02) (18,302.00) (21,079.00) (19,300.00)
Net increase (decrease) prior to commencement
of operations (July 7, 2011) (15,423.32) (30,935.02) (18,302.00) (21,079.00) (19,300.00)
Reallocation of initial offering costs 145,576.34 (5)
Net unit value, initial subscription 1,000.00
Absorption of initial offering costs (211.54) (5)
Net unit value, commencement of operations (July 7, 2011) 788.46
Net realized and unrealized gain from
investments and foreign currency 75.22
Expenses (73.40)
Net increase after commencement
of operations 1.82
Net unit value at the end of the year $790.28 $(129,153.02) $(98,218.00) $(79,916.00) $(58,837.00)
Net assets at the end of the year ($000) $1,540 $(258) $(196) $(160) $(118)
Total return before incentive fee (20.85)% (2)(4) (31.50)% (22.90)% (35.83)% (39.24)%
Incentive fee (0.12)% (2)(4) - - - -
Total return after incentive fee (20.97)% (31.50)% (22.90)% (35.83)% (39.24)%
Number of units outstanding at the end of the year 1,948.597 2.000 2.000 2.000 2.000
Supplemental Data
Ratio to average net assets
Net investment (loss) before incentive fee (20.22)% (2)(3) (27.15)% (22.90)% (35.83)% (39.24)%
Incentive fee (0.20)% (2)(4) - - - -
Net investment (loss) after incentive fee (20.42)% (27.15)% (22.90)% (35.83)% (39.24)%
Expenses before incentive fee (20.22)% (2)(3) (35.93)% (22.90)% (35.83)% (39.24)%
Incentive fee (0.20)% (2)(4) - - - -
Expenses after incentive fee (20.42)% (35.93)% (22.90)% (35.83)% (39.24)%
</table>
Total return was calculated based on the change in value of a unit during
the period. Net realized and unrealized gain (loss) from investments and
foreign currency is a balancing amount necessary to reconcile the change in
net unit value. 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 income and expenses and net realized and unrealized gains and
losses on future transactions are calculated based on a single unit
outstanding during the period.
(2) Total return and ratios were calculated for the trading period of July
7, 2011 through December 31, 2011.
(3) Annualized.
(4) Not annualized.
(5) Also see Note 2 - Offering Expenses and Organizational Costs.
Reallocation of initial offering costs represents capitalized offering,
organizational and operating costs prior to commencement of operations
totaling $291,153 on a per unit basis. There were two units outstanding prior
to commencement of operations. Absorption of initial offering costs represents
capitalized offering, organizational and operating costs that were absorbed by
members at commencement of operations on a per unit basis. There were
1,376.333 units at commencement of operations.
F-15
<page>
TriView Global Fund, LLC
Affirmation of the Commodity Pool Operator
For the Years Ended December 31, 2011, 2010 and 2009
*****************************************************************************
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-16
<page>