United States Commodity Index Funds Trust - Quarter Report: 2010 September (Form 10-Q)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
x
|
Quarterly report pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934 for the
quarterly period ended September 30,
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: 001-34833
United
States Commodity Index Funds Trust
(Exact
name of registrant as specified in its charter)
Delaware
|
27-1537655
|
|
(State
or other jurisdiction of
incorporation
or organization)
|
(I.R.S.
Employer
Identification
No.)
|
1320
Harbor Bay Parkway, Suite 145
Alameda,
California 94502
(Address
of principal executive offices) (Zip code)
(510)
522-9600
(Registrant’s
telephone number, including area code)
N/A
(Former
name, former address and former fiscal year, if changed since last
report)
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.
x
Yes ¨ 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 (§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
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 the definitions of “large accelerated filer,”
“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act.
Large
accelerated filer ¨
|
Accelerated
filer ¨
|
|
Non-accelerated
filer x
|
Smaller
reporting company ¨
|
|
(Do not check if a smaller reporting company)
|
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
¨
Yes x No
UNITED
STATES COMMODITY INDEX FUNDS TRUST
Table
of Contents
Page
|
|
Part
I. FINANCIAL INFORMATION
|
|
Item
1. Condensed Financial Statements.
|
1
|
Item
2. Management’s Discussion and Analysis of Financial Condition and Results
of Operations.
|
16
|
Item
3. Quantitative and Qualitative Disclosures About Market
Risk.
|
36
|
Item
4. Controls and Procedures.
|
37
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Part
II. OTHER INFORMATION
|
|
Item
1. Legal Proceedings.
|
39
|
Item
1A. Risk Factors.
|
39
|
Item
2. Unregistered Sales of Equity Securities and Use of
Proceeds.
|
39
|
Item
3. Defaults Upon Senior Securities.
|
39
|
Item
4. Reserved.
|
39
|
Item
5. Other Information.
|
39
|
Item
6. Exhibits.
|
39
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Part
I. FINANCIAL INFORMATION
Item 1. Condensed
Financial Statements.
Index
to Condensed Financial Statements
Documents
|
Page
|
|
Condensed
Statements of Financial Condition at September 30, 2010 (Unaudited) and
December 31, 2009
|
2
|
|
Condensed
Schedule of Investments (Unaudited) at September 30, 2010
|
3
|
|
Condensed
Statements of Operations (Unaudited) for the period, three months and nine
months ended September 30, 2010
|
4
|
|
Condensed
Statements of Changes in Capital (Unaudited) for the period ended
September 30, 2010
|
5
|
|
Condensed
Statements of Cash Flows (Unaudited) for the period ended September 30,
2010
|
6
|
|
Notes
to Condensed Financial Statements for the period ended September 30,
2010 (Unaudited)
|
7
|
1
United
States Commodity Index Funds Trust
Condensed
Statements of Financial Condition
At
September 30, 2010 (Unaudited) and December 31, 2009
September 30, 2010
|
December 31, 2009
|
|||||||||||
United States
|
United States
|
|||||||||||
United States
|
Commodity
|
Commodity
|
||||||||||
Commodity
Index Fund
|
Index Funds
Trust
|
Index Funds
Trust
|
||||||||||
Assets
|
||||||||||||
Cash
and cash equivalents (Note 6)
|
$ | 14,284,286 | $ | 14,284,286 | $ | 1,000 | ||||||
Equity
in UBS Securities LLC trading accounts:
|
||||||||||||
Cash
|
1,394,071 | 1,394,071 | - | |||||||||
Unrealized
gain on open commodity futures contracts
|
576,409 | 576,409 | - | |||||||||
Receivable
for units sold
|
5,422,844 | 5,422,844 | - | |||||||||
Receivable
from Sponsor (Note 4)
|
19,033 | 19,033 | - | |||||||||
Other
assets
|
3,158 | 3,158 | - | |||||||||
Total
assets
|
$ | 21,699,801 | $ | 21,699,801 | $ | 1,000 | ||||||
Liabilities
and Capital
|
||||||||||||
Management
fees payable (Note 4)
|
$ | 10,867 | $ | 10,867 | $ | - | ||||||
Professional
fees payable
|
21,369 | 21,369 | - | |||||||||
Brokerage
commission fees payable
|
385 | 385 | - | |||||||||
Total
liabilities
|
32,621 | 32,621 | - | |||||||||
Commitments and Contingencies
(Notes 4, 5 and 6)
|
||||||||||||
Capital
|
||||||||||||
Sponsor
|
1,000 | 1,000 | 1,000 | |||||||||
Unitholders
|
21,666,180 | 21,666,180 | - | |||||||||
Total
Capital
|
21,667,180 | 21,667,180 | 1,000 | |||||||||
Total
liabilities and capital
|
$ | 21,699,801 | $ | 21,699,801 | $ | 1,000 | ||||||
Units
outstanding
|
400,020 | 400,020 | - | |||||||||
Net
asset value per unit
|
$ | 54.17 | ||||||||||
Market
value per unit
|
$ | 54.31 |
See
accompanying notes to condensed financial statements.
2
United
States Commodity Index Funds Trust
Condensed
Schedule of Investments (Unaudited)
At
September 30, 2010
United
States Commodity Index Fund
Gain (Loss) on
|
||||||||||||
Number of
|
Open Commodity
|
% of
|
||||||||||
Contracts
|
Contracts
|
Capital
|
||||||||||
Open
Futures Contracts - Long
|
||||||||||||
Foreign
Contracts
|
||||||||||||
ICE-UK
Gasoil Futures QS contracts, expire November 2010
|
23 | $ | 37,250 | 0.17 | ||||||||
LME
Nickel Futures LN contracts, expire November 2010
|
11 | 7,203 | 0.03 | |||||||||
ICE-US
Coffee-C Futures KC contracts, expire December 2010
|
23 | (37,875 | ) | (0.17 | ) | |||||||
ICE-US
Cotton Futures CT contracts, expire December 2010
|
30 | 156,250 | 0.72 | |||||||||
LME
Tin Futures LT contracts, expire December 2010
|
17 | 185,674 | 0.86 | |||||||||
LME
Nickel Futures LN contracts, expire March 2011
|
6 | 35,424 | 0.16 | |||||||||
ICE-US
Sugar #11 Futures SB contracts, expire May 2011
|
60 | 104,530 | 0.48 | |||||||||
170 | 488,456 | 2.25 | ||||||||||
United
States Contracts
|
||||||||||||
CME
Feeder Cattle Futures FC contracts, expire November 2010
|
28 | 18,650 | 0.09 | |||||||||
CME
Lean Hogs Futures LH contracts, expire December 2010
|
50 | 8,970 | 0.04 | |||||||||
CMX
Silver Futures SI contracts, expire December 2010
|
14 | 111,145 | 0.51 | |||||||||
NYMEX
Gasoline Futures XB contracts, expire December 2010
|
19 | 48,968 | 0.23 | |||||||||
CBOT
Wheat Futures W contracts, expire March 2011
|
42 | (43,163 | ) | (0.20 | ) | |||||||
CBOT
Soybean Oil Futures BO contracts, expire May 2011
|
56 | 9,372 | 0.04 | |||||||||
CBOT
Corn Futures C contracts, expire September 2011
|
60 | 68,912 | 0.32 | |||||||||
CMX
Copper Futures HG contracts, expire September 2011
|
17 | 8,175 | 0.04 | |||||||||
286 | 231,029 | 1.07 | ||||||||||
Open
Futures Contracts - Short*
|
||||||||||||
Foreign
Contracts
|
||||||||||||
LME
Tin Futures LT contracts, expire December 2010
|
4 | (46,038 | ) | (0.21 | ) | |||||||
LME
Nickel Futures LN contracts, expire March 2011
|
6 | (97,038 | ) | (0.45 | ) | |||||||
10 | (143,076 | ) | (0.66 | ) | ||||||||
Total
Open Futures Contracts
|
466 | $ | 576,409 | 2.66 |
* All
short contracts are offset by the same number of Futures Contracts in the
corresponding long positions and are acquired solely for the purpose of reducing
a long position (e.g., due to a redemption or to reflect a rebalancing of the
Index).
See
accompanying notes to condensed financial statements.
3
United
States Commodity Index Funds Trust
Condensed
Statements of Operations (Unaudited)
For
the period, three months and nine months ended September 30,
2010
|
Three months
|
Nine months
|
||||||||||
Period ended
September 30, 2010 |
ended
September 30, 2010
|
ended September 30, 2010 |
||||||||||
United States
|
United States
|
United States
|
||||||||||
Commodity
|
Commodity
|
Commodity
|
||||||||||
Index Fund
|
Index Funds Trust
|
Index Funds Trust
|
||||||||||
Income
|
||||||||||||
Gain
on trading of commodity futures contracts:
|
||||||||||||
Realized
gain on closed positions
|
$ | 428,035 | $ | 428,035 | $ | 428,035 | ||||||
Change
in unrealized gain on open positions
|
576,409 | 576,409 | 576,409 | |||||||||
Interest
income
|
460 | 460 | 460 | |||||||||
Other
income
|
3,800 | 3,800 | 3,800 | |||||||||
Total
income
|
1,008,704 | 1,008,704 | 1,008,704 | |||||||||
Expenses
|
||||||||||||
Management
fees (Note 4)
|
15,287 | 15,287 | 15,287 | |||||||||
Brokerage
commission fees
|
4,382 | 4,382 | 4,382 | |||||||||
Professional
fees
|
21,369 | 21,369 | 21,369 | |||||||||
Total
expenses
|
41,038 | 41,038 | 41,038 | |||||||||
Expense
waiver (Note 4)
|
(19,033 | ) | (19,033 | ) | (19,033 | ) | ||||||
Net
expenses
|
22,005 | 22,005 | 22,005 | |||||||||
Net
income
|
$ | 986,699 | $ | 986,699 | $ | 986,699 | ||||||
Net
income per unit
|
$ | 4.17 | $ | 4.17 | ||||||||
Net
income per weighted average unit
|
$ | 4.54 | $ | 4.54 | ||||||||
Weighted
average units outstanding
|
217,327 | 217,327 |
See
accompanying notes to condensed financial statements.
4
United
States Commodity Index Funds Trust
Condensed
Statements of Changes in Capital (Unaudited)
For
the period ended September 30, 2010
United States
|
||||||||||||||||
United States Commodity Index Fund
|
Commodity
|
|||||||||||||||
Sponsor
|
Unitholders
|
Total
|
Index Funds
Trust
|
|||||||||||||
Balances,
at December 31, 2009
|
$ | - | $ | - | $ | - | $ | 1,000 | ||||||||
Transfer
of interest (Note 3)
|
1,000 | 1,000 | - | |||||||||||||
Additions
|
- | 25,827,950 | 25,827,950 | 25,827,950 | ||||||||||||
Redemptions
|
- | (5,148,469 | ) | (5,148,469 | ) | (5,148,469 | ) | |||||||||
Net
income
|
- | 986,699 | 986,699 | 986,699 | ||||||||||||
Balances,
at September 30, 2010
|
$ | 1,000 | $ | 21,666,180 | $ | 21,667,180 | $ | 21,667,180 |
Condensed
Statements of Changes in Units Outstanding (Unaudited)
For
the period ended September 30, 2010
United States
|
||||||||||||||||
United States Commodity Index Fund
|
Commodity
|
|||||||||||||||
Sponsor
|
Unitholders
|
Total
|
Index Funds
Trust
|
|||||||||||||
Units
Outstanding, at December 31, 2009
|
- | - | - | - | ||||||||||||
Additions
|
20 | 500,000 | 500,020 | 500,020 | ||||||||||||
Redemptions
|
- | (100,000 | ) | (100,000 | ) | (100,000 | ) | |||||||||
Units
Outstanding, at September 30, 2010
|
20 | 400,000 | 400,020 | 400,020 | ||||||||||||
Net
Asset Value Per Unit:
|
||||||||||||||||
At
August 9, 2010*
|
$ | 50.00 | ||||||||||||||
At
September 30, 2010
|
$ | 54.17 |
*
Commencement of operations of the United States Commodity Index
Fund.
See
accompanying notes to condensed financial statements.
5
United
States Commodity Index Funds Trust
Condensed
Statements of Cash Flows (Unaudited)
For
the period ended September 30, 2010
United States
|
||||||||
United States
|
Commodity
|
|||||||
Commodity Index
Fund
|
Index Funds
Trust
|
|||||||
Cash Flows from Operating Activities:
|
||||||||
Net
income
|
$ | 986,699 | $ | 986,699 | ||||
Adjustments
to reconcile net income to net cash used in operating
activities:
|
||||||||
Increase
in commodity futures trading account - cash
|
(1,394,071 | ) | (1,394,071 | ) | ||||
Unrealized
gain on futures contracts
|
(576,409 | ) | (576,409 | ) | ||||
Increase
in receivable from Sponsor
|
(19,033 | ) | (19,033 | ) | ||||
Increase
in other assets
|
(3,158 | ) | (3,158 | ) | ||||
Increase
in management fees payable
|
10,867 | 10,867 | ||||||
Increase
in professional fees payable
|
21,369 | 21,369 | ||||||
Increase
in brokerage commission fees payable
|
385 | 385 | ||||||
Net
cash used in operating activities
|
(973,351 | ) | (973,351 | ) | ||||
Cash
Flows from Financing Activities:
|
||||||||
Addition
of units
|
20,406,106 | 20,405,106 | ||||||
Redemption
of units
|
(5,148,469 | ) | (5,148,469 | ) | ||||
Net
cash provided by financing activities
|
15,257,637 | 15,256,637 | ||||||
Net
Increase in Cash and Cash Equivalents
|
14,284,286 | 14,283,286 | ||||||
Cash and Cash
Equivalents, beginning of period
|
- | 1,000 | ||||||
Cash and Cash
Equivalents, end of period
|
$ | 14,284,286 | $ | 14,284,286 |
See
accompanying notes to condensed financial statements.
6
United
States Commodity Index Funds Trust
Notes
to Condensed Financial Statements
For
the period ended September 30, 2010 (Unaudited)
NOTE
1 - ORGANIZATION AND BUSINESS
The
United States Commodity Index Funds Trust (the “Trust”) was organized as a
Delaware statutory trust on December 21, 2009. The Trust is a series
trust formed pursuant to the Delaware Statutory Trust Act and includes the
United States Commodity Index Fund (“USCI”), which is a commodity pool that
issues units (“units”) that may be purchased and sold on the NYSE Arca, Inc.
(the “NYSE Arca”). Additional series of the Trust that will be separate
commodity pools may be created in the future, but USCI, which was formed on
April 1, 2010, is currently the Trust’s only series. The Trust and
USCI operate pursuant to the Amended and Restated Declaration of Trust and Trust
Agreement dated as of April 1, 2010 (the “Trust Agreement”). United States
Commodity Funds LLC (the “Sponsor”) is the sponsor of the Trust and USCI and is
also responsible for the management of the Trust and USCI.
The
Sponsor has the power and authority to establish and designate one or more
series (“Funds”) and to issue units thereof, from time to time as it deems
necessary or desirable. The Sponsor has exclusive power to fix and
determine the relative rights and preferences as between the units of any series
as to right of redemption, special and relative rights as to dividends and other
distributions and on liquidation, conversion rights, and conditions under which
the series shall have separate voting rights or no voting rights. The term for
which the Trust is to exist commenced on the date of the filing of the
Certificate of Trust, and the Trust and any Fund will exist in perpetuity,
unless earlier terminated in accordance with the provisions of the Trust
Agreement. Separate and distinct records must be maintained for each
Fund and the assets associated with a Fund must be held in such separate and
distinct records (directly or indirectly, including a nominee or otherwise) and
accounted for in such separate and distinct records separately from the assets
of any other Fund. Each Fund is separate from all other Funds created
as series of the Trust in respect of the assets and liabilities allocated to
that Fund and represents a separate investment portfolio of the
Trust.
The sole
Trustee of the Trust is Wilmington Trust Company (the “Trustee”), a Delaware
banking corporation. The Trustee is unaffiliated with the
Sponsor. The Trustee’s duties and liabilities with respect to the
offering of units and the management of the Trust are limited to its express
obligations under the Trust Agreement.
The
Sponsor is a member of the National Futures Association (the
“NFA”) and became a commodity pool operator (“CPO”) registered with
the Commodity Futures Trading Commission (the “CFTC”) effective December 1,
2005. The Trust and USCI have a fiscal year ending on December
31.
The
Sponsor is the general partner of the United States Oil Fund, LP (“USOF”), the
United States Natural Gas Fund, LP (“USNG”), the United States 12 Month Oil
Fund, LP (“US12OF”), the United States Gasoline Fund, LP (“UGA”) and the United
States Heating Oil Fund, LP (“USHO”), which listed their limited partnership
units on the American Stock Exchange (the “AMEX”) under the ticker
symbols “USO” on April 10, 2006, “UNG” on April 18, 2007,
“USL” on December 6, 2007, “UGA” on February 26, 2008 and “UHN” on April 9,
2008, respectively. As a result of the acquisition of the AMEX by NYSE Euronext,
each of USOF’s, USNG’s, US12OF’s, UGA’s and USHO’s units commenced trading on
the NYSE Arca on November 25, 2008. The Sponsor is also the general partner of
the United States Short Oil Fund, LP (“USSO”), the United States 12 Month
Natural Gas Fund, LP (“US12NG”) and the United States Brent Oil Fund, LP
(“USBO”), which listed their limited partnership units on the NYSE Arca under
the ticker symbols “DNO” on September 24, 2009, “UNL” on November 18, 2009 and
“BNO” on June 2, 2010, respectively.
The
accompanying unaudited condensed financial statements have been prepared in
accordance with Rule 10-01 of Regulation S-X promulgated by the U.S. Securities
and Exchange Commission (the “SEC”) and, therefore, do not include all
information and footnote disclosure required under accounting principles
generally accepted in the United States of America (“GAAP”). The financial
information included herein is unaudited; however, such financial information
reflects all adjustments which are, in the opinion of management, necessary for
the fair presentation of the condensed financial statements for the interim
period.
USCI
issues units to certain authorized purchasers (“Authorized Purchasers”) by
offering baskets consisting of 100,000 units (“Creation Baskets”) through
ALPS Distributors, Inc., as the marketing agent (the “Marketing Agent”).
The purchase price for a Creation Basket is based upon the net asset value of
a unit calculated shortly after the close of the core trading session on
the NYSE Arca on the day the order to create the basket is properly
received.
7
In
addition, Authorized Purchasers pay USCI a $1,000 fee for each order placed
to create one or more Creation Baskets or to redeem one or more baskets
consisting of 100,000 units (“Redemption Baskets”). Units may be purchased
or sold on a nationally recognized securities exchange in smaller increments
than a Creation Basket or Redemption Basket. Units purchased or sold on a
nationally recognized securities exchange are not purchased or sold at the net
asset value of USCI but rather at market prices quoted on such
exchange.
NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Revenue
Recognition
Commodity
futures contracts, forward contracts, physical commodities, and related options
are recorded on the trade date. All such transactions are recorded on the
identified cost basis and marked to market daily. Unrealized gains or losses on
open contracts are reflected in the condensed statement of financial
condition and represent the difference between the original contract amount and
the market value (as determined by exchange settlement prices for futures
contracts and related options and cash dealer prices at a predetermined time for
forward contracts, physical commodities, and their related options) as of the
last business day of the year or as of the last date of the condensed
financial statements. Changes in the unrealized gains or losses between periods
are reflected in the condensed statement of operations. USCI earns interest
on its assets denominated in U.S. dollars on deposit with the futures commission
merchant at the 90-day Treasury bill rate. In addition, USCI earns income
on funds held at the custodian at prevailing market rates earned on such
investments.
Brokerage
Commissions
Brokerage
commissions on all open commodity futures contracts are accrued on a full-turn
basis.
Income
Taxes
USCI is
not subject to federal income taxes; each investor reports his/her allocable
share of income, gain, loss deductions or credits on his/her own income tax
return.
In
accordance with GAAP, USCI is required to determine whether a tax position is
more likely than not to be sustained upon examination by the applicable taxing
authority, including resolution of any tax related appeals or litigation
processes, based on the technical merits of the position. USCI files an income
tax return in the U.S. federal jurisdiction, and may file income tax returns in
various U.S. states. USCI is not subject to income tax return examinations by
major taxing authorities for years before 2009 (year of
inception). The tax benefit recognized is measured as the largest
amount of benefit that has a greater than fifty percent likelihood of being
realized upon ultimate settlement. De-recognition of a tax benefit
previously recognized results in USCI recording a tax liability that reduces net
assets. However, USCI’s conclusions regarding this policy may be
subject to review and adjustment at a later date based on factors including, but
not limited to, on-going analyses of and changes to tax laws, regulations and
interpretations thereof. USCI recognizes interest accrued related to
unrecognized tax benefits and penalties related to unrecognized tax benefits in
income tax fees payable, if assessed. No interest expense or
penalties have been recognized as of and for the period ended September 30,
2010.
Creations
and Redemptions
Authorized
Purchasers may purchase Creation Baskets or redeem Redemption Baskets only in
blocks of 100,000 units at a price equal to the net asset value of the units
calculated shortly after the close of the core trading session on the NYSE Arca
on the day the order is placed.
USCI
receives or pays the proceeds from units sold or redeemed within three business
days after the trade date of the purchase or redemption. The amounts due from
Authorized Purchasers are reflected in USCI’s condensed statement of financial
condition as receivable for units sold, and amounts payable to Authorized
Purchasers upon redemption are reflected as payable for units
redeemed.
8
Trust
Capital and Allocation of Income and Losses
Profit or
loss shall be allocated among the unitholders of USCI in proportion to the
number of units each investor holds as of the close of each month. The Sponsor
may revise, alter or otherwise modify this method of allocation as described in
the Trust Agreement.
Calculation
of Net Asset Value
USCI’s
net asset value is calculated on each NYSE Arca trading day by taking the
current market value of its total assets, subtracting any liabilities and
dividing the amount by the total number of units issued and
outstanding. USCI uses the closing prices on the relevant
Futures Exchanges (as defined in Note 3 below) of the Futures Contracts (as
defined in Note 3 below) that at any given time make up the SummerHaven Dynamic
Commodity Index Total Return (the “Index”) (determined at the earlier of the
close of such exchange or 2:30 p.m. New York time) for the contracts traded on
the Futures Exchanges, but calculates or determines the value of all other USCI
investments using market quotations, if available, or other information
customarily used to determine the fair value of such investments.
Net
Income (Loss) per Unit
Net
income (loss) per unit is the difference between the net asset value per
unit at the beginning of each period and the net asset value per unit
(“NAV”) at the end of each period. The weighted average number
of units outstanding was computed for purposes of disclosing net income
(loss) per weighted average unit. The weighted average units are equal to the
number of units outstanding at the end of the period, adjusted proportionately
for units redeemed based on the amount of time the units were outstanding during
such period.
Offering
Costs
Offering
costs incurred in connection with the registration of additional units after the
initial registration of units are borne by USCI. These costs include
registration fees paid to regulatory agencies and all legal, accounting,
printing and other expenses associated with such offerings. These costs are
accounted for as a deferred charge and thereafter amortized to expense over
twelve months on a straight-line basis or a shorter period if
warranted.
Cash
Equivalents
Cash
equivalents include money market funds and overnight deposits or time deposits
with original maturity dates of three months or less.
Use
of Estimates
The
preparation of condensed financial statements in conformity with GAAP requires
USCI’s management to make estimates and assumptions that affect the reported
amount of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the condensed financial statements, and the reported
amounts of the revenue and expenses during the reporting period. Actual results
may differ from those estimates and assumptions.
NOTE
3 - TRUST SERIES
In
connection with the execution of the Trust Agreement on April 1, 2010, USCI was
designated as the first series of the Trust. The Sponsor contributed
$1,000 to the Trust upon its formation on December 21, 2009, representing an
initial contribution of capital to the Trust. Following the
designation of USCI as the first series of the Trust, the initial capital
contribution of $1,000 was transferred from the Trust to USCI and deemed an
initial contribution to USCI. In connection with the commencement of
USCI’s initial offering of units, the Sponsor received 20 Sponsor’s Units of
USCI in exchange for the previously received capital contribution, representing
a beneficial ownership interest in USCI.
9
On July
30, 2010, USCI received a notice of effectiveness from the SEC for its
registration of 50,000,000 units on Form S-1 with the SEC. On August
10, 2010, USCI listed its units on the NYSE Arca under the ticker symbol
“USCI”. USCI established its initial NAV by setting the price at
$50.00 per unit and issued 100,000 units in exchange for $5,000,000 on August 9,
2010. USCI commenced investment operations on August 9, 2010 by
purchasing Futures Contracts traded on the Futures Exchanges. In
order to satisfy NYSE Arca listing standards that at least 100,000 units be
outstanding at the beginning of the trading day on the NYSE Arca, the Sponsor
purchased the initial Creation Basket from the initial Authorized Purchaser at
the initial offering price. The $1,000 fee that would otherwise be charged to
the Authorized Purchaser in connection with an order to create or redeem was
waived in connection with the initial Creation Basket. The Sponsor
agreed not to resell the units comprising such basket except that it may require
the initial Authorized Purchaser to repurchase all of these units at a per unit
price equal to USCI’s per unit NAV within five days following written notice
from the Sponsor, subject to the conditions that (i) on the date of repurchase,
the initial Authorized Purchaser must immediately redeem these units in
accordance with the terms of the Authorized Purchaser Agreement and (ii)
immediately following such redemption at least 100,000 units of USCI remain
outstanding. The Sponsor held such initial Creation Basket until September 3,
2010, at which time the initial Authorized Purchaser repurchased the units
comprising such basket in accordance with the specified conditions noted
above.
USCI’s
trading advisor is SummerHaven Investment Management, LLC (“SummerHaven”), a
Delaware limited liability company that is registered as a commodity trading
advisor and CPO with the CFTC and is a member of the NFA. SummerHaven provides
advisory services to the Sponsor with respect to the Index and the investment
decisions of USCI.
The
Trustee accepts service of legal process on the Trust in the State of Delaware
and makes certain filings under the Delaware Statutory Trust Act. The Trustee
does not owe any other duties to the Trust, the Sponsor or the
unitholders.
The
investment objective of USCI is for the daily changes in percentage terms of its
units’ net asset value to reflect the daily changes in percentage terms of the
Index, less USCI’s expenses. USCI accomplishes its objective through
investments in futures contracts for commodities that are traded on the New York
Mercantile Exchange (the “NYMEX”), ICE Futures (“ICE Futures”), Chicago Board of
Trade (“CBOT”), Chicago Mercantile Exchange (“CME”), London Metal Exchange
(“LME”), Commodity Exchange, Inc. (“COMEX”) or on other foreign exchanges (such
exchanges, collectively, the “Futures Exchanges”) (such futures contracts,
collectively, “Futures Contracts”) and, to a lesser extent, in order to comply
with regulatory requirements or in view of market conditions, other
commodity-based contracts and instruments such as cash-settled options on
Futures Contracts, forward contracts relating to commodities, cleared swap
contracts and other over-the-counter transactions that are based on the price of
commodities and Futures Contracts (collectively, “Other Commodity-Related
Investments”). As of September 30, 2010, USCI held 466 Futures
Contracts.
NOTE 4
- FEES PAID BY THE FUND AND RELATED PARTY TRANSACTIONS
Sponsor
Management Fee
Under the
Trust Agreement, the Sponsor is responsible for investing the assets of USCI in
accordance with the objectives and policies of USCI. In addition, the Sponsor
has arranged for one or more third parties to provide trading advisory,
administrative, custody, accounting, transfer agency and other necessary
services to USCI. USCI is contractually obligated to pay the Sponsor a fee for
these services, which is paid monthly, equal to 0.95% per annum of average daily
net assets.
Trustee
Fee
The
Trustee is the Delaware trustee of the Trust. In connection with the
Trustee’s services, USCI is responsible for paying the Trustee’s annual fees in
the amount of $6,000.
Ongoing
Registration Fees and Other Offering Expenses
USCI pays
all costs and expenses associated with the ongoing registration of its units
subsequent to the initial offering. These costs include registration
or other fees paid to regulatory agencies in connection with the offer and sale
of units, and all legal, accounting, printing and other expenses associated
with such offer and sale. During the period ended September 30,
2010, USCI did not incur any registration fees or other offering
expenses.
Investor
Tax Reporting Cost
USCI pays
the fees and expenses associated with its audit expenses and tax accounting and
reporting requirements. These costs are estimated to be $160,000 for
the calendar year 2010.
10
Other
Expenses and Fees and Expense Waivers
In
addition to the fees described above, USCI pays all brokerage fees and
other expenses in connection with the operation of USCI, excluding costs and
expenses paid by the Sponsor as outlined in Note 5 below. The Sponsor, though
under no obligation to do so, agreed to pay certain expenses, to the extent that
such expenses exceed 0.15% (15 basis points) of USCI’s NAV, on an annualized
basis, through at least December 31, 2010. The Sponsor has no obligation to
continue such payment into subsequent periods.
NOTE
5 - CONTRACTS AND AGREEMENTS
The
Sponsor and the Trust, each on its own behalf and on behalf of USCI, are party
to a marketing agent agreement, dated as of July 22, 2010, as amended from time
to time, with the Marketing Agent, whereby the Marketing Agent provides
certain marketing services for USCI as outlined in the agreement. The fee of the
Marketing Agent, which is borne by the Sponsor, is equal to 0.06% on USCI’s
assets up to $3 billion and 0.04% on USCI’s assets in excess of $3
billion.
The above
fee does not include the following expenses, which are also borne by the
Sponsor: the cost of placing advertisements in various periodicals; web
construction and development; or the printing and production of various
marketing materials.
The
Sponsor and the Trust, on its own behalf and on behalf of USCI, are also party
to a custodian agreement, dated July 22, 2010, as amended from time to time,
with Brown Brothers Harriman & Co. (“BBH&Co.”), whereby BBH&Co.
holds investments on behalf of USCI. The Sponsor pays the fees
of the custodian, which are determined by the parties from time to
time. In addition, the Sponsor and the Trust, on its own behalf and
on behalf of USCI, are party to an administrative agency agreement, dated July
22, 2010, as amended from time to time, with BBH&Co., whereby BBH&Co.
acts as the administrative agent, transfer agent and registrar for USCI. The
Sponsor also pays the fees of BBH&Co. for its services under such agreement
and such fees are determined by the parties from time to time.
Currently,
the Sponsor pays BBH&Co. for its services, in the foregoing capacities, a
minimum amount of $75,000 annually for its custody, fund accounting and fund
administration services rendered to USCI and each of the affiliated funds
managed by the Sponsor, as well as a $20,000 annual fee for its transfer agency
services. In addition, the Sponsor pays BBH&Co. an asset-based charge of (a)
0.06% for the first $500 million of USCI’s, USOF’s, USNG’s, US12OF’s, UGA’s,
USHO’s, USSO’s, US12NG’s and USBO’s combined net assets, (b) 0.0465% for USCI’s,
USOF’s, USNG’s, US12OF’s, UGA’s, USHO’s, USSO’s, US12NG’s and USBO’s combined
net assets greater than $500 million but less than $1 billion, and (c) 0.035%
once USCI’s, USOF’s, USNG’s, US12OF’s, UGA’s, USHO’s, USSO’s, US12NG’s and
USBO’s combined net assets exceed $1 billion. The annual minimum amount will not
apply if the asset-based charge for all accounts in the aggregate exceeds
$75,000. The Sponsor also pays transaction fees ranging from $7.00 to $15.00 per
transaction.
USCI has
entered into a brokerage agreement, dated March 1, 2010, as amended from time to
time, with Newedge USA, LLC (“Newedge”). The agreement requires
Newedge to provide services to USCI in connection with the purchase and sale of
Futures Contracts and Other Commodity-Related Investments that may be purchased
and sold by or through Newedge for USCI’s account. In accordance with the
agreement, Newedge charges USCI commissions of approximately $7 per round-turn
trade, including applicable exchange and NFA fees for Futures Contracts and
options on Futures Contracts.
The
Sponsor is party to an advisory agreement, dated December 11, 2009, as amended
from time to time, with SummerHaven, whereby SummerHaven provides advisory
services to the Sponsor with respect to the Index and investment decisions for
USCI. SummerHaven’s advisory services include, but are not limited
to, general consultation regarding the calculation and maintenance of the Index,
anticipated changes to the Index and the nature of the Index’s current or
anticipated component securities. For these services, the Sponsor pays
SummerHaven a fee based on a percentage of the average daily assets of USCI that
are equal to the percentage fees paid to the Sponsor by USCI minus the greater
of 0.1% or 0.1% plus the percentage fees paid by the Sponsor to the Marketing
Agent that exceed 0.02%. The result is subsequently divided by two
and reduced by 0.06% to arrive at the actual fee paid.
The
Sponsor is also party to a licensing agreement, dated December 11, 2009, as
amended from time to time, with SummerHaven whereby SummerHaven sub-licensed to
USCI the use of certain names and marks, including the Index, for which
SummerHaven has a sub-license from SummerHaven Index Management, LLC, the owner
of the Index. Under the licensing agreement, the Sponsor pays
SummerHaven an annual fee of $30,000 for the calendar year 2010 and $15,000
annually in subsequent years, plus an annual fee of 0.06% of the average daily
assets of USCI.
11
NOTE
6 - FINANCIAL INSTRUMENTS, OFF-BALANCE SHEET RISKS AND
CONTINGENCIES
USCI
engages in the trading of futures contracts and options on futures contracts and
may engage in cleared swaps (collectively, “derivatives”). USCI is
exposed to both market risk, which is the risk arising from changes in the
market value of the contracts, and credit risk, which is the risk of failure by
another party to perform according to the terms of a contract.
USCI may
enter into Futures Contracts and options on Futures Contracts to gain exposure
to changes in the value of an underlying commodity. A futures contract obligates
the seller to deliver (and the purchaser to accept) the future delivery of a
specified quantity and type of a commodity at a specified time and place. Some
futures contracts may call for physical delivery of the asset, while others are
settled in cash. The contractual obligations of a buyer or seller may
generally be satisfied by taking or making physical delivery of the underlying
commodity or by making an offsetting sale or purchase of an identical Futures
Contract on the same or linked exchange before the designated date of
delivery.
The
purchase and sale of futures contracts and options on futures contracts require
margin deposits with a futures commission merchant. Additional deposits may be
necessary for any loss on contract value. The Commodity Exchange Act requires a
futures commission merchant to segregate all customer transactions and assets
from the futures commission merchant’s proprietary activities.
Futures
contracts involve, to varying degrees, elements of market risk (specifically
commodity price risk) and exposure to loss in excess of the amount of variation
margin. The face or contract amounts reflect the extent of the total exposure
USCI has in the particular classes of instruments. Additional risks associated
with the use of futures contracts are an imperfect correlation between movements
in the price of the futures contracts and the market value of the underlying
securities and the possibility of an illiquid market for a futures
contract.
Through
September 30, 2010, all of the Futures Contracts held by USCI were
exchange-traded. The risks associated with exchange-traded contracts
are generally perceived to be less than those associated with over-the-counter
transactions since, in over-the-counter transactions, a party must rely solely
on the credit of its respective individual counterparties. However,
in the future, if USCI were to enter into non-exchange traded contracts, it
would be subject to the credit risk associated with counterparty
non-performance. The credit risk from counterparty non-performance associated
with such instruments is the net unrealized gain, if any, on the
transaction. USCI has credit risk under its futures contracts since
the sole counterparty to all domestic and foreign futures contracts is the
clearinghouse for the exchange on which the relevant contracts are
traded. In addition, USCI bears the risk of financial failure by the
clearing broker.
USCI’s
cash and other property, such as U.S. Treasuries, deposited with a futures
commission merchant are considered commingled with all other customer funds,
subject to the futures commission merchant’s segregation requirements. In the
event of a futures commission merchant’s insolvency, recovery may be limited to
a pro rata share of segregated funds available. It is possible that the
recovered amount could be less than the total of cash and other property
deposited. The insolvency of a futures commission merchant could result in the
complete loss of USCI’s assets posted with that futures commission merchant;
however, the vast majority of USCI’s assets are held in U.S. Treasuries, cash
and/or cash equivalents with USCI’s custodian and would not be impacted by the
insolvency of a futures commission merchant. Also, the failure or insolvency of
USCI’s custodian could result in a substantial loss of USCI’s
assets.
The
Sponsor invests a portion of USCI’s cash in money market funds that seek to
maintain a stable net asset value. USCI is exposed to any risk of loss
associated with an investment in these money market funds. As of September 30, 2010,
USCI had deposits in domestic and foreign financial institutions, including cash
investments in money market funds, in the amounts of
$15,678,357. This amount is subject to loss should these institutions
cease operations.
For
derivatives, risks arise from changes in the market value of the contracts.
Theoretically, USCI is exposed to market risk equal to the value of Futures
Contracts purchased and unlimited liability on such contracts sold short. As
both a buyer and a seller of options, USCI pays or receives a premium at the
outset and then bears the risk of unfavorable changes in the price of the
contract underlying the option.
12
USCI’s
policy is to continuously monitor its exposure to market and counterparty risk
through the use of a variety of financial, position and credit exposure
reporting controls and procedures. In addition, USCI has a policy of requiring
review of the credit standing of each broker or counterparty with which it
conducts business.
The
financial instruments held by USCI are reported in its condensed
statement of financial condition at market or fair value, or at carrying amounts
that approximate fair value, because of their highly liquid nature and
short-term maturity.
NOTE 7
– FAIR VALUE OF FINANCIAL INSTRUMENTS
USCI
values its investments in accordance with Accounting Standards Codification 820
– Fair Value Measurements and Disclosures (“ASC 820”). ASC 820
defines fair value, establishes a framework for measuring fair value in
generally accepted accounting principles, and expands disclosures about fair
value measurement. The changes to past practice resulting from the application
of ASC 820 relate to the definition of fair value, the methods used to measure
fair value, and the expanded disclosures about fair value measurement. ASC 820
establishes a fair value hierarchy that distinguishes between (1) market
participant assumptions developed based on market data obtained from sources
independent of USCI (observable inputs) and (2) USCI’s own assumptions about
market participant assumptions developed based on the best information available
under the circumstances (unobservable inputs). The three levels defined by the
ASC 820 hierarchy are as follows:
Level I –
Quoted prices (unadjusted) in active markets for identical assets or
liabilities that the reporting entity has the ability to access at the
measurement date.
Level II
– Inputs other than quoted prices included within Level I that are observable
for the asset or liability, either directly or indirectly. Level II assets
include the following: quoted prices for similar assets or liabilities
in active markets, quoted prices for identical or similar assets or liabilities
in markets that are not active, inputs other than quoted prices that are
observable for the asset or liability, and inputs that are derived principally
from or corroborated by observable market data by correlation or other means
(market-corroborated inputs).
Level III
– Unobservable pricing input at the measurement date for the asset or liability.
Unobservable inputs shall be used to measure fair value to the extent that
observable inputs are not available.
In some
instances, the inputs used to measure fair value might fall within different
levels of the fair value hierarchy. The level in the fair value hierarchy within
which the fair value measurement in its entirety falls shall be determined based
on the lowest input level that is significant to the fair value measurement in
its entirety.
The
following table summarizes the valuation of USCI’s securities at September 30,
2010 using the fair value hierarchy:
At September
30, 2010
|
Total
|
Level I
|
Level II
|
Level III
|
||||||||||||
|
||||||||||||||||
Exchange-Traded
Futures Contracts
|
||||||||||||||||
Foreign
Contracts
|
$ | 345,380 | $ | 345,380 | $ | - | $ | - | ||||||||
United
States Contracts
|
231,029 | 231,029 | - | - |
During
the period ended September 30, 2010, there were no significant transfers between
Level I and Level II.
USCI has
adopted the provisions of Accounting Standards Codification 815 – Derivatives
and Hedging, which require presentation of qualitative disclosures about
objectives and strategies for using derivatives, quantitative disclosures about
fair value amounts and gains and losses on derivatives.
Fair
Value of Derivative Instruments
Derivatives not Accounted
for as Hedging Instruments
|
Statement of Financial
Condition Location
|
Fair Value
At September 30, 2010
|
||||
Futures
-
Commodity Contracts |
Assets
|
$ | 576,409 |
13
The
Effect of Derivative Instruments on the Statement of Operations
For the period ended
September 30, 2010
|
|||||||||
Derivatives not
Accounted for as
Hedging Instruments
|
Location of Gain on
Derivatives
Recognized in
Income
|
Realized Gain on
Derivatives
Recognized in
Income
|
Change in
Unrealized Gain
Recognized in
Income
|
||||||
Futures -
Commodity Contracts |
Realized
gain on closed futures contracts
|
$ | 428,035 | ||||||
Change
in unrealized gain on open futures contracts
|
$
|
576,409
|
NOTE 8
- FINANCIAL HIGHLIGHTS
The
following table presents per unit performance data and other supplemental
financial data for the period ended September 30, 2010 for the unitholders. This
information has been derived from information presented in the condensed
financial statements.
For the period ended
|
||||
September 30, 2010
|
||||
(Unaudited)
|
||||
Per Unit Operating
Performance:
|
||||
Net
asset value, beginning of period
|
$ | 50.00 | ||
Total
income
|
4.27 | |||
Total
expenses
|
(0.10 | ) | ||
Net
increase in net asset value
|
4.17 | |||
Net
asset value, end of period
|
$ | 54.17 | ||
Total
Return
|
8.34 | % | ||
Ratios
to Average Net Assets
|
||||
Total
income
|
8.93 | % | ||
Management
fees*
|
0.95 | % | ||
Total
expenses excluding management fees*
|
1.60 | % | ||
Expenses
waived*
|
(1.18 | )% | ||
Net
expenses excluding management fees*
|
0.42 | % | ||
Net
income
|
8.74 | % | ||
*Annualized
|
Total
returns are calculated based on the change in value during the period. An
individual unitholder’s total return and ratio may vary from the above total
returns and ratios based on the timing of contributions to and withdrawals from
USCI.
NOTE
9 – RECENT ACCOUNTING PRONOUNCEMENTS
In
January 2010, the Financial Accounting Standards Board issued Accounting
Standards Update (“ASU”) No. 2010-06 “Improving
Disclosures about Fair Value Measurements.” ASU No. 2010-06 clarifies existing
disclosure and requires additional
disclosures regarding fair value measurements. Effective for fiscal years
beginning after
December 15, 2010, and for interim periods within those fiscal years, entities
will need to disclose information about purchases, sales,
issuances and settlements of Level 3 securities on a gross basis, rather than as
a net number as currently required. The
implementation of ASU No. 2010-06 is not expected to have a material impact on
USCI’s financial statement disclosures.
14
NOTE
10 – SUBSEQUENT EVENTS
USCI has performed an evaluation of
subsequent events through the date the financial statements were issued.
The subsequent events were as follows:
The
Sponsor and the Trustee have entered into the Second Amended and Restated
Declaration of Trust and Trust Agreement effective as of November 10, 2010 (the
“Amended Trust Agreement”). The Amended Trust Agreement amends and restates the
Trust Agreement in its entirety. The Amended Trust Agreement establishes and
designates three additional series of the Trust, the United States Agriculture
Index Fund, the United States Metals Index Fund, and the United States Copper
Index Fund. In addition, the Amended Trust Agreement clarifies section 7.4(b) to
provide that, in accordance with proposed U.S. federal income tax regulations,
the tax items for each month during the taxable year will be allocated among the
unitholders in proportion to the number of units owned by them as of the close
of business on the last trading day of the previous month. The
Amended Trust Agreement also includes changes that are editorial in
nature.
15
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of
Operations.
The
following discussion should be read in conjunction with the condensed financial
statements and the notes thereto of the United States Commodity Index Funds
Trust (the “Trust”) included elsewhere in this quarterly report on Form
10-Q.
Forward-Looking
Information
This
quarterly report on Form 10-Q, including this “Management’s Discussion and
Analysis of Financial Condition and Results of Operations,” contains
forward-looking statements regarding the plans and objectives of management for
future operations. This information may involve known and unknown risks,
uncertainties and other factors that may cause the Trust’s actual results,
performance or achievements to be materially different from future results,
performance or achievements expressed or implied by any forward-looking
statements. Forward-looking statements, which involve assumptions and describe
the Trust’s future plans, strategies and expectations, are generally
identifiable by use of the words “may,” “will,” “should,” “expect,”
“anticipate,” “estimate,” “believe,” “intend” or “project,” the negative of
these words, other variations on these words or comparable terminology. These
forward-looking statements are based on assumptions that may be incorrect, and
the Trust cannot assure investors that the projections included in these
forward-looking statements will come to pass. The Trust’s actual
results could differ materially from those expressed or implied by the
forward-looking statements as a result of various factors.
The Trust
has based the forward-looking statements included in this quarterly report on
Form 10-Q on information available to it on the date of this quarterly report on
Form 10-Q, and the Trust assumes no obligation to update any such
forward-looking statements. Although the Trust undertakes no obligation to
revise or update any forward-looking statements, whether as a result of new
information, future events or otherwise, investors are advised to consult any
additional disclosures that the Trust may make directly to them or through
reports that the Trust in the future files with the U.S. Securities and
Exchange Commission (the “SEC”), including annual reports on Form 10-K,
quarterly reports on Form 10-Q and current reports on Form 8-K.
Introduction
United
States Commodity Index Fund (“USCI”) is a commodity pool that issues units
representing fractional undivided beneficial interests in USCI (“units”) that
may be purchased and sold on the NYSE Arca, Inc. (the “NYSE
Arca”). USCI is a series of the Trust, a Delaware statutory trust
formed on December 21, 2009. Additional series of the Trust that will be
separate commodity pools may be created in the future, but USCI is currently the
Trust’s only series. The Trust and USCI operate pursuant to the Trust’s Amended
and Restated Declaration of Trust and Trust Agreement (the “Trust Agreement”),
dated April 1, 2010. Wilmington Trust Company (the “Trustee”), a
Delaware banking corporation, is the Delaware trustee of the
Trust. USCI and the Trust are managed and controlled by United States
Commodity Funds LLC (the “Sponsor”).
USCI
invests in futures contracts for commodities that are traded on the New York
Mercantile Exchange (the “NYMEX”), ICE Futures (“ICE Futures”), Chicago Board of
Trade (“CBOT”), Chicago Mercantile Exchange (“CME”), London Metal Exchange
(“LME”), Commodity Exchange, Inc. (“COMEX”) or on other foreign exchanges (such
exchanges, collectively, the “Futures Exchanges”) (such futures contracts,
collectively, “Futures Contracts”) and, to a lesser extent, in order to comply
with regulatory requirements or in view of market conditions, other
commodity-based contracts and instruments such as cash-settled options on
Futures Contracts, forward contracts relating to commodities, cleared swap
contracts and other over-the-counter transactions that are based on the price of
commodities and Futures Contracts (collectively, “Other Commodity-Related
Investments”). Market conditions that the Sponsor currently anticipates could
cause USCI to invest in Other Commodity Related Investments would be those
allowing USCI to obtain greater liquidity or to execute transactions with more
favorable pricing. Futures Contracts and Other Commodity-Related Investments
collectively are referred to as “Commodity Interests” in this quarterly report
on Form 10-Q.
The
investment objective of USCI is for the daily changes in percentage terms of its
units’ net asset value (“NAV”) to reflect the daily changes in percentage terms
of the SummerHaven Dynamic Commodity Index Total Return (the “Index”), less
USCI’s expenses. The Index is comprised of 14 Futures Contracts that
are selected on a monthly basis from a list of 27 possible Futures Contracts.
The Futures Contracts that at any given time make up the Index are referred to
herein as “Benchmark Component Futures Contracts.” USCI anticipates
that to meet its investment objective it will invest first, in the current
Benchmark Component Futures Contracts and other Futures Contracts intended to
replicate the return on the current Benchmark Component Futures Contracts and,
thereafter, to comply with regulatory requirements or in view of market
conditions, in Other Commodity-Related Investments intended to replicate the
return on the Benchmark Component Futures Contracts, including cleared swap
contracts and other over-the-counter transactions, and in other Futures
Contracts.
16
USCI
seeks to achieve its investment objective by investing in Futures Contracts and
Other Commodity-Related Investments such that daily changes in its NAV closely
track the daily changes in the price of the Index. USCI’s positions
in Commodity Interests are rebalanced on a monthly basis in order to track the
changing nature of the Index. If Futures Contracts relating to a
particular commodity remain in the Index from one month to the next, such
Futures Contracts are rebalanced to the 7.14% target
weight. Specifically, on a specified day near the end of each month
(the “Selection Date”), it will be determined if a current Benchmark Component
Futures Contract will be replaced by a new Futures Contract in either the same
or different underlying commodity as a Benchmark Component Futures Contract for
the following month, in which case USCI’s investments would have to be changed
accordingly. In order that USCI’s trading does not unduly cause
extraordinary market movements, and to make it more difficult for third parties
to profit by trading based on market movements that could be expected from
changes in the Benchmark Component Futures Contracts, USCI’s investments
typically are not rebalanced entirely on a single day, but rather typically
rebalanced over a period of four days. After fulfilling the margin and
collateral requirements with respect to its Commodity Interests, the Sponsor
invests the remainder of USCI’s proceeds from the sale of units in short-term
obligations of the United States government (“Treasuries”) or cash equivalents,
and/or merely hold such assets in cash (generally in interest-bearing
accounts).
The
regulation of commodity interests in the United States is a rapidly changing
area of law and is subject to ongoing modification by governmental and judicial
action. On July 21, 2010, a broad financial regulatory reform bill,
“The Dodd-Frank Wall Street Reform and Consumer Protection Act,” was signed into
law that includes provisions altering the regulation of commodity
interests. Provisions in the new law include the requirement that
position limits on energy-based commodity futures contracts be established; new
registration, recordkeeping, capital and margin requirements for “swap dealers”
and “major swap participants” as determined by the new law and applicable
regulations; and the forced use of clearinghouse mechanisms for most
over-the-counter transactions. Additionally, the new law requires the
aggregation, for purposes of position limits, of all positions in energy futures
held by a single entity and its affiliates, whether such positions exist on U.S.
futures exchanges, non-U.S. futures exchanges, or in over-the-counter contracts.
The U.S. Commodity Futures Trading Commission (the “CFTC”), along with the SEC
and other federal regulators, has been tasked with developing the rules and
regulations enacting the provisions noted above. The new law and the
rules to be promulgated may negatively impact USCI’s ability to meet its
investment objective either through limits or requirements imposed on it or upon
its counterparties. In particular, new position limits imposed on
USCI or its counterparties may impact USCI’s ability to invest in a manner that
most efficiently meets its investment objective, and new requirements, including
capital and mandatory clearing, may increase the cost of USCI’s investments and
doing business, which could adversely affect USCI’s investors.
The
Sponsor is a limited liability company formed in Delaware on May 10, 2005, that
is registered as a commodity pool operator (“CPO”) with the CFTC and is a member
of the National Futures Association (the “NFA”). USCI’s trading advisor is
SummerHaven Investment Management, LLC (“SummerHaven”), a Delaware limited
liability company that is registered as a commodity trading advisor and CPO with
the CFTC and is a member of the NFA. The Sponsor manages USCI’s
investments directly, using the trading advisory services of SummerHaven for
guidance with respect to the Index and the Sponsor’s selection of investments on
behalf of USCI. The Sponsor is also authorized to select futures
commission merchants to execute USCI’s transactions in Futures Contracts and
Other Commodity-Related Investments.
Commodity
Markets
Commodity
Futures Price Movements
Nine
Months Ended September 30, 2010
As
measured by the three major diversified commodity indexes listed below,
commodity futures prices exhibited moderate daily swings along with an uneven
upward trend during the nine months ended September 30, 2010. The table below
compares the total returns of the Index to the three major diversified
commodity indexes over this time period.
SummerHaven
Dynamic Commodity Index Total Return
|
1.3 | % | ||
S&P
GSCI Commodity Index Total Return
|
-3.9 | % | ||
Dow
Jones-UBS Commodity Index Total Return*
|
0.9 | % | ||
Deutsche
Bank Liquid Commodity Index-Optimum Yield Total ReturnTM
|
0.7 | % |
*Source:
Bloomberg
The value
of the Index as of January 1, 2010 was 1532.84. As of September 30,
2010, the value of the Index was 1552.88, up approximately 1.3% over the
period.
17
Commodity
Futures Price Movements
From
USCI’s Commencement of Operations (August 10, 2010) through September
30, 2010
As
measured by the three major diversified commodity indexes, commodity
futures prices exhibited moderate daily swings along with a strong upward trend
from August 10, 2010 (USCI’s commencement
of operations) through September 30, 2010. The table below
compares the total returns of the Index to the three major
diversified commodity indexes over this time period.
SummerHaven
Dynamic Commodity Index Total Return
|
8.5 | % | ||
S&P
GSCI Commodity Index Total Return
|
0.5 | % | ||
Dow
Jones-UBS Commodity Index Total Return*
|
4.0 | % | ||
Deutsche
Bank Liquid Commodity Index-Optimum Yield Total ReturnTM
|
3.5 | % |
*Source:
Bloomberg
The value
of the Index as of August 10, 2010 was 1431.01. As of September
30, 2010, the value of the Index was 1552.88, up approximately 8.5% over the
period.
Similarly,
USCI’s NAV rose during the period from a starting level of $50.00 per unit and
ended at $54.17 on September 30, 2010, an increase of approximately 8.34% over
the period. USCI’s NAV reached its high for the period on September
28, 2010 at $54.36 per unit and reached its low for the period on August 11,
2010 at $49.17 per unit. The return of 8.517% on the Index listed
above is a hypothetical return only and could not actually be achieved by an
investor holding Futures Contracts due to the impact of trading costs and other
expenses. See “Tracking the Index” for information about how expenses
and interest income affect USCI’s NAV.
Valuation
of Futures Contracts and the Computation of the NAV
The NAV
of USCI’s units is calculated once each NYSE Arca trading day. The
NAV for a particular trading day is released after 4:00 p.m. New York
time. Trading during the core trading session on the NYSE Arca
typically closes at 4:00 p.m. New York time. USCI’s administrator uses the
closing prices on the relevant Futures Exchanges of the Benchmark Component
Futures Contracts (determined at the earlier of the close of such exchange or
2:30 p.m. New York time) for the contracts held on the Futures Exchanges,
but calculates or determines the value of all other USCI investments using
market quotations, if available, or other information customarily used to
determine the fair value of such investments.
Results
of Operations
Results of
Operations. On August 10, 2010, USCI listed its units on the
NYSE Arca under the ticker symbol “USCI.” USCI established its initial offering
price at $50.00 per unit and issued 100,000 units to the initial authorized
purchaser, Merrill Lynch Professional Clearing Corp., in exchange for $5,000,000
in cash. In order to satisfy NYSE Arca listing standards that at
least 100,000 units be outstanding at the beginning of the trading day on the
NYSE Arca, the Sponsor purchased the initial Creation Basket from the initial
Authorized Purchaser at the initial offering price. The $1,000 fee that would
otherwise be charged to the Authorized Purchaser in connection with an order to
create or redeem was waived in connection with the initial Creation
Basket. The Sponsor agreed not to resell the units comprising such
basket except that it may require the initial Authorized Purchaser to repurchase
all of these units at a per unit price equal to USCI’s per unit NAV within five
days following written notice from the Sponsor, subject to the conditions that
(i) on the date of repurchase, the initial Authorized Purchaser must immediately
redeem these units in accordance with the terms of the Authorized Purchaser
Agreement and (ii) immediately following such redemption at least 100,000 units
of USCI remain outstanding. The Sponsor held such initial Creation Basket until
September 3, 2010, at which time the initial Authorized Purchaser repurchased
the units comprising such basket in accordance with the specified conditions
noted above.
Since its
initial offering of 50,000,000 units, USCI has not registered any subsequent
offering of its units. As of September 30, 2010, USCI had issued
500,020 units, 400,020 of which were outstanding. As of September 30,
2010, there were 49,500,000 units registered but not yet issued.
More
units may have been issued by USCI than are outstanding due to the redemption of
units. Unlike funds that are registered under the Investment Company Act of
1940, as amended, units that have been redeemed by USCI cannot be resold by
USCI. As a result, USCI contemplates that additional offerings of its units will
be registered with the SEC in the future in anticipation of additional issuances
and redemptions.
18
For the Period Ended
September 30, 2010
Since
USCI commenced operations on August 10, 2010, no comparison of USCI’s results of
operations for any periods prior to the period from August 10, 2010 to September
30, 2010 has been provided.
As of
September 30, 2010, the total unrealized gain on Futures Contracts owned or held
on that day was $624,305 and USCI established cash deposits, including cash
investments in money market funds, that were equal to
$15,678,357. USCI held 91.11% of its cash assets in overnight
deposits and money market funds at its custodian bank, while 8.89% of the cash
balance was held as margin deposits for the Futures Contracts
purchased. The ending per unit NAV on September 30, 2010 was
$54.17.
Portfolio Expenses. USCI’s
expenses consist of investment management fees, brokerage
fees and commissions, certain offering costs and expenses relating to tax
accounting and reporting requirements. The management fee that USCI
pays to the Sponsor is calculated as a percentage of the total net assets of
USCI. USCI pays the Sponsor a management fee of 0.95% of its average
net assets. The fee is accrued daily and paid monthly.
During
the period ended September 30, 2010, the daily average total net assets of USCI
were $11,295,427. The management fee incurred by USCI during the
period amounted to $15,287.
In
addition to the management fee, USCI pays all brokerage fees and other
expenses, including certain tax reporting costs, ongoing registration or other
fees paid to the SEC, the Financial Industry Regulatory Authority (“FINRA”)
and any other regulatory agency in connection with offers and sales of
its units subsequent to the initial offering and all legal, accounting, printing
and other expenses associated therewith. The total of these fees and expenses
for the period ended September 30, 2010 was $25,751. For the period
ended September 30, 2010, USCI did not incur any fees or other expenses relating
to the registration or offering of additional units. During the
period ended September 30, 2010, an expense waiver was in effect which offset
certain of the expenses incurred by USCI. The total amount of the
expense waiver was $19,033. For the period ended September 30, 2010,
the expenses of USCI, including management fees, commissions, and all other
expenses, before allowance for the expense waiver, totaled $41,038, and after
allowance for the expense waiver, totaled $22,005.
USCI also
incurs commissions to brokers for the purchase and sale of Futures Contracts,
Other Commodity-Related Investments or Treasuries. During the
period ended September 30, 2010, total commissions paid to brokers amounted to
$4,382. As an annualized percentage of total net assets, the figure
for the period ended September 30, 2010 represents approximately 0.27% of total
net assets. However, there can be no assurance that commission costs and
portfolio turnover will not cause commission expenses to rise in future
quarters.
USCI
pays the fees and expenses associated with its audit expenses and tax
accounting and reporting requirements. These costs are estimated to
be $160,000 for the calendar year 2010. The Sponsor, though under no
obligation to do so, agreed to pay certain expenses, to the extent that such
expenses exceed 0.15% (15 basis points) of USCI’s NAV, on an annualized basis,
through at least December 31, 2010. The Sponsor has no obligation to
continue such payments into subsequent periods.
Dividend and Interest
Income. USCI seeks to invest its assets such that it
holds Futures Contracts and Other Commodity-Related Investments in an
amount equal to the total net assets of its portfolio. Typically, such
investments do not require USCI to pay the full amount of the contract value at
the time of purchase, but rather require USCI to post an amount as a margin
deposit against the eventual settlement of the contract. As a result, USCI
retains an amount that is approximately equal to its total net assets, which
USCI invests in Treasuries, cash and/or cash equivalents. This includes
both the amount on deposit with the futures commission merchant as margin, as
well as unrestricted cash and cash equivalents held with USCI’s custodian bank.
The Treasuries, cash and/or cash equivalents earn income that accrues on a daily
basis. For the period ended September 30, 2010, USCI earned $460 in
dividend and interest income on such cash and/or cash
equivalents. Based on USCI’s average daily total net assets, this was
equivalent to an annualized yield of 0.03%. USCI did not purchase
Treasuries during the period ended September 30, 2010 and held only cash and/or
cash equivalents during this time period.
19
Portfolio
Holdings
During
the period from USCI’s commencement
of operations on August 10, 2010 to September 30, 2010, USCI’s
portfolio held at all times Futures Contracts based on fourteen different
commodities. Due to changes in the composition of the Index, each month the list
of Benchmark Component Futures Contracts held by USCI changed (see the section
“The Index” below). The table below lists the Benchmark Component Futures
Contracts held during this time period.
Benchmark
Component Futures Contracts
Commodity
|
as
of
Commencement of Operations |
as
of
August
31, 2010
|
as
of
September
30, 2010
|
|||
Crude
Oil (Brent)
|
-
|
-
|
-
|
|||
Crude
Oil (WTI)
|
x
|
-
|
-
|
|||
Gas
Oil
|
-
|
-
|
x
|
|||
Heating
Oil
|
-
|
-
|
-
|
|||
Natural
Gas
|
x
|
x
|
-
|
|||
Unleaded
Gasoline
|
-
|
x
|
x
|
|||
Feeder
Cattle
|
-
|
-
|
x
|
|||
Lean
Hogs
|
x
|
x
|
x
|
|||
Live
Cattle
|
-
|
-
|
-
|
|||
Bean
Oil
|
-
|
-
|
x
|
|||
Corn
|
-
|
x
|
x
|
|||
Soybeans
|
x
|
x
|
-
|
|||
Soybean
Meal
|
x
|
x
|
-
|
|||
Wheat
|
-
|
x
|
x
|
|||
Aluminum
|
-
|
-
|
-
|
|||
Copper
|
x
|
-
|
x
|
|||
Lead
|
-
|
-
|
-
|
|||
Nickel
|
x
|
-
|
x
|
|||
Tin
|
x
|
x
|
x
|
|||
Zinc
|
-
|
-
|
-
|
|||
Gold
|
x
|
x
|
-
|
|||
Platinum
|
x
|
x
|
-
|
|||
Silver
|
x
|
x
|
x
|
|||
Cocoa
|
-
|
-
|
-
|
|||
Coffee
|
x
|
x
|
x
|
|||
Cotton
|
x
|
x
|
x
|
|||
Sugar
|
x
|
x
|
x
|
|||
Total
Number of Benchmark
|
||||||
Component
Futures Contracts
|
14
|
14
|
14
|
x
= Component
20
Tracking
the Index
USCI’s
management seeks to manage USCI’s portfolio such that changes in its average
daily NAV, on a percentage basis, closely track the changes in the price of the
Index, also on a percentage basis. Specifically, USCI’s management seeks to
manage the portfolio such that over any rolling period of 30 valuation days, the
average daily change in USCI’s NAV is within a range of 90% to 110% (0.9 to 1.1)
of the average daily change in the price of the Index. As an example,
if the average daily movement of the price of the Index for a particular
30-valuation day time period was 0.5% per day, USCI management would attempt to
manage the portfolio such that the average daily movement of the NAV during that
same time period fell between 0.45% and 0.55% (i.e., between 0.9 and 1.1 of
the Index’s results). USCI’s portfolio management goals do not include trying to
make the nominal price of USCI’s NAV equal to the nominal price of the Index,
the nominal price of any particular commodity Futures Contract or the spot price
for any particular commodity. Management believes that it is not
practical to manage the portfolio to achieve such an investment goal when
investing in listed Futures Contracts.
For the
30 valuation days ended September 30, 2010, the simple average daily change in
the Index was 0.385%, while the simple average daily change in the NAV of USCI
over the same time period was 0.386%. The average daily difference was 0.001%
(or 0.1 basis points, where 1 basis point equals 1/100 of 1%). As a
percentage of the daily movement of the Index, the average error in daily
tracking by the NAV was 3.28%, meaning that over this time period USCI’s
tracking error was within the plus or minus 10% range established as its
benchmark tracking goal. The first chart below shows the daily
movement of USCI’s NAV versus the daily movement of the Index for the 30-
valuation day period ended September 30, 2010. The second chart below
shows the monthly total returns of USCI as compared to the monthly value of the
Benchmark Component Futures Contracts since inception.
Since the
commencement of the offering of USCI’s units to the public on August 9, 2010 to
September 30, 2010, the simple average daily change in the Index was 0.223%,
while the simple average daily change in the NAV of USCI over the same time
period was 0.219%. The average daily difference was -0.004% (or -0.4 basis
points, where 1 basis point equals 1/100 of 1%). As a percentage of
the daily movement of the Index, the average error in daily tracking by the NAV
was 3.28%, meaning that over this time period USCI’s tracking error was within
the plus or minus 10% range established as its benchmark tracking
goal.
21
*PAST
PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS
An
alternative tracking measurement of the return performance of USCI versus the
return of the Index can be calculated by comparing the actual return of USCI,
measured by changes in its NAV, versus the expected changes in its NAV
under the assumption that USCI’s returns had been exactly the same as the daily
changes in the price of the Index.
For the period ended September 30, 2010, the actual total return
of USCI as measured by changes in its NAV was 8.34%. This is based on an initial
NAV of $50.00 on August 9, 2010 and an ending NAV as of September 30, 2010 of
$54.17. During this time period, USCI made no distributions to its unitholders.
However, if USCI’s daily changes in its NAV had instead exactly tracked the
changes in the daily return of the Index, USCI would have had an estimated NAV
of $54.26 as of September 30, 2010, for a total return over the relevant time
period of 8.517%. The difference between the actual NAV total return of USCI of
8.34% and the expected total return based on the Index of 8.517% was an error
over the time period of -0.157%, which is to say that USCI’s actual total return
underperformed the Index result by that percentage. Management
believes that a portion of the difference between the actual return and the
expected Index return can be attributed to the net impact of the expenses that
USCI pays offset in part by the income that USCI collects on its cash and cash
equivalent holdings. During the period ended September 30, 2010, USCI
received dividend and interest income of $460, which is equivalent to a weighted
average income rate of 0.03% for such period. In addition, during the
period ended September 30, 2010, USCI also collected $3,800 from its Authorized
Purchasers for creating or redeeming baskets of units. This income
also contributed to USCI’s actual return. However, if the total
assets of USCI continue to increase, management believes that the impact on
total returns of these fees from creations and redemptions will diminish as a
percentage of the total return. During the period ended September 30,
2010, USCI incurred net expenses of $22,005. Income from dividends and interest
and Authorized Purchaser collections net of expenses was $(17,745), which is
equivalent to an annualized weighted average net income rate of (1.10)% for the
period ended September 30, 2010.
*PAST
PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS
22
There are
currently three factors that have impacted or are most likely to impact USCI’s
ability to accurately track the Index.
First,
USCI may buy or sell its holdings in the then current Benchmark Component
Futures Contracts at a price other than the closing settlement price of that
contract on the day during which USCI executes the trade. In that case, USCI may
pay a price that is higher, or lower, than that of the Benchmark Component
Futures Contracts, which could cause the changes in the daily NAV of USCI
to either be too high or too low relative to the changes in the price of the
Index. During the period ended September 30, 2010, management
attempted to minimize the effect of these transactions by seeking to execute its
purchase or sale of the Benchmark Component Futures Contracts at, or as close as
possible to, the end of the day settlement price. However, it may not always be
possible for USCI to obtain the closing settlement price and there is no
assurance that failure to obtain the closing settlement price in the future will
not adversely impact USCI’s attempt to track the Index over time.
Second,
USCI earns dividend and interest income on its cash, cash equivalents and
Treasury holdings. USCI is not required to distribute any portion of its income
to its unitholders and did not make any distributions to unitholders during the
period ended September 30, 2010. Interest payments, and any other income, were
retained within the portfolio and added to USCI’s NAV. At the same
time, USCI incurred expenses for its management fee, brokerage commissions and
other expenses (including ongoing registration fees). The calculation
of the Index includes an interest portion, calculated daily using the 90 Day
U.S. Treasury Bill’s total return, but does not include an expense component.
When USCI’s income exceeds the sum of USCI’s expenses by the yield on the
90 Day U.S. Treasury Bill, USCI realizes a net yield that tends to cause daily
changes in the NAV of USCI to track slightly higher than daily changes in the
price of the Index. If this net yield is lower than the yield on the
90 Day U.S. Treasury Bill, that tends to cause daily changes in the NAV of USCI
to track slightly lower than daily changes in the price of the
Index. During the period ended September 30, 2010, USCI earned, on an
annualized basis, approximately 0.03% on its cash holdings. It also incurred
cash expenses on an annualized basis of 0.95% for management fees and
approximately 0.27% in brokerage commission costs related to the purchase and
sale of Futures Contracts, and 1.33% for other expenses. The foregoing fees and
expenses resulted in a net yield on an annualized basis of approximately -1.34%
and affected USCI’s ability to track its benchmark. If short-term
interest rates rise above the current levels, the level of deviation created by
the yield would decrease. Conversely, if short-term interest rates were to
decline, the amount of error created by the yield would increase. When
short-term yields drop to a level lower than the combined expenses of the
management fee and the brokerage commissions, then the tracking error becomes a
negative number and would tend to cause the daily returns of the NAV to
underperform the daily returns of the Index.
Third,
USCI may hold Other Commodity-Related Investments in its portfolio that may
fail to closely track the Index’s total return movements. In that
case, the error in tracking the Index could result in daily changes in the NAV
of USCI that are either too high, or too low, relative to the daily changes in
the price of the Index. During the period ended September 30, 2010,
USCI did not hold any Other Commodity-Related Investments. If USCI
increases in size, and due to its obligations to comply with regulatory limits,
USCI may invest in Other Commodity-Related Investments which may have the effect
of increasing transaction related expenses and may result in increased tracking
error.
23
The
Index
The Index
was developed based upon academic research by Yale University professors Gary B.
Gorton and K. Geert Rouwenhorst, and Hitotsubashi University professor Fumio
Hayashi. The Index is designed to reflect the performance of a fully margined or
collateralized portfolio of 14 commodity futures contracts with equal weights,
selected each month from a universe of 27 eligible commodity futures contracts.
The Index is rules-based and rebalanced monthly based on observable price
signals. In this context, the term “rules-based” is meant to indicate that the
composition of the Index in any given month will be determined by quantitative
formulas relating to the prices of the futures contracts that relate to the
commodities that are eligible to be included in the Index. Such formulas are not
subject to adjustment based on other factors. The overall return on the Index is
generated by two components: (i) uncollateralized returns from the commodity
futures contracts comprising the Index and (ii) a daily fixed income return
reflecting the interest earned on a hypothetical 3-month U.S. Treasury Bill
collateral portfolio, calculated using the weekly auction rate for the 3-Month
U.S. Treasury Bills published by the U.S. Department of the
Treasury. SummerHaven Index Management, LLC (“SummerHaven Indexing”)
is the owner of the Index.
The Index
is composed of physical non-financial commodity futures contracts with active
and liquid markets traded upon futures exchanges in major industrialized
countries. The futures contracts are denominated in U.S. dollars and weighted
equally by notional amount. The Index currently reflects commodities in six
commodity sectors: energy (e.g., crude oil, natural gas,
heating oil, etc.), precious metals (e.g., gold, silver platinum),
industrial metals (e.g., zinc, nickel, aluminum,
copper, etc.), grains (e.g., wheat, corn, soybeans,
etc.), softs (e.g.,
sugar, cotton, coffee, cocoa), and livestock (e.g., live cattle, lean hogs,
feeder cattle).
Table 1
below lists the eligible commodities, the relevant futures exchange on which the
futures contract is listed and quotation details. Table 2 lists the eligible
futures contracts, their sector designation and maximum allowable
tenor.
TABLE
1
Commodity
|
Designated Contract
|
Exchange
|
Units
|
Quote
|
||||
Crude
Oil (Brent)
|
Crude
Oil
|
ICE-UK
|
1,000
barrels
|
USD/barrel
|
||||
Crude
Oil (WTI)
|
Light,
Sweet Crude Oil
|
NYMEX
|
1,000
barrels
|
USD/barrel
|
||||
Gas
Oil
|
Gas
Oil
|
ICE-UK
|
100
metric tons
|
USD/metric
ton
|
||||
Heating
Oil
|
Heating
Oil
|
NYMEX
|
42,000
gallons
|
U.S.
cents/gallon
|
||||
Natural
Gas
|
Henry
Hub Natural Gas
|
NYMEX
|
10,000
mmbtu
|
USD/mmbtu
|
||||
Unleaded
Gasoline
|
Reformulated
Blendstock for Oxygen Blending “RBOB”
|
NYMEX
|
42,000
gallons
|
U.S.
cents/gallon
|
||||
Feeder
Cattle
|
Feeder
Cattle
|
CME
|
50,000
lbs.
|
U.S.
cents/pound
|
||||
Lean
Hogs
|
Lean
Hogs
|
CME
|
40,000
lbs.
|
U.S.
cents/pound
|
||||
Live
Cattle
|
Live
Cattle
|
CME
|
40,000
lbs.
|
U.S.
cents/pound
|
||||
Bean
Oil
|
Bean
Oil
|
CBOT
|
60,000
lbs.
|
U.S.
cents/pound
|
||||
Corn
|
Corn
|
CBOT
|
5,000
bushels
|
U.S.
cents/bushel
|
||||
Soybeans
|
Soybeans
|
CBOT
|
5,000
bushels
|
U.S.
cents/bushel
|
||||
Soybean
Meal
|
Soybean
Meal
|
CBOT
|
100
tons
|
USD/ton
|
||||
Wheat
|
Wheat
|
CBOT
|
5,000
bushels
|
U.S.
cents/bushel
|
||||
Aluminum
|
High
Grade Primary Aluminum
|
LME
|
25
metric tons
|
USD/metric
ton
|
||||
Copper
|
Copper
|
COMEX
|
25,000
lbs
|
U.S.
cents/pound
|
||||
Lead
|
Lead
|
LME
|
25
metric tons
|
USD/metric
ton
|
||||
Nickel
|
Primary
Nickel
|
LME
|
6
metric tons
|
USD/metric
ton
|
||||
Tin
|
Tin
|
LME
|
5
metric tons
|
USD/metric
ton
|
||||
Zinc
|
Special
High Grade Zinc
|
LME
|
25
metric tons
|
USD/metric
ton
|
||||
Gold
|
Gold
|
COMEX
|
100
troy oz.
|
USD/troy
oz.
|
||||
Platinum
|
Platinum
|
NYMEX
|
50
troy oz.
|
USD/troy
oz.
|
||||
Silver
|
Silver
|
COMEX
|
5,000
troy oz.
|
U.S.
cents/troy oz.
|
||||
Cocoa
|
Cocoa
|
ICE-US
|
10
metric tons
|
USD/metric
ton
|
||||
Coffee
|
Coffee
“C”
|
ICE-US
|
37,500
lbs
|
U.S.
cents/pound
|
||||
Cotton
|
Cotton
|
ICE-US
|
50,000
lbs
|
U.S.
cents/pound
|
||||
Sugar
|
World
Sugar No. 11
|
ICE-US
|
112,000
lbs.
|
U.S.
cents/pound
|
24
TABLE
2
Commodity Symbol
|
Commodity
Name
|
Sector
|
Allowed Contracts
|
Max.
tenor
|
||||
CO
|
Brent
Crude
|
Energy
|
All
12 Calendar Months
|
12
|
||||
CL
|
Crude
Oil
|
Energy
|
All
12 Calendar Months
|
12
|
||||
QS
|
Gas
Oil
|
Energy
|
All
12 Calendar Months
|
12
|
||||
HO
|
Heating
Oil
|
Energy
|
All
12 Calendar Months
|
12
|
||||
NG
|
Natural
Gas
|
Energy
|
All
12 Calendar Months
|
12
|
||||
XB
|
RBOB
|
Energy
|
All
12 Calendar Months
|
12
|
||||
FC
|
Feeder
Cattle
|
Livestock
|
Jan,
Mar, Apr, May, Aug, Sep, Oct, Nov
|
5
|
||||
LH
|
Lean
Hogs
|
Livestock
|
Feb,
Apr, Jun, Jul, Aug, Oct, Dec
|
5
|
||||
LC
|
Live
Cattle
|
Livestock
|
Feb,
Apr, Jun, Aug, Oct, Dec
|
5
|
||||
BO
|
Bean
Oil
|
Grains
|
Jan,
Mar, May, Jul, Aug, Sep, Oct, Dec
|
7
|
||||
C
|
Corn
|
Grains
|
Mar,
May, Jul, Sep, Dec
|
12
|
||||
S
|
Soybeans
|
Grains
|
Jan,
Mar, May, Jul, Aug, Sep, Nov
|
12
|
||||
SM
|
Soymeal
|
Grains
|
Jan,
Mar, May, Jul, Aug, Sep, Oct, Dec
|
7
|
||||
W
|
Wheat
|
Grains
|
Mar,
May, Jul, Sep, Dec
|
7
|
||||
LA
|
Aluminum
|
Industrial
Metals
|
All
12 Calendar months
|
12
|
||||
HG
|
Copper
|
Industrial
Metals
|
All
12 Calendar Months
|
12
|
||||
LL
|
Lead
|
Industrial
Metals
|
All
12 Calendar Months
|
7
|
||||
LN
|
Nickel
|
Industrial
Metals
|
All
12 Calendar Months
|
7
|
||||
LT
|
Tin
|
Industrial
Metals
|
All
12 Calendar Months
|
7
|
||||
LX
|
Zinc
|
Industrial
Metals
|
All
12 Calendar Months
|
7
|
||||
GC
|
Gold
|
Precious
Metals
|
Feb,
Apr, Jun, Aug, Oct, Dec
|
12
|
||||
PL
|
Platinum
|
Precious
Metals
|
Jan,
Apr, Jul, Oct
|
5
|
||||
SI
|
Silver
|
Precious
Metals
|
Mar,
May, Jul, Sep, Dec
|
5
|
||||
CC
|
Cocoa
|
Softs
|
Mar,
May, Jul, Sep, Dec
|
7
|
||||
KC
|
Coffee
|
Softs
|
Mar,
May, Jul, Sep, Dec
|
7
|
||||
CT
|
Cotton
|
Softs
|
Mar,
May, Jul, Dec
|
7
|
||||
SB
|
Sugar
|
Softs
|
Mar,
May, Jul, Oct
|
7
|
25
Prior to
the end of each month, SummerHaven Indexing determines the composition of the
Index and provides such information to Bloomberg, L.P.
(“Bloomberg”). Values of the Index are computed by Bloomberg and
disseminated approximately every fifteen (15) seconds from 8:00 a.m. to 5:00
p.m., New York City time, which also publishes a daily Commodity Index value at
approximately 5:30 p.m., New York City time, under the index ticker symbol
“SDCITR:IND”. Only settlement and last-sale prices are used in the Index’s
calculation, bids and offers are not recognized — including limit-bid
and limit-offer price quotes. Where no last-sale price exists, typically in the
more deferred contract months, the previous days’ settlement price is used. This
means that the underlying Index may lag its theoretical value. This tendency to
lag is evident at the end of the day when the Index value is based on the
settlement prices of the component commodities, and explains why the underlying
Index often closes at or near the high or low for the day.
Composition
of the Index
The
composition of the Index on any given day, as determined and published by
SummerHaven Indexing, is determinative of the benchmark for
USCI. Neither the Summerhaven Dynamic Commodity Index (“SDCI”) index
methodology nor any set of procedures, however, are capable of anticipating all
possible circumstances and events that may occur with respect to the Index and
the methodology for its composition, weighting and calculation. Accordingly, a
number of subjective judgments must be made in connection with the operation of
the Index that cannot be adequately reflected in this description of the Index.
All questions of interpretation with respect to the application of the
provisions of the SDCI index methodology, including any determinations that need
to be made in the event of a market emergency or other extraordinary
circumstances, will be resolved by SummerHaven Indexing.
Contract
Expirations
Because
the Index is comprised of actively traded contracts with scheduled expirations,
it can be calculated only by reference to the prices of contracts for specified
expiration, delivery or settlement periods, referred to as contract expirations.
The contract expirations included in the Index for each commodity during a given
year are designated by SummerHaven Indexing, provided that each contract must be
an active contract. An active contract for this purpose is a liquid,
actively-traded contract expiration, as defined or identified by the relevant
trading facility or, if no such definition or identification is provided by the
relevant trading facility, as defined by standard custom and practice in the
industry.
If a
trading facility ceases trading in all contract expirations relating to a
particular contract, SummerHaven Indexing may designate a replacement contract
on the commodity. The replacement contract must satisfy the eligibility criteria
for inclusion in the Index. To the extent practicable, the replacement is
effected during the next monthly review of the composition of the Index. If that
timing is not practicable, SummerHaven Indexing determines the date of the
replacement based on a number of factors, including the differences between the
existing contract and the replacement contract with respect to contractual
specifications and contract expirations.
If a
contract is eliminated and there is no replacement contract, the underlying
commodity will necessarily drop out of the Index. The designation of a
replacement contract, or the elimination of a commodity from the Index because
of the absence of a replacement contract, could affect the value of the Index,
either positively or negatively, depending on the price of the contract that is
eliminated and the prices of the remaining contracts. It is impossible, however,
to predict the effect of these changes, if they occur, on the value of the
Index.
26
Commodity
Selection
14 of the
27 eligible commodities are selected for inclusion in the Index for the next
month, subject to the constraint that each of the six commodity sectors is
represented by at least one commodity. The methodology used to select the 14
commodities is based solely on quantitative data using observable futures prices
and is not subject to human bias.
Monthly
commodity selection is a two-step process based upon examination of the relevant
futures prices for each commodity:
|
1)
|
The
annualized percentage price difference between the closest-to-expiration
futures contract and the next closest-to-expiration futures contract is
calculated for each of the 27 eligible commodities on the Selection Date.
The seven commodities with the highest percentage price difference are
selected.
|
|
2)
|
For
the remaining 20 eligible commodities, the percentage price change of each
commodity over the previous year is calculated, as measured by the change
in the price of the closest-to-expiration futures contract on the
Selection Date from the price of the closest-to-expiration futures
contract a year prior to the Selection Date. The seven commodities with
the highest percentage price change are
selected.
|
When
evaluating the data from the second step, all six commodity sectors must be
represented. If the selection of the seven additional commodities with the
highest price change fails to meet the overall diversification requirement that
all six commodity sectors are represented in the Index, the commodity with the
highest price change among the commodities of the omitted sector(s) would be
substituted for the commodity with the lowest price change among the seven
additional commodities.
The 14
commodities selected are included in the Index for the next month on an
equally-weighted basis. Due to the dynamic monthly commodity selection, the
sector weights will vary from approximately 7% to 43% over time, depending on
the price observations each month. The Selection Date is the fifth business day
prior to the first business day of the next calendar month.
The
following graph shows the sector weights of the commodities selected for
inclusion in the Index as of September 30, 2010.
27
Contract
Selection
For each
commodity selected for inclusion into the Index for that month, the Index
selects a specific Futures Contract with a tenor (i.e., contract month) among
the eligible tenors (the range of contract months) based upon the relative
prices of the Futures Contracts within the eligible range of contract months.
The previous notwithstanding, the contract expiration is not changed for that
month if a contract remains in the Index, as long as the contract does not
expire or enter its notice period in the subsequent month.
Portfolio
Construction
The
portfolio rebalancing takes place during the last four business days of the
month (the “Rebalancing Period”). At the end of each of the days in
the Rebalancing Period, one fourth of the prior month portfolio positions are
replaced by an equally-weighted position in the commodity contracts determined
on the Selection Date. At the end of the Rebalancing Period, the
Index takes an equal-weight position of approximately 7.14% in each of the
selected commodity contracts.
Index
Return Calculation
The
percentage excess return equals the percentage change of the market values of
the underlying commodity futures. During the Rebalancing Period, the Index
changes its contract holdings during a four day period.
The value
of the SDCI Excess Return (“SDCI ER”) at the end of a business day “t” is equal to the SDCI ER
value on day “t-1”
multiplied by the sum of the daily percentage price changes of each commodity
future factoring in each respective commodity future’s notional holding on day
“t-1”.
Rebalancing
Period
The Index
is rebalanced during the last four business days of each calendar month, when
existing positions are replaced by new positions based on the signals used for
contract selection as outlined above. At the end of the first day of the
Rebalancing Period, the signals are observed and on the second day a new
portfolio is constructed that is equally weighted in terms of notional positions
in the newly selected contracts.
28
Total
Return Calculation
The value
of the SDCI Total Return (“SDCI TR”) on any business day is equal to the product
of (i) the value of the SDCI TR on the immediately preceding business day
multiplied by (ii) one plus the sum of the day’s SDCI ER returns and one
business day’s interest from the hypothetical Treasury Bill portfolio. The value
of the SDCI TR is calculated and published by Bloomberg.
The table
and chart below show the hypothetical performance of the Index from December 31,
1997 through September 30, 2010.
HYPOTHETICAL
PERFORMANCE RESULTS HAVE MANY INHERENT LIMITATIONS, SOME OF WHICH ARE DESCRIBED
BELOW. NO REPRESENTATION IS BEING MADE THAT USCI WILL OR IS LIKELY TO ACHIEVE
PROFITS OR LOSSES SIMILAR TO THOSE SHOWN. IN FACT, THERE ARE FREQUENTLY SHARP
DIFFERENCES BETWEEN HYPOTHETICAL PERFORMANCE RESULTS AND THE ACTUAL RESULTS
ACHIEVED BY ANY PARTICULAR TRADING PROGRAM.
ONE
OF THE LIMITATIONS OF HYPOTHETICAL PERFORMANCE RESULTS IS THAT THEY ARE
GENERALLY PREPARED WITH THE BENEFIT OF HINDSIGHT. IN ADDITION, HYPOTHETICAL
TRADING DOES NOT INVOLVE FINANCIAL RISK, AND NO HYPOTHETICAL TRADING RECORD CAN
COMPLETELY ACCOUNT FOR THE IMPACT OF FINANCIAL RISK IN ACTUAL TRADING. FOR
EXAMPLE, THE ABILITY TO WITHSTAND LOSSES OR TO ADHERE TO A PARTICULAR TRADING
PROGRAM IN SPITE OF TRADING LOSSES ARE MATERIAL POINTS WHICH CAN ALSO ADVERSELY
AFFECT ACTUAL TRADING RESULTS. THERE ARE NUMEROUS OTHER FACTORS RELATED TO THE
MARKETS IN GENERAL OR TO THE IMPLEMENTATION OF ANY SPECIFIC TRADING PROGRAM
WHICH CANNOT BE FULLY ACCOUNTED FOR IN THE PREPARATION OF HYPOTHETICAL
PERFORMANCE RESULTS AND ALL OF WHICH CAN ADVERSELY AFFECT ACTUAL TRADING
RESULTS.
THE
SPONSOR HAS HAD NO EXPERIENCE IN TRADING DIVERSIFIED BASKETS OF COMMODITY
FUTURES FOR ITSELF OR FOR CUSTOMERS. BECAUSE THERE ARE NO ACTUAL TRADING RESULTS
TO COMPARE TO THE HYPOTHETICAL PERFORMANCE RESULTS, INVESTORS SHOULD BE
PARTICULARLY WARY OF PLACING UNDUE RELIANCE ON THESE HYPOTHETICAL PERFORMANCE
RESULTS.
Since the
Index was launched on December 18, 2009, there is no actual performance history
of the Index to present. However, the components of the Index and the weighting
of the components of the Index are established each month based on purely
quantitative data that is not subject to revision based on other external
factors. As a result, the table below reflects how the Index would have
performed during the prior 10 years had it been in effect during such time
period. The performance data does not reflect any management fees or other
expenses that would have been incurred in connection with operating and managing
a commodity pool designed to track the Index. Such fees and expenses would
reduce the performance returns shown in the table below.
29
Hypothetical
Performance Results*
for the period
from
December 31, 1997 through September 30, 2010
Year
|
Ending Level
|
Annual Return
|
||||||
1997
|
225.020 | |||||||
1998
|
185.543 | -17.54 | % | |||||
1999
|
236.420 | 27.42 | % | |||||
2000
|
331.115 | 40.05 | % | |||||
2001
|
303.456 | -8.35 | % | |||||
2002
|
380.074 | 25.25 | % | |||||
2003
|
479.254 | 26.09 | % | |||||
2004
|
592.263 | 23.58 | % | |||||
2005
|
781.942 | 32.03 | % | |||||
2006
|
1115.816 | 42.70 | % | |||||
2007
|
1518.705 | 36.11 | % | |||||
2008
|
1175.767 | -22.58 | % | |||||
2009
|
1532.841 | 30.37 | % | |||||
2010
(YTD)
|
1552.882 | 1.310 | % |
*
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE
RESULTS
Source:
SummerHaven Indexing, Bloomberg
*
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE
RESULTS
30
The
following table and chart compare the hypothetical total return of the Index in
comparison with the actual total return of three major indexes over a 10 year
period.
Hypothetical and Historical Results for the 10-year period from
|
||||||||||||||||
September 30, 2000 through September 30, 2010*
|
||||||||||||||||
DJ-UBS TR
|
S&P GSCI TR
|
DB LCI OY TR
|
SDCI TR
|
|||||||||||||
Total
return
|
66 | % | 13 | % | 220 | % | 388 | % | ||||||||
Average
Annual return (total)
|
6.31 | % | 4.51 | % | 14.69 | % | 18.52 | % | ||||||||
Annualized
vol
|
17.46 | % | 24.98 | % | 19.47 | % | 16.76 | % | ||||||||
Annualized
Sharpe ratio
|
0.22 | 0.09 | 0.62 | 0.94 |
Source:
SummerHaven Indexing, Bloomberg
*
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS
The table
immediately above shows the performance of the Index from September 30, 2000
through September 30, 2010 in comparison with three traditional commodities
indices: the S&P GSCI Commodity Index (GSCI®) Total Return, Dow Jones-UBS
Commodity Index Total ReturnSM, and
the Deutsche Bank Liquid Commodity Index-Optimum Yield Total ReturnTM. The
data for the SDCI Total Return Index is derived by using the Index’s calculation
methodology with historical prices for the futures contracts comprising the
Index.
In the
table above, “Total Return” refers to the return of the relevant index from
September 30, 2000 to September 30, 2010; “Annualized Volatility” is a measure
of the amount of variation or fluctuation in the returns of the relevant index.
Annualized Volatility is calculated by taking the monthly standard deviation of
the relevant index’s return and multiplying it by the square root of twelve; and
“Annualized Sharpe Ratio” is a measure of the total return of each relevant
index adjusted by the risk-free interest rate (the 90 Day U.S. Treasury Bill
yield) and the volatility of each index. Many investors consider volatility to
be a measure of risk, and lower volatility of investment returns is considered a
positive investment attribute as opposed to higher volatility. Annualized Sharpe
Ratio is a standard measure for investors to compare two different investments
or indexes that have different levels of volatility. If two indexes have the
same total return, but one has lower Annualized Volatility, then it’s Annualized
Sharpe Ratio will be higher. The higher the Annualized Sharpe Ratio, the better
the risk-adjusted performance. Annualized Sharpe Ratio is calculated by taking
the average monthly total return of the relevant index and subtracting the then
current yield on the 90 Day U.S. Treasury Bill. The annualized return of this
series is then divided by the Annualized Volatility of this series, and this
result is the Annualized Sharpe Ratio for the relevant index. A higher Sharpe
Ratio is not a guarantee that one investment or index will in the future produce
better risk adjustment total returns, but management believes it is a useful
tool for investors to consider when making investment
decisions.
31
Source:
SummerHaven Indexing, Bloomberg
PAST
PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS
The
following chart compares the hypothetical total return of the Index in
comparison with the actual total return of three major indexes over a five year
period.
32
Source:
SummerHaven Indexing, Bloomberg
PAST
PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS
Critical
Accounting Policies
Preparation
of the condensed financial statements and related disclosures in compliance with
accounting principles generally accepted in the United States of America
requires the application of appropriate accounting rules and guidance, as well
as the use of estimates. The Trust’s application of these policies involves
judgments and actual results may differ from the estimates used.
The
Sponsor has evaluated the nature and types of estimates that it makes in
preparing the Trust’s condensed financial statements and related disclosures and
has determined that the valuation of Commodity Interests that are not traded on
a United States or internationally recognized futures exchange (such as swaps
and other over-the-counter contracts) involves a critical accounting
policy. The values which are used by USCI for its Futures Contracts will be
provided by its commodity broker who uses market prices when available, while
over-the-counter contracts are valued based on the present value of
estimated future cash flows that would be received from or paid to a third party
in settlement of these derivative contracts prior to their delivery date and
valued on a daily basis. In addition, USCI estimates interest and dividend
income on a daily basis using prevailing rates earned on its cash and cash
equivalents. These estimates are adjusted to the actual amount received on
a monthly basis and the difference, if any, is not considered
material.
Liquidity
and Capital Resources
USCI has
not made, and does not anticipate making, use of borrowings or other lines of
credit to meet its obligations. USCI has met, and it is anticipated that USCI
will continue to meet, its liquidity needs in the normal course of business from
the proceeds of the sale of its investments, or from the Treasuries, cash
and/or cash equivalents that it intends to hold at all times. USCI’s
liquidity needs include: redeeming units, providing margin deposits for its
existing Futures Contracts or the purchase of additional Futures Contracts and
posting collateral for its over-the-counter Commodity Interests, if applicable,
and, except as noted below, payment of its expenses, summarized below under
“Contractual Obligations.”
33
USCI
currently generates cash primarily from: (i) the sale of baskets consisting of
100,000 units (“Creation Baskets”) and (ii) income earned on Treasuries,
cash and/or cash equivalents. USCI has allocated substantially all of
its net assets to trading in Commodity Interests. USCI invests in Commodity
Interests to the fullest extent possible without being leveraged or unable to
satisfy its current or potential margin or collateral obligations with respect
to its investments in Commodity Interests. A significant portion of USCI’s NAV
is held in cash and cash equivalents that are used as margin and as
collateral for its trading in Commodity Interests. The balance of the net assets
is held in USCI’s account at its custodian bank. Income received from USCI’s
money market funds is paid to USCI. During the period ended September
30, 2010, USCI’s expenses exceeded the income USCI earned and the cash earned
from the sale of Creation Baskets. During the period ended September
30, 2010, USCI was forced to use other assets to pay cash expenses, which could
cause a drop in USCI’s NAV over time. To the extent expenses exceed
income, USCI’s NAV will be negatively impacted.
USCI’s
investments in Commodity Interests may be subject to periods of illiquidity
because of market conditions, regulatory considerations and other reasons. For
example, most commodity exchanges limit the fluctuations in futures contract
prices during a single day by regulations referred to as “daily limits.” During
a single day, no trades may be executed at prices beyond the daily limit. Once
the price of a futures contract has increased or decreased by an amount equal to
the daily limit, positions in the contracts can neither be taken nor liquidated
unless the traders are willing to effect trades at or within the specified daily
limit. Such market conditions could prevent USCI from promptly liquidating its
positions in Futures Contracts. During the period ended September 30,
2010, USCI was not forced to purchase or liquidate any of its positions while
daily limits were in effect; however, USCI cannot predict whether such an event
may occur in the future.
Prior to
the initial offering of USCI, all payments with respect to USCI’s expenses were
paid by the Sponsor. USCI does not have an obligation or intention to
refund such payments by the Sponsor. The Sponsor is under no
obligation to pay USCI’s current or future expenses. Since the initial offering
of units, USCI has been responsible for expenses relating to (i) management
fees, (ii) brokerage fees and commissions, (iii) ongoing registration
expenses in connection with offers and sales of its units subsequent to the
initial offering, (iv) other expenses, including certain tax reporting costs,
(v) the fees of the Trustee in connection with its services as Delaware trustee
of the Trust and (vi) other extraordinary expenses not in the ordinary course of
business, while the Sponsor has been responsible for expenses relating to the
fees of USCI’s marketing agent, administrator and custodian, the trading
advisory and licensing fees of SummerHaven and registration expenses relating to
the initial offering of units. If the Sponsor and USCI are
unsuccessful in raising sufficient funds to cover these respective expenses or
in locating any other source of funding, USCI will terminate and investors may
lose all or part of their investment.
Market
Risk
Trading
in Commodity Interests such as Futures Contracts involves USCI entering into
contractual commitments to purchase or sell specified amounts of commodities at
a specified date in the future. The aggregate market value of the contracts
will significantly exceed USCI’s future cash requirements since USCI intends to
close out its open positions prior to settlement. As a result, USCI is
generally only subject to the risk of loss arising from the change in value of
the contracts. USCI considers the “fair value” of its derivative instruments to
be the unrealized gain or loss on the contracts. The market risk associated with
USCI’s commitments to purchase a specific commodity will be limited to the
aggregate market value of the contracts held.
USCI’s
exposure to market risk depends on a number of factors, including the
markets for commodities, the volatility of interest rates and foreign exchange
rates, the liquidity of the Commodity Interest markets and the relationships
among the contracts held by USCI. The limited experience that USCI has had in
utilizing its model to trade in Commodity Interests in a manner intended to
track the changes in the Index, as well as drastic market occurrences, could
ultimately lead to the loss of all or substantially all of an investor’s
capital.
Credit
Risk
When USCI
enters into Futures Contracts and Other Commodity-Related Investments, it is
exposed to the credit risk that the counterparty will not be able to meet its
obligations. The counterparty for the Futures Contracts traded on the Futures
Exchanges is the clearinghouse associated with the particular exchange. In
general, in addition to margin required to be posted by the exchange or
clearinghouse in connection with trades on the exchange or through the
clearinghouse, clearinghouses are backed by their members who may be required to
share in the financial burden resulting from the nonperformance of one of their
members and, therefore, this additional member support should significantly
reduce credit risk. Some foreign exchanges are not backed by their clearinghouse
members but may be backed by a consortium of banks or other financial
institutions. Unlike in the case of exchange-traded Futures
Contracts, the counterparty to an over-the-counter Commodity Interest contract
is generally a single bank or other financial institution. As a
result, there will be greater counterparty credit risk in over-the-counter
transactions. There can be no assurance that any counterparty,
clearinghouse, or their members or their financial backers will satisfy their
obligations to USCI in such circumstances.
34
The
Sponsor attempts to manage the credit risk of USCI by following various trading
limitations and policies. In particular, USCI generally posts margin and/or
holds liquid assets that are approximately equal to the market value of its
obligations to counterparties under the Futures Contracts and Other
Commodity-Related Investments it holds. The Sponsor has implemented procedures
that include, but are not limited to, executing and clearing trades and entering
into over-the-counter transactions only with creditworthy parties and/or
requiring the posting of collateral or margin by such parties for the benefit of
USCI to limit its credit exposure. Newedge USA, LLC (“Newedge”),
USCI’s commodity broker, or any other broker that may be retained by USCI in the
future, when acting as USCI’s futures commission merchant in accepting orders to
purchase or sell Futures Contracts on United States exchanges, is required
by CFTC regulations to separately account for and segregate as belonging to
USCI, all assets of USCI relating to domestic Futures Contracts trading. These
futures commission merchants are not allowed to commingle USCI’s assets with
their other assets. In addition, the CFTC requires commodity brokers to hold in
a secure account USCI’s assets related to foreign Futures Contracts
trading. During the
period ended September 30, 2010, the only foreign exchanges on which USCI made
investments were the ICE Futures, which is a London based futures exchange, and
the LME, which is a London based metal commodities exchange. Those Futures
Contracts are denominated in U.S. dollars.
If, in
the future, USCI purchases over-the-counter contracts, see “Item 3. Quantitative
and Qualitative Disclosures About Market Risk” of this quarterly report on Form
10-Q for a discussion of over-the-counter contracts.
As of
September 30, 2010, USCI had deposits in domestic and foreign financial
institutions, including cash investments in money market funds, in the amount of
$15,678,357. This amount is subject to loss should these institutions
cease operations.
Off
Balance Sheet Financing
As of
September 30, 2010, neither the Trust nor USCI has any loan guarantee, credit
support or other off-balance sheet arrangement of any kind other than agreements
entered into in the normal course of business, which may include indemnification
provisions relating to certain risks that service providers undertake in
performing services which are in the best interests of USCI. While USCI’s
exposure under these indemnification provisions cannot be estimated, they are
not expected to have a material impact on USCI’s financial
position.
Redemption
Basket Obligation
In order
to meet its investment objective and pay its contractual obligations described
below, USCI requires liquidity to redeem units, which redemptions must be
in blocks of 100,000 units called “Redemption Baskets”. USCI has to date
satisfied this obligation by paying from the cash or cash equivalents it holds
or through the sale of its Treasuries in an amount proportionate to the number
of units being redeemed.
Contractual
Obligations
USCI’s
primary contractual obligations are with the Sponsor and certain other service
providers. The Sponsor, in return for its services, is entitled to a
management fee calculated as a fixed percentage of USCI’s NAV, currently 0.95%
of its average net assets. USCI is also responsible for all ongoing
fees, costs and expenses of its operation, including:
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·
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brokerage
and other fees and commissions incurred in connection with the trading
activities of USCI;
|
|
·
|
expenses
incurred in connection with registering additional units of USCI or
offering units of USCI after the time any units of USCI have begun trading
on the NYSE Arca;
|
|
·
|
the
routine expenses associated with distribution, including printing and
mailing, of any monthly, annual and other reports to unitholders required
by applicable U.S. federal and state regulatory
authorities;
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35
|
·
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payment
for routine services of the Trustee, legal counsel and independent
accountants;
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|
·
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payment
for fees associated with tax accounting and reporting, routine accounting,
bookkeeping, whether performed by an outside service provider or by
affiliates of the Sponsor;
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|
·
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costs
and expenses associated with investor relations and
services;
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|
·
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the
payment of any distributions related to redemption of
units;
|
|
·
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payment
of all federal, state, local or foreign taxes payable on the income,
assets or operations of USCI and the preparation of all tax returns
related thereto; and
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|
·
|
extraordinary
expenses (including, but not limited to, indemnification of any person
against liabilities and obligations to the extent permitted by law and
required under the Trust Agreement and the bringing and defending of
actions at law or in equity and otherwise engaging in the conduct of
litigation and the incurring of legal expense and the settlement of claims
and litigation).
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While the
Sponsor has agreed to pay registration fees to the SEC, FINRA, NYSE Arca or any
other regulatory agency or exchange in connection with the initial offer and
sale of the units and the legal, printing, accounting and other expenses
associated with such registration, USCI is responsible for any registration fees
and related expenses incurred in connection with any subsequent offer and sale
of its units after the initial offering of units.
USCI pays
its own brokerage and other transaction costs. USCI pays fees to
futures commission merchants in connection with its transactions in Futures
Contracts. Futures commission merchant fees are estimated to be 0.19%
annually for USCI. This estimate is based on the number of Futures Contracts the
Sponsor would have to purchase each month assuming the average value of a
Benchmark Component Futures Contract is $68,000, the average value of the
Benchmark Component Futures Contracts as of September 30, 2010. In
general, transaction costs on over-the-counter Commodity Interests and on
Treasuries and other short-term securities are embedded in the purchase or sale
price of the instrument being purchased or sold, and may not readily be
estimated. The Sponsor, though under no obligation to do so, agreed
to pay certain expenses, to the extent that such expenses exceed 0.15% (15 basis
points) of USCI’s NAV, on an annualized basis, through at least December 31,
2010. The Sponsor has no obligation to continue such payments into
subsequent periods.
The
parties cannot anticipate the amount of payments that will be required under
these arrangements for future periods, as USCI’s NAVs and trading levels to meet
its investment objectives will not be known until a future date. These
agreements are effective for a specific term agreed upon by the parties with an
option to renew, or, in some cases, are in effect for the duration of USCI’s
existence. Either party may terminate these agreements earlier for
certain reasons described in the agreements.
As of
September 30, 2010, USCI’s portfolio consisted of 466 Futures Contracts traded
on the Futures Exchanges. For a list of USCI’s current holdings,
please see USCI’s website at
www.unitedstatescommodityindexfund.com. See “–Portfolio Holdings” for
a complete list of Futures Contracts held by USCI during the period ended
September 30, 2010.
Item 3.
Quantitative and Qualitative Disclosures About Market Risk.
Over-the-Counter
Derivatives
In the
future, USCI may purchase over-the-counter contracts. Unlike most of the
exchange-traded Futures Contracts or exchange-traded options on such futures,
each party to an over-the-counter contract bears the credit risk that the
other party may not be able to perform its obligations under its
contract.
Some
commodity-based derivatives transactions contain fairly generic terms and
conditions and are available from a wide range of participants. Other
commodity-based derivatives have highly customized terms and conditions and are
not as widely available. Many of these over-the-counter contracts are
cash-settled forwards for the future delivery of specified commodities that have
terms similar to the Futures Contracts. Others take the form of “swaps” in which
the two parties exchange cash flows based on pre-determined formulas tied to the
spot price of the specified commodity, forward commodity prices or
commodity futures prices. For example, USCI may enter into
over-the-counter derivative contracts whose value will be tied to changes in the
difference between the spot price of the specified commodity, the price of
Futures Contracts traded on the Futures Exchanges and the prices of other
Futures Contracts in which USCI may invest.
36
To
protect itself from the credit risk that arises in connection with such
contracts, USCI may enter into agreements with each counterparty that provide
for the netting of its overall exposure to such counterparty, such as the
agreements published by the International Swaps and Derivatives Association,
Inc. USCI also may require that the counterparty be highly rated and/or
provide collateral or other credit support to address USCI’s exposure to the
counterparty. In addition, it is also possible for USCI and its
counterparty to agree to clear their transactions under the agreement through an
established futures clearinghouse such as those connected to the NYMEX or the
ICE Futures. In that event, USCI would no longer bear the credit risk
of its original counterparty, as the clearinghouse would now be USCI’s
counterparty. USCI would still retain any price risk associated with its
transaction and would be required to deposit margin to secure the
clearinghouse’s exposure to USCI.
The
creditworthiness of each potential counterparty is assessed by the Sponsor. The
Sponsor assesses or reviews, as appropriate, the creditworthiness of each
potential or existing counterparty to an over-the-counter contract pursuant to
guidelines approved by the Sponsor’s board of directors (the “Board”).
Furthermore, the Sponsor on behalf of USCI only enters into over-the-counter
contracts with counterparties who are, or are affiliates of, (a) banks regulated
by a United States federal bank regulator, (b) broker-dealers regulated by the
SEC, (c) insurance companies domiciled in the United States, or (d) producers,
users or traders of energy, whether or not regulated by the CFTC. Any entity
acting as a counterparty shall be regulated in either the United States or the
United Kingdom unless otherwise approved by the Board after consultation with
its legal counsel. Existing counterparties are also reviewed periodically by the
Sponsor.
USCI
anticipates that the use of Other Commodity-Related Investments together with
its investments in Futures Contracts will produce price and total return results
that closely track the investment goals of USCI. However, there can be no
assurance of this. Over-the-counter contracts may result in higher
transaction-related expenses than the brokerage commissions paid in connection
with the purchase of Futures Contracts, which may impact USCI’s ability to
successfully track the Index.
USCI may
employ spreads or straddles in its trading to mitigate the differences in its
investment portfolio and its goal of tracking the price of the Index. USCI would
use a spread when it chooses to take simultaneous long and short positions in
futures written on the same underlying asset, but with different delivery
months. The effect of holding such combined positions is to adjust the
sensitivity of USCI to changes in the price relationship between futures
contracts which will expire sooner and those that will expire later. USCI would
use such a spread if the Sponsor felt that taking such long and short positions,
when combined with the rest of its holdings, would more closely track the
investment goals of USCI, or if the Sponsor felt it would lead to an overall
lower cost of trading to achieve a given level of economic exposure to movements
in commodity prices. USCI would enter into a straddle when it chooses to take an
option position consisting of a long (or short) position in both a call option
and put option. The economic effect of holding certain combinations of put
options and call options can be very similar to that of owning the underlying
futures contracts. USCI would make use of such a straddle approach if, in the
opinion of the Sponsor, the resulting combination would more closely track the
investment goals of USCI or if it would lead to an overall lower cost of trading
to achieve a given level of economic exposure to movements in commodity
prices.
During
the period from August 10, 2010 (commencement of operations) to September 30,
2010, USCI did not employ any hedging methods such as those described above
since all of its investments were made over an exchange. Therefore,
during such period, USCI was not exposed to counterparty risk.
Item 4.
Controls and Procedures.
Disclosure
Controls and Procedures
The Trust
and USCI maintain disclosure controls and procedures that are designed to ensure
that material information required to be disclosed in the Trust’s periodic
reports filed or submitted under the Securities Exchange Act of 1934, as
amended, is recorded, processed, summarized and reported within the time period
specified in the SEC’s rules and forms.
37
The duly
appointed officers of the Sponsor, including its chief executive officer
and chief financial officer, who perform functions equivalent to those
of a principal executive officer and principal financial officer of the Trust if
the Trust had any officers, have evaluated the effectiveness of the Trust’s and
USCI’s disclosure controls and procedures and have concluded that the
disclosure controls and procedures of the Trust and USCI have been effective as
of the end of the period covered by this quarterly report on Form
10-Q.
Change
in Internal Control Over Financial Reporting
There
were no changes in the Trust’s or USCI’s internal control over financial
reporting during the last fiscal quarter that have materially affected, or are
reasonably likely to materially affect, the Trust’s or USCI’s internal control
over financial reporting.
38
Part
II. OTHER INFORMATION
Item
1. Legal Proceedings.
Not
applicable.
Item
1A. Risk Factors.
There has
not been a material change from the risk factors previously disclosed in the
Trust’s Registration Statement on Form S-1, which was declared effective by the
SEC on July 30, 2010.
Item
2. Unregistered Sales of Equity Securities and Use of
Proceeds.
Not
applicable.
Item
3. Defaults Upon Senior Securities.
Not
applicable.
Item
4. Reserved.
Item 5.
Other Information.
Monthly
Account Statements
Pursuant
to the requirement under Rule 4.22 under the Commodity Exchange Act, each month
USCI publishes an account statement for its unitholders, which includes a
Statement of Income (Loss) and a Statement of Changes in NAV. The account
statement is furnished to the SEC on a current report on Form 8-K pursuant
to Section 13 or 15(d) of the Exchange Act and posted each month on USCI’s
website at www.unitedstatescommodityindexfund.com.
Item 6.
Exhibits.
Listed
below are the exhibits which are filed as part of this quarterly report on Form
10-Q (according to the number assigned to them in Item 601 of Regulation
S-K):
Exhibit
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||
Number
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Description of Document
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3.1*
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Second
Amended and Restated Declaration of
Trust and Trust Agreement of the Registrant.
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31.1*
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Certification
by Principal Executive Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
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31.2*
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Certification
by Principal Financial Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
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32.1*
|
Certification
by Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
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|
32.2*
|
Certification
by Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
* Filed
herewith.
39
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
United
States Commodity Index Funds Trust (Registrant)
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|
By: United
States Commodity Funds LLC, its Sponsor
|
|
By:
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/s/ Nicholas
D. Gerber
|
Nicholas
D. Gerber
|
|
President
and Chief Executive Officer
|
|
(Principal
executive officer)
|
|
Date: November
10, 2010
|
|
By:
|
/s/ Howard
Mah
|
Howard
Mah
|
|
Chief
Financial Officer
|
|
(Principal
financial and accounting officer)
|
|
Date: November
10, 2010
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40