11/10/2025 | Press release | Distributed by Public on 11/10/2025 13:54
Management's Discussion and Analysis of Financial Condition and Results of Operations.
Liquidity and Capital Resources
The Partnership does not have, nor does it expect to have, any capital assets. The Partnership does not engage in sales of goods or services. Its assets are its (i) investment in the Funds, (ii) redemptions receivable from the Funds, (iii) equity in trading account, consisting of unrestricted cash, restricted cash, net unrealized appreciation on open futures contracts, net unrealized appreciation on open forward contracts and options purchased at fair value, if applicable, and (iv) interest receivable. Because of the low margin deposits normally required in commodity futures trading, relatively small price movements may result in substantial losses to the Partnership, through its direct investments and investment in the Funds. While substantial losses could lead to a material decrease in liquidity, no such illiquidity occurred in the third quarter of 2025.
The Partnership's/Funds' investment in futures, forwards and options may, from time to time, be illiquid. Most U.S. futures exchanges limit fluctuations in prices during a single day by regulations referred to as "daily price fluctuation limits" or "daily limits." Trades may not be executed at prices beyond the daily limit. If the price for a particular futures or option contract has increased or decreased by an amount equal to the daily limit, positions in that futures or option contract can neither be taken nor liquidated unless traders are willing to effect trades at or within the limit. Futures prices have occasionally moved the daily limit for several consecutive days with little or no trading. These market conditions could prevent the Partnership/Funds from promptly liquidating their futures or option contracts and result in restrictions on redemptions.
Other than the risks inherent in commodity futures, forwards, options and swaps trading, and U.S. Treasury bills and money market mutual fund securities, the General Partner/Trading Manager knows of no trends, demands, commitments, events or uncertainties which will result in or which are reasonably likely to result in the Partnership's/Funds' liquidity increasing or decreasing in any material way.
The Partnership's capital consists of the capital contributions of the partners, as increased or decreased by realized and/or unrealized gains and losses on trading and by expenses, interest income, subscriptions and redemptions of Redeemable Units and distributions of profits, if any. The Partnership's primary need for capital resources is for Futures Interests trading.
For the nine months ended September 30, 2025, Partnership capital decreased 11.2% from $123,195,247 to $109,388,582. This decrease was attributable to redemptions of 5,883.2940 Class A limited partner Redeemable Units totaling $15,634,822 and redemptions of 17.8990 Class Z limited partner Redeemable Units totaling $39,626 which was partially offset by subscriptions of 656.4670 Class A limited partner Redeemable Units totaling $1,756,141, subscriptions of 11.4260 Class Z limited partner Redeemable Units totaling $25,000 and net income of $86,642. Future redemptions can impact the amount of funds available for direct investments and investment in the Funds in subsequent periods.
Other than as discussed above, there are no known material trends, favorable or unfavorable, that would affect, nor any expected material changes to, the Partnership's capital resource arrangements at the present time.
Off-BalanceSheet Arrangements and Contractual Obligations
The Partnership does not have any off-balancesheet arrangements, nor does it have contractual obligations or commercial commitments to make future payments, that would affect its liquidity or capital resources.
Critical Accounting Policies
The preparation of financial statements in conformity with GAAP requires the General Partner to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting periods. The General Partner believes that the estimates and assumptions utilized in preparing the financial statements are reasonable. As a result, actual results could differ from those estimates. A summary of the Partnership's significant accounting policies is described in Note 2, "Basis of Presentation and Summary of Significant Accounting Policies," of the Financial Statements.
The Partnership/Funds record all investments at fair value in their respective financial statements, with changes in fair value reported as a component of net realized gains (losses) and net change in unrealized gains (losses) in the respective Statements of Income and Expenses.
Results of Operations
During the Partnership's third quarter of 2025, the net asset value per Redeemable Unit for Class A decreased 1.9% from $2,676.77 to $2,625.44 as compared to a decrease of 2.9% in the third quarter of 2024. During the Partnership's third quarter of 2025, the net asset value per Redeemable Unit for Class D decreased 1.9% from $2,122.60 to $2,081.89 as compared to a decrease of 2.9% in the third quarter of 2024. During the Partnership's third quarter of 2025, the net asset value per Redeemable Unit for Class Z decreased 1.7% from $2,237.64 to $2,198.87 as compared to a decrease of 2.7% in the third quarter of 2024. The Partnership experienced a net trading loss before fees and expenses during the third quarter of 2025 of $2,031,472. Losses were primarily attributable to the Partnership's/Funds' trading of commodity futures in energy, livestock, metals and softs and were partially offset by gains in currencies and grains. The Partnership experienced a net trading loss before fees and expenses during the third quarter of 2024 of $4,356,034. Losses were primarily attributable to the Partnership's/Funds' trading of commodity futures in currencies, energy, grains, livestock, and softs and were partially offset by gains in metals.
During the third quarter, the Partnership's most notable losses were incurred within metals markets during July, resulting from long positions in copper futures, as prices dropped sharply late in the month following changes to previously announced copper import measures. Losses within the energy sector were recorded during August from long positions in West Texas Intermediate crude oil futures, as prices declined due to a surge in U.S. oil production. In soft commodities, losses were incurred during August from short positions in coffee futures, as adverse weather conditions in key Brazilian and Vietnamese growing regions threatened crop production and boosted prices. A portion of the Partnership's losses for the third quarter was offset by gains achieved within the grains during July and September, from short positions in soybean and corn futures, as prices declined amid an outlook for beneficial harvest conditions in the U.S. and South America. Additional gains were recorded in the currency sector during July from positions in the euro and British pound.
During the Partnership's nine months ended September 30, 2025, the net asset value per Redeemable Unit for Class A decreased 0.1% from $2,627.20 to $2,625.44 as compared to a decrease of 2.6% during the nine months ended September 30, 2024. During the Partnership's nine months ended September 30, 2025, the net asset value per Redeemable Unit for Class D decreased 0.1% from $2,083.28 to $2,081.89 as compared to a decrease of 2.6% during the nine months ended September 30, 2024. During the Partnership's nine months ended September 30, 2025, the net asset value per Redeemable Unit for Class Z increased 0.5% from $2,187.95 to $2,198.87 as compared to a decrease of 2.0% during the nine months ended September 30, 2024. The Partnership experienced a net trading gain before fees and expenses for the nine months ended September 30, 2025 of $657,887. Gains were primarily attributable to the Partnership's/Funds' trading of commodity futures in currencies, grains and metals and were partially offset by losses in energy, livestock and softs. The Partnership experienced a net trading loss before fees and expenses for the nine months ended September 30, 2024 of $4,084,238. Losses were primarily attributable to the Partnership's/Funds' trading of commodity futures in currencies, energy, livestock, metals and softs and were partially offset by gains in grains.
During the first nine months of the year, the Partnership's most notable losses were incurred within the energy sector during April, from long positions in Brent crude oil futures, as prices fell significantly amid concerns about the strength of the global economy and following OPEC's announcement of production increases. Additional losses in the energy sector were recorded during August from long positions in West Texas Intermediate crude oil futures as prices declined due to a surge in U.S. oil production. In soft commodities, losses were recorded during March from long positions in cocoa futures, as an easing of extreme weather conditions in West Africa increased production forecasts. Additional losses in soft commodities were recorded during March from positions in coffee and sugar futures. Within the livestock markets, losses were experienced during January from short positions in live cattle futures, as beef prices moved higher amid low cattle slaughter rates. The Partnership's losses for the first nine months of the year were offset by gains achieved in the metals markets during the first three months of the year, from long positions in copper futures, as prices rallied on industrial buying attempts to stockpile supplies before global tariffs were enacted. Gains were recorded within the grains sector during February from short positions in soybean and wheat futures, as prices dropped after reports indicated grain harvests in South America would be higher than previously predicted. Additional gains in the grains markets were achieved during July and September from short positions in soybean and corn futures, as prices declined amid an outlook for beneficial harvest conditions in the U.S. and South America.
Commodity markets are highly volatile. Broad price fluctuations and rapid inflation increase not only the risks involved in commodity trading, but also the possibility of profit. The profitability of the Partnership/Funds depends on the existence of major price trends and the ability of the Advisors to correctly identify those price trends. Price trends are influenced by, among other factors, changing supply and demand relationships, weather, pandemics, epidemics and other health crises, governmental, agricultural, commercial and trade programs and policies, national and international political and economic events and changes in interest rates. To the extent that market trends exist and the Advisors are able to identify them, the Partnership/Funds expect to increase capital through operations.
Interest income on 100% of the average daily equity maintained in cash in the Partnership's (or the Partnership's allocable portion of the Funds') brokerage account during each month is earned at a rate equal to the monthly average of the 4-weekU.S. Treasury bill discount rate. For the avoidance of doubt, the Partnership/Funds will not receive interest on amounts in the futures brokerage account that are committed to margin. Any interest earned on the Partnership's and/or the Funds' account in excess of the amounts described above, if any, will be retained by MS&Co. and/or shared with the General Partner. All interest income earned on U.S. Treasury bills and money market mutual fund securities will be retained by the Partnership and/or the Funds, as applicable. Interest income earned for the three and nine months ended September 30, 2025 decreased by $550,077 and $1,760,855, respectively, as compared to the corresponding periods in 2024. The decrease in interest income was primarily due to lower interest rates during the three and nine months ended September 30, 2025 as compared to the corresponding periods in 2024. Interest earned by the Partnership will increase the net asset value of the Partnership. The amount of interest income earned by the Partnership depends on (1) the average daily equity maintained in cash in the Partnership's and/or the applicable Funds' accounts, (2) the amount of U.S. Treasury bills and/or money market mutual fund securities held by the Partnership and/or the Funds and (3) interest rates over which none of the Partnership, the Funds or MS&Co. has control.
Certain clearing fees are based on the number of trades executed by the Advisors for the Partnership/Funds. Accordingly, they must be compared in relation to the number of trades executed during the period. Clearing fees related to direct investments for the three and nine months ended September 30, 2025 increased by $59,616 and $298,994, respectively, as compared to the corresponding periods in 2024. The increase in these clearing fees was primarily due to an increase in the number of direct trades made by the Partnership during the three and nine months ended September 30, 2025 as compared to the corresponding periods in 2024.
Ongoing selling agent fees are calculated as a percentage of the Partnership's adjusted Net Assets of Class A Redeemable Units and Class D Redeemable Units as of the end of each month and are affected by trading performance, subscriptions and redemptions. Accordingly, they must be analyzed in relation to the fluctuations in the monthly net asset values. Ongoing selling agent fees for the three and nine months ended September 30, 2025 decreased by $49,581 and $140,272, respectively, as compared to the corresponding periods in 2024. The decrease was due to lower average adjusted net assets during the three and nine months ended September 30, 2025 as compared to the corresponding periods in 2024.
Management fees are calculated as a percentage of the Partnership's adjusted Net Assets as of the end of each month and are affected by trading performance, subscriptions and redemptions. Accordingly, they must be analyzed in relation to the fluctuations in the monthly net asset values. Management fees for the three and nine months ended September 30, 2025 decreased by $75,875 and $239,184, respectively, as compared to the corresponding periods in 2024. The decrease was due to lower average net assets during the three and nine months ended September 30, 2025 as compared to the corresponding periods in 2024.
General Partner fees are paid to the General Partner for administering the business and affairs of the Partnership including, among other things, (i) selecting, appointing and terminating the Partnership's commodity trading advisors, (ii) allocating and reallocating the Partnership's assets among the commodity trading advisors and (iii) monitoring the activities of the commodity trading advisors. These fees are calculated as a percentage of the Partnership's adjusted net assets as of the end of each month and are affected by trading performance, subscriptions and redemptions. Accordingly, they must be analyzed in relation to the fluctuations in the monthly net asset values. General Partner fees for the three and nine months ended September 30, 2025 decreased by $50,452 and $143,117, respectively, as compared to the corresponding periods in 2024. This decrease was due to lower average net assets during the three and nine months ended September 30, 2025 as compared to the corresponding periods in 2024.
Incentive fees are based on the Net Trading Profits (as defined in the respective management agreements between the Partnership, the General Partner and each Advisor) generated by each Advisor at the end of each quarter, half year or year, as applicable. Trading performance for the three and nine months ended September 30, 2025 resulted in incentive fees of $0. Trading performance for the three months ended September 30, 2024 resulted in a reversal of incentive fees of $88,508. Trading performance for the nine months ended September 30, 2024 resulted in incentive fees of $372,049. To the extent an Advisor incurs a loss for the Partnership, the Advisor will not be paid incentive fees until such Advisor recovers any net loss incurred and earns additional new trading profits for the Partnership.
In allocating substantially all of the assets of the Partnership among the Advisors, the General Partner considers, among other factors, the Advisors' past performance, trading style, volatility of markets traded and fee requirements. The General Partner may modify or terminate the allocation of assets to the Advisors and allocate assets to additional advisors at any time.
As of September 30, 2025 and June 30, 2025, the Partnership's Net Assets were allocated among the Advisors in the following approximate percentages:
|
Advisor |
September 30, 2025 |
September 30, 2025 (percentage of Partners' Capital) |
June 30, 2025 |
June 30, 2025 (percentage of Partners' Capital) |
||||||||||||
|
Millburn |
$ | 40,666,043 | 37% | $ | 44,634,927 | 38% | ||||||||||
|
Ospraie |
27,088,917 | 25% | 25,938,476 | 22% | ||||||||||||
|
Drakewood |
12,027,315 | 11% | 14,010,036 | 12% | ||||||||||||
|
Opus |
27,838,916 | 25% | 28,757,488 | 25% | ||||||||||||
|
Unallocated |
1,767,391 | 2% | 2,701,627 | 3% | ||||||||||||