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 June 30, 2012.

OR

o 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: 001-34765

Teucrium Commodity Trust

(Exact name of registrant as specified in its charter)

 

Delaware   61-1604335
(State or other jurisdiction of   (I.R.S. Employer
incorporation or organization)   Identification No.)

 

232 Hidden Lake Road, Building A

Brattleboro, Vermont 05301

(Address of principal executive offices) (Zip code)

 

(802) 257-1617

(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     o  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).

x Yes     o 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    o   Accelerated filer    x
Non-accelerated filer    o   Smaller reporting company    o
(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).

 

o Yes     x No

 

 
 

TEUCRIUM COMMODITY TRUST

 

Table of Contents

 

   Page
Part I. FINANCIAL INFORMATION  3
    
Item 1. Financial Statements.  3
    
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.  114
    
Item 3. Quantitative and Qualitative Disclosures About Market Risk.  134
    
Item 4. Controls and Procedures.  137
    
Part II. OTHER INFORMATION  137
    
Item 1. Legal Proceedings.  137
    
Item 1A. Risk Factors.  137
    
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.  155
    
Item 3. Defaults Upon Senior Securities.  158
    
Item 4. Mine Safety Disclosures.  158
    
Item 5. Other Information.  158
    
Item 6. Exhibits.  158

 

 

 

 

2
 

Part I. FINANCIAL INFORMATION

 

Item 1.   Financial Statements.

 

Index to Financial Statements

 

Documents  Page
TEUCRIUM COMMODITY TRUST   
    
Statements of Assets and Liabilities at June 30, 2012 (Unaudited) and December 31, 2011  6
    
Schedule of Investments at June 30, 2012 (Unaudited) and December 31, 2011  7
    
Statements of Operations (Unaudited) for the three and six months ended June 30, 2012 and 2011  9
    
Statements of Changes in Net Assets (Unaudited) for the six months ended June 30, 2012 and  2011  10
    
Statements of Cash Flows (Unaudited) for the six months ended June 30, 2012 and  2011  11
    
Notes to Financial Statements  12
    
TEUCRIUM CORN FUND   
    
Statements of Assets and Liabilities at June 30, 2012 (Unaudited) and December 31, 2011  22
    
Schedule of Investments at June 30, 2012 (Unaudited) and December 31, 2011  23
    
Statements of Operations (Unaudited) for the three and six months ended June 30, 2012 and 2011  25
    
Statements of Changes in Net Assets (Unaudited) for the six months ended June 30, 2012 and 2011  26
    
Statements of Cash Flows (Unaudited) for the six months ended June 30, 2012 and 2011  27
    
Notes to Financial Statements  28
    
TEUCRIUM NATURAL GAS FUND   
    
Statements of Assets and Liabilities at June 30, 2012 (Unaudited) and December 31, 2011  36
    
Schedule of Investments at June 30, 2012 (Unaudited) and December 31, 2011  37
    
Statements of Operations (Unaudited) for the three months ended June 30, 2012 and 2011 and for the six months ended June 30, 2012 and from commencement of operations (February 1, 2011) through June 30, 2011  39
    
Statements of Changes in Net Assets (Unaudited) for the six months ended June 30, 2012 and from commencement of operations (February 1, 2011) through June 30, 2011  40
    
Statements of Cash Flows (Unaudited) for the six months ended June 30, 2012 and from commencement of operations (February 1, 2011) through June 30, 2011  41
    
Notes to Financial Statements  42
3
 
TEUCRIUM WTI CRUDE OIL FUND 
    
Statements of Assets and Liabilities at June 30, 2012 (Unaudited) and December 31, 2011  50
    
Schedule of Investments at June 30, 2012 (Unaudited) and December 31, 2011  51
    
Statements of Operations for the three months ended June 30, 2012 and 2011 and for the six months ended June 30, 2012 and from commencement of operations (February 23, 2011) through June 30, 2011  53
    
Statements of Changes in Net Assets (Unaudited) for the six months ended June 30, 2012 and from commencement of operations (February 23, 2011) through June 30, 2011  54
    
Statements of Cash Flows (Unaudited) for the six months ended June 30, 2012 and from commencement of operations (February 23, 2011) through June 30, 2011  55
    
Notes to Financial Statements  56
    
TEUCRIUM SOYBEAN FUND   
    
Statements of Assets and Liabilities at June 30, 2012 (Unaudited) and December 31, 2011  64
    
Schedule of Investments at June 30, 2012 (Unaudited) and December 31, 2011  65
    
Statements of Operations (Unaudited) for the three and six months ended June 30, 2012  67
    
Statement of Changes in Net Assets (Unaudited) for the six months ended June 30, 2012  68
    
Statement of Cash Flows (Unaudited) for the six months ended June 30, 2012  69
    
Notes to Financial Statements  70
    
TEUCRIUM SUGAR FUND   
    
Statements of Assets and Liabilities at June 30, 2012 (Unaudited) and December 31, 2011  77
    
Schedule of Investments at June 30, 2012 (Unaudited) and December 31, 2011  78
    
Statements of Operations (Unaudited) for the three and six months ended June 30, 2012  80
    
Statement of Changes in Net Assets (Unaudited) for the six months ended June 30, 2012  81
    
Statement of Cash Flows (Unaudited) for the six months ended June 30, 2012  82
    
Notes to Financial Statements  83
    
TEUCRIUM WHEAT FUND   
    
Statements of Assets and Liabilities at June 30, 2012 (Unaudited) and December 31, 2011  90
    
Schedule of Investments at June 30, 2012 (Unaudited) and December 31, 2011  91
    
Statements of Operations (Unaudited) for the three and six months ended June 30, 2012  93
    
Statement of Changes in Net Assets (Unaudited) for the six months ended June 30, 2012  94
    
Statement of Cash Flows (Unaudited) for the six months ended June 30, 2012  95
    
Notes to Financial Statements  96
4
 
TEUCRIUM AGRICULTURAL FUND   
    
Statements of Assets and Liabilities at June 30, 2012 (Unaudited) and December 31, 2011  103
    
Schedule of Investments (Unaudited) at June 30, 2012  104
    
Statements of Operations (Unaudited) for three months ended June 30, 2012 and from commencement of operations (March 28, 2012) through June 30, 2012  105
    
Statement of Changes in Net Assets (Unaudited) from commencement of operations (March 28, 2012) through June 30, 2012  106
    
Statement of Cash Flows (Unaudited) from commencement of operations (March 28, 2012) through June 30, 2012  107
    
Notes to Financial Statements  108

 

 

 

5
 

TEUCRIUM COMMODITY TRUST

STATEMENTS OF ASSETS AND LIABILITIES

 

   June 30, 2012  December 31, 2011
   (Unaudited)   
Assets          
           
Equity in BNY Mellon trading accounts:          
Cash and cash equivalents  $64,264,049   $80,567,901 
Commodity futures contracts   4,402,049    2,125,714 
Collateral, due from broker   2,971,035    8,747,339 
Receivable for shares sold   2,100,775    - 
Interest receivable   1,159    2,609 
Other assets   700,606    404,199 
Total assets   74,439,673    91,847,762 
           
Liabilities          
           
Payable for shares redeemed   -    4,147,011 
Commodity futures contracts   503,880    3,758,460 
Collateral, due to broker   16,137    - 
Management fee payable to Sponsor   51,182    74,629 
Other liabilities   233,050    44,094 
Total liabilities   804,249    8,024,194 
           
Net assets  $73,635,424   $83,823,568 

 

The accompanying notes are an integral part of these financial statements.

 

 

 

6
 

TEUCRIUM COMMODITY TRUST

SCHEDULE OF INVESTMENTS

June 30, 2012

(Unaudited)

 

   Fair  Percentage of  Principal
Description: Assets  Value  Net Assets  Amount
                
Cash equivalents               
United States Treasury obligations               
U.S. Treasury bills, 0.050%, due July 19, 2012  $9,999,820    13.58%  $10,000,000 
U.S. Treasury bills, 0.085%, due May 17, 2012   4,999,735    6.79    5,000,000 
Total U.S. Treasury obligations   14,999,555    20.37    15,000,000 
                
Money market funds               
Dreyfus Cash Management Plus   49,264,494    66.90      
                
Total cash equivalents  $64,264,049    87.27%     

 

         Notional
       Amount
Commodity futures contracts               
United States corn futures contracts               
CBOT corn futures (690 contracts, settlement date September 14, 2012)  $1,409,275    1.91%  $21,683,250 
CBOT corn futures (588 contracts, settlement date December 14, 2012)   986,086    1.34    18,661,650 
CBOT corn futures (757 contracts, settlement date December 13, 2013)   1,540,600    2.09    21,621,813 
                
United States soybean futures contracts               
CBOT soybean futures (12 contracts, settlement date November 14, 2012)   65,888    0.09    856,650 
CBOT soybean futures (10 contracts, settlement date January 14, 2013)   65,750    0.09    713,250 
CBOT soybean futures (14 contracts, settlement date November 14, 2013)   16,400    0.02    882,525 
                
United States wheat futures contracts               
CBOT wheat futures (26 contracts, settlement date September 14, 2012)   121,763    0.17    984,425 
CBOT wheat futures (21 contracts, settlement date December 14, 2012)   77,212    0.10    815,588 
CBOT wheat futures (24 contracts, settlement date December 13, 2013)   119,075    0.16    977,400 
Total commodity futures contracts  $4,402,049    5.97%  $67,196,551 

 

   Fair  Percentage of  Notional
Description: Liabilities  Value  Net Assets  Amount
               
Commodity futures contracts              
United States natural gas futures contracts              
NYMEX natural gas futures (31 contracts, settlement date September 26, 2012)  $104,346    0.14%  $ 891,870
NYMEX natural gas futures (29 contracts, settlement date October 29, 2012)   134,521    0.18   896,390
NYMEX natural gas futures (25 contracts, settlement date February 26, 2013)   26,216    0.04   871,000
NYMEX natural gas futures (26 contracts, settlement date March 26, 2013)   7,280    0.01   896,740
           
United States WTI crude oil futures contracts          
WTI crude oil futures (8 contracts, settlement date November 16, 2012)   74,149    0.10   693,360
WTI crude oil futures (6 contracts, settlement date May 21, 2013)   91,870    0.12   531,780
WTI crude oil futures (8 contracts, settlement date November 20, 2013)   4,514    0.01   707,600
United States sugar futures contracts          
ICE sugar futures (14 contracts, settlement date February 28, 2013)    38,539     0.05    337,120
ICE sugar futures (12 contracts, settlement date April 30, 2013)    -     0.00    286,675
ICE sugar futures (14 contracts, settlement date February 28, 2014)    22,445     0.03    335,395
Total commodity futures contracts   $503,880     0.68%    $ 6,447,930

 

       Shares
Exchange-traded funds               
Teucrium Corn Fund  $614,813    0.83%   14,633 
Teucrium Soybean Fund   612,538    0.83    25,107 
Teucrium Sugar Fund   616,756    0.84    27,939 
Teucrium Wheat Fund   615,683    0.84    31,902 
Total exchange-traded funds (cost $2,386,521) owned by Teucrium Agricultural Fund  $2,459,790    3.34%   99,581 
                

 

 

The accompanying notes are an integral part of these financial statements.

 

7
 

TEUCRIUM COMMODITY TRUST

SCHEDULE OF INVESTMENTS

December 31, 2011

 

   Fair  Percentage of  Principal
Description: Assets  Value  Net Assets  Amount
Cash equivalents               
United States Treasury obligations               
U.S. Treasury bills, 0.010%, due January 19, 2012  $9,999,950    11.93%  $10,000,000 
U.S. Treasury bills, 0.000%, due February 16, 2012   9,999,880    11.93    10,000,000 
Total U.S. Treasury obligations   19,999,830    23.86      
                
Money market funds               
Dreyfus Cash Management Plus   60,567,971    72.26      
                
Total cash equivalents  $80,567,801    96.12%     

 

               Notional
               Amount
Commodity futures contracts        
United States corn futures contracts        
CBOT corn futures (648 contracts, settlement date July 13, 2012)    $1,928,408     2.30 $ 21,424,500
         
United States WTI crude oil futures contracts        
WTI crude oil futures (14 contracts, settlement date November 16, 2012)     15,839     0.02  1,373,540
WTI crude oil futures (16 contracts, settlement date November 20, 2013)     100,303     0.12  1,516,160
         
United States soybean futures contracts        
CBOT Soybean futures (11 contracts, settlement date May 14, 2012)     9,994     0.01  669,625
         
United States wheat futures contracts        
CBOT Wheat futures (20 contracts, settlement date July 13, 2012)     71,170     0.08  686,250
Total commodity futures contracts    $2,125,714     2.53 $ 25,670,075

 

   Fair  Percentage of  Notional
Description: Liabilities  Value  Net Assets  Amount
Commodity futures contracts               
United States corn futures contracts               
CBOT corn futures (763 contracts, settlement date May 14, 2012)  $2,478,427    2.96%  $24,978,713 
CBOT corn futures (849 contracts, settlement date December 14, 2012)   233,096    0.28    24,886,312 
                
United States natural gas futures contracts               
NYMEX natural gas futures (11 contracts, settlement date February 27, 2012)   217,844    0.26    331,760 
NYMEX natural gas futures (11 contracts, settlement date March  28, 2012)   161,614    0.19    338,690 
NYMEX natural gas futures (11 contracts, settlement date September 26, 2012)   120,352    0.14    365,420 
NYMEX natural gas futures (10 contracts, settlement date October 29, 2012)   102,630    0.12    347,900 
                
United States WTI crude oil futures contracts               
WTI crude oil futures (16 contracts, settlement date May 22, 2012)   168    0.00    1,591,680 
                
United States soybean futures contracts               
CBOT soybean futures (12 contracts, settlement date March 14, 2012)   81,898    0.10    724,650 
CBOT soybean futures (13 contracts, settlement date November 14, 2012)   82,765    0.10    782,763 
                
United States sugar futures contracts               
ICE sugar futures (32 contracts, settlement date April 30, 2012)   82,593    0.10    822,528 
ICE sugar futures (27 contracts, settlement date June 29, 2012)   37,908    0.05    682,215 
ICE sugar futures (31 contracts, settlement date February 28, 2013)   17,697    0.02    811,059 
                
United States wheat futures contracts               
CBOT wheat futures (23 contracts, settlement date May 14,  2012)   66,580    0.08    771,938 
CBOT wheat futures (22 contracts, settlement date December 14, 2012)   74,888    0.09    792,000 
Total commodity futures contracts  $3,758,460    4.49%  $58,227,628 

 

The accompanying notes are an integral part of these financial statements.

 

8
 

TEUCRIUM COMMODITY TRUST

STATEMENTS OF OPERATIONS

(Unaudited)

 

   Three months ended  Three months ended  Six months ended  Six months ended
   June 30, 2012  June 30, 2011  June 30, 2012  June 30, 2011
Income                    
Realized and unrealized (loss) gain on trading of commodity futures contracts:                    
Realized (loss) gain on commodity futures contracts  $(3,160,334)  $2,164,207   $(5,898,911)  $5,531,752 
Net change in unrealized appreciation or depreciation on commodity futures contracts   6,035,022    (14,872,239)   5,530,915    (10,484,790)
Interest income   15,475    19,554    28,005    41,238 
Total income (loss)   2,890,163    (12,688,478)   (339,991)   (4,911,800)
                     
Expenses                    
Management fees   179,227    297,022    377,658    460,154 
Professional fees   407,460    164,464    613,919    292,868 
Distribution and marketing fees   423,423    196,039    961,559    296,104 
Custodian fees and expenses   163,711    96,631    325,734    162,468 
Business permits and licenses fees   15,030    -    16,473    - 
General and administrative expenses   133,667    -    143,089    - 
Brokerage commissions   19,116    22,439    25,659    31,187 
Other expenses   11,216    56,026    42,154    97,399 
Total expenses   1,352,850    832,621    2,506,245    1,340,180 
Net income (loss)  $1,537,313   $(13,521,099)  $(2,846,236)  $(6,251,980)

 

The accompanying notes are an integral part of these financial statements. 

9
 

TEUCRIUM COMMODITY TRUST

STATEMENTS OF CHANGES IN NET ASSETS

(Unaudited)

 

   Six months ended  Six months ended
   June 30, 2012  June 30, 2011
Operations          
Net loss  $(2,846,236)  $(6,251,980)
           
Capital transactions          
Issuance of Shares   38,499,917    97,785,160 
Cost of shares of the Underlying Funds acquired by Teucrium Agricultural Fund   (2,386,521)   - 
Realized loss on shares of the Underlying Funds sold by Teucrium Agricultural Fund   (969,837)   - 
Redemption of Shares   (42,485,467)   (6,289,257)
Total capital transactions   (7,341,908)   91,495,903 
Net change in net assets   (10,188,144)   85,243,923 
           
Net assets, beginning of period   83,823,568    42,964,439 
           
Net assets, end of period  $73,635,424   $128,208,362 

 

The accompanying notes are an integral part of these financial statements.

10
 

TEUCRIUM COMMODITY TRUST

STATEMENTS OF CASH FLOWS

(Unaudited)

 

   Six months ended  Six months ended
   June 30, 2012  June 30, 2011
Cash flows from operating activities:          
Net loss  $(2,846,236)  $(6,251,980)
Adjustments to reconcile net loss to net cash used in operating activities:          
Net change in unrealized appreciation or depreciation on commodity futures contracts   (5,530,915)   10,484,790 
Realized loss on shares of the Underlying Funds sold by Teucrium Agricultural           
  Fund excluded from net loss   (969,837)   - 
Changes in operating assets and liabilities:          
Purchase of Underlying Funds acquired by Teucrium Agricultural Fund   (2,386,521)   - 
Collateral, due from broker   5,776,304    (3,499,478)
Interest receivable   1,450    (330)
Other assets   (296,406)   (458,728)
Collateral, due to broker   16,137    (1,496,045)
Management fee payable to Sponsor   (23,447)   77,960 
Other liabilities   188,956    138,269 
Net cash used in operating activities   (6,070,515)   (1,005,542)
           
Cash flows from financing activities:          
Proceeds from sale of Shares, net of change in receivable for shares sold   36,399,141    93,552,625 
Redemption of Shares, net of change in payable for shares redeemed   (46,632,478)   (6,289,257)
Net cash (used in) provided by financing activities   (10,233,337)   87,263,368 
           
Net change in cash and cash equivalents   (16,303,852)   86,257,826 
Cash and cash equivalents, beginning of period   80,567,901    39,311,038 
Cash and cash equivalents, end of period  $64,264,049   $125,568,864 

 

The accompanying notes are an integral part of these financial statements.

11
 

NOTES TO FINANCIAL STATEMENTS

June 30, 2012

(Unaudited)

 

Note 1 – Organization and Operation

 

Teucrium Commodity Trust (“Trust”), a Delaware statutory trust organized on September 11, 2009, is a series trust consisting of seven series: Teucrium Corn Fund (“CORN”), Teucrium WTI Crude Oil Fund (“CRUD”), Teucrium Natural Gas Fund (“NAGS”), Teucrium Sugar Fund (“CANE”), Teucrium Soybean Fund (“SOYB”), Teucrium Wheat Fund (“WEAT”), and Teucrium Agricultural Fund (“TAGS”). All these series of the Trust are collectively referred to as the “Funds” and singularly as the “Fund.” The Funds issue common units, called the “Shares,” representing fractional undivided beneficial interests in a Fund.  The Trust and the Funds operate pursuant to the Trust’s Second Amended and Restated Declaration of Trust and Trust Agreement (the “Trust Agreement”).

 

On June 5, 2010, the Form S-1 for CORN was declared effective by the U.S. Securities and Exchange Commission (“SEC”). On June 8, 2010, four Creation Baskets for CORN were issued representing 200,000 shares and $5,000,000. CORN began trading on the New York Stock Exchange (“NYSE”) Arca on June 9, 2010.  

 

On October 22, 2010, the Forms S-1 for NAGS and CRUD were declared effective by the SEC. On January 31, 2011, four Creation Baskets for NAGS were issued representing 200,000 shares and $5,000,000. NAGS began trading on the NYSE Arca on February 1, 2011. On February 22, 2011, four Creation Baskets for CRUD were issued representing 100,000 shares and $5,000,000.  CRUD began trading on the NYSE Arca on February 23, 2011.

 

 On June 17, 2011, the Forms S-1 for CANE, SOYB, and WEAT were declared effective by the SEC. On September 16, 2011, two Creation Baskets were issued for each Fund, representing 100,000 shares and $2,500,000, for CANE, SOYB, and WEAT.  On September 19, 2011, CANE, SOYB, and WEAT started trading on the NYSE Arca.

 

On February 10, 2012, the Form S-1 for TAGS was declared effective by the SEC. On March 27, 2012, six Creation Baskets for TAGS were issued representing 300,000 shares and $15,000,000. TAGS began trading on the NYSE Arca on March 28, 2012.

 

The specific investment objective of each Fund and information regarding the organization and operation of each Fund are included in each Fund’s financial statements and accompanying notes, as well as in other sections of this Form 10-Q filing. In general, the investment objective of each Fund is to have the daily changes in percentage terms of its Shares’ Net Asset Value (“NAV”) reflect the daily changes in percentage terms of a weighted average of the closing settlement prices for certain Futures Contracts for the commodity specified for that Fund.  The investment objective of the TAGS is to have the daily changes in percentage terms of NAV of its common units (“Shares”) reflect the daily changes in percentage terms of a weighted average (the “Underlying Fund Average”) of the NAVs per share of four other commodity pools that are series of the Trust and are sponsored by the Sponsor: CORN, WEAT, SOYB, and CANE (collectively, the “Underlying Funds”).  The Underlying Fund Average will have a weighting of 25% to each Underlying Fund, and the Fund’s assets will be rebalanced to maintain the approximate 25% allocation to each Underlying Fund.

 

The accompanying unaudited financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X promulgated by the SEC and, therefore, do not include all information and footnote disclosures 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 Trust’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K and Form 10-K/A, as applicable. The operating results from January 1, 2012 through June 30, 2012 are not necessarily indicative of the results to be expected for the full year ending December 31, 2012.

 

Note 2 – Summary of Significant Accounting Policies

 

Basis of Presentation

 

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification and include the accounts of the Trust, CORN, NAGS, CRUD, CANE, SOYB, WEAT and TAGS. For the periods represented by the financial statements herein the operations of the Trust contain the results of CORN, NAGS, CRUD, SOYB, CANE, WEAT, and TAGS (except as discussed in the Shares of the Underlying Funds Held by the Teucrium Agricultural Fund (TAGS) section) for the months during which each Fund was in operation.

 

 
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Reclassifications

 

Certain amounts in prior periods have been reclassified to conform to current period presentation.

 

Revenue Recognition

 

Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on commodity futures contracts are reflected in the statements of operations as the difference between the original contract amount and the fair market value as of the last business day of the year or as of the last date of the financial statements. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. Interest on cash equivalents and deposits with the Futures Commission Merchant are recognized on the accrual basis. The Funds earn interest on its assets denominated in U.S. dollars on deposit with the Futures Commission. In addition, the Funds earn interest on funds held at the custodian at prevailing market rates for such investments.

 

Brokerage Commissions

 

Brokerage commissions on all open commodity futures contracts are accrued on a full-turn basis.

 

Income Taxes

 

For tax purposes, the Funds will be treated as partnerships.  Therefore, the Funds do not record a provision for income taxes because the partners report their share of a Fund’s income or loss on their income tax returns.  The financial statements reflect the Funds’ transactions without adjustment, if any, required for income tax purposes.

 

In accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 740-10-25-6, “Accounting for Uncertainty in Income Taxes,” the Funds are 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 related appeals or litigation processes, based on the technical merits of the position.  The Funds file income tax returns in the U.S. federal jurisdiction, and may file income tax returns in various U.S. states and foreign jurisdictions.  The Funds are subject to income tax examinations by major taxing authorities for all tax years since 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 the Funds recording a tax liability that reduces net assets.   Based on their analysis, the Funds have determined that they have not incurred any liability for unrecognized tax benefits as of June 30, 2012 and December 31, 2011.  However, the Funds’ conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.

 

The Funds recognize 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 periods ended June 30, 2012 and 2011 and December 31, 2011.

 

The Funds may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.  The Funds’ management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

 

Creations and Redemptions

 

Authorized Purchasers may purchase Creation Baskets from each Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. New York time on the day the order to create the basket is properly received.

 

Authorized Purchasers may redeem shares from each Fund only in blocks of shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. New York time on the day the order to redeem the basket is properly received.

 

Each Fund receives or pays the proceeds from shares 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 the statements of assets and liabilities as receivable for shares sold.  Amounts payable to Authorized Purchasers upon redemption are reflected in the statements of assets and liabilities as payable for shares redeemed.

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There are a minimum number of baskets and associated shares specified for each Fund in the respective most recent Form S-1. Once the minimum number of baskets is reached, there can be no more redemptions until there has been a creation basket. These minimum levels are as follows:

 

CORN: 50,000 shares representing 2 baskets

NAGS: 100,000 shares representing 2 baskets

CRUD: 50,000 shares representing 2 baskets

SOYB: 50,000 shares representing 2 baskets

CANE: 50,000 shares representing 2 baskets

WEAT: 50,000 shares representing 2 baskets

TAGS: 50,000 shares representing 1 basket

 

Cash Equivalents

 

Cash equivalents are highly-liquid investments with original maturity dates of three months or less at inception.  The Trust reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly-liquid nature and short-term maturities. The Trust has a substantial portion of its assets on deposit with banks. Assets deposited with the bank may, at times, exceed federally insured limits.  The Trust had a balance of $49,264,494 and $60,567,971 in money market funds at June 30, 2012 and December 31, 2011, respectively; these balances are included in cash and cash equivalents on the statements of assets and liabilities.  The Trust also had investments in United States Treasury Bills with a maturity of three months or less with a fair value of $14,999,555 and $19,999,830 on June 30, 2012 and December 31, 2011, respectively.

 

Collateral, Due from/to Broker

 

Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a very small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than are customary in other forms of investment or speculation. As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Funds’ clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over-the-counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.

 

When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.

 

Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Funds’ trading, the Funds (and not its shareholders personally) are subject to margin calls.

 

Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated, and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.

 

Due from/to Broker for Securities Transactions

 

Due from/to broker for investments in securities are securities transactions pending settlement. The Trust and TAGS are subject to credit risk to the extent any broker with whom it conducts business is unable to fulfill contractual obligations on its behalf. The management of the Trust and the Funds monitors the financial condition of such brokers and does not anticipate any losses from these counterparties. Since the inception of the Fund, the principal broker through which the Trust and TAGS clear securities transactions for TAGS is the Bank of New York Mellon Capital Markets.

 

 

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Shares of the Underlying Funds Held by the Teucrium Agricultural Fund (TAGS)

 

The investment objective of TAGS is to have the daily changes in percentage terms of the Net Asset Value (“NAV”) of its common units (“Shares”) reflect the daily changes in percentage terms of a weighted average (the “Underlying Fund Average”) of the NAVs per share of four other commodity pools that are series of the Trust and are sponsored by the Sponsor: the Teucrium Corn Fund, the Teucrium Wheat Fund, the Teucrium Soybean Fund and the Teucrium Sugar Fund (collectively, the “Underlying Funds”).  The Underlying Fund Average will have a weighting of 25% to each Underlying Fund, and the Fund’s assets will be rebalanced, generally on a daily basis, to maintain the approximate 25% allocation to each Underlying Fund.

 

As such, TAGS will buy, sell and hold as part of its normal operations shares of the four Underlying Funds. The Trust excludes the shares of the other series of the Trust owned by the Teucrium Agricultural Fund from its statements of assets and liabilities. The Trust excludes the net change in unrealized appreciation or depreciation on securities owned by the Teucrium Agricultural Fund from its statements of operations. Upon the sale of the Underlying Funds by the Teucrium Agricultural Fund, the Trust includes any realized gain or loss in its statements of changes in net assets.

 

Sponsor Fee and Allocation of Expenses

 

The Sponsor is responsible for investing the assets of the Funds in accordance with the objectives and policies of each Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. For the performance of this service, the Funds, except for TAGS which has no such fee, are contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00% per annum. The Funds pay for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, the Financial Industry Regulatory Authority (“FINRA”), formerly the National Association of Securities Dealers, or any other regulatory agency in connection with the offer and sale of subsequent Shares, after its initial registration, and all legal, accounting, printing and other expenses associated therewith. The Funds also pay the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds are allocated by the Sponsor to the respective funds based on activity drivers deemed most appropriate by the Sponsor for such expenses. All asset-based fees and expenses for the Funds are calculated on the prior day’s net assets.

 

Use of Estimates

 

The preparation of financial statements in conformity with U.S. GAAP requires 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 financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.

 

Fair Value - Definition and Hierarchy

 

In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.

 

In determining fair value, the Trust uses various valuation approaches.  In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.  Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Trust.  Unobservable inputs reflect the Trust’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.  The fair value hierarchy is categorized into three levels based on the inputs as follows:

 

Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Trust has the ability to access.  Valuation adjustments and block discounts are not applied to Level 1 securities.  Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment.

 

Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

 

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

 

The availability of valuation techniques and observable inputs can vary from security to security and is affected by a wide variety of factors including, the type of security, whether the security is new and not yet established in the marketplace, and other characteristics particular to the transaction.  To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined.  Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the securities existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for securities categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the

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fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.

 

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure.  Therefore, even when market assumptions are not readily available, the Trust’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date.  The Trust uses prices and inputs that are current as of the measurement date, including periods of market dislocation.  In periods of market dislocation, the observability of prices and inputs may be reduced for many securities.  This condition could cause a security to be reclassified to a lower level within the fair value hierarchy. For instance, when Corn Futures Contracts on the Chicago Board of Trade (“CBOT”) are not actively trading due to a “limit-up” or ‘limit-down” condition, meaning that the change in the Corn Futures Contracts has exceeded the limits established, the Trust and the Fund will revert to alternative verifiable sources of valuation of its assets.  When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation, but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3) and will report such NAV in its applicable financial statements and reports.

 

On June 30, 2012 and December 31, 2011, in the opinion of the Trust, the reported value at the close of the market for each commodity contract fairly reflected the value of the futures and no alternative valuations were required.

 

The Funds and the Trust record their derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations.  Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the CBOT or the New York Mercantile Exchange (“NYMEX”), or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy.  OTC derivatives contracts (such as forward and swap contracts), which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.

 

Investments in the securities of the Underlying Funds are freely tradable and listed on the NYSE Arca. These investments are valued at the NAV of the Underlying Fund as of the valuation date as calculated by the administrator based on the exchange-quoted prices of the commodity futures contracts held by the Underlying Fund.

 

New Accounting Pronouncements

 

In December 2011, the FASB issued ASU No. 2011-11, “Balance Sheet (Topic 210): Amendments of the FASB Accounting Standards Codification and Disclosures about Offsetting Assets and Liabilities in U.S. GAAP and IFRS.” ASU No. 2011-11 clarifies existing requirements for balance sheet offsetting and for disclosures about the offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position in converged guidance of the FASB and the International Accounting Standards Board. The amendments are to be applied retrospectively for all comparative periods presented. For public entities, the amendments are effective for annual reporting periods beginning on or after January 1, 2013. The implementation of ASU No. 2011-11 will not be adopted prior to January 1, 2013, and we are evaluating the material impacts on the financial statement disclosures for the Trust or the Funds.

 

Note 3 – Fair Value Measurements

 

The Trust’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Trust’s significant accounting policies in Note 2. The following table presents information about the Trust’s assets and liabilities measured at fair value as of June 30, 2012 and December 31, 2011:

 

June 30, 2012

 

            Balance
            as of
            June 30,
Assets:  Level 1  Level 2  Level 3  2012
Cash equivalents  $64,264,049   $-   $-   $64,264,049 
Commodity futures contracts                    
Corn futures contracts   3,935,961    -    -    3,935,961 
Soybean futures contracts   148,038    -    -    148,038 
Wheat futures contracts   318,050    -    -    318,050 
Total  $68,666,098   $-   $-   $68,666,098 

 

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            Balance
            as of
            June 30,
Liabilities:  Level 1  Level 2  Level 3  2012
Commodity futures contracts                    
WTI crude oil futures contracts  $170,533   $-   $-   $170,533 
Natural gas futures contracts   272,363    -    -    272,363 
Sugar futures contracts   60,984    -    -    60,984 
Total  $503,880   $-   $-   $503,880 

 

December 31, 2011

 

            Balance
            as of
            December 31,
Assets:  Level 1  Level 2  Level 3  2011
Cash equivalents  $80,567,801    -    -   $80,567,801 
Commodity futures contracts                    
Corn futures contracts   1,928,408    -    -    1,928,408 
WTI crude oil futures contracts   116,142    -    -    116,142 
Soybean futures contracts   9,994              9,994 
Wheat futures contracts   71,170    -    -    71,170 
Total  $82,693,515   $-   $-   $82,693,515 

 

 

 
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            Balance
            as of
            December 31,
   Level 1  Level 2  Level 3  2011
Liabilities:                    
Commodity futures contracts                    
Corn futures contracts  $2,711,523   $-   $-   $2,711,523 
Natural gas futures contracts   602,440    -    -    602,440 
WTI crude oil futures contracts   168    -    -    168 
Soybean futures contracts   164,663    -    -    164,663 
Sugar futures contracts   138,198    -    -    138,198 
Wheat futures contracts   141,468    -    -    141,468 
Total  $3,758,460   $-   $-   $3,758,460 

 

There were no transfers into and out of each level of the fair value hierarchy for the commodity futures contracts valued using alternative verifiable sources due to a "limit-down" or “limit-up” conditions for the period January 1, 2012 through June 30, 2012.

 

Transfers into and out of each level of the fair value hierarchy for the corn futures contracts valued using alternative verifiable sources due to a "limit-down" condition for the period January 1, 2011 through June 30, 2011 were as follows:

 

    Transfers     Transfers     Transfers     Transfers     Transfers     Transfers  
    into     out of     into     out of     into     out of  
    Level 1     Level 1     Level 2     Level 2     Level 3     Level 3  
Assets (at fair value)                                                
Derivative contracts                                                
Corn future contracts   $      -     $ 9,140,288     $ 9,140,288     $      -     $      -     $      -  

 

    Transfers     Transfers     Transfers     Transfers     Transfers     Transfers  
    into     out of     into     out of     into     out of  
    Level 1     Level 1     Level 2     Level 2     Level 3     Level 3  
Liabilities (at fair value)                                                
Derivative contracts                                                
Corn future contracts   $      -     $ 5,938,713     $ 5,938,713     $      -     $      -     $      -  

 

 

Note 4 – Derivative Instruments and Hedging Activities

 

In the normal course of business, the Funds utilize derivative contracts in connection with its proprietary trading activities.  Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment.  The Funds’ derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks.  In addition to its primary underlying risks, the Funds are also subject to additional counterparty risk due to inability of  its counterparties to meet the terms of their contracts. For the six months ended June 30, 2011, the Funds invested only in commodity futures contracts specifically related to each Fund. For the six months ended June 30, 2012, the Funds invested in commodity futures contracts. Cleared Swaps have standardized terms similar to, and are priced by reference to, a corresponding Benchmark Component Futures Contract.  Additionally, Other Commodity Interests that do not have standardized terms and are not exchange-traded, referred to as “over-the-counter” Interests, can generally be structured as the parties to the Commodity Interest contract desire.  Therefore, each Fund might enter into multiple Cleared Swaps and/or over-the-counter Interests intended to exactly replicate the performance of each of the Benchmark Component Futures Contracts for the Fund, or a single over-the-counter Interest designed to replicate the performance of the Benchmark as a whole. Assuming that there is no default by a counterparty to an over-the-counter Interest, the performance of the Interest will necessarily correlate exactly with the performance of the Benchmark or the applicable Benchmark Component Futures Contract.  

 

Futures Contracts

 

The Funds are subject to commodity price risk in the normal course of pursuing their investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

 

The purchase and sale of futures contracts requires margin deposits with a Futures Commission Merchant (“FCM”).  Subsequent payments (variation margin) are made or received by each Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by each Fund.  Futures contracts may reduce the Funds’ exposure to counterparty risk since futures

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contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.

 

The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities.  A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements.  In the event of an FCM’s insolvency, recovery may be limited to each Fund’s pro rata share of segregated customer funds available.  It is possible that the recovery amount could be less than the total of cash and other equity deposited.

 

The following tables identify the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk, at June 30, 2012 and December 31, 2011.  Balances are presented on a gross basis, prior to the application of the impact of counterparty and collateral netting.  Total derivative assets and liabilities are adjusted on an aggregate basis to take into consideration the effects of master netting arrangements and have been reduced by the application of cash collateral receivables and payables with its counterparties. The following tables also identify the net gain and loss amounts included in the statements of operations as realized and unrealized gains and losses on trading of commodity futures contracts, categorized by primary underlying risk, for the periods from January 1, 2012 to June 30, 2012 and 2011, and for the periods from April 1, 2012 to June 30, 2012 and 2011.

 

At June 30, 2012, the fair value of derivative instruments was as follows:

 

Primary Underlying Risk  Asset derivatives  Liability derivatives  Net derivatives
Commodity price               
Corn futures contracts  $3,935,961   $-    3,935,961 
Natural gas futures contracts   -    (272,363)   (272,363)
WTI crude oil futures contracts   -    (170,533)   (170,533)
Soybean futures contracts   148,038    -    148,038 
Sugar futures contracts   -    (60,984)   (60,984)
Wheat futures contracts   318,050    -    318,050 
Total commodity futures contracts  $4,402,049   $(503,880)   3,898,169 

 

At December 31, 2011, the fair value of derivative instruments was as follows:

 

Primary Underlying Risk  Asset derivatives  Liability derivatives  Net derivatives
Commodity price               
Corn futures contracts  $1,928,408   $(2,711,523)   (783,115)
Natural gas futures contracts   -    (602,440)   (602,440)
WTI crude oil futures contracts   116,142    (168)   115,974 
Soybean futures contracts   9,994    (164,663)   (154,669)
Sugar futures contracts   -    (138,198)   (138,198)
Wheat futures contracts   71,170    (141,468)   (70,298)
Total commodity futures contracts  $2,125,714   $(3,758,460)   (1,632,746)

 

The following is a summary of realized and unrealized gains (losses) of the derivative instruments utilized by the Trust:

 

For the period January 1, 2012 to June 30, 2012

 

   Realized (loss) Gain on  Net Change in Unrealized Gain
Primary Underlying Risk     Derivative Instruments     (loss) on Derivative Instruments
Commodity price          
Corn futures contracts  $(4,391,819)  $4,719,076 
Natural gas futures contracts   (567,888)   330,077 
WTI crude oil futures contracts   43,347    (286,507)
Soybean futures contracts   77,981    302,707 
Sugar futures contracts   (596,310)   77,214 
Wheat futures contracts   (464,222)   388,348 
Total commodity futures contracts  $(5,898,911)  $5,530,915 

 

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For the period January 1, 2011 to June 30, 2011

 

   Realized Gain (loss) on  Net Change in Unrealized Loss
Primary Underlying Risk  Derivative Instruments  on Derivative Instruments
Commodity price          
Corn futures contracts  $5,675,823   $(10,262,443)
Natural gas futures contracts   (327,940)   (57,008)
WTI crude oil futures contracts   183,869    (165,339)
Total commodity futures contracts  $5,531,752   $(10,484,790)

 

For the period from April 1, 2012 to June 30, 2012

 

   Realized (loss) Gain on  Net Change in Unrealized Gain (loss)
Primary Underlying Risk  Derivative Instruments  on Derivative Instruments
Commodity price          
Corn futures contracts  $(2,255,455)  $6,161,715 
Natural gas futures contracts   (63,608)   197,507 
WTI crude oil futures contracts   37,737    (511,027)
Soybean futures contracts   67,640    (24,765)
Sugar futures contracts   (586,576)   (76,531)
Wheat futures contracts   (360,072)   288,123 
Total commodity futures contracts  $(3,160,334)  $6,035,022 

 

For the period April 1, 2011 to June 30, 2011

 

   Realized Gain (loss) on  Net Change in Unrealized Loss
Primary Underlying Risk  Derivative Instruments  on Derivative Instruments
Commodity price          
Corn futures contracts  $1,989,590   $(14,224,512)
Natural gas futures contracts   (3,752)   (100,528)
WTI crude oil futures contracts   178,369    (547,199)
Total commodity futures contracts  $2,164,207   $(14,872,239)

 

Volume of Derivative Activities

 

At June 30, 2012, the notional amounts and number of contracts, categorized by primary underlying risk, were as follows:

 

   Long Exposure
   Notional  Number
Primary Underlying Risk  Amounts  of contracts
Commodity price          
Corn futures contracts  $61,966,713    2,035 
Natural gas futures contracts   3,556,000    111 
WTI crude oil futures contracts   1,932,740    22 
Soybean futures contracts   2,452,425    36 
Sugar futures contracts   959,190    40 
Wheat futures contracts   2,777,413    71 
Total commodity futures contracts  $73,644,481    2,315 

 

At December 31, 2011, the notional amounts and number of contracts, categorized by primary underlying risk, are as follows:

 

   Long Exposure
   Notional  Number
Primary Underlying Risk  Amounts  of Contracts
Commodity price          
Corn futures contracts  $71,289,525    2,260 
Natural gas futures contracts   1,383,770    43 
WTI crude oil futures contracts   4,481,380    46 
Soybean futures contracts   2,177,038    36 
Sugar futures contracts   2,315,802    90 
Wheat futures contracts   2,250,188    65 
Total commodity futures contracts  $83,897,703    2,540 

 

20
 

Note 5 - Organizational and Offering Costs

 

Expenses incurred in organizing of the Trust and the initial offering of the shares, including applicable SEC registration fees, were borne directly by the Sponsor for the Funds and will be borne directly by the Sponsor for any series of the Trust which is not yet operating or will be issued in the future. The Trust will not be obligated to reimburse the Sponsor.

 

Note 6 – Subsequent Events

 

The Trust evaluates subsequent events through the date when financial statements are filed with the SEC.

 

For the period July 1, 2012 through August 9, 2012, the following subsequent events transpired for each of the series of the Trust:

 

CORN: Nothing to Report

 

NAGS: Nothing to Report

 

CRUD: Nothing to Report

 

SOYB: Nothing to Report

 

CANE: On July 10, 2012, there was a Creation Basket for CANE which brought the outstanding number of shares above the minimum number of baskets outstanding.

 

WEAT: Nothing to Report

 

TAGS: On July 27, 2012, there was a Creation Basket for TAGS which brought the outstanding number of shares above the minimum number of baskets outstanding. On August 2, 2012, there was a Redemption Basket for TAGS which brought the number of baskets outstanding back to the minimum of 50,000 shares.

 

21
 

TEUCRIUM CORN FUND

STATEMENTS OF ASSETS AND LIABILITIES

 

   June 30, 2012  December 31, 2011
   (Unaudited)   
Assets          
           
Equity in BNY Mellon trading accounts:          
Cash and cash equivalents  $53,821,290   $69,022,336 
Corn futures contracts   3,935,961    1,928,408 
Collateral, due from broker   1,737,301    6,910,552 
Receivable for shares sold   2,100,775    - 
Interest receivable   772    2,086 
Other assets   558,254    342,859 
Total assets   62,154,353    78,206,241 
           
Liabilities          
           
Payable for shares redeemed   -    4,147,011 
Corn futures contracts   -    2,711,523 
Management fee payable to Sponsor   42,048    64,423 
Other liabilities   139,258    14,763 
Total liabilities   181,306    6,937,720 
           
Net assets  $61,973,047   $71,268,521 
           
Shares outstanding   1,475,004    1,700,004 
           
Net asset value per share  $42.02   $41.92 
           
Market value per share  $42.10   $41.98 

 

The accompanying notes are an integral part of these financial statements.

22
 

TEUCRIUM CORN FUND

SCHEDULE OF INVESTMENTS

June 30, 2012

(Unaudited)

 

   Fair  Percentage of  Principal
Description: Assets  Value  Net Assets  Amount
                
Cash equivalents               
United States Treasury obligations               
U.S. Treasury bills, 0.050%, due July 19, 2012  $9,999,820    16.14%  $10,000,000 
U.S. Treasury bills, 0.080%, due August 16, 2012   4,999,735    8.07    5,000,000 
Total U.S. Treasury obligations   14,999,555    24.21    15,000,000 
                
Money market funds               
Dreyfus Cash Management Plus   38,821,735    62.65      
                
Total cash equivalents  $53,821,290    86.86%     

 

         Notional
       Amount
Commodity futures contracts               
United States corn futures contracts               
CBOT corn futures (690 contracts, settlement date September 14, 2012)  $1,409,275    2.27%  $21,683,250 
CBOT corn futures (588 contracts, settlement date December 14, 2012)   986,086    1.59    18,661,650 
CBOT corn futures (757 contracts, settlement date December 13, 2013)   1,540,600    2.49    21,621,813 
Total commodity futures contracts  $3,935,961    6.35%  $61,966,713 

 

 

The accompanying notes are an integral part of these financial statements.

23
 

TEUCRIUM CORN FUND

SCHEDULE OF INVESTMENTS

December 31, 2011

 

   Fair  Percentage of  Principal
Description: Assets  Value  Net Assets  Amount
          
Cash equivalents               
United States Treasury obligations               
U.S. Treasury bills, 0.010%, due January 19, 2012  $9,999,950    14.03%  $10,000,000 
U.S. Treasury bills, 0.000%, due February 16, 2012   9,999,880    14.03    10,000,000 
Total U.S. Treasury obligations   19,999,830    28.06    20,000,000 
                
Money market funds               
Dreyfus Cash Management Plus   49,022,506    68.79      
                
Total cash equivalents  $69,022,336    96.85%     

 

         Notional
         Amount
Commodity futures contracts               
United States corn futures contracts               
CBOT corn futures (648 contracts, settlement date July 13, 2012)  $1,928,408    2.71%  $21,424,500 

 

   Fair  Percentage of  Notional
Description: Liabilities  Value  Net Assets  Amount
          
Commodity futures contracts               
United States corn futures contracts               
CBOT corn futures (763 contracts, settlement date May 14, 2012)  $2,478,427    3.48%  $24,978,713 
CBOT corn futures (849 contracts, settlement date December 14, 2012)   233,096    0.33    24,886,312 
   $2,711,523    3.81%  $49,865,025 

 

The accompanying notes are an integral part of these financial statements.

24
 

TEUCRIUM CORN FUND

STATEMENTS OF OPERATIONS

(Unaudited)

 

   Three months ended  Three months ended  Six months
ended
  Six months
ended
   June 30, 2012  June 30, 2011  June 30, 2012  June 30, 2011
Income                    
Realized and unrealized (loss) gain on trading of commodity futures contracts:                    
Realized (loss) gain on commodity futures contracts  $(2,255,455)  $1,989,590   $(4,391,819)  $5,675,823 
Net change in unrealized appreciation or depreciation on commodity futures contracts   6,161,715    (14,224,512)   4,719,076    (10,262,443)
Interest income   11,628    18,238    22,090    38,720 
Total income (loss)   3,917,888    (12,216,684)   349,347    (4,547,900)
                     
Expenses                    
Management fees   141,648    284,223    312,251    438,468 
Professional fees   229,775    93,057    431,162    183,795 
Distribution and marketing fees   291,200    137,329    728,330    206,427 
Custodian fees and expenses   32,211    32,211    64,421    64,067 
Business permits and licenses fees   10,010    -    11,296    - 
General and administrative expenses   101,010    -    110,320    - 
Brokerage commissions   13,902    22,326    18,794    30,418 
Other expenses   4,504    27,336    35,245    53,576 
Total expenses   824,260    596,482    1,711,819    976,751 
Net income (loss)  $3,093,628   $(12,813,166)  $(1,362,472)  $(5,524,651)
                     
Net income (loss) per share  $2.85   $(3.87)  $0.10   $1.33 
Net income (loss) per weighted average share  $2.05   $(5.05)  $(0.85)  $(2.73)
Weighted average shares outstanding   1,511,268    2,537,367    1,599,867    2,026,523 

 

The accompanying notes are an integral part of these financial statements.

25
 

TEUCRIUM CORN FUND

STATEMENTS OF CHANGES IN NET ASSETS

(Unaudited)

 

   Six months ended  Six months ended
   June 30, 2012  June 30, 2011
Operations          
Net loss  $(1,362,472)  $(5,524,651)
Capital transactions          
Issuance of  Shares   10,242,344    87,785,060 
Redemption of  Shares   (18,175,346)   (4,049,849)
Total capital transactions   (7,933,002)   83,735,211 
Net change in net assets   (9,295,474)   78,210,560 
           
Net assets, beginning of period   71,268,521    42,963,939 
           
Net assets, end of period  $61,973,047   $121,174,499 
           
Net asset value per share at beginning of period  $41.92   $39.06 
           
At end of period  $42.02   $40.39 

 

The accompanying notes are an integral part of these financial statements.

26
 

TEUCRIUM CORN FUND

STATEMENTS OF CASH FLOWS

(Unaudited)

 

   Six months ended  Six months ended
   June 30, 2012  June 30, 2011
Cash flows from operating activities:          
Net loss  $(1,362,472)  $(5,524,651)
Adjustments to reconcile net loss to net cash (used in)  provided by operating activities:          
Net change in unrealized appreciation or depreciation on commodity futures contracts   (4,719,076)   10,262,443 
Changes in operating assets and liabilities:          
Collateral, due from broker   5,173,251    (2,712,646)
Interest receivable   1,314    15 
Other assets   (215,395)   (250,865)
Collateral, due to broker   -    (1,496,045)
Management fee payable to Sponsor   (22,375)   73,939 
Other liabilities   124,495    11,110 
Net cash (used in) provided by operating activities   (1,020,258)   363,300 
           
Cash flows from financing activities:          
Proceeds from sale of Shares, net of change in receivable for shares sold   8,141,569    83,552,525 
Redemption of Shares, net of change in payable for shares redeemed   (22,322,357)   (4,049,849)
Net cash (used in) provided by financing activities   (14,180,788)   79,502,676 
           
Net change in cash and cash equivalents   (15,201,046)   79,865,976 
Cash and cash equivalents, beginning of period   69,022,336    39,310,538 
Cash and cash equivalents, end of period  $53,821,290   $119,176,514 

 

The accompanying notes are an integral part of these financial statements.

27
 

NOTES TO FINANCIAL STATEMENTS

June 30, 2012

(Unaudited)

 

Note 1 – Organization and Operation

 

Teucrium Corn Fund (referred to herein as “CORN,” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “CORN,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for corn interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.

 

The investment objective of the Fund is to have the daily changes in percentage terms of the Shares’ NAV reflect the daily changes in percentage terms of a weighted average of the closing settlement prices for three futures contracts for corn (“Corn Futures Contracts”) that are traded on the Chicago Board of Trade (“CBOT”), specifically (1) the second-to-expire CBOT Corn Futures Contract, weighted 35%, (2) the third-to-expire CBOT Corn Futures Contract, weighted 30%, and (3) the CBOT Corn Futures Contract expiring in the December following the expiration month of the third-to-expire contract, weighted 35%. (This weighted average of the three referenced Corn Futures Contracts is referred to herein as the “Benchmark,” and the three Corn Futures Contracts that at any given time make up the Benchmark are referred to herein as the “Benchmark Component Futures Contracts.”

 

The Fund commenced investment operations on June 9, 2010 and has a fiscal year ending on December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is a member of the National Futures Association (the “NFA”) and became a commodity pool operator registered with the Commodity Futures Trading Commission (the “CFTC”) effective November 10, 2009.

 

On June 5, 2010, the Fund’s initial registration of 30,000,000 shares the Form S-1 was declared effective by the U.S. Securities and Exchange Commission (“SEC”). On June 9, 2010, the Fund listed its shares on the NYSE Arca under the ticker symbol “CORN.” On the day prior to that, the Fund issued 200,000 shares in exchange for $5,000,000 at the Fund’s initial NAV of $25 per share. The Fund also commenced investment operations on June 9, 2010 by purchasing commodity futures contracts traded on the Chicago Board of Trade (“CBOT”).

 

The accompanying unaudited financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X promulgated by the SEC and, therefore, do not include all information and footnote disclosures 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 Fund’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K and Form 10-K/A, as well as the most recent amendment to Form S-1, dated May 1, 2012, as applicable. The operating results from January 1, 2012 through June 30, 2012 are not necessarily indicative of the results to be expected for the full year ending December 31, 2012.

 

Note 2 – Summary of Significant Accounting Policies

 

Basis of Presentation

 

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.

 

Reclassifications

 

Certain amounts in prior periods have been reclassified to conform to current period presentation.

28
 

Revenue Recognition

 

Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on commodity futures contracts are reflected in the statements of operations as the difference between the original contract amount and the fair market value as of the last business day of the year or as of the last date of the financial statements. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. Interest on cash equivalents and deposits with the Futures Commission Merchant are recognized on the accrual basis. The Fund earns interest on its assets denominated in U.S. dollars on deposit with the Futures Commission Merchant. In addition, the Fund earns interest on funds held at the custodian at prevailing market rates for such investments.

 

Brokerage Commissions

 

Brokerage commissions on all open commodity futures contracts are accrued on a full-turn basis.

 

Income Taxes

 

For tax purposes, the Fund will be treated as a partnership. The Fund does not record a provision for income taxes because the partners report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.

 

In accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification Topic (“ASC”) 740-10-25-6, “Accounting for Uncertainty in Income Taxes,” the Fund 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 related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction, and may file income tax returns in various U.S. states and foreign jurisdictions. The n Fund is subject to income tax examinations by major taxing authorities for all tax years since 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 the Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of June 30, 2012 and December 31, 2011. However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.

 

The Fund 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 periods ended June 30, 2012 and 2011 and December 31, 2011.

 

The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws. The Fund’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

 

Creations and Redemptions

 

Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from CORN. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. New York time on the day the order to create the basket is properly received.

 

Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. New York time on the day the order to redeem the basket is properly received.

 

The size of a Creation Basket and a Redemption basket was changed effective February 1, 2012 from 100,000 to 50,000 shares. On March 5, 2012 the size of a Creation Basket and a Redemption Basket was changed again from 50,000 to 25,000 shares.

 

The Fund receives or pays the proceeds from shares 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 the Fund’s statements of assets and liabilities as receivable for shares sold. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.

 

29
 

As outlined in the most recent Amendment to the Form S-1 dated May 1, 2012, 50,000 represents two Redemption Baskets for the Fund and a minimum level of shares.

 

Allocation of Shareholder Income and Losses

 

Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.

 

Cash Equivalents

 

Cash equivalents are highly-liquid investments with original maturity dates of three months or less at inception.  The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly-liquid nature and short-term maturities. The Fund has a substantial portion of its assets on deposit with banks. Assets deposited with the bank may, at times, exceed federally insured limits. The Fund had a balance of $38,821,735 and $49,022,506 in money market funds at June 30, 2012 and December 31, 2011, respectively; these balances are included in cash and cash equivalents on the statements of assets and liabilities. The Fund held $14,999,555 and $19,999,830 in United States Treasury Bills with a maturity date of three months or less at June 30, 2012 and December 31, 2011, respectively; these balances are included in cash and cash equivalents on the statements of assets and liabilities.

 

Collateral, Due from/to Broker

 

Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a very small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than are customary in other forms of investment or speculation. As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over-the-counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.

 

When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.

 

Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.

 

Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.

 

Calculation of Net Asset Value

 

The Fund’s NAV is calculated by:

 

Taking the current market value of its total assets,

 

Subtracting any liabilities, and

 

The administrator, the Bank of New York Mellon, calculates the NAV of the Fund once each trading day.  It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. New York time.  The NAV for a particular trading day is released after 4:15 p.m. New York time.

 

In determining the value of Corn Futures Contracts, the administrator uses the CBOT closing price (typically 3:00 p.m. New York time).  The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. New York time. The

30
 

value of over-the-counter corn interests is determined based on the value of the commodity or futures contract underlying such corn interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such corn interest.  For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day. Treasury securities held by the Fund are valued by the administrator using values received from recognized third-party vendors and dealer quotes.  NAV includes any unrealized profit or loss on open corn interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.

 

Market value per share represents the closing price on the last trading day of the quarter as reported by the NYSE Arca. If such a closing price is not available, the bid/ask midpoint at 4 p.m. as reported by the NYSE Arca was used.

 

Sponsor Fee and Allocation of Expenses

 

The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Fund. For these services, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00% per annum. For the period April 1, 2012 through June 30, 2012, the Fund recorded $141,648 in management fees to the Sponsor. For the period April 1, 2011 through June 30, 2011, the Fund recorded $284,223 in management fees to the Sponsor. For the period January 1, 2012 through June 30, 2012, the Fund recorded $312,251 in management fees to the Sponsor. For the period January 1, 2011 through June 30, 2011, the Fund recorded $438,468 in management fees to the Sponsor. The Fund pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, the Financial Industry Regulatory Authority (“FINRA”), formerly the National Association of Securities Dealers, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays the fees and expenses associated with the Fund’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds managed by the Sponsor are allocated to each Fund based on activity drivers deemed most appropriate by the Sponsor for such expenses. All asset-based fees and expenses are calculated on the prior day’s net assets.

 

Use of Estimates

 

The preparation of financial statements in conformity with U.S. GAAP requires 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 financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.

 

Fair Value - Definition and Hierarchy

 

In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.

 

In determining fair value, the Fund uses various valuation approaches.  In accordance with GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.  Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund.  Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.  The fair value hierarchy is categorized into three levels based on the inputs as follows:

 

Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.  Valuation adjustments and block discounts are not applied to Level 1 securities.  Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment.

 

Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

 

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

 

The availability of valuation techniques and observable inputs can vary from security to security and is affected by a wide variety of factors including, the type of security, whether the security is new and not yet established in the marketplace, and other characteristics particular to the transaction.  To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment.  Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined.  Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the securities existed.  Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for securities categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.  In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.

31
 

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure.  Therefore, even when market assumptions are not readily available, the Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including during periods of market dislocation.  In periods of market dislocation, the observability of prices and inputs may be reduced for many securities.  This condition could cause a security to be reclassified to a lower level within the fair value hierarchy.  For instance, when Corn Futures Contracts on the CBOT are not actively trading due to a “limit-up” or limit-down” condition, meaning that the change in the Corn Futures Contracts has exceeded the limits established, the Trust and the Fund will revert to alternative verifiable sources of valuation of its assets. When such a situation exists on a quarter close, the Sponsor will calculate the Net Asset Value (“NAV”) on a particular day using the Level 1 valuation, but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3) and will report such NAV in its applicable financial statements and reports.

 

On June 30, 2012 and December 31, 2011, in the opinion of the Trust and the Fund, the reported value of the Corn Futures Contracts traded on the CBOT fairly reflected the value of the Corn Futures Contracts held by the Fund, and no adjustments were necessary.

 

The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations.  Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the Chicago Board of Trade (“CBOT”) or the New York Mercantile Exchange (“NYMEX”), or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy.  OTC derivatives contracts (such as forward and swap contracts) which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.

 

Net Income (Loss) per Share

 

Net income (loss) per share is the difference between the NAV per unit at the beginning of each period and 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 created or redeemed based on the amount of time the units were outstanding during such period.

 

New Accounting Pronouncements

 

In December 2011, the FASB issued ASU No. 2011-11, “Balance Sheet (Topic 210): Amendments of the FASB Accounting Standards Codification and Disclosures about Offsetting Assets and Liabilities in U.S. GAAP and IFRS.” ASU No. 2011-11 clarifies existing requirements for balance sheet offsetting and for disclosures about the offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position in converged guidance of the FASB and the International Accounting Standards Board. The amendments are to be applied retrospectively for all comparative periods presented. For public entities, the amendments are effective for annual reporting periods beginning on or after January 1, 2013. The implementation of ASU No. 2011-11 will not be adopted prior to January 1, 2013, and we are evaluating the material impacts on the financial statement disclosures for the Fund.

 

Note 3 – Fair Value Measurements

 

The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 2.  The following table presents information about the Fund’s assets and liabilities measured at fair value as of June 30, 2012 and December 31, 2011:

 

            Balance
June 30, 2012           as of
            June 30,
Assets:  Level 1  Level 2  Level 3  2012
Cash equivalents  $53,821,290   $-   $-   $53,821,290 
Corn futures contracts   3,935,961    -    -    3,935,961 
Total  $57,757,251   $-   $-   $57,757,251 

  

            Balance
December 31, 2011           as of
            December 31,
Assets:  Level 1  Level 2  Level 3  2011
Cash equivalents  $69,022,336   $-   $-   $69,022,336 
Corn futures contracts   1,928,408    -    -    1,928,408 
Total  $70,950,744   $-   $-   $70,950,744 

 

32
 
            Balance
            as of
            December 31,
Liabilities:  Level 1  Level 2  Level 3  2011
Corn futures contracts  $2,711,523   $-   $-   $2,711,523 
                     

 

There were no transfers into and out of each level of the fair value hierarchy for the commodity futures contracts valued using alternative verifiable sources due to a "limit-down" condition for the period January 1, 2012 through June 30, 2012.

 

Transfers into and out of each level of the fair value hierarchy for the corn futures contracts valued using alternative verifiable sources due to a "limit-down" or “limit-up” condition for the period January 1, 2011 through June 30, 2011 were as follows:

 

    Transfers     Transfers     Transfers     Transfers     Transfers     Transfers  
    into     out of     into     out of     into     out of  
    Level 1     Level 1     Level 2     Level 2     Level 3     Level 3  
Assets (at fair value)                                                
Derivative contracts                                                
Corn future contracts   $      -     $ 9,140,288     $ 9,140,288     $      -     $      -     $      -  

 

 

    Transfers     Transfers     Transfers     Transfers     Transfers     Transfers  
    into     out of     into     out of     into     out of  
    Level 1     Level 1     Level 2     Level 2     Level 3     Level 3  
Liabilities (at fair value)                                                
Derivative contracts                                                
Corn future contracts   $      -     $ 5,938,713     $ 5,938,713     $      -     $      -     $      -  

 

Note 4 -Derivative Instruments and Hedging Activities

 

In the normal course of business, the Fund utilizes derivative contracts in connection with its proprietary trading activities.  Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment.  The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks.  In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of  its counterparties to meet the terms of their contracts. For the six months ended June 30, 2011, the Fund invested only in commodity futures contracts specifically related to the Fund. For the six months ended June 30, 2012, the Fund invested in commodity futures contracts.  Cleared Corn Swaps have standardized terms similar to, and are priced by reference to, the corresponding Benchmark Component Futures Contract.  Additionally, Other Corn Interests that do not have standardized terms and are not exchange-traded, referred to as “over-the-counter” Corn Interests, can generally be structured as the parties to the Corn Interest contract desire.  Therefore, the Fund might enter into multiple Cleared Swaps and/or over-the-counter Interests intended to exactly replicate the performance of the Benchmark Component Futures Contracts for the Fund, or a single over-the-counter Interest designed to replicate the performance of the Benchmark as a whole.  Assuming that there is no default by a counterparty to an over-the-counter Interest, the performance of the Interest will necessarily correlate exactly with the performance of the Benchmark or the applicable Benchmark Component Futures Contract.

 

Futures Contracts

 

The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

 

The purchase and sale of futures contracts requires margin deposits with a Futures Commission Merchant (“FCM”).  Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund.  Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.

 

The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM's proprietary activities.  A customer's cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements.  In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available.  It is possible that the recovery amount could be less than the total of cash and other equity deposited.

 

The following tables identify the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk, at June 30, 2012 and December 31, 2011.  Balances are presented on a gross basis, prior to the application of the impact of counterparty and collateral netting.  The following tables also identify the net gain and loss amounts included in the statements of operations as realized and unrealized gains and losses on trading of commodity futures contracts, categorized by primary underlying risk, for the period from January 1, 2012 to June 30, 2012 and 2011, and for the period from April 1, 2012 to June 30, 2012 and 2011.

33
 

At June 30, 2012, the fair value of derivative instruments was as follows: 

 

Primary Underlying Risk  Asset Derivatives  Liability Derivatives  Net Derivatives
Commodity price               
Corn futures contracts  $3,935,961   $-   $3,935,961 

 

 

At December 31, 2011, the fair value of derivative instruments was as follows: 

 

 

Primary Underlying Risk  Asset Derivatives  Liability Derivatives  Net Derivatives
Commodity Price               
Corn futures contracts  $1,928,408   $(2,711,523)  $(783,115)

 

The following is a summary of realized and unrealized gains and losses of the derivative instruments utilized by the Corn Fund:

 

For the period from April 1, 2012 to June 30, 2012

 

    Realized Loss on     Net Change in Unrealized Gain  
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity Price                
Corn futures contracts   $ (2,255,455 )   $ 6,161,715  

 

For the period from January 1, 2012 to June 30, 2012

 

    Realized Loss on     Net Change in Unrealized Gain  
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity Price                
Corn futures contracts   $ (4,391,819   $ 4,719,076  

 

 

For the period from April 1, 2011 to June 30, 2011

 

    Realized Gain on     Net Change in Unrealized Loss  
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity Price                
Corn futures contracts   $ 1,989,590     $ (14,224,512

 

For the period from January 1, 2011 to June 30, 2011

 

    Realized Gain on     Net Change in Unrealized Loss  
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity Price                
Corn futures contracts   $ 5,675,823     $ (10,262,443

 

 

Volume of Derivative Activities

 

The notional amounts and number of contracts, categorized by primary underlying risk, were as follows:

 

At June 30, 2012, the fair value of derivative instruments was as follows:

 

    Long Exposure  
    Notional     Number  
Primary Underlying Risk   Amounts     of Contracts  
Commodity price                
Corn futures contracts   $ 61,966,713       2,035  

 

34
 

At December 31, 2011, the fair value of derivative instruments was as follows:

 

    Long Exposure  
    Notional     Number  
Primary Underlying Risk   Amounts     of Contracts  
Commodity price                
Corn futures contracts   $ 71,289,525       2,260  

 

Note 5 - Financial Highlights

 

The following tables present per unit performance data and other supplemental financial data for the periods from January 1, 2012 through June 30, 2012 and January 1, 2011 through June 30, 2011. This information has been derived from information presented in the financial statements.

 

Per Share Operation Performance for January 1, 2012 through June 30, 2012     
Net asset value at beginning of period  $41.92 
Income from investment operations:     
Investment income   0.02 
Net realized and unrealized gain on commodity futures contracts   1.15 
Total expenses   (1.07)
Net increase in net asset value   0.10 
Net asset value end of period  $42.02 
Total Return   0.24%
Ratios to Average Net Assets (Annualized)     
Total expense   5.49%
Net investment loss   (5.41)%

 

Per Share Operation Performance for January 1, 2011 through June 30, 2011     
Net asset value at beginning of period  $39.06 
Income from investment operations:     
Investment income   0.02 
Net realized and unrealized gain on commodity futures contracts   1.79 
Total expenses   (0.48)
Net increase in net asset value   1.33 
Net asset value end of period  $40.39 
Total Return   3.41%
Ratios to Average Net Assets (Annualized)     
Total expense   2.22%
Net investment loss   (2.13)%

 

Total returns are calculated based on the change in value during the period. An individual shareholder’s total return and ratio may vary from the above total returns and ratios based on the timing of contributions to and withdrawals from the Fund.

 

The financial highlights per share data are calculated using the average of the daily shares outstanding for the reporting period, which is inclusive of the last day of the period under report. The asset-based per share data in the financial highlights are calculated using the prior day’s net assets consistent with the methodology used to calculate asset-based fees and expenses.

 

Note 6 - Organizational and Offering Costs

 

Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees were borne directly by the Sponsor. The Fund will not be obligated to reimburse the Sponsor.

 

Note 7 – Subsequent Events

 

The Trust evaluates subsequent events through the date when financial statements are filed with the SEC.

 

For the period July 1, 2012 through August 9, 2012, there was nothing to report.

 

35
 

TEUCRIUM NATURAL GAS FUND

STATEMENTS OF ASSETS AND LIABILITIES

 

   June 30, 2012  December 31, 2011
   (Unaudited)   
Assets          
           
Equity in BNY Mellon trading accounts:          
Cash and cash equivalents  $3,200,986   $1,277,159 
Collateral, due from broker   619,648    700,573 
Interest receivable   73    57 
Other assets   2,325    12,808 
Total assets   3,823,032    1,990,597 
           
Liabilities          
           
Natural gas futures contracts   272,363    602,440 
Other liabilities   624    6,790 
Total liabilities   272,987    609,230 
           
Net assets  $3,550,045   $1,381,367 
           
Shares outstanding   300,004    100,004 
           
Net asset value per share  $11.83   $13.81 
           
Market value per share  $11.87   $13.88 

 

The accompanying notes are an integral part of these financial statements.

36
 

TEUCRIUM NATURAL GAS FUND

SCHEDULE OF INVESTMENTS

June 30, 2012

(Unaudited)

 

   Fair  Percentage of
Description: Assets  Value  Net Assets
           
Cash equivalents          
Money market funds          
Dreyfus Cash Management Plus  $3,200,986    90.17%

 

   Fair  Percentage of  Notional
Description: Liabilities  Value  Net Assets  Amount
                
Commodity futures contracts               
United States natural gas futures contracts               
NYMEX natural gas futures (31 contracts, settlement date September 26, 2012)  $104,346    2.94%  $891,870 
NYMEX natural gas futures (29 contracts, settlement date October 29, 2012)   134,521    3.80    896,390 
NYMEX natural gas futures (25 contracts, settlement date February 26, 2013)   26,216    0.74    871,000 
NYMEX natural gas futures (26 contracts, settlement date March 26, 2013)   7,280    0.21    896,740 
 Total commodity futures contracts  $272,363    7.69%  $3,556,000 

 

The accompanying notes are an integral part of these financial statements.

37
 

TEUCRIUM NATURAL GAS FUND

SCHEDULE OF INVESTMENTS

December 31, 2011

 

   Fair  Percentage of
Description: Assets  Value  Net Assets
           
Cash equivalents          
Money market funds          
Dreyfus Cash Management Plus  $1,277,159    92.46%

 

   Fair  Percentage of  Notional
Description: Liabilities  Value  Net Assets  Amount
                
Commodity futures contracts               
United States natural gas futures contracts               
NYMEX natural gas futures (11 contracts, settlement date February 27, 2012)  $217,844    15.77%  $331,760 
NYMEX natural gas futures (11 contracts, settlement date March 28, 2012)   161,614    11.70    338,690 
NYMEX natural gas futures (11 contracts, settlement date September 26, 2012)   120,352    8.71    365,420 
NYMEX natural gas futures (10 contracts, settlement date October 29, 2012)   102,630    7.43    347,900 
   $602,440    43.61%  $1,383,770 

 

The accompanying notes are an integral part of these financial statements.

38
 

TEUCRIUM NATURAL GAS FUND

STATEMENTS OF OPERATIONS

(Unaudited)

 

   Three months  Three months  Six months  From commencement of
   ended  ended  ended  operations (February 1, 2011)
   June 30, 2012  June 30, 2011  June 30, 2012  through June 30, 2011
Income                    
Realized and unrealized (loss) gain on trading of commodity futures contracts:        

 

 

           
Realized loss on commodity futures contracts  $(63,608)  $(3,752)  $(567,888)  $(327,940)
Net change in unrealized appreciation or depreciation on commodity futures contracts   197,507    (100,528)   330,077    (57,008)
Interest income   446    404    681    1,100 
Total income (loss)   134,345    (103,876)   (237,130)   (383,848)
                     
Expenses                    
Management fees   -    -    -    3,628 
Professional fees   (383)   35,703    2,073    58,852 
Distribution and marketing fees   4,671    29,355    6,588    48,387 
Custodian fees and expenses   1,463    32,210    2,354    53,094 
Business permits and licenses fees   (131)   -    (82)   - 
General and administrative expenses   3,215    -    3,219    - 
Brokerage commissions   210    9    492    458 
Other expenses   (103)   14,346    94    23,646 
Total expenses   8,942    111,623    14,738    188,065 
                     
Net income (loss)  $125,403   $(215,499)  $(251,868)  $(571,913)
                     
Net income (loss) per share  $0.81   $(2.15)  $(1.98)  $(3.11)
Net income (loss) per weighted average share  $0.58   $(2.15)  $(1.49)  $(4.83)
Weighted average shares outstanding   217,037    100,004    169,235    118,337 

 

The accompanying notes are an integral part of these financial statements.

39
 

TEUCRIUM NATURAL GAS FUND

STATEMENTS OF CHANGES IN NET ASSETS

(Unaudited)

 

      From commencement of
   Six months ended  operations (February 1, 2011)
   June 30, 2012  through June 30, 2011
Operations          
Net loss  $(251,868)  $(571,913)
Capital transactions          
Issuance of Shares   2,420,546    5,000,000 
Redemption of Shares   -    (2,239,408)
Total capital transactions   2,420,546    2,760,592 
Net change in net assets   2,168,678    2,188,679 
           
Net assets, beginning of period   1,381,367    100 
           
Net assets, end of period  $3,550,045   $2,188,779 
Net asset value per share at beginning of period  $13.81   $25.00 
           
At end of period  $11.83   $21.89 

 

The accompanying notes are an integral part of these financial statements.

40
 

TEUCRIUM NATURAL GAS FUND

STATEMENTS OF CASH FLOWS

(Unaudited)

 

      From commencement of
   Six months ended  operations (February 1, 2011)
   June 30, 2012  through June 30, 2011
Cash flows from operating activities:          
Net loss  $(251,868)  $(571,913)
Adjustments to reconcile net loss to net cash used in operating activities:          
Net change in unrealized appreciation or depreciation on commodity futures contracts   (330,077)   57,008 
Changes in operating assets and liabilities:          
Collateral, due from broker   80,925    (224,058)
Interest receivable   (16)   (111)
Other assets   10,483    (115,602)
Other liabilities   (6,166)   66,461 
Net cash used in operating activities   (496,719)   (788,215)
           
Cash flows from financing activities:          
Proceeds from sale of Shares   2,420,546    5,000,000 
Redemption of Shares   -    (2,239,408)
Net cash provided by financing activities   2,420,546    2,760,592 
           
Net change in cash and cash equivalents   1,923,827    1,972,377 
Cash and cash equivalents, beginning of period   1,277,159    100 
Cash and cash equivalents, end of period  $3,200,986   $1,972,477 

 

The accompanying notes are an integral part of these financial statements.

41
 

NOTES TO FINANCIAL STATEMENTS

June 30, 2012

(Unaudited)

 

Note 1 – Organization and Operation

 

Teucrium Natural Gas Fund (referred to herein as “NAGS,” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009.  The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 50,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”).   Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “NAGS,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for natural gas interests.  The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.

 

The investment objective of the Fund is to have the daily changes in percentage terms of the Shares’ NAV reflect the daily changes in percentage terms of a weighted average of the following:  the nearest to spot month March, April, October and November Henry Hub Natural Gas Futures Contracts traded on the New York Mercantile Exchange (“NYMEX”), weighted 25% equally in each contract month. (This weighted average of the four referenced Natural Gas Futures Contracts is referred to herein as the “NAGS Benchmark,” and the four Natural Gas Futures Contracts that at any given time make up the Benchmark are referred to herein as the “NAGS Benchmark Component Futures Contracts.”)

 

The Fund commenced investment operations on February 1, 2011 and has a fiscal year ending December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is a member of the National Futures Association (the “NFA”) and became a commodity pool operator registered with the Commodity Futures Trading Commission (the “CFTC”) effective November 10, 2009.

 

On October 22, 2010, the Fund’s initial registration of 40,000,000 shares on Form S-1 was declared effective by the U.S. Securities and Exchange Commission (“SEC”). On February 1, 2011, the Fund listed its shares on the NYSE Arca under the ticker symbol “NAGS”. On the day prior to that, the Fund issued 200,000 shares in exchange for $5,000,000 at NAGS’ initial NAV of $25 per share. The Fund also commenced investment operations on February 1, 2011 by purchasing commodity futures contracts traded on the NYMEX. On December 31, 2010, the Fund had two shares outstanding which were owned by the Sponsor.

 

The accompanying unaudited financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X promulgated by the SEC and, therefore, do not include all information and footnote disclosures 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 Fund’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K and Form 10-K/A, as well as the most recent amendment to Form S-1, dated May 1, 2012, as applicable. The operating results from January 1, 2012 through June 30, 2012 are not necessarily indicative of the results to be expected for the full year ending December 31, 2012.

 

Note 2 – Summary of Significant Accounting Policies

 

Basis of Presentation

 

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.

 

Reclassifications

 

Certain amounts in prior periods have been reclassified to conform to current period presentation.

 

Revenue Recognition

 

Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on commodity futures contracts are reflected in the statements of operations as the difference between the original contract amount and the fair  market value as of the last business day of the year or as of the last date of the

42
 

financial statements. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. Interest on cash equivalents and deposits with the Futures Commission Merchant are recognized on the accrual basis. The Fund earns interest on its assets denominated in U.S. dollars on deposit with the Futures Commission Merchant. In addition, the Fund earns interest on funds held at the custodian at prevailing market rates for such investments.

 

Brokerage Commissions

 

Brokerage commissions on all open commodity futures contracts are accrued on a full-turn basis.

 

Income Taxes

 

For tax purposes, the Fund will be treated as a partnership.  The Fund does not record a provision for income taxes because the partners report their share of the Fund’s income or loss on their income tax returns.  The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.

 

In accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification Topic (“ASC”) 740-10-25-6, “Accounting for Uncertainty in Income Taxes,” the Fund 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 related appeals or litigation processes, based on the technical merits of the position.  The Fund files an income tax return in the U.S. federal jurisdiction, and may file income tax returns in various U.S. states and foreign jurisdictions.  The Fund is subject to income tax examinations by major taxing authorities for all tax years since 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 the Fund recording a tax liability that reduces net assets.  Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of June 30, 2012 and December 31, 2011.  However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.

 

The Fund 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 periods ended June 30, 2012 and 2011 and December 31, 2011.

 

The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.  The Fund’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

 

Creations and Redemptions

 

Authorized Purchasers may purchase Creation Baskets consisting of 50,000 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. New York time on the day the order to create the basket is properly received.

 

Authorized Purchasers may redeem shares from the Fund only in blocks of 50,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. New York time on the day the order to redeem the basket is properly received.

 

The Fund receives or pays the proceeds from shares 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 the Fund’s statements of assets and liabilities as receivable for shares sold. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed. 

 

As outlined in most recent Amendment to the Form S-1 dated May 1, 2012, 100,000 represents two Redemption Baskets for the Fund and a minimum level of shares.

 

Allocation of Shareholder Income and Losses

 

Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.

 

Cash Equivalents

 

Cash equivalents are highly-liquid investments with original maturity dates of three months or less at inception.  The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly-liquid nature and short-term maturities. The Fund has a substantial portion of its assets on deposit with banks. Assets deposited with the

43
 

bank may, at times, exceed federally insured limits. The Fund had a balance of $3,200,986 and $1,277,159 in money market funds on June 30, 2012 and December 31, 2011, respectively; these balances are included in cash and cash equivalents on the statements of assets and liabilities.

 

Collateral, Due from/to Broker

 

Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a very small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than are customary in other forms of investment or speculation. As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over-the-counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.

 

When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.

 

Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.

 

Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.

 

Calculation of Net Asset Value

 

The Fund’s NAV is calculated by:

 

Taking the current market value of its total assets,

 

Subtracting any liabilities, and

 

The administrator, the Bank of New York Mellon, calculates the NAV of the Fund once each trading day.  It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. New York time.  The NAV for a particular trading day is released after 4:15 p.m. New York time.

 

In determining the value of Natural Gas Futures Contracts, the administrator uses the NYMEX closing price (typically 2:30 p.m. New York time). The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. New York time. The value of over-the-counter natural gas interests is determined based on the value of the commodity or futures contract underlying such natural gas interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such natural gas interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day.  Treasury securities held by the Fund are valued by the administrator using values received from recognized third-party vendors and dealer quotes.  NAV includes any unrealized profit or loss on open natural gas interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.

 

Market value per share represents the closing price on the last trading day of the quarter as reported by the NYSE Arca. If such a closing price is not available, the bid/ask midpoint at 4 p.m. as reported by the NYSE Arca was used.

 

Sponsor Fee and Allocation of Expenses

 

The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Fund. For these services, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00% per annum.  For the period January 1, 2012 through June 30, 2012, the Fund recorded no management fees to

44
 

the Sponsor. The Sponsor has waived, for a period to be instituted again at the Sponsor’s discretion, the management fee for this Fund. This action by the Sponsor resulted in an approximate $6,000 reduction in expenses to the Fund for the three months ended June 30, 2012 and $10,000 for the six months ended from January 1, 2012 through June 30, 2012. For the period from the commencement of operations (February 1, 2011) through June 30, 2011, the Fund recorded $3,628 in management fees to the Sponsor.

 

The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, the Financial Industry Regulatory Authority (“FINRA”), formerly the National Association of Securities Dealers, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements.  Certain aggregate expenses common to all Funds managed by the Sponsor are allocated to each Fund based on activity drivers deemed most appropriate by the Sponsor for such expenses. All asset-based fees and expenses are calculated on the prior day’s net assets. On July 29, 2011, the Sponsor filed a Form 8-K with the SEC which stated that effective August 1, 2011, the Sponsor has agreed to voluntarily cap the management fee and expenses of NAGS at 1.5% per annum of the daily net assets of the Fund.  The cap may be terminated by the Sponsor at any time with 90 days’ notice. This action resulted in an approximate $8,000 reduction in expenses for the Fund for the three month and six month periods ending June 30, 2012. Additional expenses of the Fund may be paid by the Sponsor in future periods.

 

Use of Estimates

 

The preparation of financial statements in conformity with U.S. GAAP requires 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 financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.

 

Fair Value - Definition and Hierarchy

 

In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.

 

In determining fair value, the Fund uses various valuation approaches.  In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.  Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund.  Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.  The fair value hierarchy is categorized into three levels based on the inputs as follows:

 

Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.  Valuation adjustments and block discounts are not applied to Level 1 securities.  Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment.

 

Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

 

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

 

The availability of valuation techniques and observable inputs can vary from security to security and is affected by a wide variety of factors including, the type of security, whether the security is new and not yet established in the marketplace, and other characteristics particular to the transaction.  To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment.  Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined.  Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the securities existed.  Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for securities categorized in Level 3.  In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.  In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.

 

On June 30, 2012 and December 31, 2011 in the opinion of the Trust and the Fund, the reported value of the Natural Gas Futures Contracts traded on the NYMEX fairly reflected the value of the Natural Gas Futures Contracts held by the Fund, and no adjustments were necessary.

 

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure.  Therefore, even when market assumptions are not readily available, the Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date.  The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation.  In periods of market dislocation, the observability of prices and inputs may be reduced for many securities.  This condition could cause a security to be reclassified to a lower level within the fair value hierarchy. When

45
 

such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation, but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3) and will report such NAV in its applicable financial statements and reports.

 

The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations.  Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the Chicago Board of Trade (“CBOT”) or the New York Mercantile Exchange (“NYMEX”), or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy.  OTC derivatives contracts (such as forward and swap contracts) which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.

 

Net Income (Loss) per Share

 

Net income (loss) per share is the difference between the NAV per unit at the beginning of each period and 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 created or redeemed based on the amount of time the units were outstanding during such period.

 

New Accounting Pronouncements

 

In December 2011, the FASB issued ASU No. 2011-11, “Balance Sheet (Topic 210): Amendments of the FASB Accounting Standards Codification and Disclosures about Offsetting Assets and Liabilities in U.S. GAAP and IFRS.” ASU No. 2011-11 clarifies existing requirements for balance sheet offsetting and for disclosures about the offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position in converged guidance of the FASB and the International Accounting Standards Board. The amendments are to be applied retrospectively for all comparative periods presented. For public entities, the amendments are effective for annual reporting periods beginning on or after January 1, 2013. The implementation of ASU No. 2011-11 will not be adopted prior to January 1, 2013, and we are evaluating the material impacts on the financial statement disclosures for the Fund.

 

Note 3 – Fair Value Measurements

 

The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 2.  The following table presents information about the Fund’s assets and liabilities measured at fair value as of June 30, 2012 and December 31, 2011:

 

June 30, 2012            
            Balance
            as of
            June 30,
Assets:  Level 1  Level 2  Level 3  2012
Cash equivalents  $3,200,986   $-   $-   $3,200,986 
                     

 

            Balance
            as of
            June 30,
Liabilities:  Level 1  Level 2  Level 3  2012
NYMEX natural gas futures contracts  $272,363   $-   $-   $272,363 
                     

 

December 31, 2011            
            Balance
            as of
            December 31,
Assets:  Level 1  Level 2  Level 3  2011
Cash equivalents  $1,277,159   $-   $-   $1,277,159 
                     

 

            Balance
            as of
            December 31,
Liabilities:  Level 1  Level 2  Level 3  2011
NYMEX natural gas futures contracts  $602,440   $-   $-   $602,440 
                     

 

46
 

During the period ended June 30, 2012 and from the commencement of operations (February 1, 2011) through June 30, 2011, the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.

 

Note 4 – Derivative Instruments and Hedging Activities

 

In the normal course of business, the Fund utilizes derivative contracts in connection with its proprietary trading activities.  Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks.  In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of  its counterparties to meet the terms of their contracts.  For the periods ended June 30, 2012 and from the commencement of operations (February 1, 2011) through June 30, 2011, the Fund had invested only in natural gas commodity futures contracts.

 

Futures Contracts

 

The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

 

The purchase and sale of futures contracts requires margin deposits with a Futures Commission Merchant (“FCM”).  Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund.  Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.

 

The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM's proprietary activities.  A customer's cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements.  In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available.  It is possible that the recovery amount could be less than the total of cash and other equity deposited.

 

The following tables identify the fair value amounts of derivative instruments included in the statement of assets and liabilities as derivative contracts, categorized by primary underlying risk, at June 30, 2012 and December 31, 2011.  Balances are presented on a gross basis, prior to the application of the impact of counterparty and collateral netting.  Total derivative assets and liabilities are adjusted on an aggregate basis to take into consideration the effects of master netting arrangements and have been reduced by the application of cash collateral receivables and payables with its counterparties. The following tables also identify the net gain and loss amounts included in the statements of operations as realized and unrealized gain on trading of commodity futures contracts, categorized by primary underlying risk, for the period January 1, 2012 to June 30, 2012, for the period April 1, 2012 to June 30, 2012, for the period April 1, 2011 to June 30, 2011, and for the period from commencement of operations (February 1, 2011) to June 30, 2011.

 

At June 30, 2012, the fair value of derivative instruments was as follows:

 

Primary Underlying Risk   Asset Derivatives     Liability Derivatives     Net Derivatives  
Commodity price                        
NYMEX natural gas futures contracts   $         -     $ (272,363 )   $ (272,363 )

 

At December 31, 2011, the fair value of derivative instruments was as follows:

 

Primary Underlying Risk   Asset Derivatives     Liability Derivatives     Net Derivatives  
Commodity price                        
NYMEX natural gas futures contracts   $         -     $ (602,440 )   $ (602,440 )

 

The following is a summary of realized and unrealized gains and losses of the derivative instruments utilized by the Fund:

 

For the period April 1, 2012 to June 30, 2012

 

    Realized Loss on     Net Change in Unrealized Gain  
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity price                
NYMEX natural gas futures contracts   $ (63,608 )   $ 197,507  

 

For the period from January 1, 2012 to June 30, 2012

 

    Realized Loss on     Net Change in Unrealized Gain  
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity price                
NYMEX natural gas futures contracts   $ (567,888 )   $ 330,077  

 

 

47
 

For the period April 1, 2011 to June 30, 2011

 

    Realized Loss on     Net Change in Unrealized Loss  
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity price                
NYMEX natural gas futures contracts   $ (3,752 )   $ (100,528

 

For the period from commencement of operations (February 1, 2011) to June 30, 2011

 

    Realized Loss on     Net Change in Unrealized Loss  
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity price                
NYMEX natural gas futures contracts   $ (327,940 )   $ (57,008

Volume of Derivative Activities

 

At June 30, 2012, the notional amounts and number of contracts, categorized by primary underlying risk, were as follows:

 

    Long Exposure  
    Notional     Number  
Primary Underlying Risk   Amounts     of Contracts  
Commodity price                
NYMEX natural gas futures contracts   $ 3,556,000       111  

 

 

At December 31, 2011, the notional amounts and number of contracts, categorized by primary underlying risk, were as follows:

 

    Long exposure  
    Notional     Number  
Primary Underlying Risk   Amounts     of Contracts  
Commodity price                
NYMEX natural gas futures contracts   $ 1,383,770       43  

 

Note 5Financial Highlights

 

The following table presents per unit performance data and other supplemental financial data for the period January 1, 2012 through June 30, 2012 and from commencement of operations (February 1, 2011) through June 30, 2011. This information has been derived from information presented in the financial statements.

 

Per Share Operation Performance for January 1, 2012 through June 30, 2012     
Net asset value at beginning of period  $13.81 
Income (loss) from investment operations:     
Investment income   0.01 
Net realized and unrealized loss on commodity futures contracts   (1.90)
Total expenses   (0.09)
Net decrease in net asset value   (1.98)
Net asset value at end of period  $11.83 
Total Return   (14.34)%
Ratios to Average Net Assets (Annualized)     
Total expense   1.52%
Net investment loss   (1.45)%

  

48
 
Per Share Operation Performance from commencement of operations (February 1, 2011) through June 30, 2011     
Net asset value at beginning of period  $25.00 
Income (loss) from investment operations:     
Investment income   0.01 
Net realized and unrealized loss on commodity futures contracts   (1.53)
Total expenses   (1.59)
Net decrease in net asset value   (3.11)
Net asset value at end of period  $21.89 
Total Return   (12.44)%
Ratios to Average Net Assets (Annualized)     
Total expense   16.62%
Net investment loss   (16.53)%

 

On July 29, 2011, the Sponsor filed a Form 8-K with the SEC which stated that effective August 1, 2011, the Sponsor has agreed to voluntarily cap the management fee and expenses of NAGS at 1.5% per annum of the daily net assets of the Fund.  The cap may be terminated by the Sponsor at any time with 90 days’ notice. This action by the Sponsor resulted in an approximate $8,000 reduction in expenses to the Fund for the period January 1, 2012 through June 30, 2012. The Sponsor has waived, for a period to be instituted again at the Sponsor’s discretion, the management fee for this Fund. This action resulted in an approximate $10,000 reduction in expenses for the Fund for the six month period ending June 30, 2012. Additional expenses of the Fund may be paid by the Sponsor in future periods.

 

Total returns are calculated based on the change in value during the period. An individual shareholder’s total return and ratio may vary from the above total returns and ratios based on the timing of contributions to and withdrawals from the Fund.

 

The financial highlights per share data are calculated using the average of the daily shares outstanding for the reporting period, which is inclusive of the last day of the period under report. The asset-based per share data in the financial highlights are calculated using the prior day’s net assets consistent with the methodology used to calculate asset-based fees and expenses.

 

Note 6 – Organizational and Offering Costs

 

Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees were borne directly by the Sponsor. The Fund will not be obligated to reimburse the Sponsor.

 

Note 7 – Subsequent Events

 

The Trust evaluates subsequent events through the date when financial statements are filed with the SEC.

 

For the period July 1, 2012 through August 9, 2012, there was nothing to report.

49
 

TEUCRIUM WTI CRUDE OIL FUND

STATEMENTS OF ASSETS AND LIABILITIES

 

   June 30, 2012  December 31, 2011
   (Unaudited)   
Assets          
           
Equity in BNY Mellon trading accounts:          
Cash and cash equivalents  $1,657,116   $4,139,910 
WTI crude oil futures contracts   -    116,142 
Collateral, due from broker   438,698    157,791 
Interest receivable   44    215 
Other assets   34,411    48,532 
Total assets   2,130,269    4,462,590 
           
Liabilities          
           
WTI crude oil futures contracts   170,533    168 
Management fee payable to Sponsor   1,535    4,658 
Other liabilities   29,795    12,751 
Total liabilities   201,863    17,577 
           
Net assets  $1,928,406   $4,445,013 
           
Shares outstanding   50,002    100,002 
           
Net asset value per share  $38.57   $44.45 
           
Market value per share  $38.34   $44.58 

 

The accompanying notes are an integral part of these financial statements.

50
 

TEUCRIUM WTI CRUDE OIL FUND

SCHEDULE OF INVESTMENTS

June 30, 2012

(Unaudited)

 

   Fair  Percentage of
Description: Assets  Value  Net Assets
           
Cash equivalents          
Money market funds          
Dreyfus Cash Management Plus  $1,657,116    85.93%

 

 

   Fair  Percentage of  Notional
Description: Liabilities  Value  Net Assets  Amount
                
Commodity futures contracts               
United States WTI crude oil futures contracts               
WTI crude oil futures (8 contracts, settlement date November 16, 2012)  $74,149    3.85%  $693,360 
WTI crude oil futures (6 contracts, settlement date May 21, 2013)   91,870    4.76    531,780 
WTI crude oil futures (8 contracts, settlement date November 20, 2013)   4,514    0.23    707,600 
Total commodity futures contracts  $170,533    8.84%  $1,932,740 

 

 

The accompanying notes are an integral part of these financial statements.

51
 

TEUCRIUM WTI CRUDE OIL FUND

SCHEDULE OF INVESTMENTS

December 31, 2011

 

   Fair  Percentage of  Notional
Description: Assets  Value  Net Assets  Amount
                
Cash equivalents               
Money market funds               
Dreyfus Cash Management Plus  $4,139,910    93.14%    
                
Commodity futures contracts               
United States WTI crude oil futures contracts               
WTI crude oil futures (14 contracts, settlement date November 16, 2012)  $15,839    0.35%  $1,373,540 
WTI crude oil futures (16 contracts, settlement date November 20, 2013)   100,303    2.26    1,516,160 
Total commodity futures contracts  $116,142    2.61%  $2,889,700 

 

   Fair  Percentage of  Notional
Description: Liabilities  Value  Net Assets  Amount
                
Commodity futures contracts               
United States WTI crude oil futures contracts               
WTI crude oil futures (16 contracts, settlement date May 22, 2012)  $168    0.00%  $1,591,680 

 

The accompanying notes are an integral part of these financial statements.

52
 

TEUCRIUM WTI CRUDE OIL FUND

STATEMENTS OF OPERATIONS

(Unaudited)

 

   Three months  Three months  Six months  From commencement of
   ended  ended  ended  operations (February 23, 2011)
   June 30, 2012  June 30, 2011  June 30, 2012  through June 30, 2011
Income                    
Realized and unrealized (loss) gain on trading of commodity futures contracts:                    
Realized loss on commodity futures contracts  $37,737   $178,369   $43,347   $183,869 
Net change in unrealized appreciation or depreciation on commodity futures contracts   (511,027)   (547,199)   (286,507)   (165,339)
Interest income   690    912    1,345    1,418 
Total (loss) income   (472,600)   (367,918)   (241,815)   19,948 
                     
Expenses                    
Management fees   6,810    12,799    16,672    18,058 
Professional fees   13,309    35,704    15,493    50,221 
Distribution and marketing fees   4,436    29,355    29,188    41,290 
Custodian fees and expenses   32,211    32,210    64,421    45,307 
Brokerage commissions   204    104    299    311 
Other expenses   250    14,344    250    20,177 
Total expenses   57,220    124,516    126,323    175,364 
                     
Net loss  $(529,820)  $(492,434)  $(368,138)  $(155,416)
                     
Net loss per share  $(7.86)  $(4.92)  $(5.88)  $(1.55)
Net loss per weighted average share  $(8.26)  $(4.92)  $(4.93)  $(1.55)
Weighted average shares outstanding   64,132    100,002    74,727    100,002 

 

The accompanying notes are an integral part of these financial statements.

53
 

TEUCRIUM WTI CRUDE OIL FUND

STATEMENTS OF CHANGES IN NET ASSETS

(Unaudited)

 

      From commencement of
   Six months ended  operations (February 23, 2011)
   June 30, 2012  through June 30, 2011
Operations          
Net loss  $(368,138)  $(155,416)
Capital transactions          
Issuance of Shares   -    5,000,000 
Redemption of Shares   (2,148,469)   - 
Total capital transactions   (2,148,469)   5,000,000 
Net change in net assets   (2,516,607)   4,844,584 
           
Net assets, beginning of period   4,445,013    100 
           
Net assets, end of period  $1,928,406   $4,844,684 
Net asset value per share at beginning of period  $44.45   $50.00 
           
At end of period  $38.57   $48.45 

 

The accompanying notes are an integral part of these financial statements.

54
 

TEUCRIUM WTI CRUDE OIL FUND

STATEMENTS OF CASH FLOWS

(Unaudited)

 

      From commencement of
   Six months ended  operations (February 23, 2011)
   June 30, 2012  through June 30, 2011
Cash flows from operating activities:          
Net loss  $(368,138)  $(155,416)
Adjustments to reconcile net loss to net cash used in operating activities:          
Net change in unrealized appreciation or depreciation on commodity futures contracts   286,507    165,339 
Changes in operating assets and liabilities:          
Collateral, due from broker   (280,907)   (562,774)
Interest receivable   171    (234)
Other assets   14,121    (92,261)
Management fee payable to Sponsor   (3,123)   4,021 
Other liabilities   17,044    60,698 
Net cash used in operating activities   (334,325)   (580,627)
           
Cash flows from financing activities:          
Proceeds from sale of Shares   -    5,000,000 
Redemption of Shares   (2,148,469)   - 
Net cash (used in) provided by financing activities   (2,148,469)   5,000,000 
           
Net change in cash and cash equivalents   (2,482,794)   4,419,373 
Cash and cash equivalents, beginning of period   4,139,910    100 
Cash and cash equivalents, end of period  $1,657,116   $4,419,473 

 

The accompanying notes are an integral part of these financial statements.

55
 

NOTES TO FINANCIAL STATEMENTS

June 30, 2012

(Unaudited)

 

Note 1 – Organization and Operation

 

Teucrium WTI Crude Oil Fund (referred to herein as “CRUD” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “CRUD,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for crude oil interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.

 

The investment objective of the Fund is to have the daily changes in percentage terms of the Shares’ Net Asset Value (“NAV”) reflect the daily changes in percentage terms of a weighted average of the closing settlement prices for futures contracts for WTI crude oil, also known as Texas Light Sweet Crude Oil (“Oil Futures Contracts”) traded on the NYMEX, specifically (1) the nearest to spot June or December Oil Futures Contract, weighted 35%; (2) the June or December Oil Futures Contract following the aforementioned (1), weighted 30%; and (3) the next December Oil Future Contract that immediately follows the aforementioned (2), weighted 35%. (This weighted average of the three referenced WTI Crude Oil Futures Contracts is referred to herein as the “CRUD Benchmark,” and the three WTI Crude Oil Futures Contracts that at any given time make up the Benchmark are referred to herein as the “CRUD Benchmark Component Futures Contracts.”)

 

The Fund commenced investment operations on February 23, 2011 and has a fiscal year ending December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is a member of the National Futures Association (the “NFA”) and became a commodity pool operator registered with the Commodity Futures Trading Commission (the “CFTC”) effective November 10, 2009. 

 

On October 22, 2010, the Fund’s initial registration of 15,000,000 shares on Form S-1 was declared effective by the SEC. On February 23, 2011, the Fund listed its shares on the NYSE Arca under the ticker symbol “CRUD.” On the day prior to that, the Fund issued 100,000 shares in exchange for $5,000,000 at the Fund’s initial NAV of $50 per share. The Fund also commenced investment operations on February 23, 2011 by purchasing commodity futures contracts traded on the NYMEX. On December 31, 2010, the Fund had two shares outstanding, which were owned by the Sponsor.

 

The accompanying unaudited 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 disclosures 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 Fund’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K and Form 10-K/A, as well as the most recent amendment to Form S-1, dated May 1, 2012, as applicable. The operating results from January 1, 2012 through June 30, 2012 are not necessarily indicative of the results to be expected for the full year ending December 31, 2012.

 

Note 2 – Summary of Significant Accounting Policies

 

Basis of Presentation

 

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.

 

Reclassifications

 

Certain amounts in prior periods have been reclassified to conform to current period presentation.

 

Revenue Recognition

 

Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on commodity futures contracts are reflected in the statements of operations as the

56
 

difference between the original contract amount and the fair  market value as of the last business day of the year or as of the last date of the financial statements. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. Interest on cash equivalents and deposits with the Futures Commission Merchant are recognized on the accrual basis. The Fund earns interest on its assets denominated in U.S. dollars on deposit with the Futures Commission Merchant. In addition, the Fund earns interest on funds held at the custodian at prevailing market rates for such investments.

 

Brokerage Commissions

 

Brokerage commissions on all open commodity futures contracts are accrued on a full-turn basis.

 

Income Taxes

 

For tax purposes, the Fund will be treated as a partnership.  The Fund does not record a provision for income taxes because the partners report their share of the Fund’s income or loss on their income tax returns.  The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.

 

In accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification Topic (“ASC”) 740-10-25-6, “Accounting for Uncertainty in Income Taxes,” the Fund 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 related appeals or litigation processes, based on the technical merits of the position.  The Fund files an income tax return in the U.S. federal jurisdiction, and may file income tax returns in various U.S. states and foreign jurisdictions.  The Fund is subject to income tax examinations by major taxing authorities for all tax years since 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 the Fund recording a tax liability that reduces net assets.  Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of June 30, 2012 and December 31, 2011.  However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.

 

The Fund 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 periods ended June 30, 2012 and 2011 and December 31, 2011.

 

The Fund may be subject to potential examination by U.S. federal, U.S. state or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.  The Fund’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

 

Creations and Redemptions

 

Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. New York time on the day the order to create the basket is properly received.

 

Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. New York time on the day the order to redeem the basket is properly received.

 

The Fund receives or pays the proceeds from shares 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 the Fund’s statements of assets and liabilities as receivable for shares sold. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed. 

 

As outlined in most recent Amendment to the Form S-1 dated May 1, 2012, 50,000 represents two Redemption Baskets for the Fund and a minimum level of shares. As of May 18, 2012, the Fund had a minimum number of baskets and shares outstanding and no redemptions can be made until additional shares are created.

 

 Allocation of Shareholder Income and Losses

 

Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.

 

57
 

Cash Equivalents

 

Cash equivalents are highly-liquid investments with original maturity dates of three months or less at inception.  The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly-liquid nature and short-term maturities. The Fund has a substantial portion of its assets on deposit with banks. Assets deposited with the bank may, at times, exceed federally insured limits. The Fund had a balance of $1,657,116 and $4,139,910 in money market funds at June 30, 2012 and December 31, 2011, respectively; these balances are included in cash and cash equivalents on the statements of assets and liabilities.  

 

Collateral, Due from/to Broker

 

Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a very small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than are customary in other forms of investment or speculation. As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over-the-counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.

 

When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.

 

Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.

 

Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.

 

Calculation of Net Asset Value

 

The Fund’s NAV is calculated by:

 

Taking the current market value of its total assets,
Subtracting any liabilities, and

 

The administrator, the Bank of New York Mellon, calculates the NAV of the Fund once each trading day.  It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. New York time.  The NAV for a particular trading day is released after 4:15 p.m. New York time.

 

In determining the value of WTI Crude Oil Futures Contracts, the administrator uses the NYMEX closing price (typically 2:30 p.m. New York time).  The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. New York time. The value of over-the-counter crude oil interests is determined based on the value of the commodity or futures contract underlying such crude oil interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such crude oil interest.  For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day.  Treasury securities held by the Fund are valued by the administrator using values received from recognized third-party vendors and dealer quotes.  NAV includes any unrealized profit or loss on open crude oil interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.

 

Market value per share represents the closing price on the last trading day of the quarter as reported by the NYSE Arca. If such a closing price is not available, the bid/ask midpoint at 4 p.m. as reported by the NYSE Arca was used.

 

58
 

Sponsor Fee and Allocation of Expenses

 

The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Fund. For these services, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00% per annum. For the period April 1, 2012 through June 30, 2012, the Fund recorded $6,810 in management fees to the Sponsor. For the period April 1, 2011 through June 30, 2011, the Fund recorded $12,799 in management fees to the Sponsor. For the period January 1, 2012 through June 30, 2012, the Fund recorded $16,672 in management fees to the Sponsor. For the period from the commencement of operations (February 23, 2011) through June 30, 2011, the Fund recorded $18,058 in management fees to the Sponsor.

 

The Fund pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, the Financial Industry Regulatory Authority (“FINRA”), formerly the National Association of Securities Dealers, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds managed by the Sponsor are allocated to each Fund based on activity drivers deemed most appropriate by the Sponsor for such expenses. All asset-based fees and expenses are calculated on the prior day’s net assets. The Sponsor may, at its discretion, pay certain expenses on behalf of the Fund. For the period April 1, 2012 to June 30, 2012, the expenses paid by the Fund were reduced by approximately $14,500. No expenses were paid by the Sponsor for the prior three month period of 2012 and no expenses were paid by the Sponsor for the period from the commencement of operations (February 23, 2011) through June 30, 2011.

 

Use of Estimates

 

The preparation of financial statements in conformity with U.S. GAAP requires 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 financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.

 

Fair Value - Definition and Hierarchy

 

In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.

 

In determining fair value, the Fund uses various valuation approaches.  In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.  Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund.  Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.  The fair value hierarchy is categorized into three levels based on the inputs as follows:

 

Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.  Valuation adjustments and block discounts are not applied to Level 1 securities.  Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment.

 

Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

 

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

 

The availability of valuation techniques and observable inputs can vary from security to security and is affected by a wide variety of factors including, the type of security, whether the security is new and not yet established in the marketplace, and other characteristics particular to the transaction.  To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment.  Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined.  Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the securities existed.  Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for securities categorized in Level 3.  In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.  In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.

 

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure.  Therefore, even when market assumptions are not readily available, the Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date.  The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation.  In periods of market dislocation, the observability of prices and inputs may be reduced for many securities.  This condition could cause a security to be reclassified to a lower level within the fair value hierarchy.  When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation, but will later

59
 

recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3) and will report such NAV in its applicable financial statements and reports.

 

On June 30, 2012 and December 31, 2011, in the opinion of the Trust and the Fund, the reported value of the WTI Crude Oil Futures Contracts traded on the NYMEX fairly reflected the value of the WTI Crude Oil Futures Contracts held by the Fund, and no adjustments were necessary.

 

The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations.  Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the Chicago Board of Trade (“CBOT”) or the New York Mercantile Exchange (“NYMEX”), or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy.  OTC derivatives contracts (such as forward and swap contracts) which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.

 

Net Income (Loss) per Share

 

Net income (loss) per share is the difference between the NAV per unit at the beginning of each period and 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 created or redeemed based on the amount of time the units were outstanding during such period.

 

New Accounting Pronouncements

 

In December 2011, the FASB issued ASU No. 2011-11, “Balance Sheet (Topic 210): Amendments of the FASB Accounting Standards Codification and Disclosures about Offsetting Assets and Liabilities in U.S. GAAP and IFRS.” ASU No. 2011-11 clarifies existing requirements for balance sheet offsetting and for disclosures about the offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position in converged guidance of the FASB and the International Accounting Standards Board. The amendments are to be applied retrospectively for all comparative periods presented. For public entities, the amendments are effective for annual reporting periods beginning on or after January 1, 2013. The implementation of ASU No. 2011-11 will not be adopted prior to January 1, 2013, and we are evaluating the material impacts on the financial statement disclosures for the Fund.

 

Note 3 – Fair Value Measurements

 

The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 2.  The following table presents information about the Fund’s assets and liabilities measured at fair value as of June 30, 2012 and December 31, 2011:

 

June 30, 2012

            Balance
            as of
            June 30,
Assets:  Level 1  Level 2  Level 3  2012
Cash equivalents  $1,657,116   $-   $-   $1,657,116 
                     

 

            Balance
            as of
            June 30,
Liabilities:  Level 1  Level 2  Level 3  2012
WTI crude oil futures contracts   170,533    -    -    170,533 
                     

 

December 31, 2011  

            Balance
            as of
            December 31,
Assets:  Level 1  Level 2  Level 3  2011
Cash equivalents  $4,139,910   $-   $-   $4,139,910 
WTI crude oil futures contracts   116,142    -    -    116,142 
Total  $4,256,052   $-   $-   $4,256,052 

 

60
 
            Balance
            as of
            December 31,
Liabilities:  Level 1  Level 2  Level 3  2011
WTI crude oil futures contracts  $168   $-   $-   $168 
                     

 

During the period ended June 30, 2012 and from the commencement of operations (February 23, 2011) through June 30, 2011, the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.

 

Note 4 – Derivative Instruments and Hedging Activities

 

In the normal course of business, the Fund utilizes derivative contracts in connection with its proprietary trading activities.  Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment.  The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks.  In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of  its counterparties to meet the terms of their contracts.  For the six months ended June 30, 2012 and for the period from commencement of operations (February 23, 2011) through June 30, 2011, the Fund had invested only in crude oil commodity futures contracts.

 

Futures Contracts

 

The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

 

The purchase and sale of futures contracts requires margin deposits with a Futures Commission Merchant (“FCM”).  Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund.  Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.

 

The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM's proprietary activities.  A customer's cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements.  In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available.  It is possible that the recovery amount could be less than the total of cash and other equity deposited.

 

The following tables identify the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk, at June 30, 2012 and December 31, 2011.  Balances are presented on a gross basis, prior to the application of the impact of counterparty and collateral netting.  The following tables also identify the net gain and loss amounts included in the statements of operations as realized and unrealized gains and losses on trading of commodity futures contracts, categorized by primary underlying risk, for the period April 1, 2012 to June 30, 2012, for the period January 1, 2012 to June 30, 2012, for the period April 1, 2011 to June 30, 2011 and for the period from commencement of operations (February 23, 2011) through June 30, 2011.

 

At June 30, 2012, the fair value of derivative instruments was as follows:

 

Primary Underlying Risk   Asset Derivatives     Liability Derivatives     Net Derivatives  
Commodity price                  
WTI crude oil futures contracts   $ -     $ (170,533   $ (170,533

 

At December 31, 2011, the fair value of derivative instruments was as follows:

 

Primary Underlying Risk   Asset Derivatives     Liability Derivatives     Net Derivatives  
Commodity price                  
WTI crude oil futures contracts   $ 116,142     $ (168 )   $ 115,974  

 

The following is a summary of realized and unrealized gains and losses of the derivative instruments utilized by the Fund:

 

For the period April 1, 2012 to June 30, 2012

 

    Realized Gain on   Net Change in Unrealized Loss
Primary Underlying Risk   Derivative Instruments   on Derivative Instruments
Commodity price            
WTI crude oil futures contracts   $ 37,737   $ (511,027)

 

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For the period January 1, 2012 to June 30, 2012

 

    Realized Gain on   Net Change in Unrealized Loss
Primary Underlying Risk   Derivative Instruments   on Derivative Instruments
Commodity price            
WTI crude oil futures contracts   $ 43,347   $ (286,507)

 

For the period from April 1, 2011 to June 30, 2011

 

    Realized Gain on   Net Change in Unrealized Loss
Primary Underlying Risk   Derivative Instruments   on Derivative Instruments
Commodity price            
WTI crude oil futures contracts   $ 178,369   $ (547,199)

 

For the period from commencement of operations (February 23, 2011) to June 30, 2011

 

    Realized Gain on   Net Change in Unrealized Loss
Primary Underlying Risk   Derivative Instruments   on Derivative Instruments
Commodity price            
WTI crude oil futures contracts   $ 183,869   $ (165,339)

 

 

Volume of Derivative Activities

 

At June 30, 2012, the notional amounts and number of contracts, categorized by primary underlying risk, were as follows:

 

    Long Exposure  
    Notional     Number  
Primary Underlying Risk   Amounts     of Contracts  
Commodity price                
WTI crude oil futures contracts   $ 1,932,740       22  

 

 

At December 31, 2011, the notional amounts and number of contracts, categorized by primary underlying risk, were as follows:

 

    Long Exposure  
    Notional     Number  
Primary Underlying Risk   Amounts     of Contracts  
Commodity price                
WTI crude oil futures contracts   $ 4,481,380       46  

 

Note 5Financial Highlights

 

The following table presents per unit performance data and other, supplemental financial data for the period January 1, 2012 through June 30, 2012 and for the period from commencement of operations (February 23, 2011) through June 30, 2011. This information has been derived from information presented in the financial statements.

 

Per Share Operation Performance for January 1, 2012 through June 30, 2012     
Net asset value at beginning of period  $44.45 
Income from investment operations:     
Investment income   0.02 
Net realized and unrealized loss on commodity futures contracts   (4.21)
Total expenses   (1.69)
Net decrease in net asset value   (5.88)
Net asset value at end of period  $38.57 
Total Return   (13.23)%
Ratios to Average Net Assets (Annualized)     
Total expense   7.59%
Net investment loss   (7.51)%

  

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Per Share Operation Performance from commencement of operations (February 23, 2011) through June 30, 2011     
Net asset value at beginning of period  $50.00 
Income from investment operations:     
Investment income   0.01 
Net realized and unrealized gain on commodity futures contracts   0.19 
Total expenses   (1.75)
Net decrease in net asset value   (1.55)
Net asset value at end of period  $48.45 
Total Return   (3.10)%
Ratios to Average Net Assets (Annualized)     
Total expense   9.69%
Net investment loss   (9.61)%

  

Total returns are calculated based on the change in value during the period. An individual shareholder’s total return and ratios may vary from the above total returns and ratios based on the timing of contributions to and withdrawals from the Fund.  The ratios, excluding non-recurring expenses, have been annualized.

 

The financial highlights per share data are calculated using the average of the daily shares outstanding for the reporting period, which is inclusive of the last day of the period under report. The asset-based per share data in the financial highlights are calculated using the prior day’s net assets consistent with the methodology used to calculate asset-based fees and expenses.

 

The Sponsor may, at its discretion, pay certain expenses on behalf of the Fund. For the period April 1, 2012 to June 30, 2012, the expenses paid by Fund were reduced by approximately $14,500. No expenses were paid by the Sponsor for the prior three month period of 2012, and no expenses were paid by the Sponsor for the period from the commencement of operations (February 23, 2011) through June 30, 2011.

 

Note 6 – Organizational and Offering Costs

 

Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees, were borne directly by the Sponsor. The Fund will not be obligated to reimburse the Sponsor.

 

Note 7 – Subsequent Events

  

The Trust evaluates subsequent events through the date when financial statements are filed with the SEC.

 

For the period July 1, 2012 through August 9, 2012, there was nothing to report.

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TEUCRIUM SOYBEAN FUND

STATEMENTS OF ASSETS AND LIABILITIES

 

   June 30, 2012  December 31, 2011
   (Unaudited)   
Assets          
           
Equity in BNY Mellon trading accounts:          
Cash and cash equivalents  $2,240,405   $2,055,369 
Soybean futures contracts   148,038    9,994 
Collateral, due from broker   39,112    290,694 
Interest receivable   105    84 
Other assets   35,785    - 
Total assets   2,463,445    2,356,141 
           
Liabilities          
           
Soybean futures contracts   -    164,663 
Management fee payable to Sponsor   2,966    1,782 
Other liabilities   20,671    3,266 
Total liabilities   23,637    169,711 
           
Net assets  $2,439,808   $2,186,430 
           
Shares outstanding   100,004    100,004 
           
Net asset value per share  $24.40   $21.86 
           
Market value per share  $24.38   $22.06 

 

The accompanying notes are an integral part of these financial statements.

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TEUCRIUM SOYBEAN FUND

SCHEDULE OF INVESTMENTS

June 30, 2012

(Unaudited)

 

   Fair  Percentage of  Notional
Description: Assets  Value  Net Assets  Amount
                
Cash equivalents               
Money market funds               
Dreyfus Cash Management Plus  $2,240,405    91.83%     
                
Commodity futures contracts               
United States soybean futures contracts               
CBOT Soybean futures (12 contracts, settlement date November 14, 2012)  $65,888    2.70%  $856,650 
CBOT Soybean futures (10 contracts, settlement date January 14, 2013)   65,750    2.69    713,250 
CBOT Soybean futures (14 contracts, settlement date November 14, 2013)   16,400    0.67    882,525 
   $148,038    6.06%  $2,452,425 

 

The accompanying notes are an integral part of these financial statements.

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TEUCRIUM SOYBEAN FUND

SCHEDULE OF INVESTMENTS

December 31, 2011

 

   Fair  Percentage of  Notional
Description: Assets  Value  Net Assets  Amount
                
Cash equivalents               
Money market funds               
Dreyfus Cash Management Plus  $2,055,369    94.01%     
                
Commodity futures contracts               
United States soybean futures contracts               
CBOT Soybean futures (11 contracts, settlement date May 14, 2012)  $9,994    0.46%  $669,625 

 

   Fair  Percentage of  Notional
Description: Liabilities  Value  Net Assets  Amount
                
Commodity futures contracts               
United States soybean futures contracts               
CBOT Soybean futures (12 contracts, settlement date March 14, 2012)  $81,898    3.75%  $724,650 
CBOT Soybean futures (13 contracts, settlement date November 14, 2012)   82,765    3.78    782,763 
   $164,663    7.53%  $1,507,413 

 

The accompanying notes are an integral part of these financial statements.

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TEUCRIUM SOYBEAN FUND

STATEMENTS OF OPERATIONS

(Unaudited)

 

   Three months ended
June 30, 2012
  Six months ended
June 30, 2012
Income          
Realized and unrealized gain on trading of commodity futures contracts:          
Realized gain on commodity futures contracts  $67,640   $77,981 
Net change in unrealized appreciation or depreciation on commodity futures contracts   (24,765)   302,707 
Interest income   1,032    1,432 
Total income   43,907    382,120 
           
Expenses          
           
Management fees   11,728    17,778 
Professional fees   55,151    55,151 
Distribution and marketing fees   37,133    61,885 
Custodian fees and expenses   32,211    64,421 
Business permits and licenses fees   1,824    1,824 
General and administrative expenses   9,282    9,282 
Brokerage commissions   653    996 
Other expenses   2,151    2,151 
Total expenses   150,133    213,488 
           
Net (loss) income  $(106,226)  $168,632 
           
Net income per share  $0.34   $2.54 
Net (loss) income per weighted average share  $(0.54)  $1.10 
Weighted average shares outstanding   198,374    152,614 

 

The accompanying notes are an integral part of these financial statements.

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TEUCRIUM SOYBEAN FUND

STATEMENT OF CHANGES IN NET ASSETS

(Unaudited)

 

   Six months ended
   June 30, 2012
Operations     
Net income  $168,632 
      
Capital transactions     
Issuance of Shares   4,154,488 
Redemption of Shares   (4,069,742)
Total capital transactions   84,746 
Net change in net assets   253,378 
      
Net assets, beginning of period   2,186,430 
      
Net assets, end of period  $2,439,808 
Net asset value per share at beginning of period  $21.86 
      
At end of period  $24.40 

 

The accompanying notes are an integral part of these financial statements.

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TEUCRIUM SOYBEAN FUND

STATEMENT OF CASH FLOWS

(Unaudited)

 

   Six months ended
   June 30, 2012
Cash flows from operating activities:     
Net income  $168,632 
Adjustments to reconcile net income to net cash provided by operating activities:     
Net change in unrealized appreciation or depreciation on commodity futures contracts   (302,707)
Changes in operating assets and liabilities:     
Collateral, due from broker   251,582 
Interest receivable   (21)
Other assets   (35,785)
Management fee payable to Sponsor   1,184 
Other liabilities   17,405 
Net cash provided by operating activities   100,290 
      
Cash flows from financing activities:     
Proceeds from sale of Shares   4,154,488 
Redemption of Shares   (4,069,742)
Net cash provided by financing activities   84,746 
      
Net change in cash and cash equivalents   185,036 
Cash and cash equivalents, beginning of period   2,055,369 
Cash and cash equivalents, end of period  $2,240,405 

 

The accompanying notes are an integral part of these financial statements.

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NOTES TO FINANCIAL STATEMENTS

June 30, 2012

(Unaudited)

 

Note 1 – Organization and Operation

 

Teucrium Soybean Fund (referred to herein as “SOYB” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “SOYB,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for soybean interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.

 

The investment objective of the Fund is to have the daily changes in percentage terms of the Shares’ Net Asset Value (“NAV”) reflect the daily changes in percentage terms of a weighted average of the closing settlement prices for three futures contracts for soybeans (“Soybean Futures Contracts”) that are traded on the Chicago Board of Trade (“CBOT”).  Except as described in the following paragraph, the three Soybean Futures Contracts will be: (1) second-to-expire CBOT Soybean Futures Contract, weighted 35%, (2) the third-to-expire CBOT Soybean Futures Contract, weighted 30%, and (3) the CBOT Soybean Futures Contract expiring in the November following the expiration month of the third-to-expire contract, weighted 35%.

 

The Fund commenced investment operations on September 19, 2011 and has a fiscal year ending December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is a member of the National Futures Association (the “NFA”) and became a commodity pool operator registered with the Commodity Futures Trading Commission (the “CFTC”) effective November 10, 2009. 

 

On June 17, 2011, the Fund’s initial registration of 10,000,000 shares on Form S-1 was declared effective by the SEC. On September 19, 2011, the Fund listed its shares on the NYSE Arca under the ticker symbol “SOYB.” On the business day prior to that, the Fund issued 100,000 shares in exchange for $2,500,000 at the Fund’s initial NAV of $25 per share. The Fund also commenced investment operations on September 19, 2011 by purchasing soybean commodity futures contracts traded on the CBOT. On December 31, 2010, the Fund had four shares outstanding, which were owned by the Sponsor.

 

The accompanying unaudited 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 disclosures 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 Fund’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K and Form 10-K/A, as well as the most recent amendment to Form S-1, dated July 6, 2012, as applicable. The operating results from January 1, 2012 through June 30, 2012 are not necessarily indicative of the results to be expected for the full year ending December 31, 2012.

 

Note 2 – Summary of Significant Accounting Policies

 

Basis of Presentation

 

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.

 

Revenue Recognition

 

Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on commodity futures contracts are reflected in the statements of operations as the difference between the original contract amount and the fair  market value as of the last business day of the year or as of the last date of the financial statements. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. Interest on cash equivalents and deposits with the Futures Commission Merchant are recognized on the accrual basis. The Fund earns interest on its assets denominated in U.S. dollars on deposit with the Futures Commission Merchant. In addition, the Fund earns interest on funds held at the custodian at prevailing market rates for such investments.

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Brokerage Commissions

 

Brokerage commissions on all open commodity futures contracts are accrued on a full-turn basis.

 

Income Taxes

 

For tax purposes, the Fund will be treated as a partnership.  The Fund does not record a provision for income taxes because the partners report their share of the Fund’s income or loss on their income tax returns.  The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes. In accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification Topic (“ASC”) 740-10-25-6, “Accounting for Uncertainty in Income Taxes,” the Fund 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 related appeals or litigation processes, based on the technical merits of the position.  The Fund files an income tax return in the U.S. federal jurisdiction, and may file income tax returns in various U.S. states and foreign jurisdictions.  The Fund is subject to income tax examinations by major taxing authorities for all tax years since 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 the Fund recording a tax liability that reduces net assets.  Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of June 30, 2012 and December 31, 2011.  However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.

 

The Fund 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 June 30, 2012 and December 31, 2011.

 

The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.  The Fund’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

 

Creations and Redemptions

 

Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. New York time on the day the order to create the basket is properly received.

 

Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. New York time on the day the order to redeem the basket is properly received.

 

The size of a Creation Basket and a Redemption basket was changed effective March 5, 2012 from 50,000 to 25,000 shares.

  

The Fund receives or pays the proceeds from shares 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 the Fund’s statements of assets and liabilities as receivable for shares sold. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed. 

 

As outlined in the most recent Amendment to the Form S-1 dated July 6, 2012, 50,000 represents two Redemption Baskets for the Fund and a minimum level of shares.

 

Allocation of Shareholder Income and Losses

 

Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.

 

Cash Equivalents

 

Cash equivalents are highly-liquid investments with original maturity dates of three months or less at inception.  The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly-liquid nature and short-term maturities. The Fund has a substantial portion of its assets on deposit with banks. Assets deposited with the

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bank may, at times, exceed federally insured limits. The Fund had a balance of $2,240,405 and $2,055,369 in money market funds at June 30, 2012 and December 31, 2011, respectively; these balances are included in cash and cash equivalents on the statements of assets and liabilities.  

 

Collateral, Due from/to Broker

 

Margin is the minimum amount of funds that must be deposited by a commodity interest trader with the trader’s broker to initiate and maintain an open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased or sold. Futures contracts are customarily bought and sold on initial margin that represents a very small percentage of the aggregate purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets may create profits and losses that, in relation to the amount invested, are greater than are customary in other forms of investment or speculation. As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over-the-counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.

 

When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.

 

Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.

 

Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.

 

Calculation of Net Asset Value

 

The Fund’s NAV is calculated by:

 

Taking the current market value of its total assets,
Subtracting any liabilities, and

 

The administrator, the Bank of New York Mellon, calculates the NAV of the Fund once each trading day.  It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. New York time.  The NAV for a particular trading day is released after 4:15 p.m. New York time.

 

In determining the value of Soybean Futures Contracts, the administrator uses the CBOT closing price (typically 3:00 p.m. New York time).  The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. New York time. The value of over-the-counter soybean interests is determined based on the value of the commodity or futures contract underlying such soybean interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such soybean interest.  For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day.  Treasury securities held by the Fund are valued by the administrator using values received from recognized third-party vendors and dealer quotes.  NAV includes any unrealized profit or loss on open soybean interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.

 

Market value per share represents the closing price on the last trading day of the quarter as reported by the NYSE Arca. If such a closing price is not available, the bid/ask midpoint at 4 p.m. as reported by the NYSE Arca was used.

 

Sponsor Fee and Allocation of Expenses

 

The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Fund. For these services, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net

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assets, at a rate equal to 1.00% per annum. For the period from January 1, 2012 through June 30, 2012, the Fund recorded $17,778 in management fees to the Sponsor. The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, the Financial Industry Regulatory Authority (“FINRA”), formerly the National Association of Securities Dealers, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. For an initial period, the Sponsor waived the payment by the Fund of certain expenses. This election was subject to change by the Sponsor, at its discretion. For the period April 1, 2012 to June 30, 2012, this resulted in no reduction of fees paid by the Fund. For the period January 1, 2012 to June 30, 2012, this resulted in a reduction of fees to the Fund of approximately $4,200. Certain aggregate expenses common to all Funds managed by the Sponsor are allocated to each Fund based on activity drivers deemed most appropriate by the Sponsor for such expenses. All asset-based fees and expenses are calculated on the prior day’s net assets.

 

Use of Estimates

 

The preparation of financial statements in conformity with U.S. GAAP requires 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 financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.

 

Fair Value - Definition and Hierarchy

 

In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.

 

In determining fair value, the Fund uses various valuation approaches.  In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.  Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund.  Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.  The fair value hierarchy is categorized into three levels based on the inputs as follows:

 

Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.  Valuation adjustments and block discounts are not applied to Level 1 securities.  Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment.

 

Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

 

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

 

The availability of valuation techniques and observable inputs can vary from security to security and is affected by a wide variety of factors including, the type of security, whether the security is new and not yet established in the marketplace, and other characteristics particular to the transaction.  To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment.  Those estimated values do not necessarily represent the amounts that may be ultimately realized due to the occurrence of future circumstances that cannot be reasonably determined.  Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the securities existed.  Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for securities categorized in Level 3.  In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.  In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety falls, is determined based on the lowest level input that is significant to the fair value measurement.

 

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure.  Therefore, even when market assumptions are not readily available, the Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date.  The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation.  In periods of market dislocation, the observability of prices and inputs may be reduced for many securities.  This condition could cause a security to be reclassified to a lower level within the fair value hierarchy.  When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation, but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3) and will report such NAV in its applicable financial statements and reports.

 

On June 30, 2012 and December 31, 2011, in the opinion of the Trust and the Fund, the reported value of the Soybean Futures Contracts traded on the CBOT fairly reflected the value of the Soybean Futures Contracts held by the Fund, and no adjustments were necessary.

 

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The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations.  Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the Chicago Board of Trade (“CBOT”) or the New York Mercantile Exchange (“NYMEX”), or reported on another national market, are generally categorized in Level 1 of the fair value hierarchy.  OTC derivatives contracts (such as forward and swap contracts) which may be valued using models, depending on whether significant inputs are observable or unobservable, are categorized in Levels 2 or 3 of the fair value hierarchy.  

 

Net Income (Loss) per Share

 

Net income (loss) per share is the difference between the NAV per unit at the beginning of each period and 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 created or redeemed based on the amount of time the units were outstanding during such period.

 

New Accounting Pronouncements

 

In December 2011, the FASB issued ASU No. 2011-11, “Balance Sheet (Topic 210): Amendments of the FASB Accounting Standards Codification and Disclosures about Offsetting Assets and Liabilities in U.S. GAAP and IFRS.” ASU No. 2011-11 clarifies existing requirements for balance sheet offsetting and for disclosures about the offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position in converged guidance of the FASB and the International Accounting Standards Board. The amendments are to be applied retrospectively for all comparative periods presented. For public entities, the amendments are effective for annual reporting periods beginning on or after January 1, 2013. The implementation of ASU No. 2011-11 will not be adopted prior to January 1, 2013, and we are evaluating the material impacts on the financial statement disclosures for the Fund.

 

Note 3 – Fair Value Measurements

 

The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 2.  The following table presents information about the Fund’s assets and liabilities measured at fair value as of June 30, 2012 and December 31, 2011:

 

June 30, 2012           Balance
            as of
            June 30,
Assets:  Level 1  Level 2  Level 3  2012
Cash equivalents  $2,240,405   $-   $-   $2,240,405 
Soybean futures contracts   148,038    -    -    148,038 
Total  $2,388,443   $-   $-   $2,388,443 

 

December 31, 2011           Balance
            as of
            December 31,
Assets:  Level 1  Level 2  Level 3  2011
Cash equivalents  $2,055,369   $-   $-   $2,055,369 
Soybean futures contracts   9,994    -    -    9,994 
Total  $2,065,363   $-   $-   $2,065,363 

 

            Balance
            as of
            December 31,
Liabilities:  Level 1  Level 2  Level 3  2011
Soybean futures contracts  $164,663   $-   $-   $164,663 
                     

 

During the period ended June 30, 2012 the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.

 

Note 4 -Derivative Instruments and Hedging Activities

 

In the normal course of business, the Fund utilizes derivative contracts in connection with its proprietary trading activities.  Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment.  The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price

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risks.  In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of  its counterparties to meet the terms of their contracts.  For the period ended June 30 2012, the Fund had invested only in soybean commodity futures contracts.

 

Futures Contracts

 

The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

 

The purchase and sale of futures contracts requires margin deposits with a Futures Commission Merchant (“FCM”).  Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund.  Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.

 

The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM's proprietary activities.  A customer's cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements.  In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available.  It is possible that the recovery amount could be less than the total of cash and other equity deposited.

 

The following tables identify the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk, at June 30, 2012 and December 31, 2011.  Balances are presented on a gross basis, prior to the application of the impact of counterparty and collateral netting.  The following tables also identify the net gain and loss amounts included in the statements of operations as realized and unrealized gains and losses on trading of commodity futures contracts, categorized by primary underlying risk, for the period from April 1, 2012 to June 30, 2012 and for the period from January 1, 2012 to June 30, 2012.

 

At June 30, 2012, the fair value of derivative instruments was as follows:

 

Primary Underlying Risk   Asset Derivatives     Liability Derivatives     Net Derivatives  
Commodity price                  
Soybean futures contracts   $ 148,038     $ -     $ 148,038  
                         

 

At December 31, 2011, the fair value of derivative instruments was as follows:

 

Primary Underlying Risk   Asset Derivatives     Liability derivatives     Net Derivatives  
Commodity price                  
Soybean futures contracts   $ 9,994     $ (164,663 )   $ (154,669 )
                         

 

The following is a summary of realized and unrealized gains and losses of the derivative instruments utilized by the Fund:

 

For the period from April 1, 2012 to June 30, 2012

 

    Realized Gain on     Net Change in Unrealized Loss   
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity price                
Soybean futures contracts   $ 67,640     $ (24,765)  

 

For the period from January 1, 2012 to June 30, 2012

 

    Realized Gain on     Net Change in Unrealized Gain   
Primary Underlying Risk   Derivative Instruments     on Derivative Instruments  
Commodity price                
Soybean futures contracts   $ 77,981     $ 302,707  

 

 

 

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Volume of Derivative Activities

 

At June 30, 2012, the notional amounts and number of contracts, categorized by primary underlying risk, were as follows:

 

    Long Exposure  
    Notional     Number  
Primary Underlying Risk   Amounts     of Contracts  
Commodity price                
Soybean futures contracts   $ 2,452,425       36  

 

At December 31, 2011, the notional amounts and number of contracts, categorized by primary underlying risk, were as follows:

 

    Long Exposure  
    Notional     Number  
Primary Underlying Risk   Amounts     of Contracts  
Commodity price                
Soybean futures contracts   $ 2,177,038       36  

 

Note 5Financial Highlights

 

The following table presents per unit performance data and other supplemental financial data for the period January 1, 2012 through June 30, 2012. This information has been derived from information presented in the financial statements.

 

Per Share Operation Performance     
Net asset value at beginning of period  $21.86 
Income from investment operations:     
Investment income   0.01 
Net realized and unrealized gain on commodity futures contracts   3.93 
Total Expenses   (1.40)
Net increase in net asset value   2.54 
Net asset value at end of period  $24.40 
Total Return   11.62%
Ratios to Average Net Assets (Annualized)     
Total expense   12.11%
Net investment loss   (12.03)%

 

Total returns are calculated based on the change in value during the period. An individual shareholder’s total return and ratios may vary from the above total returns and ratios based on the timing of contributions to and withdrawals from the Fund.  The ratios, excluding non-recurring expenses, have been annualized.

 

The financial highlights per share data are calculated using the average of the daily shares outstanding for the reporting period, which is inclusive of the last day of the period under report. The asset-based per share data in the financial highlights are calculated using the prior day’s net assets consistent with the methodology used to calculate asset-based fees and expenses.

 

For an initial period, the Sponsor waived the payment by the Fund of certain expenses. This election was subject to change by the Sponsor, at its discretion. For the period January 1, 2012 to June 30, 2012, this resulted in a reduction of fees to the Fund of approximately $4,200.

 

Note 6 – Organizational and Offering Costs

 

Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees, were borne directly by the Sponsor. The Fund will not be obligated to reimburse the Sponsor.

 

Note 7 – Subsequent Events

 

The Trust evaluates subsequent events through the date when financial statements are filed with the SEC.

 

For the period July 1, 2012 through August 9, 2012 there was nothing to report.

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TEUCRIUM SUGAR FUND

STATEMENTS OF ASSETS AND LIABILITIES

 

   June 30, 2012  December 31, 2011
   (Unaudited)   
Assets          
           
Equity in BNY Mellon trading accounts:          
Cash and cash equivalents  $882,866   $2,051,003 
Collateral, due from broker   136,276    398,593 
Interest receivable   66    86 
Other assets   29,692    - 
Total assets   1,048,900    2,449,682 
           
Liabilities          
           
Sugar futures contracts   60,984    138,198 
Management fee payable to Sponsor   1,674    1,973 
Other liabilities   21,204    3,262 
Total liabilities   83,862    143,433 
           
Net assets  $965,038   $2,306,249 
           
Shares outstanding   50,004    100,004 
           
Net asset value per share  $19.30   $23.06 
           
Market value per share  $19.23   $22.93 

 

The accompanying notes are an integral part of these financial statements.

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TEUCRIUM SUGAR FUND

SCHEDULE OF INVESTMENTS

June 30, 2012

(Unaudited)