UNITED STATES

 

 

  

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 March 31, 2016.

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



 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the last practicable date.

 

 

 

Total Number of Outstanding

Shares as of May 6, 2016

 

Teucrium Corn Fund 2,900,004
Teucrium Sugar Fund 525,004
Teucrium Soybean Fund 600,004
Teucrium Wheat Fund 3,075,004
Teucrium Agricultural Fund 50,002

 

 

 

 

TEUCRIUM COMMODITY TRUST

 

Table of Contents

 

 

 

  

 

 

 

Part I. FINANCIAL INFORMATION

 

Item 1.   Financial Statements.

 

Index to Financial Statements

 

Documents   Page
TEUCRIUM COMMODITY TRUST  
     
Combined Statements of Assets and Liabilities at March 31, 2016 (Unaudited) and December 31, 2015   5
     
Combined Schedule of Investments at March 31, 2016 (Unaudited) and December 31, 2015   6
     
Combined Statements of Operations (Unaudited) for the three months ended March 31, 2016 and 2015   8
     
Combined Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2016 and 2015   9
     
Combined Statements of Cash Flows (Unaudited) for the three months ended March 31, 2016 and 2015   10
     
Notes to Combined Financial Statements   11
     
TEUCRIUM CORN FUND    
     
Statements of Assets and Liabilities at March 31, 2016 (Unaudited) and December 31, 2015   23
     
Schedule of Investments at March 31, 2016 (Unaudited) and December 31, 2015   24
     
Statements of Operations (Unaudited) for the three months ended March 31, 2016 and 2015   25
     
Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2016 and 2015   26
     
Statements of Cash Flows (Unaudited) for the three months ended March 31, 2016 and 2015   27
     
Notes to Financial Statements   28
     
TEUCRIUM SOYBEAN FUND    
     
Statements of Assets and Liabilities at March 31, 2016 (Unaudited) and December 31, 2015   38
     
Schedule of Investments at March 31, 2016 (Unaudited) and December 31, 2015   39
     
Statements of Operations (Unaudited) for the three months ended March 31, 2016 and 2015   41
     
Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2016 and 2015   42
     
Statements of Cash Flows (Unaudited) for the three months ended March 31, 2016 and 2015   43
     
Notes to Financial Statements   44
     
TEUCRIUM SUGAR FUND    
     
Statements of Assets and Liabilities at March 31, 2016 (Unaudited) and December 31, 2015   54
     
Schedule of Investments at March 31, 2016 (Unaudited) and December 31, 2015   55
     
Statements of Operations (Unaudited) for the three months ended March 31, 2016 and 2015   57
     
Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2016 and 2015   58
     
Statements of Cash Flows (Unaudited) for the three months ended March 31, 2016 and 2015   59
     
Notes to Financial Statements   60

 

 

 

     

 

 

 

 


TEUCRIUM COMMODITY TRUST

COMBINED STATEMENTS OF ASSETS AND LIABILITIES

 

 

March 31, 2016

December 31, 2015

 
    (Unaudited)        
Assets                
Cash and cash equivalents   $ 92,096,802     $ 92,561,610  
Interest receivable

1,268


776
Restricted cash      268,684       307,683  
Other assets     1,009,210       723,450  
Capital shares receivable     901,255        -  
Equity in trading accounts:                
   Commodity futures contracts     509,944       380,231  
   Due from broker     8,316,371       11,790,423  
      Total equity in trading accounts     8,826,315       12,170,654  
Total assets   $ 103,103,534     $ 105,764,173  
                 
Liabilities                
Management fee payable to Sponsor     80,549       82,863  
Other liabilities     14,376       8,147  
Equity in trading accounts:                
   Commodity futures contracts     5,614,350       6,071,676  
   Due to broker     62,786       -  
      Total equity in trading accounts     5,677,136       6,071,676  
Total liabilities     5,772,061       6,162,686  
                 
Net assets   $ 97,331,473     $ 99,601,487  

 

 

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

 

 

 

 

TEUCRIUM COMMODITY TRUST

COMBINED SCHEDULE OF INVESTMENTS

March 31, 2016

(Unaudited)

                   
Description: Assets   Fair Value     Percentage of
Net Assets
    Shares  
                         
Cash equivalents                        
Money market funds                        
   Fidelity Institutional Prime Money Market Portfolio (cost $5,552,887)   $ 5,552,887       5.71 %     5,552,887  
                         
                    Notional Amount  
                    (Long Exposure)  
Commodity futures contracts                        
United States soybean futures contracts                        
   CBOT soybean futures JUL16 (82 contracts)   $ 103,013       0.11 %   $ 3,762,775  
   CBOT soybean futures NOV17 (83 contracts)      45,350        0.05        3,801,400  
                         
United States sugar futures contracts                        
   ICE sugar futures JUL16 (111 contracts)     172,659       0.18       1,920,744  
   ICE sugar futures OCT16 (95 contracts)     90,642       0.09       1,660,904  
   ICE sugar futures MAR17 (108 contracts)     98,280       0.10       1,940,198  
Total commodity futures contracts   $ 509,944       0.53 %   $ 13,086,021  
                         
              Percentage of     Notional Amount  
Description: Liabilities     Fair Value       Net Assets     (Long Exposure)  
                         
Commodity futures contracts                        
United States corn futures contracts                        
  CBOT corn futures JUL16 (1,093 contracts)   $ 1,670,525       1.72 %   $ 19,441,738  
  CBOT corn futures SEP16 (925 contracts)     627,200       0.64       16,673,125  
  CBOT corn futures DEC16 (1,056 contracts)     1,762,925       1.81       19,470,000  
                         
United States soybean futures contracts                        
   CBOT soybean futures NOV16 (70 contracts)     26,225       0.03       3,236,625  
                         
United States wheat futures contracts                        
   CBOT wheat futures JUL16 (371 contracts)     335,425       0.34       8,917,913  
   CBOT wheat futures SEP16 (312 contracts)     44,400       0.05     7,647,900  
   CBOT wheat futures DEC16 (353 contracts)     1,147,650       1.18     8,895,600  
Total commodity futures contracts   $

5,614,350

      5.77 % $ 84,282,901  
                         
                      Shares  
Exchange-traded funds*                        
  Teucrium Corn Fund   $ 310,147       0.32 %     15,358  
  Teucrium Soybean Fund     337,629       0.35       18,731  
  Teucrium Sugar Fund     348,117       0.36       33,074  
  Teucrium Wheat Fund     337,285       0.35       37,437  
Total exchange-traded funds (cost $2,110,321)   $ 1,333,178       1.38 %        
                         
*The Trust eliminates the shares owned by the Teucrium Agricultural Fund from its combined statements of assets and liabilities due to the fact that these represent holdings of the Underlying Funds owned by the Teucrium Agricultural Fund, which are included as shares outstanding of the Underlying Funds.
                         

 

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

 

 



TEUCRIUM COMMODITY TRUST

COMBINED SCHEDULE OF INVESTMENTS

December 31, 2015

 


              Percentage of          
Description: Assets     Fair Value       Net Assets       Shares  
                         
Cash equivalents                        
Money market funds                        
    Fidelity Institutional Prime Money Market Portfolio (cost $2,539,642)   $ 2,539,642       2.55 %     2,539,642  
                         
                      Notional Amount  
                      (Long Exposure)  
Commodity futures contracts                        
United States soybean futures contracts                        
   CBOT soybean futures MAY16 (45 contracts)   $ 16,175       0.02 %   $ 1,956,375  
                         
United States sugar futures contracts                        
   ICE sugar futures MAY16 (115 contracts)     151,973       0.15       1,921,696  
   ICE sugar futures JUL16 (101 contracts)      199,517       0.20       1,656,077  
   ICE sugar futures MAR17 (114 contracts)     12,566       0.01       1,927,968  
Total commodity futures contracts   $ 380,231       0.38 %   $ 7,462,116  
                         
              Percentage of       Notional Amount  
Description: Liabilities     Fair Value        Net Assets       (Long Exposure)  
                         
Commodity futures contracts                        
United States corn futures contracts                        
    CBOT corn futures MAY16 (1,172 contracts)   $ 1,910,013       1.92 %   $ 21,359,700  
    CBOT corn futures JUL16 (988 contracts)     925,750       0.93       18,302,700  
    CBOT corn futures DEC16 (1,117 contracts)     1,072,787       1.08        21,390,550  
                         
United States soybean futures contracts                        
    CBOT soybean futures MAR16 (52 contracts)     30,075       0.03       2,247,050  
    CBOT soybean futures NOV16 (52 contracts)     208,587       0.21       2,295,150  
                         
United States wheat futures contracts                        
    CBOT wheat futures MAR16 (390 contracts)     379,713       0.38       9,291,750  
    CBOT wheat futures JUL16 (330 contracts)     331,313       0.33       7,973,625  
    CBOT wheat futures DEC16 (366 contracts)     1,213,438       1.22       9,287,250  
Total commodity futures contracts   $ 6,071,676       6.10 %   $ 92,147,775  
                         
Exchange-traded funds*                     Shares  
     Teucrium Corn Fund   $ 326,157       0.33 %     15,538  
     Teucrium Soybean Fund     331,730       0.33       19,131  
     Teucrium Sugar Fund     345,281       0.35       34,474  
     Teucrium Wheat Fund     321,433       0.32       35,137  
Total exchange-traded funds (cost $2,126,379) $ 1,324,601       1.33 %        



*The Trust eliminates the shares owned by the Teucrium Agricultural Fund from its combined statements of assets and liabilities due to the fact that these represent holdings of the Underlying Funds owned by the Teucrium Agricultural Fund, which are included as shares outstanding of the Underlying Funds.


 


TEUCRIUM COMMODITY TRUST

COMBINED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

Three months ended

 

Three months ended

 

March 31, 2016

 

March 31, 2015

Income              
Realized and unrealized gain (loss) on trading of commodity futures contracts:              
   Realized gain (loss) on commodity futures contracts   $ (2,562,421 )   $ (1,222,298 )
Net change in unrealized appreciation or depreciation on commodity futures contracts     587,039       (8,403,449 )
Interest Income     126,721       8,352  
       Total loss     (1,848,661 )     (9,617,395 )
                 
Expenses                
   Management fees     240,483       303,383  
   Professional fees     289,151       376,844  
   Distribution and marketing fees     468,826       252,599  
   Custodian fees and expenses     60,936       46,456  
   Business permits and licenses fees     25,690       25,676  
   General and administrative expenses     58,362       61,751  
   Brokerage commissions     26,674       26,958  
   Other expenses     19,788       10,071  
           Total expenses     1,189,910       1,103,738  
                 

Expenses waived by the Sponsor

     (35,337      (100,556
                 
Total expenses, net      1,154,573        1,003,182  
                 
Net loss   $ (3,003,234 )   $ (10,620,577 )

 

 

 

 

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

 


TEUCRIUM COMMODITY TRUST

COMBINED STATEMENTS OF CHANGES IN NET ASSETS

(Unaudited)

   

Three months ended

   

Three months ended

 
   

March 31, 2016

   

March 31, 2015

 
Operations                
Net loss   $ (3,003,234 )   $ (10,620,577 )
Capital transactions                
   Issuance of Shares     9,475,213       4,465,610  
Redemption of Shares
    (8,742,663     (30,202,027
Net change in the cost of the Underlying Funds
    670     (231 )
Total capital transactions     733,220     (25,736,648
                 
Net change in net assets     (2,270,014 )     (36,357,225
                 
Net assets, beginning of period     99,601,487      145,351,972    
                 
Net assets, end of period   $ 97,331,473     $ 108,994,747  

 

 

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

 



TEUCRIUM COMMODITY TRUST

COMBINED STATEMENTS OF CASH FLOWS

(Unaudited)

    Three months ended     Three months ended  
    March 31, 2016     March 31, 2015  
Cash flows from operating activities:                
   Net loss   $ (3,003,234 )   $ (10,620,577 )
Adjustments to reconcile net loss to net cash used in operating activities:                
   Net change in unrealized appreciation or depreciation on commodity futures contracts     (587,039)     8,403,449
hanges in operating assets and liabilities:                
      Due from broker     3,474,052
    (5,441,317
      Interest receivable     (492)     2,683
      Restricted cash     38,999
    -
      Other assets     (285,760 )     (205,973)
      Due to broker     62,786     (60,805
      Management fee payable to Sponsor     (2,314)     (36,528
      Other liabilities     6,229     36,870  
   Net cash used in operating activities     (296,773)     (7,922,198)
                 
Cash flows from financing activities:                
      Proceeds from sale of Shares     8,573,958       4,465,610  
      Redemption of Shares     (8,742,663)     (32,198,212 )
      Net change in cost of the Underlying Funds     670       (231
Net cash used in financing activities     (168,035     (27,732,833
     
         
Net change in cash and cash equivalents     (464,808     (35,655,031
Cash and cash equivalents, beginning of period     92,561,610       142,423,637  
Cash and cash equivalents, end of period   $ 92,096,802     $ 106,768,606  

 

 

 

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

 




NOTES TO COMBINED FINANCIAL STATEMENTS

March 31, 2016

(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 five series: Teucrium Corn Fund (“CORN”), 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”). Two additional series, the Teucrium Natural Gas Fund (“NAGS”) and the Teucrium WTI Crude Oil Fund (“CRUD”) commenced operations in 2011; these, however, ceased trading and were deregistered effective with the close of trading on December 18, 2014. Liquidation of NAGS and CRUD was completed prior to December 31, 2014 and the Form 15 was filed on January 9, 2015.

 

On June 5, 2010, the initial 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 April 30, 2013, a subsequent registration statement for CORN was declared effective by the SEC.

 

On June 17, 2011, the initial 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 June 30, 2014, subsequent registration statements for CANE, SOYB and WEAT were declared effective by the SEC.

 

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.  On April 30, 2015, a subsequent registration statement for TAGS was declared effective by the SEC.

 

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 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, as applicable. The operating results for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected for the full year ending December 31, 2016.

 

Subject to the terms of the Trust Agreement, Teucrium Trading, LLC in its capacity as the Sponsor ("Sponsor") may terminate a Fund at any time, regardless of whether the Fund has incurred losses, including, for instance, if it determines that the Fund’s aggregate net assets in relation to its operating expenses make the continued operation of the Fund unreasonable or imprudent. However, no level of losses will require the Sponsor to terminate a Fund.



Note 2 – Principal Contracts and Agreements

On August 17, 2015 (the “Conversion Date”), U.S. Bank N.A. replaced The Bank of New York Mellon as the Custodian for the Funds. The principal business address for U.S. Bank N.A. is 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin 53212.  U.S. Bank N.A. is a Wisconsin state chartered bank subject to regulation by the Board of Governors of the Federal Reserve System and the Wisconsin State Banking Department.  The principal address for U.S. Bancorp Fund Services, LLC (“USBFS”) is 777 East Wisconsin Avenue, Milwaukee, WI, 53202. In addition, effective on the Conversion Date, USBFS, a wholly owned subsidiary of U.S. Bank, commenced serving as administrator for each Fund, performing certain administrative and accounting services and preparing certain SEC reports on behalf of the Funds, and also became the registrar and transfer agent for each Fund’s Shares. For such services, U.S. Bank and USBFS will receive an asset-based fee, subject to a minimum annual fee.  The Sponsor does not anticipate any material change to the expenses for any Fund, net of expenses waived by the Sponsor, as a result of the servicing conversion to USBFS and U.S. Bank.

Given this conversion, beginning with the quarter ended June 30, 2015 and for the year-ended December 31, 2015, the combined statements of operations reflected an expense, before and after fees waived by the Sponsor, for fees associated with Custodian, Fund Administration and Transfer Agent services (“Custodian Fees”) that have or will be paid to the Bank of New York Mellon by a Fund or by the Sponsor on behalf of a Fund.  The Custodian Fees reflected in the financial statements through December 31, 2015, net of expenses waived by the Sponsor, are generally as had been presented in prior periods of 2015. Therefore, for the quarter ended March 31, 2015, the Custodian Fees reflected for that period do not include any increase, gross or net of expenses waived by the Sponsor, for the change in service providers discussed above.

For custody services, the Funds will pay to U.S. Bank N.A. 0.0075% of average gross assets up to $1 billion, and .0050% of average gross assets over $1 billion, annually, plus certain per-transaction charges. For Transfer Agency, Fund Accounting and Fund Administration services, which are based on the total assets for all the Funds in the Trust, the Funds will pay to USBFS 0.06% of average gross assets on the first $250 million, 0.05% on the next $250 million, 0.04% on the next $500 million and 0.03% on the balance over $1 billion annually. A combined minimum annual fee of up to $64,500 for custody, transfer agency, accounting and administrative services is assessed per Fund. For the three months ended March 31, 2016 and 2015, the Funds recognized $60,936 and $46,456, respectively, for these services, which was recorded in custodian fees and expenses on the combined statements of operations; of these expenses $765 in 2016 and $5,600 in 2015 were waived by the Sponsor.

 

The Sponsor employs Foreside Fund Services, LLC (“Foreside” or the “Distributor”) as the Distributor for the Funds. The Distribution Services Agreement among the Distributor and the Sponsor calls for the Distributor to work with the Custodian in connection with the receipt and processing of orders for Creation Baskets and Redemption Baskets and the review and approval of all Fund sales literature and advertising materials. The Distributor and the Sponsor have also entered into a Securities Activities and Service Agreement (the “SASA”) under which certain employees and officers of the Sponsor are licensed as registered representatives or registered principals of the Distributor, under Financial Industry Regulatory Authority (“FINRA”) rules. For its services as the Distributor, Foreside receives a fee of 0.01% of the Fund’s average daily net assets and an aggregate annual fee of $100,000 for all Teucrium Funds, along with certain expense reimbursements. For its services under the SASA, Foreside receives a fee of $5,000 per registered representative and $1,000 per registered location. For the three months ended March 31, 2016 and 2015, the Funds recognized $38,809 and $41,092, respectively, for these services, which was recorded in distribution and marketing fees on the combined statements of operations; of these expenses $336 in 2016 and $3,381 in 2015 were waived by the Sponsor.

On January 2, 2015, Newedge USA, LLC (“Newedge USA”) merged with and into SG Americas Securities, LLC (“SG”), with the latter as the surviving entity. On February 6, 2015 Jefferies LLC (“Jefferies”) became the Funds’ FCM and primary clearing broker. All futures contracts held by SG were transferred to Jefferies on that date. As of February 23, 2015 all residual cash balances held at SG had been transferred to Jefferies and the balance in all SG accounts was $0. Effective June 3, 2015, ED&F Man Capital Markets Inc. (“ED&F Man”) replaced Jefferies as the Underlying Funds’ FCM and the clearing broker to execute and clear the Underlying Fund’s futures and provide other brokerage-related services. As of June 4, 2015 all futures contracts and residual cash balances held at Jefferies had been transferred to ED&F Man and the balance in all Jefferies accounts was $0.

Currently, ED&F Man serves as the Underlying Funds’ clearing broker to execute and clear the Underlying Funds’ futures and provide other brokerage-related services. ED&F Man is registered as a FCM with the U.S. CFTC and is a member of the NFA.  ED&F Man is also registered as a broker/dealer with the U.S. Securities and Exchange Commission and is a member of the FINRA.  ED&F Man is a clearing member of ICE Futures U.S., Inc., Chicago Board of Trade, Chicago Mercantile Exchange, New York Mercantile Exchange, and all other major United States commodity exchanges.  For Corn, Soybean, Sugar and Wheat Futures Contracts ED&F Man, Jefferies and SG was paid $8.00 per round turn. Effective January 1, 2016, ED&F Man, increased the per round-term charge for futures contracts commission to $9.00. For the three months ended March 31, 2016 and 2015, the Funds recognized $26,674 and $26,958, respectively, for these services, which was recorded in brokerage commissions on the combined statements of operations and were paid for by the Funds.

The sole Trustee of the Trust is Wilmington Trust Company, a Delaware banking corporation.  The Trustee will accept service of legal process on the Trust in the State of Delaware and will make certain filings under the Delaware Statutory Trust Act. For its services, the Trustee receives an annual fee of $3,300 from the Trust. For the three months ended March 31, 2016 and 2015, the Funds did not recognize any expense for these services. This expense is recorded in business permits and licenses fees on the combined statements of operations.

 

 

Note 3 – Summary of Significant Accounting Policies

 

Basis of Presentation

The accompanying financial statements have been prepared on a combined basis 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, CANE, SOYB, WEAT and TAGS. Refer to the accompanying separate financial statements for each Fund for more detailed information. For the periods represented by the financial statements herein the operations of the Trust contain the results of CORN, SOYB, CANE, WEAT, and TAGS except for eliminations for TAGS as explained below for the months during which each Fund was in operation.

 

Given the investment objective of TAGS as described in Note 1 above, TAGS will buy, sell and hold, as part of its normal operations, shares of the four Underlying Funds. The Trust eliminates the shares of the other series of the Trust owned by the Teucrium Agricultural Fund from its combined statements of assets and liabilities. The Trust eliminates the net change in unrealized appreciation or depreciation on securities owned by the Teucrium Agricultural Fund from its combined statements of operations. The combined statements of changes in net assets and cash flows present a net presentation of the purchases and sales of the Underlying Funds of TAGS.

 

 

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 Merchant. 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 the trade date and on a full-turn basis.

 

Income Taxes

 

The Trust, as a Delaware statutory trust, is considered a trust for federal tax purposes and is, thus, a pass through entity. For tax purposes, the Funds will be treated as partnerships. Therefore, the Funds do not record a provision for income taxes because the shareholders 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.

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. For all tax years 2013 to 2015, the Funds remain subject to income tax examinations by major taxing authorities. 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 March 31, 2016 and for the years ended December 31, 2015, 2014 and 2013. 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 three months ended March 31, 2016 and 2015.

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.

 

 

There are a minimum number of baskets and associated shares specified for each Fund in the Fund’s respective prospectus, as amended from time to time. 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

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 2 baskets (at minimum level as of March 31, 2016 and December 31, 2015)

 

Cash Equivalents

 

Cash equivalents are highly-liquid investments with maturity dates of 90 days or less when acquired. The Trust reported its cash equivalents in the combined 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. Each Fund that is a series of the Trust has the balance of its assets on deposit with banks. The Trust had a balance of $5,552,887 and $2,539,642 in money market funds at March 31, 2016 and December 31, 2015, respectively; these balances are included in cash and cash equivalents on the combined statements of assets and liabilities. Effective in the second quarter 2015, the Sponsor invested a portion of the available cash for the Funds in alternative demand-deposit savings accounts, which is classified as cash and not as cash equivalents. The Funds had a balance of $86,543,915 on March 31, 2016 and $90,021,968 on December 31, 2015 in demand-deposit savings accounts. This change resulted in a reduction in the balance held in money market funds. Assets deposited with the bank may, at times, exceed federally insured limits.


Restricted Cash

On August 17, 2015 (the “Conversion Date”), U.S. Bank N.A. replaced The Bank of New York Mellon as the Custodian for the Funds.  Per the amended agreement between the Sponsor and The Bank of New York Mellon dated August 14, 2015, certain cash amounts for each Fund, except in the case of TAGS, are to remain at The Bank of New York Mellon until amounts for services and early termination fees are paid.  The amended agreement allows for payments for such amounts owed to be made through December 31, 2017. Cash balances that are held in custody at The Bank of New York Mellon under this amended agreement are reflected on the combined statements of assets and liabilities of the Fund and the Trust as restricted cash.


Due from/to Broker


The amount recorded by the Trust for the amount due from and to the clearing broker includes, but is not limited to, cash held by the broker, amounts payable to the clearing broker related to open transactions and payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records.

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 their 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.

 

Payable/Receivable for Securities Purchased/Sold

Due from/to broker for investments in securities are securities transactions pending settlement. The Trust and the Funds 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.

 

Sponsor Fee, Allocation of Expenses and Related Party Transactions

 

The Fund's sponsor is Teucrium Trading, LLC (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. In addition, the Sponsor elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities. In addition, 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, 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 within the Trust are allocated by the Sponsor to the respective Fund based on activity drivers deemed most appropriate by the Sponsor for such expenses, including but not limited to relative assets under management and creation and redeem order activity.

 

These aggregate common expenses include, but are not limited to, legal, auditing, accounting and financial reporting, tax-preparation, regulatory compliance, trading activities, and insurance costs, as well as fees paid to the Distributor, which are included in the related line item in the combined statements of operations. A portion of these aggregate common expenses are related to the Sponsor or related parties of principals of the Sponsor; these are necessary services to the Trust and the Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Trust and the Funds. For the three months ended March 31, 2016 and 2015; such expenses, which are primarily included as distribution and marketing fees, totaled $616,069 in 2016 and $505,669 in 2015; of these amounts, $15,577 in 2016 and $34,145 in 2015 were waived by the Sponsor. All asset-based fees and expenses for the Funds are calculated on the prior day’s net assets.

The Sponsor has the ability to elect to pay certain expenses on behalf of the Funds or waive the management fee. This election is subject to change by the Sponsor, at its discretion. Expenses paid by the Sponsor and Management fees waived by the Sponsor are, if applicable, presented as waived expenses in the statements of operations for each Fund.

For the three months ended March 31, 2016 there were $35,337 of expenses that were on the combined statements of operations of the Trust as expenses that were waived by the Sponsor. These were specifically: $14,980 for CANE and $20,357 for TAGS. The Sponsor has determined that there would be no recovery sought for these amounts in any future period.

For the three months ended March 31, 2015 there were $100,556 of expenses that were on the combined statements of operations of the Trust as expenses that were waived by the Sponsor. These were specifically: $49,150 for SOYB, $16,416 for CANE, $14,300 for WEAT, and $20,690 for TAGS. The Sponsor has determined that there would be no recovery sought for these amounts in any future period. 

 

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 futures contracts held by CORN, SOYB, CANE and WEAT, the securities of the Underlying Funds held by TAGS, and any other securities held by any Fund, together referenced throughout this filing as "financial instruments." 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 financial instrument to financial instrument and is affected by a wide variety of factors including, the type of financial instrument, whether the financial instrument 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 financial instruments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for financial instruments 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 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 financial instruments. This condition could cause a financial instrument 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 March 31, 2016 and December 31, 2015, 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 determination is made as of the settlement of the futures contracts on the last day of trading for the reporting period. In making the determination of a Level 1 or Level 2 transfer, the Funds consider the average volume of the specific underlying futures contracts traded on the relevant exchange for the periods being reported.

For the three months ended March 31, 2016 and year ended December 31, 2015, the Funds did not have any significant transfers between any of the levels of the fair value hierarchy.

 

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 and the ICE, 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 traded 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

 

Expenses

Expenses are recorded using the accrual method of accounting.


 

New Accounting Pronouncements

The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-01, “Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” The amendments in this update are intended to improve the recognitions measurement and disclosure of financial instruments. The amendments to this update are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. These amendments are required to be applied prospectively. The Trust and the Funds are currently evaluating the impact on the financial statements and disclosures.

The FASB issued ASU 2015-10, “Technical Corrections and Improvements.” The amendments in this update represent changes to clarify the Codification, correct unintended application of guidance, or make minor improvements to the Codification that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. The amendments are effective for fiscal years beginning after December 15, 2015. The adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.

The FASB issued ASU 2015-07, “Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent).” The ASU amends ASC 820 to create a practical expedient to measure the fair value of investments in certain entities that do not have a quoted market price but calculate net asset value per share or its equivalent. In addition, the amendments to ASC 820 provide guidance on classifying investments that are measured using the practical expedient in the fair value hierarchy and require specific disclosures for eligible investments, regardless of whether the practical expedient has been applied. The amendments in this Update are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. These amendments are required to be applied retrospectively to all periods presented. The adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.

The FASB issued ASU 2015-06, “Earnings per Share (Topic 260): Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions.” The amendments specify how earnings (losses) of a transferred business before the date of a dropdown transaction should be allocated to the various interest holders in a master limited partnership for purposes of calculating earning per unit under the two-class method. The amendments to this update are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The amendments are required to be applied retrospectively for all periods presented. The adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.

The FASB issued ASU 2015-02, “Consolidation (Topic 810): Amendments to the Consolidation Analysis.” The amendments are intended to improve targeted areas of consolidation guidance for legal entities such as limited partnerships, limited liability corporations, and securitization structures. The amendments to this update are effective for periods beginning after December 15, 2015. These amendments are required to be applied retrospectively for all periods presented. The adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.

The FASB issued ASU 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” The amendments in this update change the requirements for reporting discontinued operations in Subtopic 2015-20.  A significant provision of ASU 2014-08 calls for reporting as discontinued operations only those disposals that represent a strategic shift or have a major impact on the entity’s financial results and operations. The Company elected to early adopt this ASU for the year ended December 31, 2014 and the adoption did not have a significant impact on the financial statements and disclosures of the Trust or the Funds, even with the liquidation of CRUD and NAGS in December 2014.

 


Note 4 – 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 3. The following table presents information about the Trust’s assets and liabilities measured at fair value as of March 31, 2016 and December 31, 2015:

 

March 31, 2016

 

                      Balance as of  
Assets:   Level 1     Level 2     Level 3    

March 31, 2016

 
Cash equivalents   $ 5,552,887     $ -     $ -     $ 5,552,887  
Commodity futures contracts                                
Soybean futures contracts     148,363       -       -       148,363  
Sugar futures contracts     361,581       -       -       361,581  
Total   $ 6,062,831     $ -     $ -     $ 6,062,831  
                         
                      Balance as of  
Liabilities:   Level 1     Level 2     Level 3    

March 31, 2016

 
Commodity futures contracts                                
Corn futures contracts   $ 4,060,650     $ -     $ -     $ 4,060,650  
Soybean futures contracts     26,225       -       -       26,225  
Wheat futures contracts     1,527,475       -       -       1,527,475  
Total   $ 5,614,350     $ -     $ -     $ 5,614,350  
                         

December 31, 2015

                       
                      Balance as of  
Assets:   Level 1     Level 2     Level 3    

December 31, 2015

 
Cash equivalents   $ 2,539,641     $ -     $ -     $ 2,539,641  
Commodity futures contracts                                
Soybean futures contracts     16,175       -       -       16,175  
Sugar futures contracts     364,056       -       -       364,056  
Total   $ 2,919,872     $ -     $ -     $ 2,919,872  

 

                      Balance as of  
Liabilities:   Level 1     Level 2     Level 3    

December 31, 2015

 
Commodity futures contracts                                
Corn futures contracts   $ 3,908,550     $ -     $ -     $ 3,908,550  
Soybean futures contracts     238,662       -       -       238,662  
Wheat futures contracts     1,924,464       -       -       1,924,464  
Total   $ 6,071,676     $ -     $ -     $ 6,071,676  

 

For the three months ended March 31, 2016 and year ended December 31, 2015, the Funds did not have any significant transfers between any of the levels of the fair value hierarchy. 

 

See the Fair Value - Definition and Hierarchy section in Note 3 above for an explanation of the transfers into and out of each level of the fair value hierarchy.


 

Note 5 – 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 three months ended March 31, 2016 and 2015, the Funds invested only in commodity futures contracts specifically related to each Fund.

 

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 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 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 table discloses information about offsetting assets and liabilities presented in the statements of assets and liabilities to enable users of these financial statements to evaluate the effect or potential effect of netting arrangements for recognized assets and liabilities. These recognized assets and liabilities are presented as defined in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Update (“ASU”) No. 2011-11 “Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities” and subsequently clarified in FASB ASU 2013-01 “Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities.”


The following table also identifies the fair value amounts of derivative instruments included in the statements of assets and liabilities as derivative contracts, categorized by primary underlying risk and held by the FCM, ED&F Man as of March 31, 2016 and December 31, 2015. 

 

Offsetting of Financial Assets and Derivative Assets as of March 31, 2016

    (i)     (ii)     (iii) = (i) – (ii)     (iv)     (v) = (iii) – (iv)  
                                 
                      Gross Amount Not Offset in the          
                      Statement of Assets and
Liabilities
         
          Gross Amount     Net Amount                      
          Offset in the     Presented in the                      
    Gross Amount     Statement of     Statement of                      
    of Recognized     Assets and     Assets and     Futures Contracts      Collateral, Due          
Description    Assets     Liabilities     Liabilities     Available for Offset     to Broker     Net Amount  
Commodity price                                                
   Soybean futures contracts   $ 148,363     $ -     $ 148,363     $ 26,225
  $ -     $ 122,138  
   Sugar futures contracts     361,581       -       361,581       -       62,786       298,795  

 

Offsetting of Financial Liabilities and Derivative Liabilities as of March 31, 2016

    (i)     (ii)     (iii) = (i) – (ii)     (iv)     (v) = (iii) – (iv)  
                                     
                      Gross Amount Not Offset in the        
                      Statement of Assets and
Liabilities
       
          Gross Amount     Net Amount                    
          Offset in the     Presented in the                    
    Gross Amount     Statement of     Statement of                    
    of Recognized     Assets and     Assets and     Futures Contracts      Collateral, Due        
Description    Liabilities     Liabilities     Liabilities     Available for Offset     from Broker     Net Amount  
Commodity price                                                
   Corn futures contracts   $ 4,060,650     $ -     $ 4,060,650     $ -     $ 4,060,650     $ -  
   Soybean futures contracts     26,225       -       26,225       26,225       -       -  
Wheat futures contracts     1,527,475       -       1,527,475       -       1,527,475       -  

 

Offsetting of Financial Assets and Derivative Assets as of December 31, 2015

    (i)     (ii)     (iii) = (i) – (ii)     (iv)     (v) = (iii) – (iv)  
                                     
                      Gross Amount Not Offset in the        
                      Statement of Assets and
Liabilities
       
          Gross Amount     Net Amount                    
          Offset in the     Presented in the                    
    Gross Amount     Statement of     Statement of                    
    of Recognized     Assets and     Assets and     Futures Contracts      Collateral, Due        
Description    Assets     Liabilities     Liabilities     Available for Offset     to Broker     Net Amount  
Commodity price                                                
   Soybean futures contracts   $ 16,175     $ -     $ 16,175     $ 16,175     $ -     $ -  
   Sugar futures contracts     364,056       -       364,056       -       -       364,056  

 

Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2015

    (i)     (ii)     (iii) = (i) – (ii)     (iv)     (v) = (iii) – (iv)  
                                     
                      Gross Amount Not Offset in the        
                      Statement of Assets and
Liabilities
       
          Gross Amount     Net Amount                    
          Offset in the     Presented in the                    
    Gross Amount     Statement of     Statement of                    
    of Recognized     Assets and     Assets and     Futures Contracts      Collateral, Due        
Description    Liabilities     Liabilities     Liabilities     Available for Offset     from Broker     Net Amount  
Commodity price                                                
   Corn futures contracts   $ 3,908,550     $ -     $ 3,908,550     $ -     $ 3,908,550     $ -  
   Soybean futures contracts     238,662       -       238,662       16,175       222,487       -  
   Wheat futures contracts     1,924,464       -       1,924,464       -       1,924,464       -  

 

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

 

Three months ended March 31, 2016

    Realized (Loss) Gain on     Net Change in Unrealized Appreciation or  
Primary Underlying Risk   Commodity Futures Contracts
    Depreciation on Commodity Futures Contracts
 
Commodity price                
Corn futures contracts   $ (2,091,875   $ (152,100 )
Soybean futures contracts     100,325       344,625  
Sugar futures contracts     (1,758     (2,475
Wheat futures contracts     (569,113     396,989  
Total commodity futures contracts   $ (2,562,421   $ 587,039

 

Three months ended March 31, 2015

    Realized Gain (Loss) on     Net Change in Unrealized Appreciation or  
Primary Underlying Risk   Commodity Futures Contracts     Depreciation on Commodity Futures Contracts  
Commodity price                
Corn futures contracts   $ 401,862   $ (6,052,825 )
Soybean futures contracts     (583,375     56,938
Sugar futures contracts     (333,547 )     (218,411 )
Wheat futures contracts     (707,238 )     (2,189,151 )
Total commodity futures contracts   $ (1,222,298 )   $ (8,403,449 )

 

Volume of Derivative Activities

 

The average notional market value categorized by primary underlying risk for all futures contracts held was $96.8 million for the three months ended March 31, 2016 and $116.3 million for three months ended March 31, 2015.

 


Note 6 - 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 7 – Detail of the net assets and shares outstanding of the Funds that are a series of the Trust

 

The following are the net assets and shares outstanding of each Fund that is a series of the Trust and, thus, in total, comprise the combined net assets of the Trust:

 

March 31, 2016  

 

 

 

 

 

 

   

 

 

 

 

 

 

Outstanding Shares

 

 

Net Assets

 

 

Teucrium Corn Fund

 

2,750,004

 

 

$

55,535,024

 

Teucrium Soybean Fund

 

600,004

 

 

 

10,814,995

 

Teucrium Sugar Fund

 

525,004

 

 

 

5,525,903