SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
- ----
SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1998
or
X
- ---- TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to
-------- --------
Commission file number 0-22640
THE GLOBAL OPPORTUNITY FUND, L.P.
-------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 36-3824101
- ----------------------------- -----------
State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
216 W. Jackson Blvd. Suite 300
Chicago, Illinois 60606
- ---------------------------------------- ----------------
(Address of principal executive offices) Zip Code
Registrant's telephone number (312) 526-2000
--------------
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: 6,927 Units of
Limited Partnership Interest
Indicate by a check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES X NO
---- -----
Indicate by a check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to<PAGE>
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.
The registrant is a limited partnership and, accordingly, has no voting stock
held by non-affiliates or otherwise.
As of December 31, 1998, there were 7,464 Units outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
- --------------------------------------
The prospectus included in the partnership's registration statement, Form S-18,
No. 0-22640 is incorporated by reference into Part IV of this Form 10-K.
Page 1 of 10
An Index to Exhibits required by Item 14 is found at page 9<PAGE>
PART I
--------
ITEM 1. Business
(a) General Development of Business
The Global Opportunity Fund, L.P. (the "Partnership") is a limited
partnership organized in April 1992, pursuant to a Limited Partnership
Agreement and under the Uniform Limited Partnership Act of the State of
Delaware and funded through an offering of limited partnership units. The
Partnership commenced trading on September 15, 1993. The Partnership conducts
speculative trading of commodity interests.
The Global Opportunity Fund Limited Partnership will terminate on
December 31, 2022, unless dissolved earlier pursuant to conditions of the
Limited Partnership agreement.
Rodman & Renshaw Futures Management, Inc., an Delaware corporation wholly
owned by Rosenthal Collins Group L.P., is the General Partner of the
Partnership. In May of 1998 Rosenthal Collins Group, an Illinois Limited
Partnership, ("the broker"), was enlisted to act as the commodity clearing firm
for the Partnership and it performs various administrative services for the
fund. Services performed for the Partnership by the commodity broker or the
General Partner under the terms of the Customer and the Limited Partnership
Agreements, include the following:
1. Executes all trades on behalf of the Partnership based on
instructions of the Partnership's Trading Manager.
2. Maintains the Partnership books and records, which limited partners
or their duly authorized representatives may inspect during normal
business hours for any proper purpose upon reasonable written notice
to the General Partner.
3. Furnishes each limited partner with a monthly statement describing
the performance of the Partnership, which sets forth aggregate
management fees, incentive fees, brokerage commissions and other
expenses incurred or accrued by the Partnership during the month.
4. Forwards annual certified financial statements (including a balance
sheet and a statement of income and expenses) to each limited
partner.
5. Provides to each limited partner tax information necessary for the
preparation of his annual federal income tax return and such other
information as the CFTC may by regulation require.
6. Performs secretarial and other clerical responsibilities and
furnishes office space, equipment and supplies as may be necessary
for supervising the affairs
of the Partnership.
7. Administer the redemption of Units.<PAGE>
Under the terms of the Customer Agreement, the Partnership pays brokerage
commissions to the commodity broker of $10 per round turn per contract for
futures contracts.
The Partnership pays the General Partner, Rodman & Renshaw Futures
Management, Inc., an annual brokerage fee equal to an annual rate of seven and
one half percent of the average month-end net assets as a whole, as defined,
during the year.
Trading Managers responsible for selecting commodity transactions during
the first quarter of 1998 were Campbell and Co., Willowbridge, Telesis, and
Timetech. Willowbridge was the only Trading Manager retained to trade for the
Fund during all of 1998. None of the Trading Managers are affiliated with
Rodman & Renshaw Futures Management or with Rosenthal Collins Group. For their
services, each Trading Manager received a management fee equal to an annual two
percent of the month end net assets, after commissions and charges, based on
the portion of Fund equity allocated to the respective Trading Manager. The
Fund pays a quarterly incentive fee based on new appreciation on Partnership
assets attributable to each Trading Manager, which includes the Partnership's
interest income. Such quarterly incentive fee equals 20% of trading profits
attributed to the individual Trading Manager. If the fund should incur net
losses subsequent to any such payment to a Trading Manager, the Trading Manager
shall be entitled to retain amounts previously paid by the Fund; However, no
subsequent fee will be paid until the Trading Manager's allocation of equity
has experienced new appreciation.
Regulation
Under the Commodity Exchange Act, as amended (the "Act"), commodity
exchanges and futures and options trading are subject to regulation by the
Commodity Futures Trading Commission (the "CFTC"). The Act requires "Commodity
Pool Operators," such as the General Partner and "Commodity Trading Advisors,"
such as the Trading Managers, to be registered and to comply with various
reporting and record keeping requirements. The CFTC may suspend a Commodity
Pool Operator's or Trading Advisor's registration if it finds that its trading
practices tend to disrupt orderly market conditions or in certain other
situations.
In the event that the registration of the General Partner as a Commodity
Pool Operator or any Trading Manager's registration as a Commodity Trading
Advisor were terminated or suspended, the General Partner and the Trading
Manager, respectively, would be unable to continue to manage the business of
the Partnership. Should the General Partners' registration be suspended,
termination of the Partnership might result. The Act also requires the
commodity Broker to be registered as a "Futures Commission Merchant."
In addition to such registration requirements, the CFTC and certain
commodity exchanges have established limits on the maximum net long or net
short position which any person may hold or control in particular commodities.
The CFTC has adopted a rule requiring all domestic commodity exchanges to
submit for approval speculative position limits for all futures contracts
traded on such exchanges. Most exchanges also limit the changes in commodity
futures contract prices that may occur during a single trading day.
The partnership may trade on foreign commodity exchanges which are not
subject to regulation by any United States government agency.<PAGE>
(b) Financial Information About Industry Segments
The Partnership operates in one business segment, speculative trading of
commodity futures contracts. The Partnership does not engage in sales of goods
or services.
(c) Narrative Description of Business
See Items 1 (a) and (b) above.
(i) through (xii) - not applicable
(xiii) - the Partnership has no employees
(d) Financial information about foreign and domestic operations and
export sales
The Partnership does not engage in sales of goods or services. See
"Paragraph 1(b) Financial information about industry segments.<PAGE>
PART II
----------
Item 2. Properties
The Partnership does not own any properties.
Item 3. Legal Proceedings
The General Partner is not aware of any pending legal proceedings to which
the Partnership or the General Partner is a party.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Market for Registrant's Common Equity and Related Stockholders Matters
(a) Market Information
There is no trading market for the Units, and none is likely to develop.
Units are transferable only after written notice has been given to the General
Partner.
Units may be redeemed upon fifteen days notice at their Net Asset Value
(as defined in the Limited Partnership Agreement) as of the end of any calendar
quarter, less any early redemption penalty as provided in the Limited
Partnership Agreement.
(b) Holders
As of December 31, 1998, there were 120 holders of the Limited Partner
Units. 7464 units were outstanding on this date, including 537 units of
General Partnership interest.
(c) Dividends
There were no dividends or distributions made in respect of the Units and
any future distributions will only be made at the discretion of the General
Partner.
Item 6. Selected Financial Data
The following page contains a summary of selected consolidated financial
data for the Partnership for the fiscal years ended December 31, 1998, 1997,
1996, 1995 and 1994.
THE GLOBAL OPPORTUNITY FUND, L.P.
SELECTED FINANCIAL DATA
December 31
1998 1997 1996 1995 1994
---- ---- ---- ---- ----
INCOME:<PAGE>
Trading gains (losses)
Realized $ 263,363 $199,213 $567,853 $ 1,614,266 $280,319
Change in unrealized (53,196) 48,261 (410,296) 89,187 (86,031)
Foreign currency
(loss) (8,145) (8,271) (2,210) (4,895) (10,764)
---------- -------------------- --------- ---------
Total trading
and foreign
currency gains 202,022 239,203 155,347 1,698,558 183,524
Interest income 58,794 78,133 80,090 166,835 64,062
--------- -------------------- --------- ---------
Total income 260,816 317,336 235,437 1,865,393 247,586
--------- -------------------- --------- ---------
EXPENSES:
Brokerage commissions 89,057 136,558 171,730 283,682 360,858
Management fees 17,083 36,255 58,757 120,929 100,604
Incentive fees 11,890 68,959 45,273 324,275 126,427
Administrative fees 72,000 80,132 69,620 55,000 73,960
State taxes - (95) (1,590) 6,254 0
---------- -------------------- --------- ---------
Total expenses 190,030 321,809 343,790 790,140 661,849
---------- -------------------- --------- ---------
NET INCOME (LOSS) 70,786 (4,473) (108,353) 1,075,253 (414,263)
========== ==================== ========= =========
TOTAL ASSETS $ 975,078 $1,554,642$2,122,244 $3,158,002$4,319,234
========== ==================== ==================
TOTAL LIABILITIES $ 34,844 $ 49,916 $ 87,746 $181,669 $ 64,906
========== ==================== ==================
PARTNER'S CAPITAL:
Limited Partners (units
outstanding): 1998 -
6,927; 1997 - 12,485;
1996 - 17,363; 1995 -
24,658; 1994 -
47,278) 871,265 1,441,460 1,970,331 2,911,630 4,205,575
General Partner (units
outstanding: 1998,
1997,1996, 1995 - 537) 68,969 63,266 64,167 64,703 48,753
---------- -------------------- --------- ---------
Total partners' capital 940,234 1,504,726 2,034,498 2,976,333 4,254,328
---------- -------------------- --------- ---------
TOTAL LIABILITIES AND<PAGE>
PARTNERS' CAPITAL 975,078 1,554,642 2,122,244 3,158,002 4,319,234
========== ==================== ========= =========
NET ASSET VALUE PER UNIT -
LIMITED PARTNERS $ 125.78 $ 115.46 $ 117.10 $ 118.08 $ 88.95
NET ASSET VALUE PER UNIT -
GENERAL PARTNER $ 128.43 $ 117.01 $ 119.49 $ 120.49 $ 90.79
NET INCOME (LOSS) PER
LIMITED PARTNER UNIT $ 10.32 $ (1.64) $ (.98) $ 29.13 $ (7.95)
NET INCOME (LOSS) PER
GENERAL PARTNER UNIT $ 10.62 $ (1.68) $ (1.00) $ 29.70 $ (8.12)
See Notes to Financial Statements.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operation
Liquidity
Reference is made to "Item 6. Selected Financial Data" and "Item 8.
Financial Statements and Supplementary Data." The information contained
therein is essential to, and should be read in conjunction with the following
analysis.
Most United States commodity exchanges limit fluctuations in commodity
futures and options contract prices during a single day by regulations referred
to as "daily price fluctuation limits "or" daily limits." During a single
trading day, no trades may be executed at prices beyond the daily limit. Once
the price of a futures contract has reached the daily limit for that day,
positions in that contract can neither be taken nor liquidated.
Commodity futures and options prices have occasionally moved the daily
limit for several consecutive days with little or no trading. Similar
occurrences could prevent the Partnership from promptly liquidating unfavorable
positions and subject the Partnership to substantial losses which could exceed
the margin initially committed to such trades. In addition, even if commodity
futures and option prices have not moved the daily limit, the Partnership may
not be able to execute futures trades at favorable prices if little trading in
such contracts is taking place. Other than these limitations on liquidity,
which are inherent in the Partnership's commodity futures and options trading
operations, the Partnership's assets are highly liquid and are expected to
remain so.
Capital Resources
The Partnership does not intend to raise any additional capital through
borrowing. Due to the nature of the Partnership's business, it will make no
significant capital expenditures, and substantially all its assets are and will
be represented by cash, deposits with futures commission merchants and
commodity futures investments. Inflation is not a direct factor in the
Partnership's profitability although it can influence the attitudes of current
investors or potential investors.<PAGE>
Results of Operations
Trading operations posted a gain of $202,022 for the year ended December
31, 1998 as compared to a net gain of $239,203 in 1997 and a net gain of
$155,347 in 1996. The majority of profits were made in long positions in stock
market indexes as well as long term bond instruments, both foreign and
domestic.
Fund units are redeemed on a monthly basis. During the fiscal year ending
December 31, 1998, 5,558 units with a total value of $635,279 were redeemed.
During fiscal year 1997 redeemed units equaled 4,341 with a value of $525,299.
There were 7,832 units redeemed in 1996 for a total of $833,482.
Commodity pools depend upon the smooth functioning of computer systems to
operate. Many computer systems in use today accept only two digit entries in
the date code field instead of four digit entries necessary to distinguish 21st
century dates from 20th century dates. As a result, many companies' computer
systems may need to be upgraded or replaced in order to comply with such "Year
2000" requirements. The General Partner is in the process of assessing the
Partnership's Year 2000 issues. The Partnership does not have its own computer
system and relies on the General Partner to perform most computer functions and
to interface with other computer systems. As a result, the Partnership expects
to incur only minimal expenses in connection with Year 2000 issues. The General
Partner has established a working group to address its Year 2000 issues and is
in the process of ensuring that its computer systems are Year 2000 compliant.
The General Partner has initiated communications with third parties with whom
the Partnership has important financial or operational relationships to
determine the extent to which they have Year 2000 issues. In addition, all
United States futures exchanges will be subject to monitoring by the Commodity
Futures Trading Commission of their Year 2000 preparedness and the major
foreign futures exchanges are also expected to be subject to market-wide
testing of their Year 2000 compliance programs during 1999. Nevertheless, there
is no assurance that the General Partner and other third parties will resolve
all of their Year 2000 issues in a timely manner. The failure of the General
Partner or any third parties with whom the Partnership has important financial
or operational relationships to be Year 2000 compliant could have a material
adverse effect on the Partnership.
Item 8. Financial Statements and Supplementary Data
Financial statements meeting the requirements of Regulation S-X are listed
on page F-1 of this report.
The supplementary financial information, specified by Item 302 of
Regulation S-K, is not applicable.
Item 9. Disagreements on Accounting and Financial Disclosure
None.<PAGE>
PART III
--------
Item 10. Directors and Executive Officers of the Registrant
The Partnership has no directors or executive officers. The Partnership
is managed by its General Partner. Trading decisions for the Partnership are
made by the Trading Manager. The General Partner is Rodman & Renshaw Futures
Management, Inc., which is owned by Rosenthal Collins Group, L.P. The address
of the General Partner is 216 W. Jackson Blvd. Suite 300, Chicago, Illinois
60606.
Item 11. Executive Compensation
The Partnership has no directors or officers. The Fund is managed by the
General Partner as described in "Item 1. Business" herein.
During the past year, four trading advisors acted as the Partnership's
Trading Managers, pursuant to the Management Contracts described in "Item 1.
Business." For the year ended December 31, 1998. Campbell and Co. was paid
$17,564 in consulting fees, while Willowbridge was paid $19,702, Telesis
$1,229, and Timetech $1,900. For the year ended December 31, 1998 Rodman &
Renshaw Futures Management, Inc. has been paid $63,406 in brokerage fees, and
Rosenthal Collins Group has been paid $2,852 in brokerage clearing commission.
Additionally, Rand Financial Services was paid $8,048 in commission, as they
were the clearing brokers for the fund through April of 1998.<PAGE>
Item 12. Security Ownership of Certain Beneficial Owners and Management
(a) Security Ownership of Certain Beneficial Owners
None of the four Trading Managers owned units in the Partnership during
1998. On December 31, 1998 Rodman and Renshaw Futures Management, Inc., the
General Partner, owned 7.34% of the Fund while Donald Christensen, a Limited
Partner, owned 6.46%.
(b) Security Ownership of Management
Under the terms of the Limited Partnership agreement, the Partnership's
affairs are managed by the General Partner and the Trading Manager has
discretionary authority over the Partnership's commodity investments. As of
December 31, 1998 the General Partner's interest in the Partnership was worth
$68,969.
(c) Changes in Control
The Fund's General Partner is Rodman & Renshaw Futures Management, Inc.,
a Delaware corporation. The General Partner was a wholly-owned subsidiary of
Rodman & Renshaw Capital Group, Inc. until April 24, 1998 when it was sold to
Rosenthal Collins Group, L.P., an Illinois Limited Partnership. Rosenthal
Collins Group, L.P. is a registered Futures Commission Merchant and has served
as the clearing broker for The Global Opportunity Fund, L.P. since April 24,
1998. Prior to that date, Rand Financial Services was the clearing broker for
the Fund.
J. Robert Collins is a General Partner of Rosenthal Collins Group and is
the President of Rodman & Renshaw Futures Management, Inc., the General Partner
of The Global Opportunity Fund, L.P.
From January through March of 1998 Campbell and Co., Willowbridge,
Telesis, and Timetech were retained as Trading Managers for the Fund. From
April through the remainder of 1998, Willowbridge was the sole Trading Manager
of the fund. None of the four Trading Managers has any affiliations with the
General Partner, Rodman & Renshaw Futures Management, or with Rosenthal Collins
Group.
Item 13. Certain Relationships and Related Transactions
Refer to Item 12, section (c)
The General Partner, Rodman & Renshaw Futures Management, Inc., is a
Corporation wholly owned by Rosenthal Collins Group.
All charges are described in Item 1. Business, and amounts paid are
described in Item 11. Executive Compensation.<PAGE>
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) (1) Financial Statements
See Index to Financial Statements on page F-1.
(a) (2) Financial Statements Schedules
Schedules are omitted for the reason that they are not required or are
not applicable or that equivalent information has been included in the
financial statements or the notes thereto.
(a) (3) Exhibits
(3) Articles of Incorporation and By-laws
a. Limited Partnership Agreement (attached to the Prospectus as
Exhibit B)
b. Subscription Requirements (attached to the Prospectus as Exhibit B)
c. Power of Attorney (attached to the Prospectus as Exhibit B)
d. Request for Redemption (attached to the Prospectus as Exhibit D)
(10) Material Contracts
a. Brokerage Agreement between the Partnership and Rosenthal Collins
Group, L.P.
b. Advisory contract between Registrant and Campbell and Co.
c. Advisory contract between Registrant and Willowbridge.
d. Advisory contract between Registrant and Telesis.
e. Advisory contract between Registrant and Timetech.
(b) Reports on Form 8-K
The General Partner filed a report on form 8-K in February of 1998.
The purpose of the filing was a change in independent auditors. The Fund
replaced Coopers & Lybrand with McGladrey & Pullen, LLP as auditors. <PAGE>
INDEX OF EXHIBITS
(The following exhibits have been previously filed)
Exhibit Description
Number
3.1 Limited Partnership Agreement (attached to the Prospectus as Exhibit A).
3.2 Subscription Requirements (attached to the Prospectus as Exhibit B).
3.3 Power of Attorney (attached to the Prospectus as Exhibit C).
3.4 Request for Redemption (attached to the Prospectus as Exhibit D).
10.01 Customer Agreement between Registrant and Rosenthal Collins Group
10.02 Advisory contract between Registrant and Campbell and Co.
10.03 Advisory contract between Registrant and Willowbridge.
10.04 Advisory contract between Registrant and Telesis.
10.05 Advisory contract between Registrant and Timetech.<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of
Chicago and State of Illinois on the _______ day of _____________, 1999.
THE GLOBAL OPPORTUNITY FUND, L.P. STATE OF ILLINOIS
COUNTY OF COOK
By RODMAN & RENSHAW FUTURES MANAGEMENT, INC.
SUBSCRIBED and SWORN to before me
this _________ day of _______ 1999
- ---------------------------
By J. Robert Collins
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the General
Partner of the Registrant in the capacities and on the date indicated.
By RODMAN & RENSHAW FUTURES MANAGEMENT, INC. STATE OF ILLINOIS
General Partner of the Registrant COUNTY OF COOK
SUBSCRIBED and SWORN to before me
this day
of 1999
By J. Robert Collins
President
(the above signatories being the principal executive officer of Rodman &
Renshaw Futures Management, Inc.)<PAGE>
The Global Opportunity Fund, L.P.
(An Illinois Limited Partnership)
INDEX TO FINANCIAL STATEMENTS
Pages
Report of Independent Accountants F-2
Financial Statements:
Statements of Financial Condition as of F-3
December 31, 1998 and 1997
Statements of Operations for the F-4
years ended December 31, 1998, 1997, and 1996
Statements of Changes in Partners' Capital for F-5
the years ended December 31, 1998, 1997, and 1996
Notes to Financial Statements F-6/F-8
Schedules are omitted because they are inapplicable or equivalent information
has been included elsewhere herein.<PAGE>
INDEPENDENT AUDITOR'S REPORT
To the Partners
The Global Opportunity Fund, L.P.
Chicago, Illinois
We have audited the accompanying statements of financial condition of the
Global Opportunity Fund, L.P. as of December 31, 1998 and 1997, and the related
statements of operations and changes in partners' capital for the years then
ended. These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audits. The financial statements of the Global
Opportunity Fund, L.P. for the year ended December 31, 1996, were audited by
other auditors whose report, dated March 17, 1997, expressed an unqualified
opinion on those statements.
Except as discussed in the following paragraph, we conducted our audits in
accordance with generally accepted auditing standards. Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
Both current and former management have refused to provide written
representations as to their responsibility for the fair presentation of the
financial statements and other matters which could materially affect the
amounts and classification of items included in the financial statements for
the year ended December 31, 1997. Such representations are required under
generally accepted auditing standards. Since the current and former management
of the Global Opportunity Fund have refused to provide written representations
as noted in the preceding paragraph, the scope of our work was not sufficient
to enable us to express, and we do not express, an opinion on the financial
statements for the year ended December 31, 1997.
In our opinion, the 1998 financial statements referred to above represent
fairly, in all material respects, the financial position of the Global
Opportunity Fund, L.P. as of December 31, 1998, and the results of its
operations and changes in its net assets for the year then ended in conformity
with generally accepted accounting principles.
Chicago, Illinois
March 11, 1999<PAGE>
THE GLOBAL OPPORTUNITY FUND, L.P.
(A Delaware Limited Partnership)
STATEMENTS OF FINANCIAL CONDITION
December 31, 1998 and 1997
ASSETS 1998 1997
---- ----
Equity in futures and forwards trading accounts:
Cash $ 367,839 $ 464,386
United States Treasury securities,
at market value, cost 1997 $1,026,788;
1996 $1,394,294 598,039 1,027,478
Net unrealized appreciation on open contracts 8,120 61,316
----------- ----------
Total equity in futures and forwards
trading accounts 973,998 1,553,180
Receivable from commodity broker 0 0
Other receivable 1,080 1,462
----------- ----------
$ 975,078 $1,554,642
=========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities
Accrued administrative expenses $ 25,009 $ 25,220
Accrued brokerage commissions and fees 5,618 8,822
Accrued management fees 4,217 6,377
Accrued incentive fees 0 9,261
Miscellaneous payables 0 236
----------- ----------
Total liabilities 34,844 49,916
----------- ----------
Partners' Capital
Limited Partners (units outstanding:
1998 - 6,927; 1997 - 12,485) 871,265 1,441,460
General Partner (units outstanding:
1998 and 1997 - 537) 68,969 63,266
----------- ----------
940,234 1,504,726
----------- ----------
$ 975,078 $1,554,642
=========== ==========
Net asset value per unit, Limited Partners $ 125.78 $ 115.46
=========== ==========
Net asset value per unit, General Partner $ 128,43 $ 117.81
=========== ==========
See Notes to the Unaudited Financial Statements.<PAGE>
THE GLOBAL OPPORTUNITY FUND, L.P.
(A Delaware Limited Partnership)
STATEMENTS OF OPERATIONS
Years Ended December 31, 1998, 1997 and 1996
1998 1997 1996
---- ---- ----
Revenues:
Trading gain (loss):
Realized $ 263,363 $ 199,213 $ 567,853
Change in unrealized (53,196) 48,261 (410,296)
Foreign currency (loss) (8,145) (8,271) (2,210)
---------- ---------- ----------
Gain from trading 202,022 239,203 155,347
Interest income 58,794 78,133 80,090
---------- ---------- ----------
Total revenues 260,816 317,336 235,437
---------- ---------- ----------
Expenses:
Brokerage commissions 89,057 136,558 171,730
Management fees 17,083 36,255 58,757
Incentive fees 11,890 68,959 45,273
Administrative expenses 72,000 80,132 69,620
State taxes 0 (95) (1,590)
---------- ---------- -----------
Total expenses 190,030 321,809 343,790
---------- ---------- -----------
Net income (loss) $ 70,786 $ (4,473) $(108,353)
========== ========== ===========
Net income (loss) allocated to:
Limited Partners $ 65,083 $ (3,572) $(107,817)
========== ========== ===========
General Partner $ 5,703 $ (901) $ (536)
========== ========== ===========
Net income (loss)
per Limited Partner unit outstanding
throughout each period $ 10,32 $ (1.64) $ (.98)
========== ========== ===========
Net income (loss)
per General Partner unit outstanding
throughout each period $ 10.62 $ (1.68) $ (1.00)
========== ========== ===========<PAGE>
THE GLOBAL OPPORTUNITY FUND, L.P.
(A Delaware Limited Partnership)
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
Years Ended December 31, 1998, 1997 and 1996
Total
Number of General Limited
Units Partner Partners Total
--------- ------- -------- ---------
Balance, December 31, 1995 25,195 $ 64,703 $2,911,630 $ 2,976,333
Redemption of 7,832 units of
Limited Partnership Interest (7,832) 0 (833,482) (833,482)
Net (loss) 0 (536) (107,817) (108,353)
-------- --------- ---------- ----------
Balance, December 31, 1996 17,363 64,167 1,970,331 2,034,498
Redemption of 4,341 units of
Limited Partnership Interest (4,341) 0 (525,299) (525,299)
Net (loss) 0 (901) (3,572) (4,473)
-------- --------- ---------- ----------
Balance, December 31, 1997 13,022 63,266 1,441,460 1,504,726
Redemption of 6,095 units of
Limited Partnership Interest (5,558) 0 (635,279) (635,279)
Net (loss) 0 5,703 65,083 70,786
-------- --------- ---------- ----------
Balance, December 31, 1998 7,464 $ 68,969 $ 871,264 $ 940,233
======== ========= ========== ==========
December 31,
1998 1997
---------- ----------
Net asset value per unit, Limited Partners $ 125.78 $ 115.46
Net asset value per unit, General Partner $ 128.43 $ 117.81<PAGE>
NOTES TO FINANCIAL STATEMENTS
NOTE 1. Organization of the Partnership and Significant Accounting Policies
General Description of the Partnership: The Global Opportunity Fund, L.P. (the
Partnership) was organized under the Delaware Revised Uniform Limited
Partnership Act on April 15, 1992, to engage in the speculative trading of
commodity futures, forward contracts, and other commodity interests. It is
subject to the regulations of the Commodity Futures Trading Commission (CFTC),
an agency of the U.S. Government that regulates most aspects of the commodity
futures industry, the rules of the National Futures Association (NFA), an
industry self-regulatory organization, and the requirements of commodity
exchanges where the Partnership executes transactions. Additionally, the
Partnership is subject to the requirements of Futures Commission Merchants
(FCMs) through which the Partnership trades.
250,000 units of Limited Partnership interest were available during the initial
offering period. The Partnership is closed and not presently selling
additional units.
The General Partner and each Limited Partner share in the profits and losses of
the partnership in proportion to their respective interest in the partnership.
A Limited Partner's loss is limited to the amount of his or her investment.
Significant accounting policies are as follows:
Accounting estimates: The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions in determining the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.
Revenue recognition: Futures contracts are recorded on trade date and gains or
losses are realized when contracts are liquidated. Unrealized gains or losses
on open contracts (the difference between contract purchase price and market
price) at the date of the statement of financial condition are included in
equity in broker trading accounts. Any change in net unrealized gain or loss
from the preceding period is reported in the statement of operations. Market
value of futures contracts is based upon exchange settlement prices.
Income taxes: No provision for federal income taxes has been made in these
financial statements as each partner is individually responsible for reporting
income or loss based on their respective share of the Partnership's income and
expenses as reported for income tax purposes. The Partnership is required to
pay an Illinois replacement tax of 1.5% of net income related to those limited
partners who are not otherwise subject to the tax.
Dissolution of Partnership: The Partnership will terminate on December 31,
2022 or at an earlier date if certain conditions occur, including a decline in
aggregate net assets to less than $250,000, a decline in the net asset value
per unit as of the end of any month to less than $25, or under certain other
circumstances, as set forth in the Limited Partnership Agreement.<PAGE>
Newly issued accounting standards: In June 1998, Statement of Financial
Accounting Standards No. 133, "Accounting for Derivative Instruments and
Hedging Activities," (SFAS No. 133) was issued. The Company adopted SFAS 133
during 1998. The impact on the Company's financial position and results of
operations was not material.
Right of setoff of certain amounts: Pursuant to the Partnership's agreement
with its FCM, all balances placed on deposit with such broker, whether used for
trading purposes or not, are available to be used for margin purposes on any
exchange and for any contract in which the Partnership trades. The Partnership
has similar agreements with a financial institution for its over-the-counter
forward contracts. As a result, the financial statements only present the net
asset or liability relating to such trading activities.
NOTE 2. General Partner
For the fiscal years ended December 31, 1996 and 1997, the General Partner has
been Rodman & Renshaw Futures Management, Inc. Effective April 1998, the
General Partner became a wholly owned subsidiary of Rosenthal Collins Group,
L.P. (Rosenthal Collins). The General Partner conducts and manages the
business of the Partnership and is required by the Limited Partnership
Agreement to maintain an investment in the Partnership of at least 1% of the
outstanding units in the Partnership. The Limited Partnership Agreement also
requires the General Partner to maintain a net worth (as defined in the Limited
Partnership Agreement) of not less than 10% of the total contributions to the
Partnership.
NOTE 3. Operating Expenses
Brokerage commissions payable to the respective FCM or General Partner include
other trading fees and are charged based on a percentage of partnership net
assets. Also, the Partnership incurs ongoing legal, accounting and
administrative costs.
NOTE 4. Related Party Transactions
In 1996, Rodman & Renshaw, Inc., an affiliate of Rodman & Renshaw Futures
Management, Inc. was the Partnership's FCM. In 1997 and through 1998, an
unaffiliated FCM was the broker. Effective May 1998, Rosenthal Collins became
the Partnership's FCM.
The Partnership pays the FCM (General Partner in 1998) 0.625 of 1% (a 7.5%
annual rate) of the Partnership's month-end assets for brokerage and other
services. Furthermore, the Partnership pays all "give-up" fees, as defined.
For the years ended December 31, 1998, 1997, and 1996, brokerage commission
expenses totaled $89,057, $136,558 and $171,730, respectively. As of December
31, 1998, brokerage commissions payable to the General Partner were $5,618.<PAGE>
NOTE 5. Commodity Trading Advisors
The Partnership has advisory agreements with various commodity trading advisors
(CTA's). Each of the advisory agreements may be renewed at or prior to their
expiration at the option of the General Partner. Each CTA, however, may
terminate its advisory agreement with the Partnership prior to the expiration
of its initial agreement upon 90 days' prior written notice. The CTA's will
determine the commodity futures and forward trades to be made on behalf of the
Partnership, subject to certain trading policies and to certain rights reserved
to the General Partner.
The CTAs receive a monthly management fee of 0.166 of 1% of month-end Net
Assets (as defined) allocated to them (2% annual rate).
Quarterly incentive fees equal to 20% based on any new trading profit, as
defined, generated by each CTA, considered individually, are paid to the
respective CTA. Such payments are also made in respect of units redeemed as of
the interim months during a quarter, to the extent of 20% of any such new
trading profit attributable to such units.
NOTE 6. Distributions and Redemptions
A Limited Partner may request and receive redemption of units owned as of the
close of business on the last business day of any calendar month with a minimum
of ten days written notice.
The General Partner does not presently intend to make regular distributions of
either profits or capital to Limited Partners, particularly in view of Limited
Partners' monthly redemption rights. In the event that the Partnership
recognizes substantial profits, the General Partner may reconsider, but there
can be no assurance whatsoever that any distributions will be made.
Accordingly, the Limited Partners may incur current income tax liabilities in
excess of any distributions received by them from the Partnership.
NOTE 7. Deposits With Brokers
The Partnership deposits cash and U.S. Government securities with FCMs subject
to CFTC regulations and various exchange and broker requirements. Margin
requirements are satisfied by the deposit of cash and securities with such
brokers. The Partnership earns interest income on its cash deposited with the
brokers.
NOTE 8. Net Income (Loss) Per Unit
The net income (loss) per Limited Partnership unit outstanding throughout each
period is the difference between the net asset value per unit at the beginning
and end of the period.<PAGE>
NOTE 9. Trading Activities and Related Risks
The Partnership engages in the speculative trading of U.S. and foreign futures
contracts, options on U.S. and foreign futures contracts, and forward contracts
(collectively, derivatives). Net trading results from derivatives for the
years ended December 31, 1998, 1997 and 1996, are reflected in the statement of
operations and equal gain from trading less brokerage commissions. Such
trading results reflect the net gain arising from the Partnership's speculative
trading of futures contracts, options on futures contracts, and forward
contracts. These derivatives include both financial and nonfinancial contracts
held as part of a diversified trading strategy. The Partnership is exposed to
both market risk, the risk arising from changes in the market value of the
contracts; and credit risk, the risk of failure by another party to perform
according the terms of a contract.
The purchase and sale of futures and options on futures contracts requires
margin deposits with FCMs. Additional deposits may be necessary for any loss
on contract value. The Commodity Exchange Act (CEAct) requires an FCM to
segregate all customer transactions and assets from the FCM's proprietary
activities. A customer's cash and other property (for example, U.S. Treasury
bills) 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 a pro rata share of segregated funds
available. It is possible that the recovered amount could be less than the
total of cash and other property deposited.
For derivatives, risks arise from changes in the market value of the contracts.
Theoretically, the Partnership is exposed to a market risk equal to the value
of futures and forward contracts purchased and unlimited liability on such
contracts sold short. As both a buyer and seller of options, the Partnership
pays or receives a premium at the outset and then bears the risk of unfavorable
changes in the price of the contract underlying the option. Written options
expose the Partnership to potentially unlimited liability; for purchased
options the risk of loss is limited to the premiums paid.
The General Partner has established procedures to actively monitor and minimize
market and credit risks. The Limited Partners bear the risk of loss only to
the extent of the market value of their respective investments and, in certain
specific circumstances, distributions and redemptions received.
NOTE 10. Fair Value of Financial Instruments
The Partnership believes that the carrying value of its financial instruments
is a reasonable estimate of fair value. Equity in commodity futures trading
accounts and the United States Treasury securities are recorded at market using
market quotations from the Partnership's FCM. The fair value of all other
financial instruments reflected in the statement of financial condition
(primarily receivable from commodity broker and accrued expenses) approximate
the recorded value due to their short-term nature.<PAGE>
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<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<CASH> 367,839
<SECURITIES> 598,039
<RECEIVABLES> 1,079
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 8,120
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 975,077
<CURRENT-LIABILITIES> 34,843
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 940,234
<TOTAL-LIABILITY-AND-EQUITY> 975,077
<SALES> 0
<TOTAL-REVENUES> 260,817
<CGS> 0
<TOTAL-COSTS> 190,030
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 70,786
<INCOME-TAX> 0
<INCOME-CONTINUING> 70,786
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<EXTRAORDINARY> 0
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<NET-INCOME> 70,786
<EPS-PRIMARY> 10.32
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