<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarterly Period Ended: June 30, 1999
or
[ ] Transition Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Commission File Number: 0-26932
THE MILLBURN WORLD RESOURCE TRUST
(Exact name of registrant as specified in its charter)
Delaware 06-6415-583
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o MILLBURN RIDGEFIELD CORPORATION
411 West Putnam Avenue
Greenwich, Connecticut 06830
(Address of principal executive offices)
Registrant's telephone number, including area code: (203) 625-7554
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant Units of Beneficial Interest
to Section 12(g) of the Act: (Title of Class)
Indicate by check mark whether the registrant (1) 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 [ ]
Aggregate market value of the voting and non-voting common equity held by
non-affiliates: $65,490,830
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
THE MILLBURN WORLD RESOURCE TRUST
Statements of Financial Condition (UNAUDITED)
<TABLE>
<CAPTION>
30-Jun-99 31-Dec-98
Assets: ------------- -------------
<S> <C> <C>
Investment in U.S. Treasury obligations
- at value (amortized cost $59,953,464
at June 30, 1999) 59,953,464 64,994,543
Money market mutual funds 2,334,398 2,278,968
Unrealized appreciation on open contracts 5,185,853 6,974,974
Cash 982,947 3,646,692
------------- -------------
Total Assets $ 68,456,662 $ 77,895,177
============= =============
Liabilities & Unitholders' Capital:
Unrealized depreciation on
open currency contracts - 1,457,528
Due to Managing Owner 42,254 -
Accounts payable and accrued expenses 44,505 62,706
Redemptions payable to unit holders, net 1,518,314 2,066,608
Accrued brokerage commissions 442,916 487,698
------------- -------------
Total Liabilities 2,047,989 4,074,540
Trust Capital:
Managing Owner interest 917,843 873,631
Unitholders interest (Units of Beneficial
Interest outstanding - 52,464.250 at
June 30, 1999) 65,490,830 72,947,006
------------- -------------
Total Trust Capital 66,408,673 73,820,637
------------- -------------
Total Liabilities and Trust Capital $ 68,456,662 $ 77,895,177
============= =============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
THE MILLBURN WORLD RESOURCE TRUST
Statements of Operations
For the three months ended June 30, 1999 and 1998 (UNAUDITED)
<TABLE>
<CAPTION>
1999 1998
------------ ------------
<S> <C> <C>
Revenues:
Realized Gain(Loss) on Closed Contracts 2,547,107 911,040
Change in Unrealized Gain(Loss)
on Open Contracts 3,022,255 1,130,803
Interest Income 776,723 945,779
Foreign Exchange Gain(Loss) (41,288) (14,558)
------------ ------------
$ 6,304,797 $ 2,973,064
Expenses:
Brokerage Commissions 1,478,563 1,624,727
Administrative 119,982 126,967
------------ ------------
$ 1,598,545 $ 1,751,694
============ ============
Net Income(Loss) $ 4,706,252 $ 1,221,370
Net Income(Loss) allocated to
Managing Owner $ 78,446 $ 26,917
Net Income(Loss) allocated to
Unitholders $ 4,627,806 $ 1,194,453
Increase(Decrease) in Redemption Value
for each Unit outstanding throughout
each period $ 83.67 $ 17.82
</TABLE>
See accompanying notes to financial statements.
<PAGE>
THE MILLBURN WORLD RESOURCE TRUST
Statements of Operations
For the six months ended June 30, 1998 and 1997 (UNAUDITED)
<TABLE>
<CAPTION>
1999 1998
------------ ------------
<S> <C> <C>
Revenues:
Realized Gain(Loss) on Closed Contracts 2,434,295 5,433,229
Change in Unrealized Gain(Loss)
on Open Contracts (331,593) (2,580,940)
Interest Income 1,579,673 1,938,565
Foreign Exchange Gain(Loss) 23,503 1,597
------------ ------------
$ 3,705,878 $ 4,792,451
Expenses:
Brokerage Commissions 2,964,410 3,244,431
17.5% Profit Share (Accrued) - -
Administrative 196,063 186,371
Organizational and Offering Expenses - -
------------ ------------
$ 3,160,473 $ 3,430,802
============ ============
Net Income(Loss) $ 545,405 $ 1,361,649
Net Income(Loss) allocated to
Managing Owner $ 44,212 $ 42,355
Net Income(Loss) allocated to
Unitholders $ 501,193 $ 1,319,294
Increase(Decrease) in Redemption Value
for each Unit outstanding throughout
each period $ 13.91 $ 18.74
</TABLE>
See accompanying notes to financial statements.
<PAGE>
THE MILLBURN WORLD RESOURCE TRUST
Statements of Trust Capital
For the six months ended June 30, 1999 (UNAUDITED)
<TABLE>
<CAPTION>
Unit Managing
Holders Owner Total
------------ ------------ ------------
<S> <C> <C> <C>
Trust Equity at December 31, 1998
(59,096.099 Units) 72,947,006 873,631 73,820,637
Addition of 1,555,875 Units 1,835,938 - 1,835,938
Redemption of 8,255.915 Units (9,803,635) - (4,803,635)
Net Gain(Loss) in Trust Equity 501,193 44,212 545,405
------------ ------------ ------------
Trust Equity at June 30, 1999 65,490,830 917,843 66,408,673
(52,464.250 Units) ============ ============ ============
Redemption Value per Unit
at June 30, 1999 1,248.29
============
</TABLE>
Statements of Cash Flows
For the six months ended June 30, 1999 and 1998 (UNAUDITED)
<TABLE>
<CAPTION>
1999 1998
------------ ------------
<S> <C> <C>
Cash Flows from Operating Activities:
Net Income(Loss) $ 545,405 $ 1,361,649
Adjustments to reconcile Net Income
(Loss) to Net Cash Flows from
Operating Activities:
Decrease(Increase) in Equity in
Futures and Forward Trading Accounts 5,407,426 (3,223,496)
Increase(Decrease) in Accrued Expenses (55,483) (18,759)
------------ ------------
Net Cash Flows from Operating Activities $ 5,897,348 $(1,880,606)
Cash Flows from Financing Activities:
Subscription of Unitholder and Managing
Owner Units and Unit Equivalents (8,505,663) 957,619
------------ ------------
Net Change in Cash (2,608,315) (922,987)
Cash - Beginning of Year 5,925,660 12,050,364
------------ ------------
Cash - End of Period 3,317,345 11,127,377
============ ============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
THE MILLBURN WORLD RESOURCE TRUST NOTES TO FORM 10-Q FINANCIAL STATEMENTS
These interim consolidated financial statements do not include all the
disclosures contained in the annual financial statements. These interim
statements have been prepared by management without audit by Independent
Public Accountants. The consolidated statements of financial condition has
been derived from the audited financial statements as of December 31, 1998.
The consolidated results of operation as displayed, should not be considered
indicative of results to be expected for the entire year.
Management discussion and analysis of the consolidated financial statements
for the six months ended June 30, 1999:
<TABLE>
<CAPTION>
30-Jun-99 31-Dec-98
------------- -------------
<S> <C> <C>
Ending Equity $ 66,408,673 $ 73,820,637
</TABLE>
The Trust's net assets decreased 10.04% in the first half of 1999. This is
the net result of subscriptions, redemptions, and net profit on trading.
The Trust was unprofitable during the first quarter of 1999. Losses in
trading softs, agricultural commodities and metals, and to a lesser
extent stock indices and exotic currencies, overwhelmed good profit
performance in energy and major currency trading. Volatility in coffee
and sugar markets surrounding the "brief economic crisis" in Brazil
produced significant losses in both of these commodities, especially
in January when prices collapsed abruptly. Industrial metals (copper,
aluminum and zinc) produced losses on both long and short positions as
they whipsawed down and up throughout the quarter. Corn, after declining
during January and February, rebounded in March creating a loss on existing
short positions. Meanwhile, long crude oil, heating oil, London gasoil,
and unleaded gasoline positions were very profitable as energy prices
climbed, particularly in March amid signs of economic stabilization in
the Far East and South America, and as the Kosovo conflict heightened.
Also, long US dollar positions vis-a-vis the Euro and other European
currencies were very profitable reflecting relatively strong economic
performance and higher interest rates in the US than in Europe.
The Trust registered a sizable advance during the second quarter of 1999.
Profits from trading interest rate and stock index futures led the way,
with smaller gains produced in metals, currency and energy trading. On
the other hand, trading in softs and agricultural markets was a losing
proposition. The most prominent feature of the global financial landscape
during the quarter was rising interest rates worldwide. Consequently,
short positions in both long-term and short-term interest rate futures for
the US, Europe and Japan were highly profitable. Notwithstanding these
rising interest rates, long positions in the Japanese Nikkei and Topix,
and the Hong Kong Hang Seng stock indices resulted in gains as the
continuing recovery following the Asia meltdown attracted more and more
investors who had been underweight Asia in their portfolios. In the same
way, long positions in exotic currencies were profitable due at least in
part to these equity flows. A long dollar position versus the persistently
weak euro was also profitable. On the other hand, trading of dollar/yen
was unprofitable as Japan's currency continued to whipsaw in the broad
115-125 (Yen) range. Turning to metals, a short position in gold benefited
from continuing official sales of the precious metal, and a long position
in aluminum produced a gain. The rally in energy prices persisted in April,
but withered later in the quarter so that on balance energy trading was only
fractionally profitable. The price of coffee swung violently during the
quarter and losses were registered on both long and short positions. A
failed rally in grain prices at the start of the quarter was followed by
broad range trading thereafter, resulting in losses from this sector.
<PAGE>
The Year 2000 Computer Issue
Many existing computer systems use only two digits to refer to a year.
This technique can cause the systems to treat the year 2000 as 1900, an
effect commonly known as the "Year 2000 Problem." The Trust, like other
financial and business organizations, depends on the smooth functioning of
computer systems and could be adversely affected if the computer systems
on which it relies do not properly process and calculate date-related
information concerning dates on or after January 1, 2000.
The Managing Owner administers the business of the Trust through various
systems and processes maintained by the Managing Owner. The Managing
Owner's modifications for Year 2000 compliance are proceeding and are
expected to be completed, with respect to mission-critical and all other
systems, by the 3rd quarter of 1999. The expenses incurred to date by
the Managing Owner in preparing for Year 2000 compliance have not had a
material adverse impact on the Managing Owner's financial position, and
the expenses to be incurred in becoming fully Year 2000 compliant are not
expected to have a material adverse impact on the Managing Owner's
financial position. The Trust itself has no systems or information
technology applications relevant to its operations and, thus, has no
expenses related to addressing the Year 2000 Problem.
In addition to the Managing Owner, the Trust is dependent on the capability
of the various exchanges, Clearing Brokers and other third parties with
which the Trust has material relationships to prepare adequately for the
Year 2000 Problem and its impact on their systems and processes. The
major U.S. futures exchanges participated in the Futures Industry Association
Y2K Beta Test during September 1998 and will participate in the Futures
Industry Association Y2K industry-wide test for Year 2000 compliance during
the first and second quarters of 1999. The Futures Industry Association
Y2K Tests are to test links with outside entities. The Clearing Brokers
are addressing their Year 2000 issues and will participate in the Futures
Industry Association Y2K industry-wide test for Year 2000 compliance during
the first and second quarters of 1999. The Managing Owner has implemented
procedures to monitor the progress of the Clearing Brokers, and other third
parties with which the Trust has a material relationship in addressing their
Year 2000 issues.
The most likely and most significant risk to the Trust associated with the
lack of Year 2000 readiness is the failure of third parties, including the
Clearing Brokers, exchanges, foreign exchange counterparties and various
regulators to resolve their Year 2000 issues in a timely manner. This
risk could involve the temporary inability to transfer funds electronically
or to determine the Net Asset Value of the Trust, in which case sales could
be suspended and/or redemption payments delayed until the Trust's assets
could be valued and/or funds could be transferred. If the Managing Owner
believes, prior to December 31, 1999, that any third party has failed to
resolve a Year 2000 issue likely to have a material adverse impact on the
Trust, the Managing Owner will attempt to close any Trust positions carried
by such third party or exposed to such third party's failure to resolve its
Year 2000 issue and to cease trading with or through such third party until
such issue is resolved.
<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 New York
and State of New York on the 29th day of July, 1999.
THE MILLBURN WORLD RESOURCE TRUST
By: Millburn Ridgefield Corporation,
Managing Owner
By /s/ Tod A. Tanis July 29, 1999
Tod A. Tanis
Vice-President
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
STATEMENTS OF FINANCIAL CONDITION, OPERATIONS, AND CHANGES IN TRUST
CAPITAL AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> APR-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 3,317,345
<SECURITIES> 59,953,464
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 68,456,662
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 68,456,662
<CURRENT-LIABILITIES> 2,047,989
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 66,408,673
<TOTAL-LIABILITY-AND-EQUITY> 68,456,662
<SALES> 0
<TOTAL-REVENUES> 6,304,797
<CGS> 0
<TOTAL-COSTS> 1,478,563
<OTHER-EXPENSES> 119,982
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 4,706,252
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,706,252
<EPS-BASIC> 83.67
<EPS-DILUTED> 83.67
</TABLE>
