Item 1. Financial Statements
Item 1. Financial Statements.
Index to Financial Statements
Documents
Page
TEUCRIUM COMMODITY TRUST
Combined Statements of Assets and Liabilities at March 31, 2022 (Unaudited) and December 31, 2021
4
Combined Schedule of Investments at March 31, 2022 (Unaudited) and December 31, 2021
5
Combined Statements of Operations (Unaudited) for the three months ended March 31, 2022 and 2021
7
Combined Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2022 and 2021
8
Combined Statements of Cash Flows (Unaudited) for the three months ended March 31, 2022 and 2021
9
Notes to Combined Financial Statements
10
TEUCRIUM CORN FUND
Statements of Assets and Liabilities at March 31, 2022 (Unaudited) and December 31, 2021
23
Schedule of Investments at March 31, 2022 (Unaudited) and December 31, 2021
24
Statements of Operations (Unaudited) for the three months ended March 31, 2022 and 2021
26
Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2022 and 2021
27
Statements of Cash Flows (Unaudited) for the three months ended March 31, 2022 and 2021
28
Notes to Financial Statements
29
TEUCRIUM SOYBEAN FUND
Statements of Assets and Liabilities at March 31, 2022 (Unaudited) and December 31, 2021
41
Schedule of Investments at March 31, 2022 (Unaudited) and December 31, 2021
42
Statements of Operations (Unaudited) for the three months ended March 31, 2022 and 2021
44
Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2022 and 2021
45
Statements of Cash Flows (Unaudited) for the three months ended March 31, 2022 and 2021
46
Notes to Financial Statements
47
TEUCRIUM SUGAR FUND
Statements of Assets and Liabilities at March 31, 2022 (Unaudited) and December 31, 2021
59
Schedule of Investments at March 31, 2022 (Unaudited) and December 31, 2021
60
Statements of Operations (Unaudited) for the three months ended March 31, 2022 and 2021
62
Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2022 and 2021
63
Statements of Cash Flows (Unaudited) for the three months ended March 31, 2022 and 2021
64
Notes to Financial Statements
65
TEUCRIUM WHEAT FUND
Statements of Assets and Liabilities at March 31, 2022 (Unaudited) and December 31, 2021
77
Schedule of Investments at March 31, 2022 (Unaudited) and December 31, 2021
78
Statements of Operations (Unaudited) for the three months ended March 31, 2022 and 2021
80
Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2022 and 2021
81
Statements of Cash Flows (Unaudited) for the three months ended March 31, 2022 and 2021
82
Notes to Financial Statements
83
TEUCRIUM AGRICULTURAL FUND
Statements of Assets and Liabilities at March 31, 2022 (Unaudited) and December 31, 2021
95
Schedule of Investments at March 31, 2022 (Unaudited) and December 31, 2021
96
Statements of Operations (Unaudited) for the three months ended March 31, 2022 and 2021
98
Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2022 and 2021
99
Statements of Cash Flows (Unaudited) for the three months ended March 31, 2022 and 2021
100
Notes to Financial Statements
101
3
Table of Contents
TEUCRIUM COMMODITY TRUST
COMBINED STATEMENTS OF ASSETS AND LIABILITIES
March 31, 2022
December 31, 2021
(Unaudited)
Assets
Cash and cash equivalents
$ 751,108,567
$ 252,211,943
Interest receivable
47,117
16,982
Other assets
10,845
1,000
Receivable for securities sold
3,260,269
-
Equity in trading accounts:
Commodity futures contracts
31,336,911
13,415,301
Due from broker
81,975,541
613,126
Total equity in trading accounts
113,312,452
14,028,427
Total assets
$ 867,739,250
$ 266,258,352
Liabilities
Management fee payable to Sponsor
$ 552,564
$ 227,779
Payable for purchases of commercial paper
19,985,993
-
Other liabilities
211,650
129,453
Payable for Shares redeemed
3,260,840
-
Equity in trading accounts:
Commodity futures contracts
33,791,659
735,475
Due to broker
5,452,692
888,877
Total equity in trading accounts
39,244,351
1,624,352
Total liabilities
$ 63,255,398
$ 1,981,584
Net Assets
$ 804,483,852
$ 264,276,768
The accompanying notes are an integral part of these financial statements.
4
Table of Contents
TEUCRIUM COMMODITY TRUST
COMBINED SCHEDULE OF INVESTMENTS
March 31, 2022
(Unaudited)
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X (cost: $329,275,142)
$ 329,275,142
40.93 %
329,275,142
Goldman Sachs Financial Square Government Fund - Institutional Class (cost: $144,866)
144,866
0.02
144,866
Total money market funds (cost: $329,420,008)
$ 329,420,008
40.95 %
Principal Amount
Commercial Paper
Albemarle Corporation (cost: $14,992,416 due: 04/04/2022)
$ 14,999,125
1.86 %
15,000,000
Albemarle Corporation (cost: $4,997,584 due: 04/07/2022)
4,999,500
0.62
5,000,000
AT&T Inc. (cost: $2,498,979 due: 04/11/2022)
2,499,757
0.31
2,500,000
AT&T Inc. (cost: $4,998,136 due: 04/13/2022)
4,999,634
0.62
5,000,000
AT&T Inc. (cost: $7,496,800 due: 04/13/2022)
7,499,400
0.93
7,500,000
AT&T Inc. (cost: $4,996,446 due: 05/02/2022)
4,998,623
0.62
5,000,000
Brookfield Infrastructure Holdings (Canada) Inc. (cost: $4,992,416 due: 05/05/2022)
4,995,042
0.62
5,000,000
Brookfield Infrastructure Holdings (Canada) Inc. (cost: $7,490,706 due: 05/03/2022)
7,493,535
0.93
7,500,000
Brookfield Infrastructure Holdings (Canada) Inc. (cost: $4,993,472 due: 05/10/2022)
4,994,584
0.62
5,000,000
Canadian Natural Resources Limited (cost: $9,994,000 due: 04/25/2022)
9,994,000
1.24
10,000,000
Cigna Corporation (cost: $9,994,030 due: 04/27/2022)
9,998,196
1.24
10,000,000
Cigna Corporation (cost: $4,994,118 due: 05/13/2022)
4,996,792
0.62
5,000,000
Cigna Corporation (cost: $4,993,334 due: 05/16/2022)
4,996,000
0.62
5,000,000
Crown Castle International Corp. (cost: $9,985,944 due: 05/12/2022)
9,986,903
1.24
10,000,000
Crown Castle International Corp. (cost: $9,995,000 due: 04/19/2022)
9,995,500
1.24
10,000,000
Enbridge (U.S.) Inc. (cost: $7,496,583 due: 04/04/2022)
7,499,874
0.93
7,500,000
Enbridge (U.S.) Inc. (cost: $4,992,922 due: 05/16/2022)
4,994,312
0.62
5,000,000
FMC Corporation (cost: $7,495,750 due: 04/11/2022)
7,498,229
0.93
10,000,000
FMC Corporation (cost: $9,992,268 due: 04/21/2022)
9,994,667
1.24
10,000,000
General Motors Financial Company, Inc. (cost: $9,991,833 due: 04/25/2022)
9,997,667
1.24
10,000,000
General Motors Financial Company, Inc. (cost: $4,997,375 due: 04/12/2022)
4,998,931
0.62
5,000,000
General Motors Financial Company, Inc. (cost: $4,988,128 due: 06/08/2022)
4,990,274
0.62
5,000,000
Glencore Funding LLC (cost: $12,494,877 due: 04/08/2022)
12,499,430
1.55
12,500,000
Harley-Davidson Financial Services, Inc. (cost: $4,997,525 due: 04/04/2022)
4,999,908
0.62
5,000,000
Harley-Davidson Financial Services, Inc. (cost: $9,991,993 due: 05/02/2022)
9,991,993
1.24
10,000,000
HP Inc. (cost: $14,993,000 due: 04/18/2022)
14,994,333
1.86
15,000,000
Humana Inc. (cost: $2,498,946 due: 04/01/2022)
2,500,000
0.31
2,500,000
Humana Inc. (cost: $9,993,779 due: 04/11/2022)
9,997,779
1.24
10,000,000
ITT Inc. (cost: $4,993,500 due: 05/17/2022)
4,996,166
0.62
5,000,000
Jabil Inc. (cost: $14,994,334 due: 04/08/2022)
14,997,667
1.86
15,000,000
Jabil Inc. (cost: $4,996,868 due: 04/18/2022)
4,998,702
0.62
5,000,000
Verizon Communications Inc. (cost: $4,992,667 due: 05/24/2022)
4,995,583
0.62
5,000,000
Verizon Communications Inc. (cost: $4,992,808 due: 05/25/2022)
4,995,432
0.62
5,000,000
Viatris Inc. (cost: $9,997,250 due: 04/01/2022)
10,000,000
1.24
10,000,000
Walgreens Boots Alliance, Inc. (cost: $4,993,048 due: 05/25/2022)
4,993,174
0.62
5,000,000
WGL Holdings, Inc. (cost: $9,993,232 due: 04/22/2022)
9,994,924
1.24
10,000,000
Total Commercial Paper (total cost: $272,292,067)
$ 272,375,636
33.86 %
Total Cash Equivalents
$ 601,795,644
74.81 %
Notional Amount
(Long Exposure)
Commodity futures contracts
United States corn futures contracts
CBOT corn futures JUL22 (2,098 contracts)
$ 9,417,981
1.17 %
$ 76,891,700
CBOT corn futures SEP22 (1,920 contracts)
2,195,067
0.27
66,840,000
CBOT corn futures DEC22 (2,293 contracts)
14,217,833
1.77
78,391,938
United States soybean futures contracts
CBOT soybean futures JUL22 (281 contracts)
1,628,761
0.20
22,451,900
CBOT soybean futures NOV22 (270 contracts)
1,938,447
0.24
19,176,750
CBOT soybean futures NOV23 (345 contracts)
32,360
0.00
22,619,063
United States sugar futures contracts
ICE sugar futures JUL22 (413 contracts)
400,836
0.05
8,936,659
ICE sugar futures OCT22 (353 contracts)
572,602
0.07
7,646,262
ICE sugar futures MAR23 (409 contracts)
933,024
0.12
8,914,237
Total commodity futures contracts
$ 31,336,911
3.89 %
$ 311,868,509
Percentage of
Notional Amount
Description: Liabilities
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States wheat futures contracts
CBOT wheat futures JUL22 (3,442 contracts)
$ 18,081,912
2.25 %
$ 172,444,200
CBOT wheat futures SEP22 (2,991 contracts)
12,040,392
1.50
147,904,950
CBOT wheat futures DEC22 (3,543 contracts)
3,669,355
0.46
172,322,663
Total commodity futures contracts
$ 33,791,659
4.21 %
$ 492,671,813
Exchange-traded funds*
Shares
Teucrium Corn Fund
$ 7,561,011
0.94 %
278,273
Teucrium Soybean Fund
7,138,765
0.89
266,763
Teucrium Sugar Fund
7,315,073
0.91
760,450
Teucrium Wheat Fund
7,191,736
0.89
731,745
Total exchange-traded funds (cost $4,934,589)
$ 29,206,585
3.63 %
*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 other four Funds (“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.
5
Table of Contents
TEUCRIUM COMMODITY TRUST
COMBINED SCHEDULE OF INVESTMENTS
December 31, 2021
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X 0.026% (cost $30,443,449)
$ 30,443,449
11.52 %
30,443,449
Goldman Sachs Financial Square Government Fund - Institutional Class 0.030% (cost $2,525,384)
2,525,384
0.96
2,525,384
Total money market funds
$ 32,968,833
12.48 %
Principal Amount
Commercial Paper
Albemarle Corporation 0.181% (cost: $9,996,324 due 01/31/2022)
$ 9,998,489
3.78 %
10,000,000
Albemarle Corporation 0.200% (cost: $4,998,834 due 01/11/2022)
4,999,722
1.89
5,000,000
Brookfield Infrastructure Holdings (Canada) Inc. 0.170% (cost: $2,499,021 due 01/25/2022)
2,499,717
0.95
2,500,000
Conagra Brands, Inc. 0.160% (cost: $7,497,300 due 01/05/2022)
7,499,867
2.84
7,500,000
Conagra Brands, Inc. 0.150% (cost: $4,998,710 due 01/18/2022)
4,999,646
1.89
5,000,000
General Motors Financial Company, Inc. 0.160% (cost: $4,998,000 due 01/06/2022)
4,999,889
1.89
5,000,000
General Motors Financial Company, Inc. 0.200% (cost: $9,995,111 due 01/31/2022)
9,998,333
3.78
10,000,000
General Motors Financial Company, Inc. 0.160% (cost: $4,998,800 due 01/03/2022)
4,999,956
1.89
5,000,000
Harley-Davidson Financial Services, Inc. 0.167% (cost: $9,996,061 due 01/13/2022)
9,999,444
3.78
10,000,000
Harley-Davidson Financial Services, Inc. 0.170% (cost: $4,997,876 due 02/01/2022)
4,999,268
1.89
5,000,000
Harley-Davidson Financial Services, Inc. 0.250% (cost: $4,997,328 due 03/02/2022)
4,997,918
1.89
5,000,000
Humana Inc. 0.140% (cost: $4,998,425 due 01/07/2022)
4,999,883
1.89
5,000,000
Jabil Inc. 0.250% (cost: $2,499,219 due 01/20/2022)
2,499,670
0.95
2,500,000
Jabil Inc. 0.300% (cost: $7,496,063 due 02/08/2022)
7,497,625
2.84
7,500,000
Jabil Inc. 0.310% (cost: $4,996,900 due 02/25/2022)
4,997,632
1.89
5,000,000
Viatris Inc. 0.250% (cost: $4,997,466 due 02/11/2022)
4,998,577
1.89
5,000,000
Viatris Inc. 0.300% (cost: $4,996,625 due 02/11/2022)
4,998,292
1.89
5,000,000
Viatris Inc. 0.310% (cost: $4,996,986 due 03/01/2022)
4,997,460
1.89
5,000,000
Viatris Inc. 0.200% (cost: $4,998,584 due 01/21/2022)
4,999,444
1.89
5,000,000
WGL Holdings, Inc. 0.220% (cost: $4,998,686 due 01/12/2022)
4,999,664
1.89
5,000,000
WGL Holdings, Inc. 0.187% (cost: $4,998,700 due 01/06/2022)
4,999,870
1.89
5,000,000
Total Commercial Paper (total cost: $119,951,019)
$ 119,980,366
45.38 %
Total Cash Equivalents
$ 152,949,199
57.86 %
Notional Amount
(Long Exposure)
Commodity futures contracts
United States corn futures contracts
CBOT corn futures MAY22 (1,418 contracts)
$ 3,767,282
1.43 %
$ 42,185,500
CBOT corn futures JUL22 (1,218 contracts)
196,244
0.07
36,144,150
CBOT corn futures DEC22 (1,558 contracts)
1,973,026
0.75
42,533,400
United States soybean futures contracts
CBOT soybean futures MAR22 (234 contracts)
591,547
0.22
15,669,225
CBOT soybean futures MAY22 (199 contracts)
1,008,504
0.38
13,422,550
CBOT soybean futures NOV22 (250 contracts)
1,084,800
0.41
15,865,625
United States sugar futures contracts
ICE sugar futures MAY22 (381 contracts)
225,299
0.09
7,936,992
ICE sugar futures MAR23 (392 contracts)
853,927
0.32
8,091,507
United States wheat futures contracts
CBOT wheat futures MAY22 (687 contracts)
1,809,796
0.68
26,595,488
CBOT wheat futures DEC22 (686 contracts)
1,904,876
0.72
26,411,000
Total commodity futures contracts
$ 13,415,301
5.07 %
$ 234,855,437
Percentage of
Notional Amount
Description: Liabilities
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States sugar futures contracts
ICE sugar futures JUL22 (331 contracts)
$ 80,506
0.03 %
$ 6,817,541
United States wheat futures contracts
CBOT wheat futures JUL22 (593 contracts)
654,969
0.25
22,667,425
Total commodity futures contracts
$ 735,475
0.28 %
$ 29,484,966
Exchange-traded funds*
Shares
Teucrium Corn Fund
$ 3,537,560
1.34 %
163,930
Teucrium Soybean Fund
3,538,006
1.34
155,374
Teucrium Sugar Fund
3,591,878
1.36
389,317
Teucrium Wheat Fund
3,510,575
1.33
475,836
Total exchange-traded funds (cost $12,799,498)
$ 14,178,019
5.37 %
*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.
6
Table of Contents
TEUCRIUM COMMODITY TRUST
COMBINED STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity futures contracts:
Realized gain on commodity futures contracts
$ 61,698,411
$ 41,123,865
Net change in unrealized depreciation on commodity futures contracts
( 15,134,574 )
( 13,065,298 )
Interest income
219,986
166,569
Total income
$ 46,783,823
$ 28,225,136
Expenses
Management fees
1,005,770
863,057
Professional fees
409,853
378,608
Distribution and marketing fees
760,077
754,641
Custodian fees and expenses
31,520
101,645
Business permits and licenses fees
53,826
76,102
General and administrative expenses
58,161
58,937
Total expenses
2,319,207
2,232,990
Expenses waived by the Sponsor
( 345,518 )
( 252,184 )
Total expenses, net
$ 1,973,689
$ 1,980,806
Net income
$ 44,810,134
$ 26,244,330
The accompanying notes are an integral part of these financial statements.
7
Table of Contents
TEUCRIUM COMMODITY TRUST
COMBINED STATEMENTS OF CHANGES IN NET ASSETS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Operations
Net income
$ 44,810,134
$ 26,244,330
Capital transactions
Issuance of Shares
642,775,455
77,934,020
Redemption of Shares
( 134,827,947 )
( 55,539,708 )
Net change in the cost of the Underlying Funds
( 12,550,558 )
( 3,396,050 )
Total capital transactions
495,396,950
18,998,262
Net change in net assets
$ 540,207,084
$ 45,242,592
Net assets, beginning of period
$ 264,276,768
$ 310,113,194
Net assets, end of period
$ 804,483,852
$ 355,355,786
The accompanying notes are an integral part of these financial statements.
8
Table of Contents
TEUCRIUM COMMODITY TRUST
COMBINED STATEMENTS OF CASH FLOWS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Cash flows from operating activities:
Net income
$ 44,810,134
$ 26,244,330
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Net change in unrealized depreciation on commodity futures contracts
15,134,574
13,065,298
Changes in operating assets and liabilities:
Due from broker
( 81,362,415 )
( 8,804,038 )
Interest receivable
( 30,135 )
( 891 )
Net receivable for investments sold
( 3,260,269 )
-
Other assets
( 9,845 )
13
Due to broker
4,563,815
( 27,130,293 )
Management fee payable to Sponsor
324,785
46,195
Payable for purchases of commercial paper
19,985,993
( 9,995,298 )
Other liabilities
82,197
65,585
Net cash provided by (used in) operating activities
238,834
( 6,509,099 )
Cash flows from financing activities:
Proceeds from sale of Shares
642,775,455
78,241,850
Redemption of Shares
( 131,567,107 )
( 59,944,623 )
Net change in cost of the Underlying Funds
( 12,550,558 )
( 3,396,050 )
Net cash provided by financing activities
498,657,790
14,901,177
Net change in cash and cash equivalents
498,896,624
8,392,078
Cash and cash equivalents, beginning of period
252,211,943
309,378,295
Cash and cash equivalents, end of period
$ 751,108,567
$ 317,770,373
The accompanying notes are an integral part of these financial statements.
9
Table of Contents
NOTES TO COMBINED FINANCIAL STATEMENTS
March 31, 2022
(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 of these series of the Trust are collectively referred to as the “Funds” and singularly as the “Fund.” Each Fund is a commodity pool that is a series of the Trust. The Funds issue common units, called the “Shares,” representing fractional undivided beneficial interests in a Fund. Effective as of April 29, 2019, the Trust and the Funds operate pursuant to the Trust’s Fifth Amended and Restated Declaration of Trust and Trust Agreement (the “Trust Agreement”).
On June 7, 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. The current registration statement for CORN was declared effective by the SEC on April 7, 2022. This registration statement for CORN registered an indeterminate number of shares.
On June 13, 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. The current registration statements for CANE and SOYB were declared effective by the SEC on April 7, 2022. The registration statements for SOYB and CANE registered an indeterminate number of shares each. The current registration statement for WEAT was declared effective on March 9, 2022. This registration statement for WEAT registered an indeterminate number of shares.
On February 10, 2012, the Form S-1 for TAGS was declared effective by the SEC. On March 27, 2012, six Creation Baskets for TAGS were issued representing 300,000 shares and $ 15,000,000 . TAGS began trading on the NYSE Arca on March 28, 2012. The current registration statement for TAGS was declared effective by the SEC on April 7, 2022. This registration statement for TAGS registered an indeterminate number of shares.
Teucrium Trading, LLC is the sponsor (“Sponsor”) of the Trust. The Sponsor is a member of the National Futures Association (the “NFA”) and became a commodity pool operator (“CPO”) registered with the Commodity Futures Trading Commission (the “CFTC”) effective November 10, 2009. The Sponsor registered as a Commodity Trading Advisor (“CTA”) with the CFTC effective September 8, 2017.
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 audited financial statements and related notes included in the Trust’s Annual Report on Form 10-K, as well as the most recent Form S-1 filing, as applicable. The operating results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.
Subject to the terms of the Trust Agreement, Teucrium Trading, LLC in its capacity as the Sponsor of the Trust 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
The Sponsor employs U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Global Fund Services”), for Transfer Agency, Fund Accounting and Fund Administration services. The principal address for Global Fund Services is 615 E. Michigan Street, Milwaukee, WI 53202.
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 Global Fund Services 0.05% of average gross assets on the first $500 million, 0.04% on the next $500 million, 0.03% on the next $2 billion and 0.02% on the balance over $3 billion annually. A combined minimum annual fee of up to $47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded as custodian fees and expenses on the combined statements of operations. A summary of these expenses is included below.
10
Table of Contents
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 each Fund’s average daily net assets and an aggregate annual fee of $100,000 for all 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. These services are recorded as distribution and marketing fees on the combined statements of operations. A summary of these expenses is included below. Pursuant to a Consulting Services Agreement, Foreside Consulting Services, LLC, performs certain consulting support services for the Trust’s Sponsor. Additionally, Foreside Distributors, LLC performs certain distribution consulting services pursuant to a Distribution Consulting Agreement with the Sponsor.
E D & F Man Capital Markets, Inc. (“E D & F Man”) and StoneX Financial Inc. – FCM Division of INTL FCStone Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and clear futures contracts and provide other brokerage-related services. E D & F Man and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as a broker-dealers with the SEC and are each a member of FINRA. ED & F Man and StoneX are each clearing members 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, E D & F Man is paid $9.00 per round turn . Effective April 1, 2022, E D & F Man will be paid $11.00 per round turn. StoneX is paid $2.50 per round turn exclusive of pass through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 20% return on the StoneX Capital Requirement at 9.6% of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. Prior to August 21, 2019, these expenses were recorded in brokerage commissions on the combined statements of operations. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the combined statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the combined statements of operations when a contract is sold. A summary of these expenses is included below.
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. These services are recorded in business permits and licenses fees on the combined statements of operations. A summary of these expenses is included below.
The Sponsor employs Thales Capital Partners LLC (“Thales”) for distribution and solicitation-related services. Thales is registered as a Broker-Dealer with the SEC and a member of FINRA and the Securities Investor Protection Corporation (“SIPC”). Thales receives a quarterly fee of the higher of $18,750 or 0.10% of new assets raised in referred accounts for distribution and solicitation-related services. This fee based on new assets raised is determined by an agreed upon level of assets at the time of signing the contract. These services are recorded in distribution and marketing fees on the statements of operations. A summary of these expenses is included below:
Three months ended March 31, 2022
Three months ended March 31, 2021
Amount Recognized for Custody Services
$ 31,520
$ 101,645
Amount of Custody Services Waived
$ 193
$ 731
Amount Recognized for Distribution Services
$ 38,926
$ 47,649
Amount of Distribution Services Waived
$ 20,013
$ 6,204
Amount Recognized for Wilmington Trust
$ -
$ -
Amount of Wilmington Trust Waived
$ -
$ -
Amount Recognized for Thales
$ 55,062
$ 76,720
Amount of Thales Waived
$ 42,061
$ 503
11
Table of Contents
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. The periods represented by the financial statements herein contain the results of CORN, SOYB, CANE, WEAT, and TAGS for the months during which each Fund was in operation, except for eliminations for TAGS as explained below.
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 TAGS from its combined statements of assets and liabilities. The Trust eliminates the net change in unrealized appreciation or depreciation on securities owned by TAGS 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 by 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 combined 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 combined statements of operations. Interest on cash equivalents with financial institutions are recognized on the accrual basis. The Funds earn interest on funds held at the custodian and other financial institutions at prevailing market rates for such investments.
The Sponsor invests a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the combined financial statements and reflected in cash and cash equivalents on the combined statements of assets and liabilities and on the combined statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the combined statements of operations.
The Sponsor invests a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the combined statements of operations.
Brokerage Commissions
Beginning on August 21, 2019, the Sponsor began recognizing the expense for brokerage commissions for futures contract trades on a per-trade basis. Prior to the change, brokerage commissions on all open commodity futures contracts were accrued on the trade date and on a full-turn basis. The below table shows the amounts included on the combined statements of operations as total brokerage commissions paid inclusive of unrealized loss as of March 31, 2022 and 2021.
CORN
SOYB
CANE
WEAT
TAGS
TRUST
Three Months Ended March 31, 2022
$ 31,239
$ 6,521
$ 6,196
$ 81,009
$ -
$ 124,965
Three Months Ended March 31, 2021
$ 33,966
$ 15,192
$ 3,476
$ 11,475
$ -
$ 64,109
Income Taxes
The Trust is organized and will be operated as a Delaware statutory trust. For federal income tax purposes, each Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704(d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. Each Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. 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.
12
Table of Contents
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 2019 to 2021, 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, 2022 and for the years ended December 31, 2021, 2020 and 2019. 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, 2022 and 2021.
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.
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. (EST) time on the day the order to create the basket is received in good order.
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. (EST) on the day the order to redeem the basket is received in good order.
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 capital shares receivable. 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. If a Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser. 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 4 baskets
13
Table of Contents
Cash and Cash Equivalents
Cash equivalents are highly liquid investments with original 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 cash equivalents on deposit with financial institutions. The Trust holds a balance in money market funds that is included in cash and cash equivalents on the combined statements of assets and liabilities. The Sponsor invests a portion of the available cash for the Funds in alternative demand deposit savings accounts, which are classified as cash and not as cash equivalents. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
March 31, 2022
December 31, 2021
Money Market Funds
$ 329,420,008
$ 32,968,833
Demand Deposit Savings Accounts
149,312,923
99,262,744
Commercial Paper
272,375,636
119,980,366
Total cash and cash equivalents as presented on the combined Statement of Assets and Liabilities
$ 751,108,567
$ 252,211,943
Payable for Purchases of Commercial Paper
The amount recorded by the Trust for commercial paper transactions awaiting settlement represents the amount payable for contracts purchased but not yet settled as of the reporting date. The value of the contract is included in cash and cash equivalents, and the payable amount is included as a liability.
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, payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records, and amounts of brokerage commissions paid and recognized as unrealized losses.
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 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.
14
Table of Contents
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. From inception through September 11, 2019, the principal broker through which the Trust and TAGS can execute securities transaction for TAGS was the Bank of New York Mellon Capital Markets. Effective September 11, 2019, the principal broker through which the Trust and TAGS can execute securities transactions for TAGS is U.S. Bank N.A.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
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 has elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities, which the Sponsor performs itself. 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 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 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. Such expenses are primarily included as distribution and marketing fees in the financial statements of each Fund.
Three Months Ended March 31, 2022
Three months ended March 31, 2021
Recognized Related Party Transactions
$ 545,709
$ 526,219
Waived Related Party Transactions
$ 121,079
$ 119,741
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. The Sponsor has determined that there will be no recovery sought for the amounts below in any future period.
CORN
SOYB
CANE
WEAT
TAGS
TRUST
Three months ended March 31, 2022
$ 124,377
$ 51,416
$ 28,866
$ 85,856
$ 55,003
$ 345,518
Three months ended March 31, 2021
$ 120,266
$ 62,577
$ 26,490
$ 28,715
$ 14,136
$ 252,184
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 amounts 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.
15
Table of Contents
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 daily 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, 2022 and December 31, 2021, 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.
16
Table of Contents
For the quarter ended March 31, 2021, Corn Futures Contracts for the JUL21 CBOT corn futures, SEP21 CBOT corn futures, DEC21 CBOT corn futures, JUL21 CBOT soybean futures, and the NOV21 CBOT soybean futures, settled in a “limit up” condition. Accordingly, the Trust, CORN, and SOYB classified these as Level 2 assets. The financial statements of these funds including TAGS, due to the NAV adjustment for each of these Underlying Funds, were adjusted accordingly. The adjustment resulted in an increase in the unrealized change in commodity futures contracts in excess of reported CBOT values of $ 3,371,513 for CORN and $ 279,750 for SOYB. The Soybean futures contracts transferred back to a Level 1 asset for the period ended June 30, 2021, and the SEP21 and DEC21 corn futures contracts remained a Level 2 asset as described below and transferred back to a Level 1 asset for the period ended September 30, 2021.
For the quarter ended June 30, 2021, Corn Futures Contracts for the SEP21 CBOT corn futures and the DEC21 CBOT corn futures, settled in a “limit up” condition. Accordingly, the Trust, CORN and TAGS classified these as level 2 assets. The financial statements of CORN including TAGS, due to the NAV adjustment for the Underlying CORN holdings, were adjusted accordingly. The adjustment resulted in an increase in the unrealized change in commodity futures contracts in excess of reported CBOT values of $ 711,275 for CORN. The Corn futures contracts transferred back to a Level 1 asset for the period ended September 30, 2021.
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”) 2021-05: “Leases (Topic 842).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day-one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
The FASB issued ASU 2020-10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
The FASB issued ASU 2020-02: “Financial Instruments Credit Losses (Topic 326) and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842). The amendment updates and adds language to ASU 2016-02. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
The FASB issued ASU 2020-01: Investments Equity Securities (Topic 321), Investments Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The amendments clarify the treatment of transactions that require a company to apply or discontinue the equity method of accounting. The amendments were adopted early for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
The FASB issued ASU 2019-01: “Leases (Topic 842): Codification Improvements. These amendments align the guidance for fair value of underlying assets by lessors that are not manufacturers or dealers in Topic 842 with that of existing guidance. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
17
Table of Contents
The FASB issued ASU 2018-13: “Fair Value Measurement (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement. These amendments modify public and private company fair value disclosure requirements. While some disclosures were removed or modified, others were added. The guidance is a result of the FASB’s test of the principals developed to improve the effectiveness of disclosures in the notes to the financial statements. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
The FASB issued ASU 2017-13, “Revenue Recognition (Topic 605), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments”. The amendment amends the early adoption date option for certain companies related to adoption of ASU No. 2014-09 and ASU No. 2016-02. The SEC staff stated the SEC would not object to a public business entity that otherwise would not meet the definition of a public business entity except for a requirement to include or the inclusion of its financial statements or financial information in another entity’s filing with the SEC adopting ASC Topic 842 for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Funds.
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, 2022 and December 31, 2021:
March 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of March 31, 2022
Cash Equivalents
$ 601,795,644
$ -
$ -
$ 601,795,644
Commodity Futures Contracts
Corn futures contracts
25,830,881
-
-
25,830,881
Soybean futures contracts
3,599,568
-
-
3,599,568
Sugar futures contracts
1,906,462
-
-
1,906,462
Total
$ 633,132,555
$ -
$ -
$ 633,132,555
Liabilities:
Level 1
Level 2
Level 3
Balance as of March 31, 2022
Commodity Futures Contracts
Wheat futures contracts
33,791,659
-
-
33,791,659
Total
$ 33,791,659
$ -
$ -
$ 33,791,659
December 31, 2021
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2021
Cash Equivalents
$ 152,949,199
$ -
$ -
$ 152,949,199
Commodity Futures Contracts
Corn futures contracts
5,936,552
-
-
5,936,552
Soybean futures contracts
2,684,851
-
-
2,684,851
Sugar futures contracts
1,079,226
-
-
1,079,226
Wheat futures contracts
3,714,672
-
-
3,714,672
Total
$ 166,364,500
$ -
$ -
$ 166,364,500
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2021
Commodity Futures Contracts
Sugar futures contracts
$ 80,506
$ -
$ -
$ 80,506
Wheat futures contracts
654,969
-
-
654,969
Total
$ 735,475
$ -
$ -
$ 735,475
18
Table of Contents
For the period ended March 31, 2022 and year ended December 31, 2021, the Funds did not have any significant transfers between any of the levels of the fair value hierarchy. 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 Fund considers the average volume of the specific underlying futures contracts traded on the relevant exchange for the periods being reported.
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, 2022 and year ended December 31, 2021, 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 combined 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 combined statements of assets and liabilities as derivative contracts, categorized by primary underlying risk and held by the FCMs, E D & F Man and StoneX as of March 31, 2022 and December 31, 2021.
*The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
19
Table of Contents
Offsetting of Financial Assets and Derivative Assets as of March 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the combined Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the combined Statement of Assets and Liabilities
Net Amount Presented in the combined Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Corn futures contracts
$ 25,830,881
$ -
$ 25,830,881
$ -
$ 2,987,964
$ 22,842,917
Soybean futures contracts
$ 3,599,568
$ -
$ 3,599,568
$ -
$ 1,939,462
$ 1,660,106
Sugar futures contracts
$ 1,906,462
$ -
$ 1,906,462
$ -
$ 525,266
$ 1,381,196
Offsetting of Financial Liabilities and Derivative Liabilities as of March 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the combined Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the combined Statement of Assets and Liabilities
Net Amount Presented in the combined Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Wheat futures contracts
$ 33,791,659
$ -
$ 33,791,659
$ -
$ 33,791,659
$ -
Offsetting of Financial Assets and Derivative Assets as of December 31, 2021
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Corn futures contracts
$ 5,936,552
$ -
$ 5,936,552
$ -
$ -
$ 5,936,552
Soybean futures contracts
$ 2,684,851
$ -
$ 2,684,851
$ -
$ 675,169
$ 2,009,682
Sugar futures contracts
$ 1,079,226
$ -
$ 1,079,226
$ 80,506
$ -
$ 998,720
Wheat futures contracts
$ 3,714,672
$
-
$ 3,714,672
$ 654,969
$ 213,708
$ 2,845,995
Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2021
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Descriptionl
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Sugar futures contracts
$ 80,506
$ -
$ 80,506
$ 80,506
$ -
$ -
Wheat futures contracts
$ 654,969
$ -
$ 654,969
$ 654,969
$ -
$ -
20
Table of Contents
The following is a summary of realized and unrealized gains (losses) of the derivative instruments utilized by the Trust:
Three months ended March 31, 2022
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Appreciation (Depreciation) on Commodity Futures Contracts
Commodity Price
Corn futures contracts
$ 16,568,982
$ 19,894,329
Soybean futures contracts
7,052,701
914,717
Sugar futures contracts
70,161
907,742
Wheat futures contracts
38,006,567
( 36,851,362 )
Total commodity futures contracts
$ 61,698,411
$ ( 15,134,574 )
Three months ended March 31, 2021
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Appreciation (Depreciation) on Commodity Futures Contracts
Commodity Price
Corn futures contracts
$ 18,796,479
$ 1,321,729
Soybean futures contracts
18,154,458
( 8,724,512 )
Sugar futures contracts
1,253,480
( 606,842 )
Wheat futures contracts
2,919,448
( 5,055,673 )
Total commodity futures contracts
$ 41,123,865
$ ( 13,065,298 )
Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for the futures contracts held was $ 479.0 million and $ 354.5 million for the three months ended March 31, 2022 and 2021, respectively.
Note 6 - Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the shares of the Funds, 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, 2022
Outstanding
Shares
Net Assets
Teucrium Corn Fund
8,175,004
$ 222,124,501
Teucrium Soybean Fund
2,400,004
64,225,822
Teucrium Sugar Fund
2,650,004
25,491,461
Teucrium Wheat Fund
50,125,004
492,639,237
Teucrium Agricultural Fund:
Net assets including the investment in the Underlying Funds
900,002
29,209,416
Less: Investment in the Underlying Funds
( 29,206,585 )
Net for the Fund in the combined net assets of the Trust
2,831
Total
$ 804,483,852
21
Table of Contents
December 31, 2021
Outstanding
Shares
Net Assets
Teucrium Corn Fund
5,600,004
$ 120,846,256
Teucrium Soybean Fund
1,975,004
44,972,625
Teucrium Sugar Fund
2,475,004
22,834,664
Teucrium Wheat Fund
10,250,004
75,621,587
Teucrium Agricultural Fund:
Net assets including the investment in the Underlying Funds
525,002
14,179,655
Less: Investment in the Underlying Funds
( 14,178,019 )
Net for the Fund in the combined net assets of the Trust
1,636
Total
$ 264,276,768
The detailed information for the subscriptions and redemptions, and other financial information for each Fund that is a series of the Trust are included in the accompanying financial statements of each Fund.
Note 8 – Subsequent Events
Management has evaluated the financial statements for the quarter-ended March 31, 2022 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Trust and Funds other than those noted below:
War and other geopolitical events in eastern Europe, including but not limited to Russia and Ukraine, may cause volatility in commodity prices including energy and grain prices, due to the region’s importance to these markets, potential impacts to global transportation and shipping, and other supply chain disruptions. These events are unpredictable and may lead to extended periods of price volatility. The impact of these geopolitical events to the Trust and the Funds is described in more detail in Part II of this 10Q.
CORN:
The total net assets of the Fund increased by $ 75,797,035 , or 34 %, for the period March 31, 2022 to May 9, 2022. This was driven by a 4 % increase in the NAV per share and a 28 % increase in the shares outstanding.
A registration statement for CORN was declared effective by the SEC on April 7, 2022. This registration statement for CORN registered an indeterminate amount of shares.
SOYB:
The total net assets of the Fund increased by $ 14,758,922 , or 23 %, for the period March 31, 2022 to May 9, 2022. This was driven by a 2 % increase in the NAV per share and a 21 % increase in the shares outstanding.
A registration statement for SOYB was declared effective by the SEC on April 7, 2022. This registration statement for SOYB registered an indeterminate amount of shares.
The Sponsor opened an account with StoneX, as a new FCM and clearing broker for the Fund. The Fund transferred soybean futures contract positions from E D & F Man to StoneX on April 13, 2022.
CANE:
The total net assets of the Fund increased by $ 8,669,045 , or 34 %, for the period March 31, 2022 to May 9, 2022. This was driven by a 37 % increase in the shares outstanding and partially offset by a 2 % decrease in the NAV per share.
A registration statement for CANE was declared effective by the SEC on April 7, 2022. This registration statement for CANE registered an indeterminate amount of shares.
The Sponsor opened an account with StoneX, as a new FCM and clearing broker for the Fund. The Fund transferred sugar futures contract positions from E D & F Man to StoneX on April 13, 2022.
WEAT:
Nothing additional to report.
TAGS:
The total net assets of the Fund increased by $ 7,799,110 , or 27 %, for the period March 31, 2022 to May 9, 2022. This was driven by a 4 % increase in the NAV per share and a 22 % increase in the shares outstanding.
A registration statement for TAGS was declared effective by the SEC on April 7, 2022. This registration statement for TAGS registered an indeterminate amount of shares.
22
Table of Contents
TEUCRIUM CORN FUND
STATEMENTS OF ASSETS AND LIABILITIES
March 31, 2022
December 31, 2021
(Unaudited)
Assets
Cash and cash equivalents
$ 202,024,855
$ 115,012,740
Interest receivable
13,878
8,614
Equity in trading accounts:
Commodity futures contracts
25,830,881
5,936,552
Due from broker
-
77,143
Total equity in trading accounts
25,830,881
6,013,695
Total assets
227,869,614
121,035,049
Liabilities
Management fee payable to Sponsor
169,712
104,087
Payable for purchases of commercial paper
2,498,500
-
Other liabilities
88,937
84,706
Equity in trading accounts:
Due to broker
2,987,964
-
Total liabilities
5,745,113
188,793
Net assets
$ 222,124,501
$ 120,846,256
Shares outstanding
8,175,004
5,600,004
Shares authorized
19,475,000
22,425,000
Net asset value per share
$ 27.17
$ 21.58
Market value per share
$ 27.16
$ 21.54
The accompanying notes are an integral part of these financial statements.
23
Table of Contents
TEUCRIUM CORN FUND
SCHEDULE OF INVESTMENTS
March 31, 2022
(Unaudited)
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X (cost: $35,886,305)
$ 35,886,305
16.16 %
35,886,305
Goldman Sachs Financial Square Government Fund - Institutional Class (cost: $30,865)
30,865
0.01
30,865
Total money market funds (cost: $35,917,170)
$ 35,917,170
16.17 %
Principal Amount
Commercial Paper
Albemarle Corporation 0.601% (cost: $2,498,792 due 04/07/2022)
$ 2,499,750
1.13 %
2,500,000
Albemarle Corporation 0.701% (cost: $12,493,680 due 04/04/2022)
12,499,271
5.63
12,500,000
AT&T Inc. 0.240% (cost: $4,997,867 due 04/13/2022)
4,999,600
2.25
5,000,000
AT&T Inc. 0.320% (cost: $4,996,446 due 05/02/2022)
4,998,623
2.25
5,000,000
Brookfield Infrastructure Holdings (Canada) Inc. 1.054% (cost: $2,496,208 due 05/05/2022)
2,497,521
1.12
2,500,000
Brookfield Infrastructure Holdings (Canada) Inc. 0.973% (cost: $2,496,902 due 05/03/2022)
2,497,845
1.12
2,500,000
Brookfield Infrastructure Holdings (Canada) Inc. 1.003% (cost: $2,496,736 due 05/10/2022)
2,497,292
1.12
2,500,000
Canadian Natural Resources Limited 0.902% (cost: $2,498,500 due 04/25/2022)
2,498,500
1.12
2,500,000
Cigna Corporation 0.250% (cost: $4,997,015 due 04/27/2022)
4,999,098
2.25
5,000,000
Cigna Corporation 0.551% (cost: $2,497,059 due 05/13/2022)
2,498,396
1.12
2,500,000
Cigna Corporation 0.641% (cost: $2,496,667 due 05/16/2022)
2,498,000
1.12
2,500,000
Crown Castle International Corp. 1.154% (cost: $2,496,486 due 05/12/2022)
2,496,726
1.12
2,500,000
Crown Castle International Corp. 0.902% (cost: $4,997,500 due 04/19/2022)
4,997,750
2.25
5,000,000
Enbridge (U.S.) Inc. 0.200% (cost: $2,498,861 due 04/04/2022)
2,499,958
1.13
2,500,000
Enbridge (U.S.) Inc. 0.913% (cost: $2,496,461 due 05/16/2022)
2,497,156
1.12
2,500,000
FMC Corporation 0.852% (cost: $2,498,583 due 04/11/2022)
2,499,410
1.13
2,500,000
General Motors Financial Company, Inc. 0.350% (cost: $3,497,142 due 04/25/2022)
3,499,183
1.59
3,500,000
General Motors Financial Company, Inc. 1.034% (cost: $2,494,064 due 06/08/2022)
2,495,137
1.12
2,500,000
Glencore Funding LLC 0.234% (cost: $7,496,926 due 04/08/2022)
7,499,658
3.38
7,500,000
Harley-Davidson Financial Services, Inc. 0.220% (cost: $4,997,525 due 04/04/2022)
4,999,908
2.25
5,000,000
Humana Inc. 0.330% (cost: $2,498,946 due 04/01/2022)
2,500,000
1.14
2,500,000
Humana Inc. 0.802% (cost: $2,498,445 due 04/11/2022)
2,499,445
1.13
2,500,000
ITT Inc. 0.601% (cost: $2,496,750 due 05/17/2022)
2,498,083
1.12
2,500,000
Jabil Inc. 0.802% (cost: $2,499,056 due 04/08/2022)
2,499,611
1.13
2,500,000
Verizon Communications Inc. 0.611% (cost: $2,496,404 due 05/25/2022)
2,497,716
1.12
2,500,000
Walgreens Boots Alliance, Inc. 0.913% (cost: $2,496,524 due 05/25/2022)
2,496,587
1.12
2,500,000
WGL Holdings, Inc. 0.872% (cost: $2,498,308 due 04/22/2022)
2,498,731
1.12
2,500,000
Total Commercial Paper (cost: $95,923,853)
$ 95,958,955
43.20 %
Total Cash Equivalents
$ 131,876,125
59.37 %
Notional Amount
(Long Exposure)
Commodity futures contracts
United States corn futures contracts
CBOT corn futures JUL22 (2,098 contracts)
$ 9,417,981
4.24 %
$ 76,891,700
CBOT corn futures SEP22 (1,920 contracts)
2,195,067
0.99
66,840,000
CBOT corn futures DEC22 (2,293 contracts)
14,217,833
6.40
78,391,938
Total commodity futures contracts
$ 25,830,881
11.63 %
$ 222,123,638
The accompanying notes are an integral part of these financial statements.
24
Table of Contents
TEUCRIUM CORN FUND
SCHEDULE OF INVESTMENTS
December 31, 2021
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X 0.026% (cost $11,397,154)
$ 11,397,154
9.43 %
11,397,154
Goldman Sachs Financial Square Government Fund - Institutional Class 0.030% (cost $2,508)
2,508
0.00
2,508
Total money market funds (cost: $11,399,662)
$ 11,399,662
9.43 %
Principal Amount
Commercial Paper
Albemarle Corporation 0.181% (cost: $7,497,243 due 01/31/2022)
$ 7,498,867
$ 6.20
7,500,000
Conagra Brands, Inc. 0.160% (cost: $2,499,000 due 01/05/2022)
2,499,955
2.07
2,500,000
Conagra Brands, Inc. 0.150% (cost: $2,499,355 due 01/18/2022)
2,499,823
2.07
2,500,000
General Motors Financial Company, Inc. 0.160% (cost: $2,499,000 due 01/06/2022)
2,499,944
2.07
2,500,000
General Motors Financial Company, Inc. 0.200% (cost: $3,498,289 due 01/31/2022)
3,499,417
2.89
3,500,000
General Motors Financial Company, Inc. 0.160% (cost: $2,499,400 due 01/03/2022)
2,499,978
2.07
2,500,000
Harley-Davidson Financial Services, Inc. 0.167% (cost: $7,497,046 due 01/13/2022)
7,499,583
6.20
7,500,000
Harley-Davidson Financial Services, Inc. 0.250% (cost: $2,498,664 due 03/02/2022)
2,498,959
2.07
2,500,000
Humana Inc. 0.140% (cost: $4,998,425 due 01/07/2022)
4,999,883
4.14
5,000,000
Jabil Inc. 0.300% (cost: $4,997,375 due 02/08/2022)
4,998,417
4.13
5,000,000
Jabil Inc. 0.310% (cost: $2,498,450 due 02/25/2022)
2,498,816
2.07
2,500,000
Viatris Inc. 0.250% (cost: $4,997,466 due 02/11/2022)
4,998,577
4.14
5,000,000
Viatris Inc. 0.310% (cost: $2,498,493 due 03/01/2022)
2,498,730
2.07
2,500,000
WGL Holdings, Inc. 0.220% (cost: $2,499,343 due 01/12/2022)
2,499,832
2.07
2,500,000
Total Commercial Paper (cost: $53,477,549)
$ 53,490,781
44.26 %
Total Cash Equivalents
$ 64,890,443
53.69 %
Notional Amount
(Long Exposure)
Commodity futures contracts
United States corn futures contracts
CBOT corn futures MAY22 (1,418 contracts)
$ 3,767,282
3.12 %
$ 42,185,500
CBOT corn futures JUL22 (1,218 contracts)
196,244
0.16
36,144,150
CBOT corn futures DEC22 (1,558 contracts)
1,973,026
1.63
42,533,400
Total commodity futures contracts
$ 5,936,552
4.91 %
$ 120,863,050
The accompanying notes are an integral part of these financial statements.
25
Table of Contents
TEUCRIUM CORN FUND
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity futures contracts:
Realized gain on commodity futures contracts
$ 16,568,982
$ 18,796,479
Net change in unrealized appreciation on commodity futures contracts
19,894,329
1,321,729
Interest income
86,625
77,560
Total income
36,549,936
20,195,768
Expenses
Management fees
378,281
390,625
Professional fees
164,499
171,781
Distribution and marketing fees
295,595
350,605
Custodian fees and expenses
16,514
46,407
Business permits and licenses fees
15,994
16,674
General and administrative expenses
27,475
28,100
Total expenses
898,358
1,004,192
Expenses waived by the Sponsor
( 124,377 )
( 120,266 )
Total expenses, net
773,981
883,926
Net income
$ 35,775,955
$ 19,311,842
Net income per share
$ 5.59
$ 2.07
Net income per weighted average share
$ 5.62
$ 2.05
Weighted average shares outstanding
6,366,671
9,441,115
The accompanying notes are an integral part of these financial statements.
26
Table of Contents
TEUCRIUM CORN FUND
STATEMENTS OF CHANGES IN NET ASSETS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Operations
Net income
$ 35,775,955
$ 19,311,842
Capital transactions
Issuance of Shares
74,547,348
35,769,660
Redemption of Shares
( 9,045,058 )
( 25,220,068 )
Total capital transactions
65,502,290
10,549,592
Net change in net assets
101,278,245
29,861,434
Net assets, beginning of period
$ 120,846,256
$ 138,289,537
Net assets, end of period
$ 222,124,501
$ 168,150,971
Net asset value per share at beginning of period
$ 21.58
$ 15.54
Net asset value per share at end of period
$ 27.17
$ 17.61
Creation of Shares
2,950,000
2,150,000
Redemption of Shares
375,000
1,500,000
The accompanying notes are an integral part of these financial statements.
27
Table of Contents
TEUCRIUM CORN FUND
STATEMENTS OF CASH FLOWS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Cash flows from operating activities:
Net income
$ 35,775,955
$ 19,311,842
Adjustments to reconcile net income to net cash provided by operating activities:
Net change in unrealized appreciation on commodity futures contracts
( 19,894,329 )
( 1,321,729 )
Changes in operating assets and liabilities:
Due from broker
77,143
-
Interest receivable
( 5,264 )
( 918 )
Due to broker
2,987,964
( 12,825,963 )
Management fee payable to Sponsor
65,625
25,008
Payable for purchases of commercial paper
2,498,500
( 4,997,847 )
Other liabilities
4,231
32,280
Net cash provided by operating activities
21,509,825
222,673
Cash flows from financing activities:
Proceeds from sale of Shares
74,547,348
35,769,660
Redemption of Shares
( 9,045,058 )
( 27,162,343 )
Net cash provided by financing activities
65,502,290
8,607,317
Net change in cash and cash equivalents
87,012,115
8,829,990
Cash and cash equivalents, beginning of period
115,012,740
138,181,061
Cash and cash equivalents, end of period
$ 202,024,855
$ 147,011,051
The accompanying notes are an integral part of these financial statements.
28
Table of Contents
NOTES TO FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Note 1 – Organization and Operation
Teucrium Corn Fund (referred to herein as “CORN,” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “CORN,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for corn interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.
The investment objective of CORN is to have the daily changes in the NAV of the Fund’s Shares reflect the daily changes in the corn market for future delivery as measured by the Benchmark. The Benchmark is a weighted average of the closing settlement prices for three futures contracts for corn (“Corn Futures Contracts”) that are traded on the Chicago Board of Trade (“CBOT”):
CORN Benchmark
CBOT Corn Futures Contract
Weighting
Second to expire
35 %
Third to expire
30 %
December following the third to expire
35 %
The Fund commenced investment operations on June 9, 2010 and has a fiscal year ending on December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is registered as a commodity pool operator (“CPO”) and a commodity trading adviser (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On June 7, 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. The current registration statement for CORN was declared effective by the SEC on April 7, 2022. This registration statement for CORN registered an indeterminate amount of shares.
The accompanying unaudited financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X promulgated by the SEC and, therefore, do not include all information and footnote disclosures required under accounting principles generally accepted in the United States of America (“GAAP”). The financial information included herein is unaudited; however, such financial information reflects all adjustments which are, in the opinion of management, necessary for the fair presentation of the Fund’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K, as well as the most recent Form S-1 filing, as applicable. The operating results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.
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.
29
Table of Contents
Note 2 – Principal Contracts and Agreements
The Sponsor employs U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Global Fund Services”), for Transfer Agency, Fund Accounting and Fund Administration services. The principal address for Global Fund Services is 615 E. Michigan Street, Milwaukee, WI 53202.
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 Global Fund Services 0.05% of average gross assets on the first $500 million, 0.04% on the next $500 million, 0.03% on the next $2 billion and 0.02% on the balance over $3 billion annually. A combined minimum annual fee of up to $47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded as custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
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 each Fund’s average daily net assets and an aggregate annual fee of $100,000 for all 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. These services are recorded as distribution and marketing fees on the statements of operations. A summary of these expenses is included below. Pursuant to a Consulting Services Agreement, Foreside Consulting Services, LLC, performs certain consulting support services for the Trust’s Sponsor. Additionally, Foreside Distributors, LLC performs certain distribution consulting services pursuant to a Distribution Consulting Agreement with the Sponsor.
E D & F Man Capital Markets, Inc. (“E D & F Man”) and StoneX Financial Inc. – FCM Division of INTL FCStone Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and clear futures contracts and provide other brokerage-related services. E D & F Man and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as a broker-dealers with the SEC and are each a member of FINRA. ED & F Man and StoneX are each clearing members 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, E D & F Man is paid $9.00 per round turn . Effective April 1, 2022, E D & F Man will be paid $11.00 per round turn. StoneX is paid $2.50 per round turn exclusive of pass through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 20% return on the StoneX Capital Requirement at 9.6% of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses is included below.
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. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
The Sponsor employs Thales Capital Partners LLC (“Thales”) for distribution and solicitation-related services. Thales is registered as a Broker-Dealer with the SEC and a member of FINRA and the Securities Investor Protection Corporation (“SIPC”). Thales receives a quarterly fee of the higher of $18,750 or 0.10% of new assets raised in referred accounts for distribution and solicitation-related services. This fee based on new assets raised is determined by an agreed upon level of assets at the time of signing the contract. These services are recorded in distribution and marketing fees on the statements of operations. A summary of these expenses is included below:
Three months ended March 31, 2022
Three months ended March 31, 2021
Amount Recognized for Custody Services
$ 16,514
$ 46,407
Amount of Custody Services Waived
$ -
$ -
Amount Recognized for Distribution Services
$ 16,739
$ 21,662
Amount of Distribution Services Waived
$ 6,302
$ -
Amount Recognized for Wilmington Trust
$ -
$ -
Amount of Wilmington Trust Waived
$ -
$ -
Amount Recognized for Thales
$ 27,193
$ 34,330
Amount of Thales Waived
$ 27,193
$ -
30
Table of Contents
Note 3 – Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
Revenue Recognition
Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on commodity futures contracts are reflected in the statements of operations as the difference between the original contract amount and the fair market value as of the last business day of the year or as of the last date of the financial statements. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. The Fund seeks to earn interest on its assets denominated in U.S. dollars on deposits with the Futures Commission Merchant. In addition, the Fund earns interest on funds held at the custodian and at other financial institutions at prevailing market rates for such investments.
The Sponsor invests a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the financial statements and reflected in cash and cash equivalents on the statements of assets and liabilities and statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
The Sponsor invests a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
Brokerage Commissions
Beginning on August 21, 2019, the Sponsor began recognizing the expense for brokerage commissions for futures contract trades on a per-trade basis. Prior to the change, brokerage commissions on all open commodity futures contracts were accrued on the trade date and on a full-turn basis. The below table shows the amounts included on the statements of operations as total brokerage commissions paid inclusive of unrealized loss for the three months ended March 31, 2022 and 2021.
CORN
Three Months Ended March 31, 2022
$ 31,239
Three Months Ended March 31, 2021
$ 33,966
31
Table of Contents
Income Taxes
For federal income tax purposes, the Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704(d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2019 to 2021, the Fund remains 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 Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of March 31, 2022 and for the years ended December 31, 2021, 2020, and 2019. However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the three months ended March 31, 2022 and 2021.
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from CORN. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (EST) on the day the order to create the basket is received in good order.
Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (EST) on the day the order to redeem the basket is received in good order.
The Fund receives or pays the proceeds from shares sold or redeemed within three business days after the trade date of the purchase or redemption. The amounts due from Authorized Purchasers are reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S-1 filing, 50,000 shares represent two Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
32
Table of Contents
Cash and Cash Equivalents
Cash equivalents are highly liquid investments with maturity dates of 90 days or less when acquired. The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly liquid nature and short term maturities. Each Fund that is a series of the Trust has the balance of its cash equivalents on deposit with financial institutions. The Fund holds a balance in money market funds that is included in cash and cash equivalents on the statements of assets and liabilities. The Sponsor invests 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. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
March 31, 2022
December 31, 2021
Money Market Funds
$ 35,917,170
$ 11,399,662
Demand Deposit Savings Accounts
70,148,730
50,122,297
Commercial Paper
95,958,955
53,490,781
Total cash and cash equivalents as presented on the Statement of Assets and Liabilities
$ 202,024,855
$ 115,012,740
Payable for Purchases of Commercial Paper
The amount recorded by the Fund for commercial paper transactions awaiting settlement, represents the amount payable for contracts purchased but not yet settled as of the reporting date. The value of the contract is included in cash and cash equivalents, and the payable amount is included as a liability.
Due from/to Broker
The amount recorded by the Fund 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, payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records and amounts of brokerage commissions paid and recognized as unrealized losses.
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 customary in other forms of investment or speculation. As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over the counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
33
Table of Contents
Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls. Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.
Calculation of Net Asset Value
The Fund’s NAV is calculated by:
•
Taking the current market value of its total assets and
•
Subtracting any liabilities.
The administrator, Global Fund Services, calculates the NAV of the Fund once each trading day. It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. (EST). The NAV for a particular trading day is released after 4:15 p.m. (EST).
In determining the value of Corn Futures Contracts, the administrator uses the CBOT closing price. The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. (EST). The value of over the counter corn interests is determined based on the value of the commodity or futures contract underlying such corn interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such corn interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day. Short term Treasury securities held by the Fund are valued by the administrator using values received from recognized third-party vendors and dealer quotes. NAV includes any unrealized profit or loss on open corn interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. In addition, the Sponsor has elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities, which the Sponsor performs itself. In addition, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00% per annum.
The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds 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 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 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 Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees in the financial statements of each Fund.
Three months ended March 31, 2022
Three months ended March 31, 2021
Recognized Related Party Transactions
$ 233,497
$ 241,087
Waived Related Party Transactions
$ 38,196
$ 69,894
34
Table of Contents
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. The Sponsor has determined that there will be no recovery sought for the amounts below in any future period:
CORN
Three months ended March 31, 2022
$ 124,377
Three months ended March 31, 2021
$ 120,266
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value - Definition and Hierarchy
In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments 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 Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including during periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many securities. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. For instance, when Corn Futures Contracts on the CBOT are not actively trading due to a “limit-up” or limit-down” condition, meaning that the daily change in the Corn Futures Contracts has exceeded the limits established, the Trust and the Fund will revert to alternative verifiable sources of valuation of its assets. When such a situation exists on a quarter close, the Sponsor will calculate the Net Asset Value (“NAV”) on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3) and will report such NAV in its applicable financial statements and reports.
35
Table of Contents
On March 31, 2022 and December 31, 2021, in the opinion of the Trust and the Fund, 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 Fund considers the average volume of the specific underlying futures contracts traded on the relevant exchange for the periods being reported.
For the quarter ended March 31, 2021, Corn Futures Contracts for the JUL21 CBOT corn futures, SEP21 CBOT corn futures, and DEC21 CBOT corn futures settled in a “limit up” condition. Accordingly, the Trust and CORN classified these as Level 2 assets. The financial statements of CORN were adjusted accordingly. The adjustment resulted in an increase in the unrealized change in commodity futures contracts in excess of reported CBOT values of $ 3,371,513 . The JUL21 corn futures contracts transferred back to a Level 1 asset, and the SEP21 and DEC21 corn futures contracts remained a Level 2 asset as described below for the period ended June 30, 2021.
For the quarter ended June 30, 2021, Corn Futures Contracts for the SEP21 CBOT corn futures and the DEC21 CBOT corn futures, settled in a “limit up” condition. Accordingly, the Trust and CORN classified these as level 2 assets. The financial statements of CORN were adjusted accordingly. The adjustment resulted in an increase in the unrealized change in commodity futures contracts in excess of reported CBOT values of $ 711,275 for CORN. The Corn futures contracts transferred back to a Level 1 asset for the period ended September 30, 2021.
The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations. Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the 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.
Expenses
Expenses are recorded using the accrual method of accounting.
Net Income (Loss) per Share
Net income (loss) per share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of units outstanding was computed for purposes of disclosing net income (loss) per weighted average unit. The weighted average units are equal to the number of units outstanding at the end of the period, adjusted proportionately for units created or redeemed based on the amount of time the units were outstanding during such period.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-05: “Leases (Topic 842).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day-one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020-10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
36
Table of Contents
The FASB issued 2020-02: “Financial Instruments Credit Losses (Topic 326) and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842). The amendment updates and adds language to ASU 2016-02. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020-01: Investments Equity Securities (Topic 321), Investments Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The amendments clarify the treatment of transactions that require a company to apply or discontinue the equity method of accounting. The amendments were adopted early for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2019-04: “Codification Improvements to Topic 326, Financial Instruments Credit Losses, Topic 815, Derivatives and hedging, and Topic 825, Financial Instruments.” The amendments clarify and improve areas of guidance related to the recently issued standards on credit losses, hedging, and recognition and measurement, specifically relating to ASU 201712. The amendments were early adopted for the quarter ended June 30, 2019; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2019-01: “Leases (Topic 842): Codification Improvements. These amendments align the guidance for fair value of underlying assets by lessors that are not manufacturers or dealers in Topic 842 with that of existing guidance. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2018-13: “Fair Value Measurement (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement. These amendments modify public and private company fair value disclosure requirements. While some disclosures were removed or modified, others were added. The guidance is a result of the FASB’s test of the principals developed to improve the effectiveness of disclosures in the notes to the financial statements. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2017-13, “Revenue Recognition (Topic 605), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments”. The amendment amends the early adoption date option for certain companies related to adoption of ASU No. 2014-09 and ASU No. 2016-02. The SEC staff stated the SEC would not object to a public business entity that otherwise would not meet the definition of a public business entity except for a requirement to include or the inclusion of its financial statements or financial information in another entity’s filing with the SEC adopting ASC Topic 842 for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
Note 4 – Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of March 31, 2022 and December 31, 2021:
March 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of March 31, 2022
Cash Equivalents
$ 131,876,125
$ -
$ -
$ 131,876,125
Corn Futures Contracts
25,830,881
-
-
25,830,881
Total
$ 157,707,006
$ -
$ -
$ 157,707,006
37
Table of Contents
December 31, 2021
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2021
Cash Equivalents
$ 64,890,443
$ -
$ -
$ 64,890,443
Corn Futures Contracts
5,936,552
-
-
5,936,552
Total
$ 70,826,995
$ -
$ -
$ 70,826,995
For the period ended March 31, 2022 and year ended December 31, 2021, the Fund 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 Fund utilizes derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks. In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of its counterparties to meet the terms of their contracts. For three months ended March 31, 2022 and year ended December 31, 2021, the Fund invested only in commodity futures contracts.
Futures Contracts
The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
The purchase and sale of futures contracts requires margin deposits with a FCM. Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund. Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.
The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements. In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available. It is possible that the recovery amount could be less than the total of cash and other equity deposited.
The following 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 FASB 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 FCMs, E D & F Man and StoneX as of March 31, 2022 and December 31, 2021.
*The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
38
Table of Contents
Offsetting of Financial Assets and Derivative Assets as of March 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Corn futures contracts
$ 25,830,881
$ -
$ 25,830,881
$ -
$ 2,987,964
$ 22,842,917
Offsetting of Financial Assets and Derivative Assets as of December 31, 2021
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Corn futures contracts
$ 5,936,552
$ -
$ 5,936,552
$ -
$ -
$ 5,936,552
The following tables identify the net gain and loss amounts included in the statements of operations as realized and unrealized gains and losses on trading of commodity futures contracts categorized by primary underlying risk:
Three months ended March 31, 2022
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Appreciation on Commodity Futures Contracts
Commodity Price
Corn futures contracts
$ 16,568,982
$ 19,894,329
Three months ended March 31, 2021
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Appreciation on Commodity Futures Contracts
Commodity Price
Corn futures contracts
$ 18,796,479
$ 1,321,729
Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for the futures contracts held was $ 167.5 million and $ 161.9 million for the three months ended March 31, 2022, and 2021, respectively.
Note 6 – Financial Highlights
The following tables present per unit performance data and other supplemental financial data for the three months ended March 31, 2022 and 2021. This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
39
Table of Contents
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 21.58
$ 15.54
Income (loss) from investment operations:
Investment income
0.01
0.01
Net realized and unrealized gain on commodity futures contracts
5.70
2.15
Total expenses, net
( 0.12 )
( 0.09 )
Net increase in net asset value
5.59
2.07
Net asset value at end of period
$ 27.17
$ 17.61
Total Return
25.91 %
13.32 %
Ratios to Average Net Assets (Annualized)
Total expenses
2.37 %
2.57 %
Total expenses, net
2.05 %
2.26 %
Net investment loss
( 1.82 )%
( 2.06 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
Note 7 – Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees were borne directly by the Sponsor. The Fund will not be obligated to reimburse the Sponsor.
Note 8 – Subsequent Events
Management has evaluated the financial statements for the quarter-ended March 31, 2022 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Fund other than those noted below:
The total net assets of the Fund increased by $ 75,797,035 , or 34 %, for the period March 31, 2022 to May 9, 2022. This was driven by a 4 % increase in the NAV per share and a 28 % increase in the shares outstanding.
A registration statement for CORN was declared effective by the SEC on April 7, 2022. This registration statement for CORN registered an indeterminate amount of shares.
40
Table of Contents
TEUCRIUM SOYBEAN FUND
STATEMENTS OF ASSETS AND LIABILITIES
March 31, 2022
December 31, 2021
(Unaudited)
Assets
Cash and cash equivalents
$ 62,678,131
$ 43,019,884
Interest receivable
3,989
1,928
Equity in trading accounts:
Commodity futures contracts
3,599,568
2,684,851
Total assets
66,281,688
45,706,663
Liabilities
Management fee payable to Sponsor
56,248
36,457
Other liabilities
60,156
22,412
Equity in trading accounts:
Due to broker
1,939,462
675,169
Total liabilities
2,055,866
734,038
Net assets
$ 64,225,822
$ 44,972,625
Shares outstanding
2,400,004
1,975,004
Shares authorized
15,350,000
15,875,000
Net asset value per share
$ 26.76
$ 22.77
Market value per share
$ 26.71
$ 22.75
The accompanying notes are an integral part of these financial statements.
41
Table of Contents
TEUCRIUM SOYBEAN FUND
SCHEDULE OF INVESTMENTS
March 31, 2022
(Unaudited)
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X (cost: $18,089,635)
$ 18,089,635
28.16 %
18,089,635
Goldman Sachs Financial Square Government Fund - Institutional Class (cost: $37,047)
37,047
0.06
37,047
Total money market funds (cost: $18,126,682)
$ 18,126,682
28.22 %
Principal Amount
Commercial Paper
Albemarle Corporation 0.701% (cost: $2,498,736 due 04/04/2022)
$ 2,499,854
3.89 %
2,500,000
AT&T Inc. 0.220% (cost: $2,499,068 due 04/13/2022)
2,499,817
3.89
2,500,000
Brookfield Infrastructure Holdings (Canada) Inc. 0.973% (cost: $2,496,902 due 05/03/2022)
2,497,845
3.89
2,500,000
Crown Castle International Corp. 1.154% (cost: $2,496,486 due 05/12/2022)
2,496,726
3.89
2,500,000
Enbridge (U.S.) Inc. 0.200% (cost: $2,498,861 due 04/04/2022)
2,499,958
3.89
2,500,000
Enbridge (U.S.) Inc. 0.913% (cost: $2,496,461 due 05/16/2022)
2,497,156
3.89
2,500,000
General Motors Financial Company, Inc. 0.350% (cost: $3,996,733 due 04/25/2022)
3,999,067
6.23
4,000,000
Glencore Funding LLC 0.234% (cost: $2,498,975 due 04/08/2022)
2,499,886
3.89
2,500,000
Humana Inc. 0.802% (cost: $2,498,445 due 04/11/2022)
2,499,445
3.89
2,500,000
ITT Inc. 0.601% (cost: $2,496,750 due 05/17/2022)
2,498,083
3.89
2,500,000
Jabil Inc. 0.551% (cost: $2,498,434 due 04/18/2022)
2,499,351
3.89
2,500,000
WGL Holdings, Inc. 0.872% (cost: $2,498,308 due 04/22/2022)
2,498,731
3.89
2,500,000
Total Commercial Paper (cost: $31,474,159)
$ 31,485,919
49.02 %
Total Cash Equivalents
$ 49,612,601
77.25 %
Notional Amount
(Long Exposure)
Commodity futures contracts
United States soybean futures contracts
CBOT soybean futures JUL22 (281 contracts)
$ 1,628,761
2.53 %
$ 22,451,900
CBOT soybean futures NOV22 (270 contracts)
1,938,447
3.02
19,176,750
CBOT soybean futures NOV23 (345 contracts)
32,360
0.05
22,619,063
Total commodity futures contracts
$ 3,599,568
5.60 %
$ 64,247,713
The accompanying notes are an integral part of these financial statements.
42
Table of Contents
TEUCRIUM SOYBEAN FUND
SCHEDULE OF INVESTMENTS
December 31, 2021
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X 0.026% (cost $8,951,314)
$ 8,951,314
19.91 %
8,951,314
Goldman Sachs Financial Square Government Fund - Institutional Class 0.030% (cost $2,511,180)
2,511,180
5.58
2,511,180
Total money market funds (cost: $11,462,494)
11,462,494
25.49
Principal Amount
Commercial Paper
Albemarle Corporation 0.200% (cost: $2,499,417 due 01/11/2022)
$ 2,499,861
5.56 %
2,500,000
Conagra Brands, Inc. 0.160% (cost: $2,499,000 due 01/05/2022)
2,499,956
5.56
2,500,000
Conagra Brands, Inc. 0.150% (cost: $2,499,355 due 01/18/2022)
2,499,823
5.56
2,500,000
General Motors Financial Company, Inc. 0.200% (cost: $3,998,044 due 01/31/2022)
3,999,333
8.89
4,000,000
General Motors Financial Company, Inc. 0.160% (cost: $2,499,400 due 01/03/2022)
2,499,978
5.56
2,500,000
Harley-Davidson Financial Services, Inc. 0.170% (cost: $2,498,938 due 02/01/2022)
2,499,634
5.56
2,500,000
Viatris Inc. 0.300% (cost: $2,498,312 due 02/11/2022)
2,499,146
5.55
2,500,000
Viatris Inc. 0.200% (cost: $2,499,292 due 01/21/2022)
2,499,722
5.56
2,500,000
Total Commercial Paper (cost: $21,491,758)
$ 21,497,453
47.80 %
Total Cash Equivalents
$ 32,959,947
73.29 %
Notional Amount
(Long Exposure)
Commodity futures contracts
United States soybean futures contracts
CBOT soybean futures MAR22 (234 contracts)
$ 591,547
1.32 %
$ 15,669,225
CBOT soybean futures MAY22 (199 contracts)
1,008,504
2.24
13,422,550
CBOT soybean futures NOV22 (250 contracts)
1,084,800
2.41
15,865,625
Total commodity futures contracts
$ 2,684,851
5.97 %
$ 44,957,400
The accompanying notes are an integral part of these financial statements.
43
Table of Contents
TEUCRIUM SOYBEAN FUND
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity futures contracts:
Realized gain on commodity futures contracts
$ 7,052,701
$ 18,154,458
Net change in unrealized appreciation (depreciation) on commodity futures contracts
914,717
( 8,724,512 )
Interest income
27,836
47,436
Total income
7,995,254
9,477,382
Expenses
Management fees
135,715
242,109
Professional fees
63,987
109,503
Distribution and marketing fees
127,166
225,016
Custodian fees and expenses
5,542
31,474
Business permits and licenses fees
7,777
14,527
General and administrative expenses
9,598
17,114
Total expenses
349,785
639,743
Expenses waived by the Sponsor
( 51,416 )
( 62,577 )
Total expenses, net
298,369
577,166
Net income
$ 7,696,885
$ 8,900,216
Net income per share
$ 3.99
$ 2.09
Net income per weighted average share
$ 3.62
$ 1.87
Weighted average shares outstanding
2,128,060
4,755,560
The accompanying notes are an integral part of these financial statements.
44
Table of Contents
TEUCRIUM SOYBEAN FUND
STATEMENTS OF CHANGES IN NET ASSETS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Operations
Net income
$ 7,696,885
$ 8,900,216
Capital transactions
Issuance of Shares
14,305,992
18,716,075
Redemption of Shares
( 2,749,680 )
( 25,600,897 )
Total capital transactions
11,556,312
( 6,884,822 )
Net change in net assets
19,253,197
2,015,394
Net assets, beginning of period
$ 44,972,625
$ 89,178,862
Net assets, end of period
$ 64,225,822
$ 91,194,256
Net asset value per share at beginning of period
$ 22.77
$ 19.49
Net asset value per share at end of period
$ 26.76
$ 21.58
Creation of Shares
525,000
900,000
Redemption of Shares
100,000
1,250,000
The accompanying notes are an integral part of these financial statements.
45
Table of Contents
TEUCRIUM SOYBEAN FUND
STATEMENTS OF CASH FLOWS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Cash flows from operating activities:
Net income
$ 7,696,885
$ 8,900,216
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Net change in unrealized (appreciation) depreciation on commodity futures contracts
( 914,717 )
8,724,512
Changes in operating assets and liabilities:
Due from broker
-
( 2,240,865 )
Interest receivable
( 2,061 )
406
Other assets
-
37
Due to broker
1,264,293
( 11,257,566 )
Management fee payable to Sponsor
19,791
7,862
Payable for purchases of commercial paper
-
( 4,997,451 )
Other liabilities
37,744
8,195
Net cash provided by (used in) operating activities
8,101,935
( 854,654 )
Cash flows from financing activities:
Proceeds from sale of Shares
14,305,992
18,716,075
Redemption of Shares
( 2,749,680 )
( 25,600,897 )
Net cash provided by (used in) financing activities
11,556,312
( 6,884,822 )
Net change in cash and cash equivalents
19,658,247
( 7,739,476 )
Cash and cash equivalents, beginning of period
43,019,884
90,398,391
Cash and cash equivalents, end of period
$ 62,678,131
$ 82,658,915
The accompanying notes are an integral part of these financial statements.
46
Table of Contents
NOTES TO FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Note 1 – Organization and Operation
Teucrium Soybean Fund (referred to herein as “SOYB” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “SOYB,” to the public at per Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for soybean interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.
The investment objective of SOYB is to have the daily changes in the NAV of the Fund’s Shares reflect the daily changes in the soybean market for future delivery as measured by the Benchmark. The Benchmark is a weighted average of the closing settlement prices for three futures contracts for soybeans (“Soybean Futures Contracts”) that are traded on the Chicago Board of Trade (“CBOT”):
SOYB Benchmark
CBOT Soybean Futures Contract
Weighting
Second to expire (excluding August & September)
35 %
Third to expire (excluding August & September)
30 %
Expiring in the November following the expiration of the third to expire contract
35 %
The Fund commenced investment operations on September 19, 2011 and has a fiscal year ending December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is registered as a commodity pool operator (“CPO”) and a commodity trading adviser (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On June 13, 2011, the initial Form S-1 for SOYB was declared effective by the SEC. On September 16, 2011, two Creation Baskets were issued representing 100,000 shares and $ 2,500,000 . On September 19, 2011, SOYB started trading on the NYSE Arca. The current registration statement for SOYB was declared effective by the SEC on April 7, 2022. This registration statement for SOYB registered an indeterminate number of shares.
The accompanying unaudited financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X promulgated by the SEC and, therefore, do not include all information and footnote disclosures required under accounting principles generally accepted in the United States of America (“GAAP”). The financial information included herein is unaudited; however, such financial information reflects all adjustments which are, in the opinion of management, necessary for the fair presentation of the Fund’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K, as well as the most recent Form S-1 filing, as applicable. The operating results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.
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.
47
Table of Contents
Note 2 – Principal Contracts and Agreements
The Sponsor employs U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Global Fund Services”), for Transfer Agency, Fund Accounting and Fund Administration services. The principal address for Global Fund Services is 615 E. Michigan Street, Milwaukee, WI 53202.
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 Global Fund Services 0.05% of average gross assets on the first $500 million, 0.04% on the next $500 million, 0.03% on the next $2 billion and 0.02% on the balance over $3 billion annually. A combined minimum annual fee of up to $47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded as custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
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 each Fund’s average daily net assets and an aggregate annual fee of $100,000 for all 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. These services are recorded as distribution and marketing fees on the statements of operations. A summary of these expenses is included below. Pursuant to a Consulting Services Agreement, Foreside Consulting Services, LLC, performs certain consulting support services for the Trust’s Sponsor. Additionally, Foreside Distributors, LLC performs certain distribution consulting services pursuant to a Distribution Consulting Agreement with the Sponsor.
E D & F Man Capital Markets, Inc. (“E D & F Man”) and StoneX Financial Inc. – FCM Division of INTL FCStone Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and clear futures contracts and provide other brokerage-related services. E D & F Man and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as a broker-dealers with the SEC and are each a member of FINRA. ED & F Man and StoneX are each clearing members 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 E D & F Man is paid $9.00 per round turn . Effective April 1, 2022, E D & F Man will be paid $11.00 per round turn. StoneX is paid $2.50 per round turn exclusive of pass through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 20% return on the StoneX Capital Requirement at 9.6% of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses is included below.
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. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
The Sponsor employs Thales Capital Partners LLC (“Thales”) for distribution and solicitation-related services. Thales is registered as a Broker-Dealer with the SEC and a member of FINRA and the Securities Investor Protection Corporation (“SIPC”). Thales receives a quarterly fee of the higher of $18,750 or 0.10% of new assets raised in referred accounts for distribution and solicitation-related services. This fee based on new assets raised is determined by an agreed upon level of assets at the time of signing the contract. These services are recorded in distribution and marketing fees on the statements of operations. A summary of these expenses is included below:
48
Table of Contents
Three months ended March 31, 2022
Three months ended March 31, 2021
Amount Recognized for Custody Services
$ 5,542
$ 31,474
Amount of Custody Services Waived
$ -
$ -
Amount Recognized for Distribution Services
$ 5,589
$ 14,613
Amount of Distribution Services Waived
$ 3,962
$ 6,017
Amount Recognized for Wilmington Trust
$ -
$ -
Amount of Wilmington Trust Waived
$ -
$ -
Amount Recognized for Thales
$ 8,729
$ 24,352
Amount of Thales Waived
$ -
$ -
Note 3 – Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
Revenue Recognition
Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on commodity futures contracts are reflected in the statements of operations as the difference between the original contract amount and the fair market value as of the last business day of the year or as of the last date of the financial statements. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. The Fund seeks to earn interest on its assets denominated in U.S. dollars on deposits with the Futures Commission Merchant. In addition, the Fund seeks to earn interest on funds held at the custodian and other financial institutions at prevailing market rates for such investments.
The Sponsor invests a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the financial statements and reflected in cash and cash equivalents on the statements of assets and liabilities and on the statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
The Sponsor invests a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
Brokerage Commissions
Beginning on August 21, 2019, the Sponsor began recognizing the expense for brokerage commissions for futures contract trades on a per-trade basis. Prior to the change, brokerage commissions on all open commodity futures contracts were accrued on the trade date and on a full-turn basis. The below table shows the amounts included on the statements of operations as total brokerage commissions paid inclusive of unrealized loss for the three months ended March 31, 2022 and 2021.
SOYB
Three Months Ended March 31, 2022
$ 6,521
Three Months Ended March 31, 2021
$ 15,192
49
Table of Contents
Income Taxes
For federal income tax purposes, each Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704(d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2019 to 2021, the Fund remains 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 Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of March 31, 2022 and for the years ended December 31, 2021, 2020, and 2019. However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the three months ended March 31, 2022 and 2021.
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (EST) on the day the order to create the basket is received in good order.
Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (EST) on the day the order to redeem the basket is received in good order.
The Fund receives or pays the proceeds from shares sold or redeemed within three business days after the trade date of the purchase or redemption. The amounts due from Authorized Purchasers are reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S-1 filing, 50,000 shares represent two Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
50
Table of Contents
Cash and 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 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 cash equivalents on deposit with financial institutions. The Fund holds a balance in money market funds that is included in cash and cash equivalents on the statements of assets and liabilities. The Sponsor invests 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. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the FCM in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
March 31, 2022
December 31, 2021
Money Market Funds
$ 18,126,682
$ 11,462,494
Demand Deposit Savings Accounts
13,065,530
10,059,937
Commercial Paper
31,485,919
21,497,453
Total cash and cash equivalents as presented on the Statement of Assets and Liabilities
$ 62,678,131
$ 43,019,884
Payable for Purchases of Commercial Paper
The amount recorded by the Fund for commercial paper transactions awaiting settlement, represents the amount payable for contracts purchased but not yet settled as of the reporting date. The value of the contract is included in cash and cash equivalents, and the payable amount is included as a liability.
Due from/to Broker
The amount recorded by the Fund 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, payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records and amounts of brokerage commissions paid and recognized as unrealized losses.
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 customary in other forms of investment or speculation. As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over the counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
51
Table of Contents
Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.
Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.
Calculation of Net Asset Value
The Fund’s NAV is calculated by:
•
Taking the current market value of its total assets and
•
Subtracting any liabilities.
The administrator, Global Fund Services, calculates the NAV of the Fund once each trading day. It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. (EST). The NAV for a particular trading day is released after 4:15 p.m. (EST).
In determining the value of Soybean Futures Contracts, the administrator uses the CBOT closing price. The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. (EST). The value of over the counter soybean interests is determined based on the value of the commodity or futures contract underlying such soybean interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such soybean interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day. Short term Treasury securities held by the Fund are valued by the administrator using values received from recognized third-party vendors and dealer quotes. NAV includes any unrealized profit or loss on open soybean interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. In addition, the Sponsor has elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities, which the Sponsor performs itself. In addition, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00% per annum.
The Fund pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds 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 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 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 Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees in the financial statements of each Fund.
Three months ended March 31, 2022
Three months ended March 31, 2021
Recognized Related Party Transactions
$ 77,433
$ 160,121
Waived Related Party Transactions
$ 24,967
$ 24,345
52
Table of Contents
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. The Sponsor has determined that there will be no recovery sought for the amounts below in any future period:
SOYB
Three months ended March 31, 2022
$ 51,416
Three months ended March 31, 2021
$ 62,577
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value - Definition and Hierarchy
In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments 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 Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many financial instruments. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3) and will report such NAV in its applicable financial statements and reports.
53
Table of Contents
On March 31, 2022 and December 31, 2021, in the opinion of the Trust and the Fund, 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 Fund considers the average volume of the specific underlying futures contracts traded on the relevant exchange for the periods being reported.
For the quarter ended March 31, 2021, Soybean Futures Contracts for JUL21 CBOT soybean futures, and the Nov21 CBOT soybean futures settled in a “limit up” condition. Accordingly, the Trust and SOYB classified these as Level 2 assets. The adjustment in SOYB resulted in a $279,750 increase in the unrealized change in commodity futures contracts in excess of reported CBOT values. These contracts transferred back to a Level 1 asset for the quarter ended June 30, 2021.
The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations. Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the 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.
Expenses
Expenses are recorded using the accrual method of accounting.
Net Income (Loss) per Share
Net income (loss) per Share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of Shares outstanding was computed for purposes of disclosing net income (loss) per weighted average Share. The weighted average Shares are equal to the number of Shares outstanding at the end of the period, adjusted proportionately for Shares created or redeemed based on the amount of time the Shares were outstanding during such period.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-05: “Leases (Topic 842).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day-one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020-10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued 2020-02: “Financial Instruments Credit Losses (Topic 326) and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842). The amendment updates and adds language to ASU 2016-02. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020-01: Investments Equity Securities (Topic 321), Investments Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The amendments clarify the treatment of transactions that require a company to apply or discontinue the equity method of accounting. The amendments were adopted early for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
54
Table of Contents
The FASB issued ASU 2019-04: “Codification Improvements to Topic 326, Financial Instruments Credit Losses, Topic 815, Derivatives and hedging, and Topic 825, Financial Instruments.” The amendments clarify and improve areas of guidance related to the recently issued standards on credit losses, hedging, and recognition and measurement, specifically relating to ASU 201712. The amendments were early adopted for the quarter ended June 30, 2019; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2019-01: “Leases (Topic 842): Codification Improvements. These amendments align the guidance for fair value of underlying assets by lessors that are not manufacturers or dealers in Topic 842 with that of existing guidance. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2018-13: “Fair Value Measurement (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement. These amendments modify public and private company fair value disclosure requirements. While some disclosures were removed or modified, others were added. The guidance is a result of the FASB’s test of the principals developed to improve the effectiveness of disclosures in the notes to the financial statements. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2017-13, “Revenue Recognition (Topic 605), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments”. The amendment amends the early adoption date option for certain companies related to adoption of ASU No. 2014-09 and ASU No. 2016-02. The SEC staff stated the SEC would not object to a public business entity that otherwise would not meet the definition of a public business entity except for a requirement to include or the inclusion of its financial statements or financial information in another entity’s filing with the SEC adopting ASC Topic 842 for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
Note 4 – Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of March 31, 2022 and December 31, 2021:
March 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of March 31, 2022
Cash Equivalents
$ 49,612,601
$ -
$ -
$ 49,612,601
Soybean futures contracts
3,599,568
-
-
3,599,568
Total
$ 53,212,169
$ -
$ -
$ 53,212,169
December 31, 2021
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2021
Cash Equivalents
$ 32,959,947
$ -
$ -
$ 32,959,947
Soybean futures contracts
2,684,851
-
-
2,684,851
Total
$ 35,644,798
$ -
$ -
$ 35,644,798
For the three months ended March 31, 2022 and year ended December 31, 2021, the Fund did not have any significant transfers between any of the levels of the fair value hierarchy, except for the JUL21 CBOT soybean futures, and the Nov21 CBOT soybean futures, were reflected as a Level 2 asset for the period ended March 31, 2021 due to a “limit up” condition. These Soybean contracts transferred back to a Level 1 asset for the period ended June 30, 2021.
55
Table of Contents
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 Fund utilizes derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks. In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of its counterparties to meet the terms of their contracts. For the three months ended March 31, 2022 and year ended December 31, 2021, the Fund invested only in commodity futures contracts.
Futures Contracts
The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
The purchase and sale of futures contracts requires margin deposits with a FCM. Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund. Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.
The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements. In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available. It is possible that the recovery amount could be less than the total of cash and other equity deposited.
The following 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 FASB 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, E D & F Man as of March 31, 2022 and December 31, 2021.
*The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
Offsetting of Financial Assets and Derivative Assets as of March 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Soybean futures contracts
$ 3,599,568
$ -
$ 3,599,568
$ -
$ 1,939,462
$ 1,660,106
56
Table of Contents
Offsetting of Financial Assets and Derivative Assets as of December 31, 2021
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Soybean futures contracts
$ 2,684,851
$ -
$ 2,684,851
$ -
$ 675,169
$ 2,009,682
The following is a summary of realized and unrealized gains and losses of the derivative instruments utilized by the Fund:
Three months ended March 31, 2022
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Appreciation on Commodity Futures Contracts
Commodity Price
Soybean futures contracts
$ 7,052,701
$ 914,717
Three months ended March 31, 2021
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Soybean futures contracts
$ 18,154,458
$ ( 8,724,512 )
Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for all futures contracts held was $ 56.8 million and $ 97.1 million for the three months ended March 31, 2022 and 2021, respectively.
Note 6 – Financial Highlights
The following tables present per unit performance data and other supplemental financial data for the three months ended March 31, 2022 and 2021. This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 22.77
$ 19.49
Income (loss) from investment operations:
Investment income
0.01
0.01
Net realized and unrealized gain on commodity futures contracts
4.12
2.20
Total expenses, net
( 0.14 )
( 0.12 )
Net increase in net asset value
3.99
2.09
Net asset value at end of period
$ 26.76
$ 21.58
Total Return
17.52 %
10.73 %
Ratios to Average Net Assets (Annualized)
Total expenses
2.58 %
2.64 %
Total expenses, net
2.20 %
2.38 %
Net investment loss
( 1.99 )%
( 2.18 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
57
Table of Contents
Note 7 – Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees were borne directly by the Sponsor. The Fund will not be obligated to reimburse the Sponsor.
Note 8 – Subsequent Events
Management has evaluated the financial statements for the quarter-ended March 31, 2022 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Fund other than those noted below:
The total net assets of the Fund increased by $ 14,758,922 , or 23 %, for the period March 31, 2022 to May 9, 2022. This was driven by a 2 % increase in the NAV per share and a 21 % increase in the shares outstanding.
A registration statement for SOYB was declared effective by the SEC on April 7, 2022. This registration statement for SOYB registered an indeterminate amount of shares.
The Sponsor opened an account with StoneX, as a new FCM and clearing broker for the Fund. The Fund transferred soybean futures contract positions from E D & F Man to StoneX on April 13, 2022.
58
Table of Contents
TEUCRIUM SUGAR FUND
STATEMENTS OF ASSETS AND LIABILITIES
March 31, 2022
December 31, 2021
(Unaudited)
Assets
Cash and cash equivalents
$ 24,140,025
$ 21,332,902
Interest receivable
1,952
1,444
Other assets
10,845
-
Equity in trading accounts:
Commodity futures contracts
1,906,462
1,079,226
Due from broker
-
535,983
Total equity in trading accounts
1,906,462
1,615,209
Total assets
26,059,284
22,949,555
Liabilities
Management fee payable to Sponsor
19,910
19,490
Other liabilities
22,647
14,895
Equity in trading accounts:
Commodity futures contracts
-
80,506
Due to broker
525,266
-
Total equity in trading accounts
525,266
80,506
Total liabilities
$ 567,823
$ 114,891
Net assets
$ 25,491,461
$ 22,834,664
Shares outstanding
2,650,004
2,475,004
Shares authorized
20,750,000
21,450,000
Net asset value per share
$ 9.62
$ 9.23
Market value per share
$ 9.65
$ 9.20
The accompanying notes are an integral part of these financial statements.
59
Table of Contents
TEUCRIUM SUGAR FUND
SCHEDULE OF INVESTMENTS
March 31, 2022
(Unaudited)
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X (cost $7,605,606)
$ 7,605,606
29.84 %
7,605,606
Goldman Sachs Financial Square Government Fund (cost: $15,426)
15,426
0.06
15,426
Total money market funds (cost: $7,621,032)
$ 7,621,032
29.90 %
Principal Amount
Commercial Paper
Albemarle Corporation 0.601% (cost: $2,498,792 due 04/07/2022)
$ 2,499,750
9.80 %
2,500,000
AT&T Inc. 0.350% (cost: $2,498,979 due 04/11/2022)
2,499,757
9.81
2,500,000
WGL Holdings, Inc. 0.872% (cost: $2,498,308 due 04/22/2022)
2,498,731
9.80
2,500,000
Total Commercial Paper (cost: $7,496,079)
$ 7,498,238
29.41 %
Total cash equivalents
$ 15,119,270
59.31 %
Notional Amount
(Long Exposure)
Commodity futures contracts
United States sugar futures contracts
ICE sugar futures JUL22 (413 contracts)
$ 400,836
1.57 %
$ 8,936,659
ICE sugar futures OCT22 (353 contracts)
572,602
2.25
7,646,262
ICE sugar futures MAR23 (409 contracts)
933,024
3.66
8,914,237
Total commodity futures contracts
$ 1,906,462
7.48 %
$ 25,497,158
The accompanying notes are an integral part of these financial statements.
60
Table of Contents
TEUCRIUM SUGAR FUND
SCHEDULE OF INVESTMENTS
December 31, 2021
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X 0.026% (cost $4,808,415)
$ 4,808,415
21.06 %
4,808,415
Goldman Sachs Financial Square Government Fund - Institutional Class 0.030% (cost: $8,468)
8,468
0.04
8,468
Total Money Market Funds (cost: $4,816,883)
4,816,883
21.10
Principal Amount
Commercial Paper
Jabil Inc. 0.250% (cost: $2,499,219 due 01/20/2022)
$ 2,499,670
10.95 %
2,500,000
WGL Holdings, Inc. 0.187% (cost: $4,998,700 due 01/06/2022)
4,999,870
21.89
5,000,000
Total Commercial Paper (cost: $7,497,919)
7,499,540
32.84
Total Cash Equivalents
$ 12,316,423
53.94 %
Notional Amount
(Long Exposure)
Commodity futures contracts
United States sugar futures contracts
ICE sugar futures MAY22 (381 contracts)
$ 225,299
0.99 %
$ 7,936,992
ICE sugar futures MAR23 (392 contracts)
853,927
3.74
8,091,507
Total commodity futures contracts
$ 1,079,226
4.73 %
$ 16,028,499
Percentage of
Notional Amount
Description: Liabilities
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States sugar futures contracts
ICE sugar futures JUL22 (331 contracts)
$ 80,506
0.35
$ 6,817,541
The accompanying notes are an integral part of these financial statements.
61
Table of Contents
TEUCRIUM SUGAR FUND
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity futures contracts:
Realized gain on commodity futures contracts
$ 70,161
$ 1,253,480
Net change in unrealized appreciation (depreciation) on commodity futures contracts
907,742
( 606,842 )
Interest income
10,698
6,388
Total income
$ 988,601
653,026
Expenses
Management fees
54,606
36,015
Professional fees
32,764
18,008
Distribution and marketing fees
47,970
33,075
Custodian fees and expenses
2,275
3,657
Business permits and licenses fees
8,217
18,345
General and administrative expenses
4,208
3,601
Total expenses
150,040
112,701
Expenses waived by the Sponsor
( 28,866 )
( 26,490 )
Total expenses, net
121,174
86,211
Net income
$ 867,427
$ 566,815
Net income per share
$ 0.39
$ 0.31
Net income per weighted average share
$ 0.36
$ 0.28
Weighted average shares outstanding
2,421,393
2,034,171
The accompanying notes are an integral part of these financial statements.
62
Table of Contents
TEUCRIUM SUGAR FUND
STATEMENTS OF CHANGES IN NET ASSETS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Operations
Net income
$ 867,427
$ 566,815
Capital transactions
Issuance of Shares
6,487,310
1,953,037
Redemption of Shares
( 4,697,940 )
-
Total capital transactions
1,789,370
1,953,037
Net change in net assets
2,656,797
2,519,852
Net assets, beginning of period
$ 22,834,664
$ 12,766,091
Net assets, end of period
$ 25,491,461
$ 15,285,943
Net asset value per share at beginning of period
$ 9.23
$ 6.72
Net asset value per share at end of period
$ 9.62
$ 7.03
Creation of Shares
700,000
275,000
Redemption of Shares
525,000
-
The accompanying notes are an integral part of these financial statements.
63
Table of Contents
TEUCRIUM SUGAR FUND
STATEMENTS OF CASH FLOWS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Cash flows from operating activities:
Net income
$ 867,427
$ 566,815
Adjustments to reconcile net income to net cash provided by operating activities:
Net change in unrealized (appreciation) depreciation on commodity futures contracts
( 907,742 )
606,842
Changes in operating assets and liabilities:
Due from broker
535,983
( 141,429 )
Interest receivable
( 508 )
92
Other assets
( 10,845 )
-
Due to broker
525,266
( 475,661 )
Management fee payable to Sponsor
420
2,841
Other liabilities
7,752
9,997
Net cash provided by operating activities
1,017,753
569,497
Cash flows from financing activities:
Proceeds from sale of Shares
6,487,310
1,953,037
Redemption of Shares
( 4,697,940 )
-
Net cash provided by financing activities
1,789,370
1,953,037
Net change in cash and cash equivalents
2,807,123
2,522,534
Cash and cash equivalents, beginning of period
21,332,902
11,849,332
Cash and cash equivalents, end of period
$ 24,140,025
$ 14,371,866
The accompanying notes are an integral part of these financial statements.
64
Table of Contents
NOTES TO FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Note 1 – Organization and Operation
Teucrium Sugar Fund (referred to herein as “CANE” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “CANE,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for sugar interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.
The investment objective of CANE is to have the daily changes in the NAV of the Fund’s Shares reflect the daily changes in the sugar market for future delivery as measured by the Benchmark. The Benchmark is a weighted average of the closing settlement prices for three futures contracts for No. 11 sugar (“Sugar Futures Contracts”) that are traded on the ICE Futures US (“ICE”):
CANE Benchmark
ICE Sugar Futures Contract
Weighting
Second to expire
35 %
Third to expire
30 %
Expiring in the March following the expiration of the third to expire contract
35 %
The Fund commenced investment operations on September 19, 2011 and has a fiscal year ending December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is registered as a commodity pool operator (“CPO”) and a commodity trading adviser (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On June 13, 2011, the initial Form S-1 for CANE was declared effective by the SEC. On September 16, 2011, two Creation Baskets were issued representing 100,000 shares and $ 2,500,000 . On September 19, 2011, CANE started trading on the NYSE Arca. The current registration statement for CANE was declared effective by the SEC on April 7, 2022. This registration statement for CANE registered an indeterminate number of shares.
The accompanying unaudited financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X promulgated by the SEC and, therefore, do not include all information and footnote disclosures required under accounting principles generally accepted in the United States of America (“GAAP”). The financial information included herein is unaudited; however, such financial information reflects all adjustments which are, in the opinion of management, necessary for the fair presentation of the Fund’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K, as well as the most recent Form S-1 filing, as applicable. The operating results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.
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
The Sponsor employs U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Global Fund Services”), for Transfer Agency, Fund Accounting and Fund Administration services. The principal address for Global Fund Services is 615 E. Michigan Street, Milwaukee, WI 53202.
65
Table of Contents
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 Global Fund Services 0.05% of average gross assets on the first $500 million, 0.04% on the next $500 million, 0.03% on the next $2 billion and 0.02% on the balance over $3 billion annually. A combined minimum annual fee of up to $47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded as custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
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 each Fund’s average daily net assets and an aggregate annual fee of $100,000 for all 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. These services are recorded as distribution and marketing fees on the statements of operations. A summary of these expenses is included below. Pursuant to a Consulting Services Agreement, Foreside Consulting Services, LLC, performs certain consulting support services for the Trust’s Sponsor. Additionally, Foreside Distributors, LLC performs certain distribution consulting services pursuant to a Distribution Consulting Agreement with the Sponsor.
E D & F Man Capital Markets, Inc. (“E D & F Man”) and StoneX Financial Inc. – FCM Division of INTL FCStone Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and clear the futures contracts and provide other brokerage-related services. E D & F Man and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as a broker-dealers with the SEC and are each a member of FINRA. ED & F Man and StoneX are each clearing members 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 E D & F Man is paid $9.00 per round turn . Effective April 1, 2022, E D & F Man will be paid $11.00 per round turn. StoneX is paid $2.50 per round turn exclusive of pass through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 20% return on the StoneX Capital Requirement at 9.6% of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses is included below.
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. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
The Sponsor employs Thales Capital Partners LLC (“Thales”) for distribution and solicitation-related services. Thales is registered as a Broker-Dealer with the SEC and a member of FINRA and the Securities Investor Protection Corporation (“SIPC”). Thales receives a quarterly fee of the higher of $18,750 or 0.10% of new assets raised in referred accounts for distribution and solicitation-related services. This fee based on new assets raised is determined by an agreed upon level of assets at the time of signing the contract. These services are recorded in distribution and marketing fees on the statements of operations. A summary of these expenses is included below:
Three months ended March 31, 2022
Three months ended March 31, 2021
Amount Recognized for Custody Services
$ 2,275
$ 3,657
Amount of Custody Services Waived
$ -
$ 55
Amount Recognized for Distribution Services
$ 2,507
$ 1,853
Amount of Distribution Services Waived
$ 1,852
$ -
Amount Recognized for Wilmington Trust
$ -
$ -
Amount of Wilmington Trust Waived
$ -
$ -
Amount Recognized for Thales
$ 4,272
$ 3,042
Amount of Thales Waived
$ -
$ -
66
Table of Contents
Note 3 – Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
Revenue Recognition
Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on commodity futures contracts are reflected in the statements of operations as the difference between the original contract amount and the fair market value as of the last business day of the year or as of the last date of the financial statements. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. Interest on cash equivalents with financial institutions are recognized on the accrual basis. The Fund seeks to earn interest on funds held at the custodian and other financial institutions at prevailing market rates for such investments.
The Sponsor invests a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the financial statements and reflected in cash and cash equivalents on the statements of assets and liabilities and on the statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
The Sponsor invests a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
Brokerage Commissions
Beginning on August 21, 2019, the Sponsor began recognizing the expense for brokerage commissions for futures contract trades on a per-trade basis. Prior to the change, brokerage commissions on all open commodity futures contracts were accrued on the trade date and on a full-turn basis. The below table shows the amounts included on the statements of operations as total brokerage commissions paid inclusive of unrealized loss for the three months ended March 31, 2022 and 2021.
CANE
Three Months Ended March 31, 2022
$ 6,196
Three Months Ended March 31, 2021
$ 3,476
67
Table of Contents
Income Taxes
For federal income tax purposes, the Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704(d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2019 to 2021, the Fund remains 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 Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of March 31, 2022 and for the years ended December 31, 2021, 2020, and 2019. However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the three months ended March 31, 2022 and 2021.
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (EST) on the day the order to create the basket is received in good order.
Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (EST) on the day the order to redeem the basket is received in good order.
The Fund receives or pays the proceeds from shares sold or redeemed within three business days after the trade date of the purchase or redemption. The amounts due from Authorized Purchasers are reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S-1 filing, 50,000 shares represents two Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
68
Table of Contents
Cash and 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 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 cash equivalents on deposit with financial institutions. The Fund holds a balance in money market funds that is included in cash and cash equivalents on the statements of assets and liabilities. The Sponsor invests 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. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
March 31, 2022
December 31, 2021
Money Market Funds
$ 7,621,032
$ 4,816,883
Demand Deposit Savings Accounts
9,020,755
9,016,479
Commercial Paper
7,498,238
7,499,540
Total cash and cash equivalents as presented on the Statement of Assets and Liabilities
$ 24,140,025
$ 21,332,902
Due from/to Broker
The amount recorded by the Fund 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, payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records, and amounts of brokerage commissions paid and recognized as unrealized losses.
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 customary in other forms of investment or speculation. As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over the counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.
Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.
69
Table of Contents
Calculation of Net Asset Value
The Fund’s NAV is calculated by:
•
Taking the current market value of its total assets and
•
Subtracting any liabilities.
The administrator, Global Fund Services, calculates the NAV of the Fund once each trading day. It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. (EST). The NAV for a particular trading day is released after 4:15 p.m. (EST).
In determining the value of Sugar Futures Contracts, the administrator uses the ICE closing price. The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. (EST). The value of over the counter sugar interests is determined based on the value of the commodity or futures contract underlying such sugar interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such sugar interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day. Short term Treasury securities held by the Fund are valued by the administrator using values received from recognized third-party vendors and dealer quotes. NAV includes any unrealized profit or loss on open sugar interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the Trust and the Funds. In addition, the Sponsor has elected not to outsource services directly attributable to the Trust and the Funds such as accounting, financial reporting, regulatory compliance and trading activities, which the Sponsor performs itself. In addition, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00% per annum.
The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds 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 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 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 Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees in the financial statements of each Fund.
Three months ended March 31, 2022
Three months ended March 31, 2021
Recognized Related Party Transactions
$ 36,129
$ 20,250
Waived Related Party Transactions
$ 6,782
$ 8,810
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. The Sponsor has determined that there will be no recovery sought for the amounts below in any future period:
CANE
Three months ended March 31, 2022
$ 28,866
Three months ended March 31, 2021
$ 26,490
70
Table of Contents
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value – Definition and Hierarchy
In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments 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 Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many financial instruments. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3) and will report such NAV in its applicable financial statements and reports.
71
Table of Contents
On March 31, 2022 and December 31, 2021, in the opinion of the Trust and the Fund, the reported value of the Sugar Futures Contracts traded on the ICE fairly reflected the value of the Sugar Futures Contracts held by the Fund, and no adjustments were necessary. 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 Fund considers 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, 2022 and year ended December 31, 2021, the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.
The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations. Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the 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.
Expenses
Expenses are recorded using the accrual method of accounting.
Net Income (Loss) per Share
Net income (loss) per share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of units outstanding was computed for purposes of disclosing net income (loss) per weighted average unit. The weighted average units are equal to the number of units outstanding at the end of the period, adjusted proportionately for units created or redeemed based on the amount of time the units were outstanding during such period.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-05: “Leases (Topic 842).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day-one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020-10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued 2020-02: “Financial Instruments Credit Losses (Topic 326) and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842). The amendment updates and adds language to ASU 2016-02. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020-01: Investments Equity Securities (Topic 321), Investments Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The amendments clarify the treatment of transactions that require a company to apply or discontinue the equity method of accounting. The amendments were adopted early for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2019-04: “Codification Improvements to Topic 326, Financial Instruments Credit Losses, Topic 815, Derivatives and hedging, and Topic 825, Financial Instruments.” The amendments clarify and improve areas of guidance related to the recently issued standards on credit losses, hedging, and recognition and measurement, specifically relating to ASU 201712. The amendments were early adopted for the quarter ended June 30, 2019; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
72
Table of Contents
The FASB issued ASU 2019-01: “Leases (Topic 842): Codification Improvements. These amendments align the guidance for fair value of underlying assets by lessors that are not manufacturers or dealers in Topic 842 with that of existing guidance. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2018-13: “Fair Value Measurement (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement. These amendments modify public and private company fair value disclosure requirements. While some disclosures were removed or modified, others were added. The guidance is a result of the FASB’s test of the principals developed to improve the effectiveness of disclosures in the notes to the financial statements. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2017-13, “Revenue Recognition (Topic 605), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments”. The amendment amends the early adoption date option for certain companies related to adoption of ASU No. 2014-09 and ASU No. 2016-02. The SEC staff stated the SEC would not object to a public business entity that otherwise would not meet the definition of a public business entity except for a requirement to include or the inclusion of its financial statements or financial information in another entity’s filing with the SEC adopting ASC Topic 842 for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
Note 4 – Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of March 31, 2022 and December 31, 2021:
March 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of March 31, 2022
Cash Equivalents
$ 15,119,270
$ -
$ -
$ 15,119,270
Sugar Futures Contracts
1,906,462
-
-
1,906,462
Total
$ 17,025,732
$ -
$ -
$ 17,025,732
December 31, 2021
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2021
Cash Equivalents
$ 12,316,423
$ -
$ -
$ 12,316,423
Sugar Futures Contracts
1,079,226
-
-
1,079,226
Total
$ 13,395,649
$ -
$ -
$ 13,395,649
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2021
Sugar Futures Contracts
$ 80,506
$ -
$ -
$ 80,506
For the period March 31, 2022 and year ended December 31, 2021, the Fund 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.
73
Table of Contents
Note 5 – Derivative Instruments and Hedging Activities
In the normal course of business, the Fund utilizes derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks. In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of its counterparties to meet the terms of their contracts. For the three months ended March 31, 2022 and year ended December 31, 2021, the Fund invested only in commodity futures contracts.
Futures Contracts
The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
The purchase and sale of futures contracts requires margin deposits with a FCM. Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund. Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.
The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements. In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available. It is possible that the recovery amount could be less than the total of cash and other equity deposited.
The following 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 FASB 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, E D & F Man as of March 31, 2022 and December 31, 2021.
*The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
Offsetting of Financial Assets and Derivative Assets as of March 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Sugar futures contracts
$ 1,906,462
$ -
$ 1,906,462
$ -
$ 525,266
$ 1,381,196
74
Table of Contents
Offsetting of Financial Assets and Derivative Assets as of December 31, 2021
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Sugar futures contracts
$ 1,079,226
$ -
$ 1,079,226
$ 80,506
$ -
$ 998,720
Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2021
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Sugar futures contracts
$ 80,506
$ -
$ 80,506
$ 80,506
$ -
$ -
The following tables identify the net gain and loss amounts included in the statements of operations as realized and unrealized gains and losses on trading of commodity futures contracts categorized by primary underlying risk:
Three months ended March 31, 2022
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Appreciation on Commodity Futures Contracts
Commodity Price
Sugar futures contracts
$ 70,161
$ 907,742
Three months ended March 31, 2021
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Sugar futures contracts
$ 1,253,480
$ ( 606,842 )
Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for all futures contracts held were $ 21.4 million and $ 14.9 million for the three months ended March 31, 2022 and 2021.
Note 6 – Financial Highlights
The following table presents per unit performance data and other supplemental financial data for the three months ended March 31, 2022 and 2021. This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
75
Table of Contents
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 9.23
$ 6.72
Income (loss) from investment operations:
Net realized and unrealized gain on commodity futures contracts
0.44
0.35
Total expenses, net
( 0.05 )
( 0.04 )
Net increase in net asset value
0.39
0.31
Net asset value at end of period
$ 9.62
$ 7.03
Total Return
4.26 %
4.60 %
Ratios to Average Net Assets (Annualized)
Total expenses
2.75 %
3.13 %
Total expenses, net
2.22 %
2.39 %
Net investment loss
( 2.02 )%
( 2.21 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
Note 7 – Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees, were borne directly by the Sponsor. The Fund will not be obligated to reimburse the Sponsor.
Note 8 – Subsequent Events
Management has evaluated the financial statements for the quarter-ended March 31, 2022 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Fund other than those noted below:
The total net assets of the Fund increased by $ 8,669,045 , or 34 %, for the period March 31, 2022 to May 9, 2022. This was driven by a 37 % increase in the shares outstanding and partially offset by a 2 % decrease in the NAV per share.
A registration statement for CANE was declared effective by the SEC on April 7, 2022. This registration statement for CANE registered an indeterminate amount of shares.
The Sponsor opened an account with StoneX, as a new FCM and clearing broker for the Fund. The Fund transferred sugar futures contract positions from E D & F Man to StoneX on April 13, 2022.
76
Table of Contents
TEUCRIUM WHEAT FUND
STATEMENTS OF ASSETS AND LIABILITIES
March 31, 2022
December 31, 2021
(Unaudited)
Assets
Cash and cash equivalents
$ 462,259,066
$ 72,841,616
Interest receivable
27,280
4,993
Other assets
-
970
Equity in trading accounts:
Commodity futures contracts
-
3,714,672
Due from broker
81,975,541
-
Total equity in trading accounts
81,975,541
3,714,672
Total assets
$ 544,261,887
$ 76,562,251
Liabilities
Management fee payable to Sponsor
306,694
67,745
Payable for purchases of commercial paper
17,487,493
-
Other liabilities
36,804
4,242
Equity in trading accounts:
Commodity futures contracts
33,791,659
654,969
Due to broker
-
213,708
Total equity in trading accounts
33,791,659
868,677
Total liabilities
$ 51,622,650
$ 940,664
Net assets
$ 492,639,237
$ 75,621,587
Shares outstanding
50,125,004
10,250,004
Shares authorized
*
33,600,000
Net asset value per share
$ 9.83
$ 7.38
Market value per share
$ 9.86
$ 7.39
*On March 9, 2022, the Teucrium Wheat Fund registered an indeterminate number of shares of the Fund pursuant to Rule 456(d) under the Securities Act of 1933.
The accompanying notes are an integral part of these financial statements.
77
Table of Contents
TEUCRIUM WHEAT FUND
SCHEDULE OF INVESTMENTS
March 31, 2022
(Unaudited)
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X (cost: $267,687,106)
$ 267,687,106
54.34 %
267,687,106
Goldman Sachs Financial Square Government Fund (cost: $61,528)
61,528
0.01
61,528
Total money market funds (cost: $267,748,634)
$ 267,748,634
54.35 %
Principal Amount
Commercial Paper
AT&T Inc. 0.240% (cost: $2,498,933 due 04/13/2022)
$ 2,499,800
0.51 %
2,500,000
AT&T Inc. 0.220% (cost: $2,499,068 due 04/13/2022)
2,499,817
0.50
2,500,000
Brookfield Infrastructure Holdings (Canada) Inc. 1.054% (cost: $2,496,208 due 05/05/2022)
2,497,521
0.51
2,500,000
Brookfield Infrastructure Holdings (Canada) Inc. 0.973% (cost: $2,496,902 due 05/03/2022)
2,497,845
0.51
2,500,000
Brookfield Infrastructure Holdings (Canada) Inc. 1.003% (cost: $2,496,736 due 05/10/2022)
2,497,292
0.51
2,500,000
Canadian Natural Resources Limited 0.902% (cost: $7,495,500 due 04/25/2022)
7,495,500
1.52
7,500,000
Cigna Corporation 0.250% (cost: $4,997,015 due 04/27/2022)
4,999,098
1.01
5,000,000
Cigna Corporation 0.551% (cost: $2,497,059 due 05/13/2022)
2,498,396
0.51
2,500,000
Cigna Corporation 0.641% (cost: $2,496,667 due 05/16/2022)
2,498,000
0.51
2,500,000
Crown Castle International Corp. 1.154% (cost: $4,992,972 due 05/12/2022)
4,993,451
1.01
5,000,000
Crown Castle International Corp. 0.902% (cost: $4,997,500 due 04/19/2022)
4,997,750
1.01
5,000,000
Enbridge (U.S.) Inc. 0.200% (cost: $2,498,861 due 04/04/2022)
2,499,958
0.51
2,500,000
FMC Corporation 0.852% (cost: $4,997,167 due 04/11/2022)
4,998,819
1.01
5,000,000
FMC Corporation 0.963% (cost: $9,992,268 due 04/21/2022)
9,994,667
2.03
10,000,000
General Motors Financial Company, Inc. 0.350% (cost: $2,497,958 due 04/25/2022)
2,499,417
0.51
2,500,000
General Motors Financial Company, Inc. 0.701% (cost: $4,997,375 due 04/12/2022)
4,998,931
1.01
5,000,000
General Motors Financial Company, Inc. 1.034% (cost: $2,494,064 due 06/08/2022)
2,495,137
0.51
2,500,000
Glencore Funding LLC 0.234% (cost: $2,498,976 due 04/08/2022)
2,499,886
0.51
2,500,000
Harley-Davidson Financial Services, Inc. 0.932% (cost: $9,991,993 due 05/02/2022)
9,991,993
2.03
10,000,000
HP Inc. 0.802% (cost: $14,993,000 due 04/18/2022)
14,994,333
3.04
15,000,000
Humana Inc. 0.802% (cost: $4,996,889 due 04/11/2022)
4,998,889
1.01
5,000,000
Jabil Inc. 0.551% (cost: $2,498,434 due 04/18/2022)
2,499,351
0.51
2,500,000
Jabil Inc. 0.802% (cost: $12,495,278 due 04/08/2022)
12,498,056
2.54
12,500,000
Verizon Communications Inc. 0.601% (cost: $4,992,667 due 05/24/2022)
4,995,583
1.01
5,000,000
Verizon Communications Inc. 0.611% (cost: $2,496,404 due 05/25/2022)
2,497,716
0.51
2,500,000
Viatris Inc. 0.902% (cost: $9,997,250 due 04/01/2022)
10,000,000
2.03
10,000,000
Walgreens Boots Alliance, Inc. 0.913% (cost: $2,496,524 due 05/25/2022)
2,496,587
0.51
2,500,000
WGL Holdings, Inc. 0.872% (cost: $2,498,308 due 04/22/2022)
2,498,731
0.51
2,500,000
Total Commercial Paper (Total cost: $137,397,976)
$ 137,432,524
27.90 %
Total Cash Equivalents
$ 405,181,158
82.25 %
Percentage of
Notional Amount
Description: Liabilities
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States wheat futures contracts
CBOT wheat futures JUL22 (3,442 contracts)
$ 18,081,912
3.67 %
$ 172,444,200
CBOT wheat futures SEP22 (2,991 contracts)
12,040,392
2.44
147,904,950
CBOT wheat futures DEC22 (3,543 contracts)
3,669,355
0.75
172,322,663
Total commodity futures contracts
$ 33,791,659
6.86 %
$ 492,671,813
The accompanying notes are an integral part of these financial statements.
78
Table of Contents
TEUCRIUM WHEAT FUND
SCHEDULE OF INVESTMENTS
December 31, 2021
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X 0.026% (cost $5,281,765)
$ 5,281,765
6.99 %
5,281,765
Goldman Sachs Financial Square Government Fund - Institutional Class 0.030% (cost $3,228)
3,228
0.00
3,228
Total money market funds (cost: $5,284,993)
$ 5,284,993
6.99 %
Principal Amount
Commercial Paper
Albemarle Corporation 0.181% (cost: $2,499,081 due 01/31/2022)
$ 2,499,622
3.30 %
2,500,000
Albemarle Corporation 0.200% (cost: $2,499,417 due 01/11/2022)
2,499,861
3.31
2,500,000
Brookfield Infrastructure Holdings (Canada) Inc. 0.170% (cost: $2,499,021 due 01/25/2022)
2,499,717
3.31
2,500,000
Conagra Brands, Inc. 0.160% (cost: $2,499,300 due 01/05/2022)
2,499,956
3.31
2,500,000
General Motors Financial Company, Inc. 0.160% (cost: $2,499,000 due 01/06/2022)
2,499,945
3.31
2,500,000
General Motors Financial Company, Inc. 0.200% (cost: $2,498,778 due 01/31/2022)
2,499,583
3.30
2,500,000
Harley-Davidson Financial Services, Inc. 0.167% (cost: $2,499,015 due 01/13/2022)
2,499,861
3.31
2,500,000
Harley-Davidson Financial Services, Inc. 0.170% (cost: $2,498,938 due 02/01/2022)
2,499,634
3.31
2,500,000
Harley-Davidson Financial Services, Inc. 0.250% (cost: $2,498,664 due 03/02/2022)
2,498,959
3.30
2,500,000
Jabil Inc. 0.300% (cost: $2,498,688 due 02/08/2022)
2,499,208
3.30
2,500,000
Jabil Inc. 0.310% (cost: $2,498,450 due 02/25/2022)
2,498,816
3.30
2,500,000
Viatris Inc. 0.300% (cost: $2,498,313 due 02/11/2022)
2,499,146
3.30
2,500,000
Viatris Inc. 0.200% (cost: $2,499,292 due 01/21/2022)
2,499,722
3.31
2,500,000
Viatris Inc. 0.310% (cost: $2,498,493 due 03/01/2022)
2,498,730
3.30
2,500,000
WGL Holdings, Inc. 0.220% (cost: $2,499,343 due 01/12/2022)
2,499,832
3.31
2,500,000
Total Commercial Paper (cost: $37,483,793)
$ 37,492,592
49.58 %
Total Cash Equivalents
$ 42,777,585
56.57 %
Notional Amount
(Long Exposure)
Commodity futures contracts
United States wheat futures contracts
CBOT wheat futures MAY22 (687 contracts)
$ 1,809,796
2.39 %
$ 26,595,488
CBOT wheat futures DEC22 (686 contracts)
1,904,876
2.52
26,411,000
Total commodity futures contracts
$ 3,714,672
4.91 %
$ 53,006,488
Percentage of
Notional Amount
Description: Liabilities
Fair Value
Net Assets
(Long Exposure)
Commodity futures contracts
United States wheat futures contracts
CBOT wheat futures JUL22 (593 contracts)
$ 654,969
0.87 %
$ 22,667,425
The accompanying notes are an integral part of these financial statements.
79
Table of Contents
TEUCRIUM WHEAT FUND
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Income
Realized and unrealized gain (loss) on trading of commodity futures contracts:
Realized gain on commodity futures contracts
$ 38,006,567
$ 2,919,448
Net change in unrealized depreciation on commodity futures contracts
( 36,851,362 )
( 5,055,673 )
Interest income
94,809
35,181
Total loss
1,250,014
( 2,101,044 )
Expenses
Management fees
437,168
194,308
Professional fees
131,352
76,397
Distribution and marketing fees
255,429
141,041
Custodian fees and expenses
6,996
19,431
Business permits and licenses fees
12,963
19,431
General and administrative expenses
14,297
9,679
Total expenses
858,205
460,287
Expenses waived by the Sponsor
( 85,856 )
( 28,715 )
Total expenses, net
772,349
431,572
Net income (loss)
$ 477,665
$ ( 2,532,616 )
Net income (loss) per share
$ 2.45
$ ( 0.17 )
Net income (loss) per weighted average share
$ 0.03
$ ( 0.20 )
Weighted average shares outstanding
19,052,226
12,683,337
The accompanying notes are an integral part of these financial statements.
80
Table of Contents
TEUCRIUM WHEAT FUND
STATEMENTS OF CHANGES IN NET ASSETS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Operations
Net income (loss)
$ 477,665
$ ( 2,532,616 )
Capital transactions
Issuance of Shares
528,479,185
17,528,913
Redemption of Shares
( 111,939,200 )
( 4,150,503 )
Total capital transactions
416,539,985
13,378,410
Net change in net assets
417,017,650
10,845,794
Net assets, beginning of period
$ 75,621,587
$ 69,876,578
Net assets, end of period
$ 492,639,237
$ 80,722,372
Net asset value per share at beginning of period
$ 7.38
$ 6.16
Net asset value per share at end of period
$ 9.83
$ 5.99
Creation of Shares
51,025,000
2,800,000
Redemption of Shares
11,150,000
675,000
The accompanying notes are an integral part of these financial statements.
81
Table of Contents
TEUCRIUM WHEAT FUND
STATEMENTS OF CASH FLOWS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Cash flows from operating activities:
Net income (loss)
$ 477,665
$ ( 2,532,616 )
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Net change in unrealized depreciation on commodity futures contracts
36,851,362
5,055,673
Changes in operating assets and liabilities:
Due from broker
( 81,975,541 )
( 6,421,744 )
Interest receivable
( 22,287 )
( 470 )
Other assets
970
-
Due to broker
( 213,708 )
( 2,571,103 )
Payable for purchases of commercial paper
17,487,493
-
Management fee payable to Sponsor
238,949
10,484
Other liabilities
32,562
15,387
Net cash used in operating activities
( 27,122,535 )
( 6,444,389 )
Cash flows from financing activities:
Proceeds from sale of Shares
528,479,185
17,836,743
Redemption of Shares
( 111,939,200 )
( 6,613,143 )
Net cash provided by financing activities
416,539,985
11,223,600
Net change in cash and cash equivalents
389,417,450
4,779,211
Cash and cash equivalents, beginning of period
72,841,616
68,946,725
Cash and cash equivalents, end of period
$ 462,259,066
$ 73,725,936
The accompanying notes are an integral part of these financial statements.
82
Table of Contents
NOTES TO FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Note 1 – Organization and Operation
Teucrium Wheat Fund (referred to herein as “WEAT” or the “Fund”) is a commodity pool that is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust formed on September 11, 2009. The Fund issues common units, called the “Shares,” representing fractional undivided beneficial interests in the Fund. The Fund continuously offers Creation Baskets consisting of 25,000 Shares at their Net Asset Value (“NAV”) to “Authorized Purchasers” through Foreside Fund Services, LLC, which is the distributor for the Fund (the “Distributor”). Authorized Purchasers sell such Shares, which are listed on the New York Stock Exchange (“NYSE”) Arca under the symbol “WEAT,” to the public at per-Share offering prices that reflect, among other factors, the trading price of the Shares on the NYSE Arca, the NAV of the Fund at the time the Authorized Purchaser purchased the Creation Baskets and the NAV at the time of the offer of the Shares to the public, the supply of and demand for Shares at the time of sale, and the liquidity of the markets for wheat interests. The Fund’s Shares trade in the secondary market on the NYSE Arca at prices that are lower or higher than their NAV per Share.
The investment objective of WEAT is to have the daily changes in the NAV of the Fund’s Shares reflect the daily changes in the wheat market for future delivery as measured by the Benchmark. The Benchmark is a weighted average of the closing settlement prices for three futures contracts for wheat (“Wheat Futures Contracts”) that are traded on the Chicago Board of Trade (“CBOT”):
WEAT Benchmark
CBOT Wheat Futures Contract
Weighting
Second to expire
35 %
Third to expire
30 %
December following the third to expire
35 %
The Fund commenced investment operations on September 19, 2011 and has a fiscal year ending December 31. The Fund’s sponsor is Teucrium Trading, LLC (the “Sponsor”). The Sponsor is responsible for the management of the Fund. The Sponsor is registered as a commodity pool operator (“CPO”) and a commodity trading adviser (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On June 13, 2011, the Fund’s initial registration of 10,000,000 shares on Form S1 was declared effective by the SEC. On September 19, 2011, the Fund listed its shares on the NYSE Arca under the ticker symbol “WEAT.” On the business day prior to that, the Fund issued 100,000 shares in exchange for $ 2,500,000 at the Fund’s initial NAV of $ 25 per share. The Fund also commenced investment operations on September 19, 2011 by purchasing commodity futures contracts traded on the CBOT. On December 31, 2010, the Fund had four shares outstanding, which were owned by the Sponsor. The current registration statement for WEAT was declared effective on March 9, 2022. This registration statement for WEAT registered an indeterminate number of shares.
The accompanying unaudited financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X promulgated by the SEC and, therefore, do not include all information and footnote disclosures required under accounting principles generally accepted in the United States of America (“GAAP”). The financial information included herein is unaudited; however, such financial information reflects all adjustments which are, in the opinion of management, necessary for the fair presentation of the Fund’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K, as well as the most recent Form S-1 filing, as applicable. The operating results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.
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.
83
Table of Contents
Note 2 – Principal Contracts and Agreements
The Sponsor employs U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Global Fund Services”), for Transfer Agency, Fund Accounting and Fund Administration services. The principal address for Global Fund Services is 615 E. Michigan Street, Milwaukee, WI 53202.
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 Global Fund Services 0.05% of average gross assets on the first $500 million, 0.04% on the next $500 million, 0.03% on the next $2 billion and 0.02% on the balance over $3 billion annually. A combined minimum annual fee of up to $64,500 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded as custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
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 each Fund’s average daily net assets and an aggregate annual fee of $100,000 for all 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. These services are recorded as distribution and marketing fees on the statements of operations. A summary of these expenses is included below. Pursuant to a Consulting Services Agreement, Foreside Consulting Services, LLC, performs certain consulting support services for the Trust’s Sponsor. Additionally, Foreside Distributors, LLC performs certain distribution consulting services pursuant to a Distribution Consulting Agreement with the Sponsor.
E D & F Man Capital Markets, Inc. (“E D & F Man”) and StoneX Financial Inc. – FCM Division of INTL FCStone Financial Inc. (“StoneX”) serve as the Funds’ clearing brokers to execute and clear futures contracts and provide other brokerage-related services. E D & F Man and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as a broker-dealers with the SEC and are each a member of FINRA. ED & F Man and StoneX are each clearing members 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 E D & F Man is paid $9.00 per round turn . Effective April 1, 2022, E D & F Man will be paid $11.00 per round turn. StoneX is paid $2.50 per round turn exclusive of pass through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 20% on the StoneX Capital Requirement at 9.6% of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses is included below.
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. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
The Sponsor employs Thales Capital Partners LLC (“Thales”) for distribution and solicitation-related services. Thales is registered as a Broker-Dealer with the SEC and a member of FINRA and the Securities Investor Protection Corporation (“SIPC”). Thales receives a quarterly fee of the higher of $18,750 or 0.10% of new assets raised in referred accounts for distribution and solicitation-related services. This fee based on new assets raised is determined by an agreed upon level of assets at the time of signing the contract. These services are recorded in distribution and marketing fees on the statements of operations. A summary of these expenses is included below:
Three months ended March 31, 2022
Three months ended March 31, 2021
Amount Recognized for Custody Services
$ 6,996
$ 19,431
Amount of Custody Services Waived
$ -
$ -
Amount Recognized for Distribution Services
$ 12,374
$ 9,176
Amount of Distribution Services Waived
$ 6,180
$ -
Amount Recognized for Wilmington Trust
$ -
$ -
Amount of Wilmington Trust Waived
$ -
$ -
Amount Recognized for Thales
$ 12,178
$ 14,493
Amount of Thales Waived
$ 12,178
$ -
84
Table of Contents
Note 3 – Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
Revenue Recognition
Commodity futures contracts are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on commodity futures contracts are reflected in the statements of operations as the difference between the original contract amount and the fair market value as of the last business day of the year or as of the last date of the financial statements. Changes in the appreciation or depreciation between periods are reflected in the statements of operations. Interest on cash equivalents with financial institutions are recognized on the accrual basis. The Fund seeks to earn interest on funds held at the custodian and other financial institutions at prevailing market rates for such investments.
The Sponsor invests a portion of cash in commercial paper, which is deemed a cash equivalent based on the rating and duration of contracts as described in the notes to the financial statements and reflected in cash and cash equivalents on the statements of assets and liabilities and on the statements of cash flows. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
The Sponsor invests a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts. Accretion on these investments is recognized using the effective interest method in U.S. dollars and included in interest income on the statements of operations.
Brokerage Commissions
Beginning on August 21, 2019, the Sponsor began recognizing the expense for brokerage commissions for futures contract trades on a per-trade basis. Prior to the change, brokerage commissions on all open commodity futures contracts were accrued on the trade date and on a full-turn basis. The below table shows the amounts included on the statements of operations as total brokerage commissions paid inclusive of unrealized loss for the three months ended March 31, 2022 and 2021.
WEAT
Three Months Ended March 31, 2022
$ 81,009
Three Months Ended March 31, 2021
$ 11,475
85
Table of Contents
Income Taxes
For federal income tax purposes, the Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704(d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2019 to 2021, the Fund remains 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 Fund recording a tax liability that reduces net assets. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of March 31, 2022 and for the years ended December 31, 2021, 2020 and 2019. However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the three months ended March 31, 2022 and 2021.
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Authorized Purchasers may purchase Creation Baskets consisting of 25,000 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m.(EST) on the day the order to create the basket is properly received.
Authorized Purchasers may redeem shares from the Fund only in blocks of 25,000 shares called “Redemption Baskets.” The amount of the redemption proceeds for a Redemption Basket will be equal to the NAV of the shares in the Redemption Basket determined as of 4:00 p.m. (EST) on the day the order to redeem the basket is properly received.
The Fund receives or pays the proceeds from shares sold or redeemed within three business days after the trade date of the purchase or redemption. The amounts due from Authorized Purchasers are reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption are reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S-1 filing, 50,000 shares represent two Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
86
Table of Contents
Cash and 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 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 cash equivalents on deposit with financial institutions. The Fund holds a balance in money market funds that is included in cash and cash equivalents on the statements of assets and liabilities. The Sponsor invests 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. Assets deposited with the bank may, at times, exceed federally insured limits. The Sponsor invests a portion of the available cash for the Funds in investment grade commercial paper with durations of 90 days or less, which is classified as a cash equivalent and is not FDIC insured. The Sponsor may invest a portion of the cash held by the broker in short term Treasury Bills as collateral for open futures contracts, which is classified as a cash equivalent and is not FDIC insured.
March 31, 2022
December 31, 2021
Money Market Funds
$ 267,748,634
$ 5,284,993
Demand Deposit Savings Accounts
57,077,908
30,064,031
Commercial Paper
137,432,524
37,492,592
Total cash and cash equivalents as presented on the Statement of Assets and Liabilities
$ 462,259,066
$ 72,841,616
Payable for Purchases of Commercial Paper
The amount recorded by the Fund for commercial paper transactions awaiting settlement, represents the amount payable for contracts purchased but not yet settled as of the reporting date. The value of the contract is included in cash and cash equivalents, and the payable amount is included as a liability.
Due from/to Broker
The amount recorded by the Fund 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, payables for commodities futures accounts liquidating to an equity balance on the clearing broker’s records and amounts of brokerage commissions paid and recognized as unrealized losses.
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 customary in other forms of investment or speculation. As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin. In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of margin as a matter of policy to further protect themselves. Over the counter trading generally involves the extension of credit between counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
When a trader purchases an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
87
Table of Contents
Ongoing or “maintenance” margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker. If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s trading, the Fund (and not its shareholders personally) is subject to margin calls.
Finally, many major U.S. exchanges have passed certain cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined positions.
Calculation of Net Asset Value
The Fund’s NAV is calculated by:
•
Taking the current market value of its total assets and
•
Subtracting any liabilities.
The administrator, Global Fund Services, calculates the NAV of the Fund once each trading day. It calculates the NAV as of the earlier of the close of the NYSE or 4:00 p.m. (EST). The NAV for a particular trading day is released after 4:15 p.m. (EST).
In determining the value of Wheat Futures Contracts, the administrator uses the CBOT closing price. The administrator determines the value of all other Fund investments as of the earlier of the close of the NYSE or 4:00 p.m. (EST). The value of over the counter wheat interests is determined based on the value of the commodity or futures contract underlying such wheat interest, except that a fair value may be determined if the Sponsor believes that the Fund is subject to significant credit risk relating to the counterparty to such wheat interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV where necessary to reflect the “fair value” of a Futures Contract when the Futures Contract closes at its price fluctuation limit for the day. Short term Treasury securities held by the Fund are valued by the administrator using values received from recognized third-party vendors and dealer quotes. NAV includes any unrealized profit or loss on open wheat interests and any other income or expense accruing to the Fund but unpaid or not received by the Fund.
Sponsor Fee, Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the 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, which the Sponsor performs itself. In addition, the Fund is contractually obligated to pay a monthly management fee to the Sponsor, based on average daily net assets, at a rate equal to 1.00% per annum.
The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds 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 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 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 Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees in the financial statements of each Fund.
Three months ended March 31, 2022
Three months ended March 31, 2021
Recognized Related Party Transactions
$ 173,803
$ 100,871
Waived Related Party Transactions
$ 30,000
$ 14,699
88
Table of Contents
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. The Sponsor has determined that there will be no recovery sought for the amounts below in any future period:
WEAT
Three months ended March 31, 2022
$ 85,856
Three months ended March 31, 2021
$ 28,715
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value - Definition and Hierarchy
In accordance with U.S. GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with U.S. GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments 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 Fund’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The Fund uses prices and inputs that are current as of the measurement date, including periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many financial instruments. This condition could cause a financial instrument to be reclassified to a lower level within the fair value hierarchy. When such a situation exists on a quarter close, the Sponsor will calculate the NAV on a particular day using the Level 1 valuation but will later recalculate the NAV for the impacted Fund based upon the valuation inputs from these alternative verifiable sources (Level 2 or Level 3) and will report such NAV in its applicable financial statements and reports.
89
Table of Contents
On March 31, 2022 and December 31, 2021, in the opinion of the Trust and the Fund, the reported value of the Wheat Futures Contracts traded on the CBOT fairly reflected the value of the Wheat Futures Contracts held by the Fund, and no adjustments were necessary. 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 Fund considers the average volume of the specific underlying futures contracts traded on the relevant exchange for the periods being reported.
The Fund records its derivative activities at fair value. Gains and losses from derivative contracts are included in the statements of operations. Derivative contracts include futures contracts related to commodity prices. Futures, which are listed on a national securities exchange, such as the 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.
Expenses
Expenses are recorded using the accrual method of accounting.
Net Income (Loss) per Share
Net income (loss) per share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of units outstanding was computed for purposes of disclosing net income (loss) per weighted average unit. The weighted average units are equal to the number of units outstanding at the end of the period, adjusted proportionately for units created or redeemed based on the amount of time the units were outstanding during such period.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-05: “Leases (Topic 842).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day-one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020-10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued 2020-02: “Financial Instruments Credit Losses (Topic 326) and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842). The amendment updates and adds language to ASU 2016-02. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020-01: Investments Equity Securities (Topic 321), Investments Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The amendments clarify the treatment of transactions that require a company to apply or discontinue the equity method of accounting. The amendments were adopted early for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2019-04: “Codification Improvements to Topic 326, Financial Instruments Credit Losses, Topic 815, Derivatives and hedging, and Topic 825, Financial Instruments.” The amendments clarify and improve areas of guidance related to the recently issued standards on credit losses, hedging, and recognition and measurement, specifically relating to ASU 201712. The amendments were early adopted for the quarter ended June 30, 2019; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
90
Table of Contents
The FASB issued ASU 2019-01: “Leases (Topic 842): Codification Improvements. These amendments align the guidance for fair value of underlying assets by lessors that are not manufacturers or dealers in Topic 842 with that of existing guidance. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2018-13: “Fair Value Measurement (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement. These amendments modify public and private company fair value disclosure requirements. While some disclosures were removed or modified, others were added. The guidance is a result of the FASB’s test of the principals developed to improve the effectiveness of disclosures in the notes to the financial statements. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2017-13, “Revenue Recognition (Topic 605), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments”. The amendment amends the early adoption date option for certain companies related to adoption of ASU No. 2014-09 and ASU No. 2016-02. The SEC staff stated the SEC would not object to a public business entity that otherwise would not meet the definition of a public business entity except for a requirement to include or the inclusion of its financial statements or financial information in another entity’s filing with the SEC adopting ASC Topic 842 for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
Note 4 – Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of March 31, 2022 and December 31, 2021:
March 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of March 31, 2022
Cash Equivalents
$ 405,181,158
$ -
$ -
$ 405,181,158
Liabilities:
Level 1
Level 2
Level 3
Balance as of March 31, 2022
Wheat Futures contracts
$ 33,791,659
$ -
$ -
$ 33,791,659
December 31, 2021
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2021
Cash Equivalents
$ 42,777,585
$ -
$ -
$ 42,777,585
Wheat Futures contracts
3,714,672
-
-
3,714,672
Total
$ 46,492,257
$ -
$ -
$ 46,492,257
Liabilities:
Level 1
Level 2
Level 3
Balance as of December 31, 2021
Wheat Futures contracts
$ 654,969
$ -
$ -
$ 654,969
For the period ended March 31, 2022 and year ended December 31, 2021, the Fund did not have any significant transfers between any of the levels of the fair value hierarchy.
91
Table of Contents
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 Fund utilizes derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to derivative contracts are classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price risks. In addition to its primary underlying risks, the Fund is also subject to additional counterparty risk due to inability of its counterparties to meet the terms of their contracts. For the three months ended March 31, 2022 and for the year ended December 31, 2021, the Fund invested only in commodity futures contracts.
Futures Contracts
The Fund is subject to commodity price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
The purchase and sale of futures contracts requires margin deposits with a Futures Commission Merchant (“FCM”). Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded as unrealized gains or losses by the Fund. Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default.
The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements. In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available. It is possible that the recovery amount could be less than the total of cash and other equity deposited.
The following 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 FCMs, E D & F Man and StoneX as of March 31, 2022 and December 31, 2021.
*The amount of collateral presented in Collateral, Due from Broker, is limited to the liability for the futures contracts and accordingly does not include the excess collateral pledged.
Offsetting of Financial Liabilities and Derivative Liabilities as of March 31, 2022
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Wheat futures contracts
$ 33,791,659
$ -
$ 33,791,659
$ -
$ 33,791,659
$ -
92
Table of Contents
Offsetting of Financial Assets and Derivative Assets as of December 31, 2021
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Assets
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due to Broker
Net Amount
Commodity Price
Wheat futures contracts
$ 3,714,672
$ 3,714,672
$ 654,969
$ 213,708
$ 2,845,995
Offsetting of Financial Liabilities and Derivative Liabilities as of December 31, 2021
(i)
(ii)
(iii) = (i-ii)
(iv)
(v) = (iii)-(iv)
Gross Amount Not Offset in the Statement of Assets and Liabilities
Description
Gross Amount of Recognized Liabilities
Gross Amount Offset in the Statement of Assets and Liabilities
Net Amount Presented in the Statement of Assets and Liabilities
Futures Contracts Available for Offset
Collateral, Due from Broker*
Net Amount
Commodity Price
Wheat futures contracts
$ 654,969
$ -
$ 654,969
$ 654,969
$ -
$ -
The following tables identify the net gain and loss amounts included in the statements of operations as realized and unrealized gains and losses on trading of commodity futures contracts categorized by primary underlying risk:
Three months ended March 31, 2022
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Wheat futures contracts
$ 38,006,567
$ ( 36,851,362 )
Three months ended March 31, 2021
Primary Underlying Risk
Realized Gain on Commodity Futures Contracts
Net Change in Unrealized Depreciation on Commodity Futures Contracts
Commodity Price
Wheat futures contracts
$ 2,919,448
$ ( 5,055,673 )
Volume of Derivative Activities
The average notional market value categorized by primary underlying risk for all futures contracts held was $ 233.4 million and $ 80.6 million, respectively, for the three months ended March 31, 2022 and March 31, 2021.
Note 6 – Financial Highlights
The following tables present per unit performance data and other supplemental financial data for the three months ended March 31, 2022 and 2021. This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
93
Table of Contents
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 7.38
$ 6.16
Income (loss) from investment operations:
Net realized and unrealized gain (loss) on commodity futures contracts
2.49
( 0.14 )
Total expenses, net
( 0.04 )
( 0.03 )
Net increase (decrease) in net asset value
2.45
( 0.17 )
Net asset value at end of period
$ 9.83
$ 5.99
Total Return
33.21 %
( 2.70 )%
Ratios to Average Net Assets (Annualized)
Total expenses
1.96 %
2.37 %
Total expenses, net
1.77 %
2.22 %
Net investment loss
( 1.55 )%
( 2.04 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
Note 7 – Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees, were borne directly by the Sponsor. The Fund will not be obligated to reimburse the Sponsor.
Note 8 – Subsequent Events
Management has evaluated the financial statements for the quarter-ended March 31, 2022 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Fund other than those noted below:
Nothing additional to report.
94
Table of Contents
TEUCRIUM AGRICULTURAL FUND
STATEMENTS OF ASSETS AND LIABILITIES
March 31, 2022
December 31, 2021
(Unaudited)
Assets
Cash equivalents
$ 6,490
$ 4,801
Receivable for securities sold
3,260,269
-
Interest receivable
18
3
Other assets
-
30
Equity in trading accounts:
Investments in securities, at fair value (cost $26,068,679 and $12,799,498 as of March 31, 2022 and December 31, 2021, respectively)
29,206,585
14,178,019
Total assets
32,473,362
14,182,853
Liabilities
Payable for shares redeemed
3,260,840
-
Other liabilities
3,106
3,198
Total liabilities
3,263,946
1,393
Net assets
$ 29,209,416
$ 14,179,655
Shares outstanding
900,002
525,002
Shares authorized
3,487,500
4,075,000
Net asset value per share
$ 32.45
$ 27.01
Market value per share
$ 32.52
$ 26.94
The accompanying notes are an integral part of these financial statements.
95
Table of Contents
TEUCRIUM AGRICULTURAL FUND
SCHEDULE OF INVESTMENTS
March 31, 2022
(Unaudited)
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Exchange-traded funds
Teucrium Corn Fund
$ 7,561,011
25.88 %
278,273
Teucrium Soybean Fund
7,138,765
24.44
266,763
Teucrium Sugar Fund
7,315,073
25.04
760,450
Teucrium Wheat Fund
7,191,736
24.62
731,745
Total exchange-traded funds (cost $26,068,679)
$ 29,206,585
99.98 %
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X (cost $6,490)
$ 6,490
0.02 %
6,490
The accompanying notes are an integral part of these financial statements.
96
Table of Contents
TEUCRIUM AGRICULTURAL FUND
SCHEDULE OF INVESTMENTS
December 31, 2021
Percentage of
Description: Assets
Fair Value
Net Assets
Shares
Exchange-traded funds
Teucrium Corn Fund
$ 3,537,560
24.95 %
163,930
Teucrium Soybean Fund
3,538,006
24.96
155,374
Teucrium Sugar Fund
3,591,878
25.33
389,317
Teucrium Wheat Fund
3,510,575
24.76
475,836
Total exchange-traded funds (cost: $12,799,498)
$ 14,178,019
100.00 %
Cash equivalents
Money market funds
First American Government Obligations Fund - Class X 0.026% (cost: $4,801)
$ 4,801
0.03 %
4,801
The accompanying notes are an integral part of these financial statements.
97
Table of Contents
TEUCRIUM AGRICULTURAL FUND
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Income
Realized and unrealized gain (loss) on trading of securities:
Realized gain (loss) on securities
$ 718,623
$ ( 48,360 )
Net change in unrealized appreciation on securities
1,759,385
112,849
Interest income
18
4
Total income
2,478,026
64,493
Expenses
Professional fees
17,251
2,919
Distribution and marketing fees
33,917
4,904
Custodian fees and expenses
193
676
Business permits and licenses fees
8,875
7,125
General and administrative expenses
2,583
443
Total expenses
62,819
16,067
Expenses waived by the Sponsor
( 55,003 )
( 14,136 )
Total expenses, net
7,816
1,931
Net income
$ 2,470,210
$ 62,562
Net income per share
$ 5.44
$ 1.30
Net income per weighted average share
$ 4.23
$ 0.37
Weighted average shares outstanding
584,585
166,946
The accompanying notes are an integral part of these financial statements.
98
Table of Contents
TEUCRIUM AGRICULTURAL FUND
STATEMENTS OF CHANGES IN NET ASSETS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Operations
Net income
$ 2,470,210
$ 62,562
Capital transactions
Issuance of Shares
18,955,620
3,966,335
Redemption of Shares
( 6,396,069 )
( 568,240 )
Total capital transactions
12,559,551
3,398,095
Net change in net assets
15,029,761
3,460,657
Net assets, beginning of period
$ 14,179,655
$ 1,584,388
Net assets, end of period
$ 29,209,416
$ 5,045,045
Net asset value per share at beginning of period
$ 27.01
$ 21.12
Net asset value per share at end of period
$ 32.45
$ 22.42
Creation of Shares
587,500
175,000
Redemption of Shares
212,500
25,000
The accompanying notes are an integral part of these financial statements.
99
Table of Contents
TEUCRIUM AGRICULTURAL FUND
STATEMENTS OF CASH FLOWS
(Unaudited)
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Cash flows from operating activities:
Net income
2,470,210
$ 62,562
Adjustments to reconcile net income to net cash used in operating activities:
Net change in unrealized appreciation on securities
( 1,759,385 )
( 112,849 )
Changes in operating assets and liabilities:
Net sale of investments in securities
( 13,269,181 )
( 3,347,690 )
Net receivable for securities sold
( 3,260,269 )
-
Interest receivable
( 15 )
( 1 )
Other assets
30
( 24 )
Other liabilities
( 92 )
( 274 )
Net cash used in operating activities
( 15,818,702 )
( 3,398,276 )
Cash flows from financing activities:
Proceeds from sale of Shares
18,955,620
3,966,335
Redemption of Shares
( 3,135,229 )
( 568,240 )
Net cash provided by financing activities
15,820,391
3,398,095
Net change in cash equivalents
1,689
( 181 )
Cash equivalents, beginning of period
4,801
2,786
Cash equivalents, end of period
$ 6,490
$ 2,605
The accompanying notes are an integral part of these financial statements.
100
Table of Contents
NOTES TO FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Note 1 – Organization and Operation
Teucrium Agricultural Fund (referred to herein as “TAGS” or the “Fund”) is a series of Teucrium Commodity Trust (“Trust”), a Delaware statutory trust organized on September 11, 2009. The Fund operates pursuant to the Trust’s Fifth Amended and Restated Declaration of Trust and Trust Agreement (the “Trust Agreement”). The Fund was formed on March 29, 2011 and is managed and controlled by Teucrium Trading, LLC (the “Sponsor”). The Sponsor is a limited liability company formed in Delaware on July 28, 2009. The Sponsor is registered as a commodity pool operator (“CPO”) and a commodity trading adviser (“CTA”) with the Commodity Futures Trading Commission (“CFTC”) and is a member of the National Futures Association (“NFA”).
On April 22, 2011, a registration statement was filed with the Securities and Exchange Commission (“SEC”). On February 10, 2012, the Fund’s initial registration of 5,000,000 shares on Form S-1 was declared effective by the SEC. On March 28, 2012, the Fund listed its shares on the NYSE Arca under the ticker symbol “TAGS.” On the business day prior to that, the Fund issued 300,000 shares in exchange for $ 15,000,000 at the Fund’s initial NAV of $50 per share. The Fund also commenced investment operations on March 28, 2012 by purchasing shares of the Underlying Funds. On December 31, 2011, the Fund had two shares outstanding, which were owned by the Sponsor. The current registration statement for TAGS was declared effective on April 7, 2022. This registration statement for TAGS registered an indeterminate number of shares.
The investment objective of the TAGS is to have the daily changes in percentage terms of the NAV of its Shares reflect the daily changes in percentage terms of a weighted average (the “Underlying Fund Average”) of the NAVs per share of four other commodity pools that are series of the Trust and are sponsored by the Sponsor: the Teucrium Corn Fund, the Teucrium Wheat Fund, the Teucrium Soybean Fund and the Teucrium Sugar Fund (collectively, the “Underlying Funds”). The Underlying Fund Average will have a weighting of 25% to each Underlying Fund, and the Fund’s assets will be rebalanced, generally on a daily basis, to maintain the approximate 25% allocation to each Underlying Fund:
TAGS Benchmark
Underlying Fund
Weighting
CORN
25 %
SOYB
25 %
CANE
25 %
WEAT
25 %
The Fund seeks to provide daily investment results that reflect the combined daily performance of the Underlying Funds. Under normal market conditions, the Fund seeks to achieve its investment objective generally by investing equally in shares of each Underlying Fund and, to a lesser extent, cash equivalents. The Fund’s investments in shares of the Underlying Funds is rebalanced, generally on a daily basis, in order to maintain approximately a 25% allocation of the Fund’s assets to each Underlying Fund. (This weighted average is referred to herein as the Underlying Fund’s “Benchmark,” the Futures Contracts that at any given time make up an Underlying Fund’s Benchmark are referred to herein as the Underlying Fund’s “Benchmark Component Futures Contracts,” and the commodity specified in the Underlying Fund’s name is referred to herein as its “Specified Commodity.”) Specifically, the Teucrium Corn Fund’s Benchmark is: (1) the second to expire Futures Contract for corn traded on the Chicago Board of Trade (“CBOT”), weighted 35%, (2) the third to expire CBOT corn Futures Contract, weighted 30%, and (3) the CBOT corn Futures Contract expiring in the December following the expiration month of the third to expire contract, weighted 35%. The Teucrium Wheat Fund’s Benchmark is: (1) the second to expire CBOT wheat Futures Contract, weighted 35%, (2) the third to expire CBOT wheat Futures Contract, weighted 30%, and (3) the CBOT wheat Futures Contract expiring in the December following the expiration month of the third to expire contract, weighted 35%. The Teucrium Soybean Fund’s Benchmark is: (1) the second to expire CBOT soybean Futures Contract, weighted 35%, (2) the third to expire CBOT soybean Futures Contract, weighted 30%, and (3) the CBOT soybean Futures Contract expiring in the November following the expiration month of the third to expire contract, weighted 35%, except that CBOT soybean Futures Contracts expiring in August and September will not be part of the Teucrium Soybean Fund’s Benchmark because of the less liquid market for these Futures Contracts. The Teucrium Sugar Fund’s Benchmark is: (1) the second to expire Sugar No. 11 Futures Contract traded on ICE Futures US (“ICE Futures”), weighted 35%, (2) the third to expire ICE Futures Sugar No. 11 Futures Contract, weighted 30%, and (3) the ICE Futures Sugar No. 11 Futures Contract expiring in the March following the expiration month of the third to expire contract, weighted 35%.
101
Table of Contents
While the Fund expects to maintain substantially all of its assets in shares of the Underlying Funds at all times, the Fund may hold some residual amount of assets in obligations of the United States government (“Treasury Securities”) or cash equivalents, and/or merely hold such assets in cash (generally in interest-bearing accounts). The Underlying Funds invest in Commodity Interests to the fullest extent possible without being leveraged or unable to satisfy their expected current or potential margin or collateral obligations with respect to their investments in Commodity Interests. After fulfilling such margin and collateral requirements, the Underlying Funds will invest the remainder of the proceeds from the sale of baskets in short term Treasury Securities or cash equivalents, and/or merely hold such assets in cash. Therefore, the focus of the Sponsor in managing the Underlying Funds is investing in Commodity Interests and in cash and/or cash equivalents. The Fund and Underlying Funds will seek to earn interest income from the short term Treasury Securities and/or cash equivalents that it purchases and on the cash, it holds through the Fund’s custodian.
The accompanying unaudited financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X promulgated by the SEC and, therefore, do not include all information and footnote disclosures required under accounting principles generally accepted in the United States of America (“GAAP”). The financial information included herein is unaudited; however, such financial information reflects all adjustments which are, in the opinion of management, necessary for the fair presentation of the Fund’s financial statements for the interim period. It is suggested that these interim financial statements be read in conjunction with the financial statements and related notes included in the Trust’s Annual Report on Form 10-K, as well as the most recent Form S-1 filing, as applicable. The operating results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022.
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
The Sponsor employs U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Global Fund Services”), for Transfer Agency, Fund Accounting and Fund Administration services. The principal address for Global Fund Services is 615 E. Michigan Street, Milwaukee, WI 53202.
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 Global Fund Services 0.05% of average gross assets on the first $500 million, 0.04% on the next $500 million, 0.03% on the next $2 billion and 0.02% on the balance over $3 billion annually. A combined minimum annual fee of up to $47,000 for custody, transfer agency, accounting and administrative services is assessed per Fund. These services are recorded as custodian fees and expenses on the statements of operations. A summary of these expenses is included below.
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 each Fund’s average daily net assets and an aggregate annual fee of $100,000 for all 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. These services are recorded as distribution and marketing fees on the statements of operations. A summary of these expenses is included below. Pursuant to a Consulting Services Agreement, Foreside Consulting Services, LLC, performs certain consulting support services for the Trust’s Sponsor. Additionally, Foreside Distributors, LLC performs certain distribution consulting services pursuant to a Distribution Consulting Agreement with the Sponsor.
102
Table of Contents
E D & F Man Capital Markets, Inc. (“E D & F Man”) and StoneX Financial Inc. – FCM Division of INTL FCStone Financial Inc. (“StoneX”) serve as the Underlying Funds’ clearing brokers to execute and clear the Underlying Funds’ futures and provide other brokerage-related services. E D & F Man and StoneX are each registered as futures commission merchants (“FCM”) with the U.S. CFTC and are members of the NFA. The clearing brokers are registered as a broker-dealers with the SEC and are each a member of FINRA. ED & F Man and StoneX are each clearing members 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 E D & F Man is paid $9.00 per round turn . Effective April 1, 2022, E D & F Man will be paid $11.00 per round turn. StoneX is paid $2.50 per round turn exclusive of pass through fees for the exchange and the NFA. Additionally, if the monthly commissions paid by each Fund does not equal or exceed 20% return on the StoneX Capital Requirement at 9.6% of the Exchange Maintenance Margin, each Fund will pay a true up to meet that return at the end of each month. These expenses are recognized on a per-trade basis. The half-turn is recognized as an unrealized loss on the statements of operations for contracts that have been purchased since the change in recognition, and a full turn is recognized as a realized loss on the statements of operations when a contract is sold. A summary of these expenses is included below.
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. These services are recorded in business permits and licenses fees on the statements of operations. A summary of these expenses is included below.
The Sponsor employs Thales Capital Partners LLC (“Thales”) for distribution and solicitation-related services. Thales is registered as a Broker-Dealer with the SEC and a member of FINRA and the Securities Investor Protection Corporation (“SIPC”). Thales receives a quarterly fee of the higher of $18,750 or 0.10% of new assets raised in referred accounts for distribution and solicitation-related services. This fee based on new assets raised is determined by an agreed upon level of assets at the time of signing the contract. These services are recorded in distribution and marketing fees on the statements of operations. A summary of these expenses is included below:
Three months ended March 31, 2022
Three months ended March 31, 2021
Amount Recognized for Custody Services
$ 193
$ 676
Amount of Custody Services Waived
$ 193
$ 676
Amount Recognized for Distribution Services
$ 1,717
$ 345
Amount of Distribution Services Waived
$ 1,717
$ 187
Amount Recognized for Wilmington Trust
$ -
$ -
Amount of Wilmington Trust Waived
$ -
$ -
Amount Recognized for Thales
$ 2,690
$ 503
Amount of Thales Waived
$ 2,690
$ 503
Note 3 – Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as detailed in the Financial Accounting Standards Board’s Accounting Standards Codification.
Revenue Recognition
Investment transactions are accounted for on a trade-date basis. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation or depreciation on investments are reflected in the statements of operations as the difference between the original 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.
Brokerage Commissions
Brokerage commissions are accrued on the trade date and on a full-turn basis.
103
Table of Contents
Income Taxes
For federal income tax purposes, the Fund will be treated as a publicly traded partnership. A publicly traded partnership is generally treated as a corporation for federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of its existence consists of qualifying income as defined in section 7704(d) of the Internal Revenue Code of 1986, as amended. Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of futures, forwards and options with respect to commodities, qualifying income also includes income and gains from commodities and from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to such assets, swaps and other notional principal contracts with respect to commodities. The Fund expects that at least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed as a partnership for federal income tax purposes. The Fund does not record a provision for income taxes because the shareholders report their share of the Fund’s income or loss on their income tax returns. The financial statements reflect the Fund’s transactions without adjustment, if any, required for income tax purposes.
The Fund is required to determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund files an income tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions. For all tax years 2019 to 2021, the Fund remains 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 Fund recording a tax liability that reduces net assets. This policy has been applied to all existing tax positions upon the Fund’s initial adoption. Based on its analysis, the Fund has determined that it has not incurred any liability for unrecognized tax benefits as of March 31, 2022 and for the years ended December 31, 2021, 2020 and 2019. However, the Fund’s conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited to, ongoing analysis of and changes to tax laws, regulations, and interpretations thereof.
The Fund recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense or penalties have been recognized as of and for the three months ended March 31, 2022 and 2021.
The Fund may be subject to potential examination by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Creations and Redemptions
Effective August 28, 2018, the Sponsor filed a prospectus supplement updating the Creation and Redemption Basket size to 12,500 shares. Prior to this prospectus supplement, the basket size for Creations and Redemptions was 25,000 shares.
Authorized Purchasers may purchase Creation Baskets consisting of 12,500 shares from the Fund. The amount of the proceeds required to purchase a Creation Basket will be equal to the NAV of the shares in the Creation Basket determined as of 4:00 p.m. (EST) on the day the order to create the basket is received in good order.
Authorized Purchasers may redeem shares from the Fund only in blocks of 12,500 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. (EST) on the day the order to redeem the basket is received in good order.
The Fund will receive the proceeds from shares sold or will pay for redeemed shares within three business days after the trade date of the purchase or redemption, respectively. The amounts due from Authorized Purchasers will be reflected in the Fund’s statements of assets and liabilities as capital shares receivable. Amounts payable to Authorized Purchasers upon redemption will be reflected in the Fund’s statements of assets and liabilities as payable for shares redeemed.
As outlined in the most recent Form S-1 filing, 50,000 shares represent four Redemption Baskets for the Fund and a minimum level of shares. If the Fund experienced redemptions that caused the number of Shares outstanding to decrease to the minimum level of Shares required to be outstanding, until the minimum number of Shares is again exceeded through the purchase of a new Creation Basket, there can be no more redemptions by an Authorized Purchaser.
104
Table of Contents
Allocation of Shareholder Income and Losses
Profit or loss is allocated among the shareholders of the Fund in proportion to the number of shares each shareholder holds as of the close of each month.
Cash Equivalents
Cash equivalents are highly liquid investments with maturity dates of 90 days or less when acquired. The Fund reported its cash equivalents in the statements of assets and liabilities at market value, or at carrying amounts that approximate fair value, because of their highly-liquid nature and short term maturities. The Fund has these balances of its assets on deposit with banks. Assets deposited with a financial institution may, at times, exceed federally insured limits. TAGS had a balance of $6,490 and $2,605 in money market funds at March 31, 2022 and December 31, 2021, respectively; these balances are included in cash equivalents on the statements of assets and liabilities.
Payable/Receivable for Securities Purchased/Sold
Due from/to broker for investments in securities are securities transactions pending settlement. The Fund is 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 Fund monitors the financial condition of such brokers and does not anticipate any losses from these counterparties.
Calculation of Net Asset Value
The Fund’s NAV is calculated by:
•
Taking the current market value of its total assets and
•
Subtracting any liabilities.
The administrator, Global Fund Services, will calculate the NAV of the Fund once each trading day. It will calculate the NAV as of the earlier of the close of the New York Stock Exchange or 4:00 p.m. (EST). The NAV for a particular trading day will be released after 4:15 p.m. (EST).
For purposes of determining the Fund’s NAV, the Fund’s investments in the Underlying Funds will be valued based on the Underlying Funds’ NAVs. In turn, in determining the value of the Futures Contracts held by the Underlying Funds, the Administrator will use the closing price on the exchange on which they are traded. The Administrator will determine the value of all other Funds and Underlying Fund investments as of the earlier of the close of the New York Stock Exchange or 4:00 p.m. (EST), in accordance with the current Services Agreement between the Administrator and the Trust. The value of over the counter Commodity Interests will be determined based on the value of the commodity or Futures Contract underlying such Commodity Interest, except that a fair value may be determined if the Sponsor believes that the Underlying Fund is subject to significant credit risk relating to the counterparty to such Commodity Interest. For purposes of financial statements and reports, the Sponsor will recalculate the NAV of an Underlying Fund where necessary to reflect the “fair value” of a Futures Contract held by an Underlying Fund when a Futures Contract held by an Underlying Fund closes at its price fluctuation limit for the day. Short term Treasury Securities held by the Fund or Underlying Funds will be valued by the Administrator using values received from recognized third-party vendors (such as Reuters) and dealer quotes. NAV will include any unrealized profit or loss on open Commodity Interests and any other credit or debit accruing to the Fund but unpaid or not received by the Fund.
Sponsor Fee Allocation of Expenses and Related Party Transactions
The Sponsor is responsible for investing the assets of the Fund in accordance with the objectives and policies of the Fund. In addition, the Sponsor arranges for one or more third parties to provide administrative, custodial, accounting, transfer agency and other necessary services to the 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. The Sponsor does not receive a management fee from the Fund. The Sponsor receives a management fee from each Underlying Fund at the annual rate of 1.00% of such Underlying Fund’s average daily net assets, payable monthly. The Sponsor can elect to waive the payment of this fee for any Underlying Fund in any amount at its sole discretion, at any time and from time to time, in order to reduce the Fund’s expenses or for any other purpose.
105
Table of Contents
The Fund generally pays for all brokerage fees, taxes and other expenses, including licensing fees for the use of intellectual property, registration or other fees paid to the SEC, FINRA, formerly the National Association of Securities Dealers, or any other regulatory agency in connection with the offer and sale of subsequent Shares after its initial registration and all legal, accounting, printing and other expenses associated therewith. The Fund also pays its portion of the fees and expenses associated with the Trust’s tax accounting and reporting requirements. Certain aggregate expenses common to all Funds within the Trust are allocated by the Sponsor to the respective funds based on activity drivers deemed most appropriate by the Sponsor for such expenses, including but not limited to relative assets under management and creation 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 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 Funds, which are primarily the cost of performing accounting and financial reporting, regulatory compliance, and trading activities that are directly attributable to the Fund. Such expenses are primarily recorded as distribution and marketing fees on the statement of operations. All asset-based fees and expenses for the Funds are calculated on the prior day’s net assets.
Three months ended March 31, 2022
Three months ended March 31, 2021
Recognized Related Party Transactions
$ 24,847
$ 3,890
Waived Related Party Transactions
$ 21,134
$ 1,993
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. The Sponsor has determined that there will be no recovery sought for the amounts below in any future period:
TAGS
Three months ended March 31, 2022
$ 55,003
Three months ended March 31, 2021
$ 14,136
Expenses
Expenses are recorded using the accrual method of accounting.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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.
New Accounting Pronouncements
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-05: “Leases (Topic 842).” Under the amended guidance, a lessor should classify and account for a lease with variable lease payments that don’t depend on an index or a rate as an operating lease if the lease would’ve been classified as a sales-type lease or a direct financing lease in accordance with the lease classification guidance in Topic 842 and the lessor would’ve otherwise recognized a day-one loss. The amendment was adopted early for the quarter ended September 30, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
106
Table of Contents
The FASB issued ASU 2020-10: “Codification Improvements.” The amendment improves the disclosure guidance in appropriate Disclosure Sections, without resulting in changes to current GAAP. The amendment is effective for annual periods beginning after December 15, 2020. The amendment was adopted for the quarter ended March 31, 2021; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued 2020-02: “Financial Instruments Credit Losses (Topic 326) and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842). The amendment updates and adds language to ASU 2016-02. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2020-01: Investments Equity Securities (Topic 321), Investments Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The amendments clarify the treatment of transactions that require a company to apply or discontinue the equity method of accounting. The amendments were adopted early for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2019-04: “Codification Improvements to Topic 326, Financial Instruments Credit Losses, Topic 815, Derivatives and hedging, and Topic 825, Financial Instruments.” The amendments clarify and improve areas of guidance related to the recently issued standards on credit losses, hedging, and recognition and measurement, specifically relating to ASU 201712. The amendments were early adopted for the quarter ended June 30, 2019; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2019-01: “Leases (Topic 842): Codification Improvements. These amendments align the guidance for fair value of underlying assets by lessors that are not manufacturers or dealers in Topic 842 with that of existing guidance. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2018-13: “Fair Value Measurement (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement. These amendments modify public and private company fair value disclosure requirements. While some disclosures were removed or modified, others were added. The guidance is a result of the FASB’s test of the principals developed to improve the effectiveness of disclosures in the notes to the financial statements. The amendments were adopted for the quarter ended March 31, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
The FASB issued ASU 2017-13, “Revenue Recognition (Topic 605), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments”. The amendment amends the early adoption date option for certain companies related to adoption of ASU No. 2014-09 and ASU No. 2016-02. The SEC staff stated the SEC would not object to a public business entity that otherwise would not meet the definition of a public business entity except for a requirement to include or the inclusion of its financial statements or financial information in another entity’s filing with the SEC adopting ASC Topic 842 for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The amendments were adopted for the quarter ended September 30, 2020; the adoption did not have a material impact on the financial statements and disclosures of the Trust or the Fund.
Fair Value - Definition and Hierarchy
In accordance with GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date.
In determining fair value, the Fund uses various valuation approaches. In accordance with GAAP, a fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
107
Table of Contents
Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments of the Underlying Funds and securities of the Fund, together the “financial instruments”. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments 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.
On March 31, 2022 and December 31, 2021, 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.
For the quarter ended March 31, 2021 Corn Futures Contracts for JUL21 CBOT corn futures, SEP21 CBOT corn futures, DEC21 CBOT corn futures, and Soybean Futures Contracts for JUL21 CBOT soybean futures, and the NOV21 CBOT soybean futures, settled in a “limit up” condition. Accordingly, the Trust, CORN, and SOYB classified these as Level 2 assets. The financial statements of these Funds including TAGS, due to the NAV adjustment for each of these Underlying Funds, were adjusted accordingly. The adjustment in CORN and SOYB resulted in a $30,191 increase in the investment in the Underlying Funds, which were classified as a Level 2 asset for the period ended March 31, 2021. For the period ended June 30, 2021, the SOYB shares were classified as a Level 1 asset.
For the quarter ended June 30, 2021, Corn Futures Contracts for the SEP21 and DEC21 CBOT corn futures contracts, settled in a “limit up” condition on June 30, 2021. Therefore, the Trust and CORN have used alternative verifiable sources to value these contracts on June 30, 2021, and the financial statements of these Funds including TAGS, due to the NAV adjustments for the Underlying Fund, were adjusted accordingly. The adjustment in CORN resulted in a $10,393 increase in the investment in the Underlying Funds which were classified as a Level 2 asset for the period ended June 30, 2021. For the period ended September 30, 2021, the CORN shares were classified as a Level 1 asset.
Net Income (Loss) per Share
Net income (loss) per share is the difference between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of units outstanding was computed for purposes of disclosing net income (loss) per weighted average unit. The weighted average units are equal to the number of units outstanding at the end of the period, adjusted proportionately for units created or redeemed based on the amount of time the units were outstanding during such period.
Note 4 – Fair Value Measurements
The Fund’s assets and liabilities recorded at fair value have been categorized based upon a fair value hierarchy as described in the Fund’s significant accounting policies in Note 3. The following table presents information about the Fund’s assets and liabilities measured at fair value as of March 31, 2022 and December 31, 2021:
108
Table of Contents
March 31, 2022
Assets:
Level 1
Level 2
Level 3
Balance as of March 31, 2022
Exchange Traded Funds
$ 29,206,585
$ -
$ -
$ 29,206,585
Cash Equivalents
6,490
-
-
6,490
Total
$ 29,213,075
$ -
$ -
$ 29,213,075
December 31, 2021
Assets:
Level 1
Level 2
Level 3
Balance as of December 31, 2021
Exchange Traded Funds
$ 14,178,019
$ -
$ -
$ 14,178,019
Cash Equivalents
4,801
-
-
4,801
Total
$ 14,182,820
$ -
$ -
$ 14,182,820
On March 31, 2022 and December 31, 2021, 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.
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 – Financial Highlights
The following table presents per unit performance data and other supplemental financial data for the three months ended March 31, 2022 and 2021. This information has been derived from information presented in the financial statements and is presented with total expenses gross of expenses waived by the Sponsor and with total expenses net of expenses waived by the Sponsor, as appropriate.
Three months ended
Three months ended
March 31, 2022
March 31, 2021
Per Share Operation Performance
Net asset value at beginning of period
$ 27.01
$ 21.12
Income (loss) from investment operations:
Net realized and unrealized gain on investment transactions
5.45
1.31
Total expenses, net
( 0.01 )
( 0.01 )
Net increase in net asset value
5.44
1.30
Net asset value at end of period
$ 32.45
$ 22.42
Total Return
20.16 %
6.14 %
Ratios to Average Net Assets (Annualized)
Total expenses
1.45 %
1.75 %
Total expenses, net
0.18 %
0.21 %
Net investment loss
( 0.18 )%
( 0.21 )%
The financial highlights per share data are calculated consistent with the methodology used to calculate asset-based fees and expenses.
Note 6 – Organizational and Offering Costs
Expenses incurred in organizing of the Trust and the initial offering of the Shares of the Fund, including applicable SEC registration fees, were borne directly by the Sponsor. The Fund will not be obligated to reimburse the Sponsor.
Note 7 – Subsequent Events
Management has evaluated the financial statements for the quarter-ended March 31, 2022 for subsequent events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure herein for the Fund other than those noted below:
The total net assets of the Fund increased by $ 7,799,110 , or 27 %, for the period March 31, 2022 to May 9, 2022. This was driven by a 4 % increase in the NAV per share and a 22 % increase in the shares outstanding.
A registration statement for TAGS was declared effective by the SEC on April 7, 2022. This registration statement for TAGS registered an indeterminate amount of shares.
109
Table of Contents
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.