0001193125-19-002251.txt : 20190104 0001193125-19-002251.hdr.sgml : 20190104 20190104133305 ACCESSION NUMBER: 0001193125-19-002251 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190101 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20190104 DATE AS OF CHANGE: 20190104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Ceres Tactical Commodity L.P. CENTRAL INDEX KEY: 0001325676 STANDARD INDUSTRIAL CLASSIFICATION: [6221] IRS NUMBER: 202718952 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-52602 FILM NUMBER: 19509234 BUSINESS ADDRESS: STREET 1: C/O CERES MANAGED FUTURES LLC CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 855-672-4468 MAIL ADDRESS: STREET 1: C/O CERES MANAGED FUTURES LLC CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: MANAGED FUTURES PREMIER AVENTIS II L.P. DATE OF NAME CHANGE: 20130214 FORMER COMPANY: FORMER CONFORMED NAME: BRISTOL ENERGY FUND LP DATE OF NAME CHANGE: 20090925 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY BRISTOL ENERGY FUND LP DATE OF NAME CHANGE: 20050502 8-K 1 d679846d8k.htm 8-K 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 1, 2019

 

 

CERES TACTICAL COMMODITY L.P.

(Exact name of registrant as specified in its charter)

 

 

 

New York   000-52602   20-2718952

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

c/o Ceres Managed Futures LLC

522 Fifth Avenue

New York, NY 10036

(Address and Zip Code of principal executive offices)

Registrant’s telephone number, including area code: (855) 672-4468

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Item 3.02

Unregistered Sales of Equity Securities

On January 1, 2019, the registrant issued 38,857.4020 units of limited partnership interest (“LP Units”) in exchange for $50,540,268 and 671.4950 units of general partnership interest (“GP Units” and, together with the LP Units, the “Units”) in exchange for $680,782 in transactions that was not registered under the Securities Act. The Units were issued in reliance upon applicable exemptions from registration under Section 4(a)(2) of the Act and Section 506 of Regulation D promulgated thereunder.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

CERES TACTICAL COMMODITY L.P.
By:   Ceres Managed Futures LLC, General Partner
By   /s/ Patrick T. Egan
  Patrick T. Egan
  President and Director

Date: January 4, 2019