UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: October 5, 2011
GREENHAVEN CONTINUOUS COMMODITY INDEX FUND
(Registrant)
(Exact name of registrant as specified in its charter)
GREENHAVEN CONTINUOUS COMMODITY INDEX MASTER FUND
(Rule 140 Co-Registrant)
(Exact name of registrant as specified in its charter)
| Delaware | 26-0151234 (Registrant) 26-0151301 (Co-Registrant) | |
| (State or other jurisdiction of incorporation or organization) |
(IRS Employer ID Number) | |
| c/o Greenhaven Commodity Services, LLC 3340 Peachtree Road Suite 1910 Atlanta, GA |
30326 | |
| (Address of principal executive offices) | (Zip Code) | |
001-33908
001-33909
(Commission File Number)
(404) 239-7942
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants 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)) |
TABLE OF CONTENTS
Item 1.01 Entry into Material Definitive Agreements
Item 9.01 Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EX-10.1 Sixth Addendum to License Agreement
| Item 1.01 | Entry into Material Definitive Agreements. |
On September 30, 2011, GreenHaven Commodity Services, LLC (“GCC”) (the Managing Owner of GreenHaven Continuous Commodity Index Fund and GreenHaven Continuous Commodity Index Master Fund) and Thomson Reuters (Markets) LLC (as successor to Reuters America LLC) (“Reuters”) entered into a sixth addendum (the “Sixth Addendum”) to the License Agreement dated July 19, 2006 (as the same was amended thereafter by various addenda and extensions) (the “License Agreement”) to which GCC and Reuters are parties.
Under the Sixth Addendum, the parties agreed to extend the exclusivity period applicable to the License Agreement until October 1, 2012, subject to Reuters’ right to terminate such exclusivity at any time upon the occurrence of certain specified events.
The foregoing description is qualified in its entirety by the complete form of Sixth Addendum, attached hereto as Exhibit 10.1, which is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
10.1 — Sixth Addendum to License Agreement, dated as of September 30, 2011.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GREENHAVEN CONTINUOUS COMMODITY INDEX FUND | ||
| By Greenhaven Commodity Services, LLC, the Managing Owner | ||
| By: |
/s/ Ashmead Pringle | |
| Name: Ashmead Pringle | ||
| Title: Chief Executive Officer | ||
| GREENHAVEN CONTINUOUS COMMODITY INDEX MASTER FUND | ||
| By Greenhaven Commodity Services, LLC, the Managing Owner | ||
| By: |
/s/ Ashmead Pringle | |
| Name: Ashmead Pringle | ||
| Title: Chief Executive Officer | ||
Date: October 5, 2011
EXHIBIT INDEX
| Exhibit Number |
Exhibit Title | |
| 10.1* | Sixth Addendum to License Agreement, dated as of September 30, 2011 | |
| * | Filed herewith. |
Exhibit 10.1
SIXTH ADDENDUM TO LICENSE AGREEMENT
This sixth addendum (“Sixth Addendum”) is entered into this 30th day of September, 2011 by and between Thomson Reuters (Markets) LLC (as successor to Reuters America LLC) (hereinafter “Reuters”) and GreenHaven Commodity Services, LLC (as assigned from GreenHaven, LLC) (“GCS”). This Sixth Addendum is entered into to modify the License Agreement between Reuters and GCS dated July 19th, 2006, with addendum dated October 11, 2006 (“First Addendum”), addendum dated September 18, 2007 (“Second Addendum”), addendum dated July 7, 2008 (“Third Addendum”), addendum dated September 30, 2009 (“Fourth Addendum”) and addendum dated September 30, 2010 (“Fifth Addendum”), (collectively the “Agreement”).
| 1. | The exclusivity period specified in Section 1 of the First Addendum shall be extended from October 1, 2011 to October 1, 2012, subject to Reuters right to terminate the exclusivity at any time in the event of the following: a. The US, or foreign currency equivalent, invested in the Products based upon the average daily official closing amount of invested assets as specified in Section 3(b)(iii) is less than $275mm for 2 consecutive calendar quarters. |
| 2. | Except as expressly modified by this Sixth Addendum, the terms of the Agreement, and any appendices or addenda thereto, shall remain in full force and effect. In the event of any inconsistencies between the terms of the Agreement or any prior addenda, and this Sixth Addendum, the terms of this Addendum shall prevail and control. |
IN WITNESS WHEREOF, the parties hereto have executed or caused to be executed this Addendum as of the date set forth below.
| Accepted by: |
||||||
| Thomson Reuters (Markets) LLC |
GreenHaven Commodity Services, LLC | |||||
| By: | By: | |||||
| Name: | Name: | |||||
| Title: | Title: | |||||
| Date: | Date: | |||||