0000899140-17-000524.txt : 20170728 0000899140-17-000524.hdr.sgml : 20170728 20170728134710 ACCESSION NUMBER: 0000899140-17-000524 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170725 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20170728 DATE AS OF CHANGE: 20170728 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MANAGED FUTURES PREMIER ABINGDON L.P. CENTRAL INDEX KEY: 0001386164 STANDARD INDUSTRIAL CLASSIFICATION: [6221] IRS NUMBER: 203845005 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53210 FILM NUMBER: 17989258 BUSINESS ADDRESS: STREET 1: 522 FIFTH AVENUE CITY: New York STATE: NY ZIP: 10036 BUSINESS PHONE: 212-296-1999 MAIL ADDRESS: STREET 1: 522 FIFTH AVENUE CITY: New York STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: Abingdon Futures Fund LP DATE OF NAME CHANGE: 20090925 FORMER COMPANY: FORMER CONFORMED NAME: Citigroup Abingdon Futures Fund LP DATE OF NAME CHANGE: 20070111 8-K 1 a21670046b.htm CURRENT REPORT
 
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): July 25, 2017
     MANAGED FUTURES PREMIER ABINGDON L.P.      
(Exact name of registrant as specified in its charter)
New York
(State or other
jurisdiction of
incorporation)
000-53210
(Commission File
Number)
20-3845005
(IRS Employer
Identification No.)

c/o Ceres Managed Futures LLC
522 Fifth Avenue
New York, New York 10036
(Address and Zip Code of principal executive offices)

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

(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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 1.01          Entry into a Material Definitive Agreement
Effective July 25, 2017, CMF Winton Master L.P. (the “Customer”) and Morgan Stanley & Co. LLC (“MS&Co.”) entered into a supplement (the “Supplement”) to the Commodity Futures Customer Agreement entered into by such parties, among others, and dated as of November 12, 2013 (the “Customer Agreement”).  The Customer Agreement provides that the Customer’s grant of a security interest in Collateral (as defined in the Customer Agreement) secures all obligations of the Customer owing to MS&Co. pursuant to the Customer Agreement.  Pursuant to the Supplement, the Customer Agreement is amended to reflect that the Customer’s grant of such security interest shall secure, in addition to all of its obligations under the Customer Agreement, all of its obligations under the International Swap Dealers Association, Inc. Master Agreement dated as of April 12, 2013, as amended from time to time, between MS&Co. and the Customer.
A copy of the Supplement is filed herewith as Exhibit 10.1(c).
 
 
 
 
 
 

 
Item 9.01   Financial Statements and Exhibits
(d)   Exhibits.
The following exhibit is filed herewith.
Exhibit No.
 
Description
 
10.1(c)
 
Supplement to the Customer Agreement between the Customer and MS&Co.
 

 
 
 
 
 

 
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.

 
MANAGED FUTURES PREMIER ABINGDON L.P.
 
   
 
By: Ceres Managed Futures LLC, General Partner
   
   
 
By:
/s/ Patrick T. Egan                               
Patrick T. Egan
President and Director


Date:  July 28, 2017



 
 
 
 
 
 
 
 
EX-10.1(C) 3 a21670046c.htm SUPPLEMENT TO THE CUSTOMER AGREEMENT
EXHIBIT 10.1(c)
Supplement to the Commodity Futures Customer Agreement
This Supplement dated as of July 25, 2017 (“Amendment”) hereby supplements and forms part of the Commodity Futures Customer Agreement dated as of November 12, 2013, as amended from time to time (“Agreement”), that each fund set forth in Appendix A attached hereto (as amended from time to time in accordance with the provisions of this Supplement), in their individual capacity (each, a “Customer”) has entered into with Morgan Stanley & Co. LLC (“Morgan Stanley”).  Unless otherwise specified in this Supplement, all capitalized terms used herein shall have the meanings set forth in the Agreement and references herein and in the Agreement to the “Agreement” shall be construed to mean the Agreement as supplemented by this Supplement.
WHEREAS, the Agreement provides that each Customer’s grant of a security interest in Collateral secures all obligations of Customer owing to Morgan Stanley pursuant to the Agreement; and
WHEREAS, the parties agree that Customer’s grant of such security interest shall secure in addition all of its obligations under the ISDA Master Agreement dated as of April 12, 2013, as amended from time to time (the “ISDA Master”) between Morgan Stanley (as Party A thereto) and Customer (as Party B thereto);
NOW THEREFORE, in consideration of the foregoing and the mutual agreements and covenants contained herein and in the Agreement, Morgan Stanley and each Customer agree as follows:
1.
The following Section 4(a)(xi) shall be added to Section 4(a) as an additional Event of Default under the Agreement:
(xi)
“The occurrence or effective designation of an Early Termination Date with respect to an Event of Default, a Credit Event upon Merger, or an Additional Termination Event where Customer is the Defaulting Party or Affected Party under that certain ISDA Master Agreement dated as of April 12, 2013, as amended from time to time (the “ISDA Master”) between Morgan Stanley (as Party A thereto) and any Customer party to this Agreement.  Terms used in this subsection shall have the meanings ascribed to them in the ISDA Master.”
2.
The second sentence of Section 6(f)(i) of the Agreement shall be deleted and replaced by the following sentence:
“The foregoing grant of security secures, to the extent permissible by Applicable Law, all obligations of Customer now or hereafter owing to Morgan Stanley pursuant this Agreement and pursuant to the ISDA Master between Morgan Stanley (as Party A thereto) and any Customer party to this Agreement, including, without limitation, (x) all Losses incurred by Morgan Stanley in connection with the enforcement of this Agreement or (y) all Obligations (as defined in the ISDA Master) under the ISDA Master and the security interest created hereunder.”
3.
Appendix A to this Supplement may be amended from time to time upon the agreement of the parties to this Supplement.
4.
This Supplement shall be governed by and construed in accordance with the laws of the State of New York.
5.
This Supplement may be signed in counterparts with the same effect as if the signatures thereto and hereto were upon the same instrument.


In Witness Whereof, the parties have executed this Supplement to the Agreement as of the date first written above.
Each fund set forth in Appendix A attached hereto (as amended from
time to time in accordance with the provisions of the Supplement),
in their individual capacity
MORGAN STANLEY & CO. LLC
   
By:
Ceres Managed Futures LLC
   
 
(as General Partner or Trading Manager)
   
By:
/s/ Patrick T. Egan                          
By:
/s/ Ramesh Menon                   
       
Name:
Patrick T. Egan                               
Name:
Ramesh Menon                        
       
Title:
President and Director                    
Title:
Authorized Signatory                
       
       

 
 

 
 
Appendix A
CMF Winton Master L.P.