SEC Comment Letter for ProShares Trust II (AGQ, EUO, GLL, SCO, UCO, UGL, ULE, YCL, YCS, ZSL, BOIL, KOLD, SVXY, UVXY, VIXM, VIXY) (CIK 0001415311) (AGQ) — Oct 8, 2015
ProShares Trust II (AGQ, EUO, GLL, SCO, UCO, UGL, ULE, YCL, YCS, ZSL, BOIL, KOLD, SVXY, UVXY, VIXM, VIXY) (CIK 0001415311)
Date: Oct. 8, 2015 · CIK: 0001415311 · Accession: 0000000000-15-049028
AI Filing Summary & Sentiment
File numbers found in text: 001-34200
Letter
Mailstop 3233 October 8, 2015 Via E -mail Mr. Edward Karpowicz Principal Financial Officer ProShares Trust II . 7501 Wisconsin Avenue, Suite 1000 Bethesda, Maryland 20814
Re: ProShares Trust II Form 10-K Filed March 2, 2015 File No. 001-34200
Dear Mr. Karpowicz :
We have limited our review of your filing to the financial statements and related disclosures and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this comment within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comment appl ies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional comments.
Form 10 -K for the year ended December 31, 2014
Item 15. Exhibits and Financial Stat ement Schedules, page 149
Statements of Financial Condition and Schedules of Investments
1. We note amounts in the statements of financial condition for receivable or payable on open futures contracts do not agree with the amounts in the schedules of invest ments. For example, for the Pro Shares VIX Short -Term Futures EFT, the receivable on open futures contracts is $9,317,236 in the statement of financial condition whereas the unrealized appreciation amount in the schedule of investments is $6,264,620. Please explain to us why these amount s do not agree and within your response, reference the authoritative accounting literature management relied upon.
Mr. Karpowicz ProShares Trust II October 8, 2015 Page 2
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includ es the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequac y of the disclosures they have made.
In responding to our comment, please provide a written statement from the company acknowledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filing;
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and
the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person u nder the federal securities laws of the United States.
You may contact Peter McPhun , Staff Accountant , at 202-551-3581 or the undersigned at 202-551-3438 with any questions.
Sincerely,
/s/ Robert F. Telewicz Jr.
Show Raw Text
Mailstop 3233
October 8, 2015
Via E -mail
Mr. Edward Karpowicz
Principal Financial Officer
ProShares Trust II .
7501 Wisconsin Avenue, Suite 1000
Bethesda, Maryland 20814
Re: ProShares Trust II
Form 10-K
Filed March 2, 2015
File No. 001-34200
Dear Mr. Karpowicz :
We have limited our review of your filing to the financial statements and related
disclosures and have the following comment. In our comment, we may ask you to provide us
with information so we may better understand your disclosure.
Please respond to this comment within ten busine ss days by providing the requested
information or advis e us as soon as possible when you will respond. If you do not believe our
comment appl ies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional comments.
Form 10 -K for the year ended December 31, 2014
Item 15. Exhibits and Financial Stat ement Schedules, page 149
Statements of Financial Condition and Schedules of Investments
1. We note amounts in the statements of financial condition for receivable or payable on
open futures contracts do not agree with the amounts in the schedules of invest ments.
For example, for the Pro Shares VIX Short -Term Futures EFT, the receivable on open
futures contracts is $9,317,236 in the statement of financial condition whereas the
unrealized appreciation amount in the schedule of investments is $6,264,620. Please
explain to us why these amount s do not agree and within your response, reference the
authoritative accounting literature management relied upon.
Mr. Karpowicz
ProShares Trust II
October 8, 2015
Page 2
We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includ es the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require. Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequac y of the disclosures they have made.
In responding to our comment, please provide a written statement from the company
acknowledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filing;
staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and
the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person u nder the federal securities laws of the United States.
You may contact Peter McPhun , Staff Accountant , at 202-551-3581 or the undersigned at
202-551-3438 with any questions.
Sincerely,
/s/ Robert F. Telewicz Jr.
Mr. Robert F. Telewicz Jr.
Branch Chief
Office of Real Estate and
Commoditie s