1. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Financial Statements
December 31, 2007
(With Independent Auditors’ Report Thereon)
2. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Financial Statements
December 31, 2007
Table of Contents
Page
Independent Auditors’ Report 1
Financial Statements:
Statement of Assets and Liabilities 2
Schedule of Investments 3
Statement of Operations 4
Statement of Changes in Net Assets 5
Statement of Cash Flows 6
Notes to Financial Statements 7
3. KPMG
P.O. Box 493
Century Yard, Cricket Square
Grand Cayman KY1-1106
CAYMAN ISLANDS
Telephone +1 345 949 4800
Fax +1 345 949 7164
Internet www.kpmg.ky
ABCD
KPMG, a Cayman Islands partnership and a member firm of the
KPMG network of independent member firms affiliated with KPMG
International, a Swiss cooperative.
Independent Auditors’ Report
The Board of Directors and Shareholders
Rye Select Broad Market XL Portfolio Limited
We have audited the accompanying statement of assets and liabilities of Rye Select Broad
Market XL Portfolio Limited (the “Company”), including the schedule of investments, as of
December 31, 2007, and the related statements of operations, changes in net assets and cash flows
for the year then ended. These financial statements are the responsibility of the Company’s
management. Our responsibility is to express an opinion on these financial statements based on our
audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement. An audit
includes consideration of internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made management, as well as evaluating the
overall financial statement presentation. We believe that our audit provides a reasonable basis for
our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the
financial position of Rye Select Broad Market XL Portfolio Limited as of December 31, 2007, and
the results of its operations, changes in its net assets and its cash flows for the year then ended in
conformity with U.S. generally accepted accounting principles.
May 9, 2008
4. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Statement of Assets and Liabilities
December 31, 2007
Assets
Cash and cash equivalents $ 22,322,780
Due from Counterparties (Note 2(d)) 261,133,981
Unrealized appreciation on swap contracts, at fair value (Note 2(d)) 30,431,313
Interest receivable 44,671
Other assets 13,653
Total assets $ 313,946,398
Liabilities and Net Assets
Redemptions payable $ 15,316,815
Subscriptions received in advance 11,200,000
Accrued professional fees 40,200
Administration fees payable (Note 4) 10,127
Accrued custodian fees (Note 4) 3,662
Total liabilities 26,570,804
Net assets $ 287,375,594
Net Asset Value Per Share (Notes 5 and 8)
Class A (based on 248,584.010 shares outstanding) $ 1,156.05
See accompanying notes to financial statements.
Approved on behalf of the Board:
Andrew Edgington – Director Darren Johnston – Director
2
5. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Schedule of Investments
December 31, 2007
Percent of
Description Fair value net assets
Swap contracts – United States:
Total unrealized appreciation on swap contracts $ 30,431,313 11%
See accompanying notes to financial statements.
3
6. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Statement of Operations
Year ended December 31, 2007
Interest income $ 531,915
Expenses:
Administration fees (Note 4) 131,456
Professional fees 85,775
Other expenses 68,253
Directors’ fees 5,770
Total expenses 291,254
Net investment income 240,661
Net change in unrealized appreciation on swap contracts 26,731,795
Net increase in net assets resulting from operations $ 26,972,456
See accompanying notes to financial statements.
4
7. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Statement of Changes in Net Assets
Year ended December 31, 2007
Net assets at January 1, 2007 $ 131,311,680
Changes in net assets resulting from operations:
Net investment income 240,661
Net change in unrealized appreciation on swap contracts 26,731,795
Net increase in net assets resulting from operations 26,972,456
Changes in net assets resulting from capital transactions:
Issuance of shares 157,891,844
Redemption of shares (28,800,386)
Net increase in net assets resulting from capital transactions 129,091,458
Net increase in net assets 156,063,914
Net assets at December 31, 2007 $ 287,375,594
See accompanying notes to financial statements.
5
8. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Statement of Cash Flows
Year ended December 31, 2007
Cash flows from operating activities:
Net increase in net assets resulting from operations $ 26,972,456
Adjustments to reconcile net increase in net assets resulting from operations
to net cash used in operating activities:
Net change in unrealized appreciation on swap contracts, at fair value (26,731,795)
Changes in operating assets and liabilities:
Due from Counterparties (136,133,981)
Interest receivable (32,181)
Other assets 20,430
Accrued professional fees 5,527
Administration fees payable 918
Accrued custodian fees 2,075
Accrued directors’ fees (7,500)
Net cash used in operating activities (135,904,051)
Cash flows from financing activities:
Proceeds from issuance of shares 162,901,844
Payments for redemptions of shares (13,483,571)
Net cash provided by financing activities 149,418,273
Net increase in cash and cash equivalents 13,514,222
Cash and cash equivalents at beginning of year 8,808,558
Cash and cash equivalents at end of year $ 22,322,780
Supplemental disclosure of noncash financing activities:
Change in subscriptions received in advance $ 5,010,000
Change in redemptions payable 15,316,815
See accompanying notes to financial statements.
6
9. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Notes to Financial Statements
December 31, 2007
7 (Continued)
(1) Organization
Rye Select Broad Market XL Portfolio Limited (the ”Company”) is a Cayman Islands exempted company
with limited liability incorporated on February 10, 2006 that commenced operations on September 1, 2006.
The Company registered as a mutual fund under the Mutual Funds Law of the Cayman Islands on
August 31, 2006. The Company seeks to provide investors with long-term capital growth and a return
linked to a three times levered exposure to the economic performance of the Rye Select Broad Market
Portfolio Limited, a Cayman Islands exempted company (the ”Reference Entity”).
Tremont Partners, Inc. (the ”Investment Manager”) is both the Investment Manager for the Company and
the sub-advisor for the Reference Entity.
The Company achieves this return by entering into total return swap transactions with multiple designated
counterparties (each a “Counterparty”) on a leveraged basis (the ”Swap” or the “Transaction”).
Furthermore, if, at any time, it becomes advantageous to achieve the foregoing investment objective by
utilizing another type of investment transaction (e.g., note, option, etc.), the Company, in its sole
discretion, may discontinue its use of the Swap in whole or in part. The Investment Manager may, from
time to time in its sole discretion, invest the Company’s assets directly in the Reference Entity (and other
investment vehicles of which the Investment Manager may or may not serve as investment manager or
sub-advisor) or in any other manner that the Investment Manager, in its sole discretion, believes is
consistent with the investment objective of the Company.
(2) Significant Accounting Policies
(a) Basis of Presentation
The accompanying financial statements are presented in accordance with accounting principles
generally accepted in the United States of America. These financial statements should be read in
conjunction with the Company’s Amended and Restated Prospectus.
(b) Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted
in the United States 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 revenues and expenses during the reporting period.
Actual results could differ from those estimates.
(c) Cash and Cash Equivalents
The Company considers all highly liquid investments with a maturity of three months or less at the
time of purchase to be cash and cash equivalents. At December 31, 2007, these amounts are
primarily invested in overnight deposits with a major United States financial institution.
(d) Derivative Financial Instruments
The Company enters into swap contracts which are agreements that obligate two parties to exchange
a series of cash flows at specified intervals based upon or calculated by the changes in a specified
10. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Notes to Financial Statements
December 31, 2007
8 (Continued)
amount of an underlying security or indices. Risks may arise from unanticipated movements in the
value of the underlying securities or indices. The valuation of these swaps is provided by the
counterparty.
As of December 31, 2007, the Company had entered into three Transactions with Counterparties
which were recorded at fair value. A Counterparty may invest directly in the Reference Entity to
hedge its obligation under the Transaction. The termination date of the Transactions are defined as
the final cash settlement payment date as agreed upon between each Counterparty and the Company.
Each Counterparty will pay the Company, on the termination date, a payment equal to the increase in
the net asset value of the Reference Entity as determined by the Counterparty; in exchange, the
Company has agreed to pay each Counterparty interest on the amounts a hypothetical investor would
pay to make the Reference Entity investment. Each Counterparty will also return to the Company
any collateral provided to the Counterparty that was invested directly into the Reference Entity.
As of December 31, 2007, the collateral provided by the Company to the Counterparties for purposes
of investing in the Reference Entity are $203,133,981, $48,000,000 and $10,000,000 and the
unrealized appreciation on the swap transactions are $28,468,771, $1,715,748 and $246,794
respectively.
The Transactions give rise to market risk fluctuations in interest rates, market prices and credit risk,
as well as concentration risk. Changes in value of the Transactions resulting in gains are recorded as
unrealized appreciation (assets), and changes in value relative to the Transactions resulting in losses
are recorded as unrealized depreciation (liabilities) in the Statement of Assets and Liabilities.
Changes in the value of the Transactions are also recorded as changes in unrealized appreciation or
depreciation on the Statement of Operations.
(e) Interest Income
Interest income is recorded on the accrual basis as earned.
(f) Financial Instruments
The fair value of the Company’s assets and liabilities which qualify as financial instruments under
Statement of Financial Accounting Standards No. 107, Disclosures About Fair Value of Financial
Instruments, (“FAS 107”) approximates the carrying amount presented in the Statement of Assets
and Liabilities.
(g) Mandatorily Redeemable Financial Instruments
In accordance with Statement of Financial Accounting Standards No. 150, Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and Equity (“FAS 150”), financial
instruments mandatorily redeemable at the option of the holder are classified as liabilities when a
redemption request has been received and the redemption amount has been determined.
11. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Notes to Financial Statements
December 31, 2007
9 (Continued)
(h) Management and Administration Fees
The Investment Manager will not receive fees directly from the Company; however, the Investment
Manager will receive management and administrative fees as the sub-advisor and administrator of
the Reference Entity.
(i) Allocation of Net Profits and Losses
Net profits or net losses of the Company during the fiscal year (except those from certain initial
public offerings) are allocated to the capital accounts of all shareholders on a pro-rata basis based
upon each respective shareholder’s proportionate ownership of the Company. Certain shareholders
are ineligible (based on regulatory guidelines) to participate in gains or losses from investments in
certain initial public offerings. There were no such gains or losses during the year ended
December 31, 2007.
(j) Investor Servicing Fee
The Company may enter into agreements with third-party advisors to provide distribution services to
the Company. These agreements provide that an investor servicing fee of up to one percent (1.0%)
per annum (up to 0.083% per month) may be charged to each applicable shareholder’s account as of
the last business day of each month.
(k) FAS 157
In September 2006, the FASB issued Statement No. 157, Fair Value Measurements (“FAS 157”).
This accounting standard establishes a single authoritative definition of fair value, sets out a
framework for measuring fair value and expands disclosures about fair value measurements.
FAS 157 applies to fair value measurements already required or permitted by existing standards.
FAS 157 is effective for financial statements issued for fiscal years beginning after November 15,
2007, and the interim period within those fiscal years. As of December 31, 2007, the Company has
not adopted FAS 157, but believes that there will not be a material effect on its financial statement
amounts once adopted. However, additional disclosures will be required about the inputs used to
develop the measurements and the effect of certain measurements on changes in shareholder’s net
assets.
(3) Contingencies
The Investment Manager enters into contracts that contain a variety of indemnifications. The Investment
Manager’s maximum exposure under these arrangements is unknown. However, the Investment Manager
has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.
(4) Administrator
The Company has entered into an agreement with The Bank of New York Mellon (the ”Administrator”) to
provide administration and custodial services. The administration fee is calculated and is payable as of the
last business day of each calendar month. The Administrator is also entitled to reimbursement of actual out
of pocket expenses incurred on behalf of the Company.
12. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Notes to Financial Statements
December 31, 2007
10 (Continued)
(5) Share capital
The Company’s authorized share capital is U.S.$100,000 divided into 10,000,000 unclassified Shares of
U.S. $0.01 par value each. Each of the outstanding Class A and Class B Shares participate ratably with all
other outstanding shares in the Company’s fees, expenses, assets and earnings with respect to such class of
shares. Investors may subscribe monthly and redeem quarterly.
The Class A and B Shares are redeemable participating voting Shares in the Company. As of December 31,
2007 only Class A Shares have been issued by the Company. The movement in Class A shares is as
follows:
Class A
Number of
shares Dollar value
Balance at January 1, 2007 126,416.890 $ 131,311,680
Issued pursuant to subscriptions into the Company 147,932.822 157,891,844
Redeemed pursuant to redemptions (25,765.702) (28,800,386)
Net increase in net assets — 26,972,456
Balance as at December 31, 2007 248,584.010 $ 287,375,594
Net asset value per share at December 31, 2007 $ 1,156.05
(6) Taxation
There is presently no taxation imposed on income by the Government of the Cayman Islands. However,
the Company has received an undertaking dated February 18, 1997 from the Governor-in-Cabinet of the
Cayman Islands as to tax concessions pursuant to Section 6 of the Tax Concessions Law (Revised) which
provides that, for a period of twenty (20) years from the date of issuance of the undertaking, no law
thereafter enacted in the Cayman Island imposing any taxes or duty to be levied on income or capital
assets, gains or appreciation will apply to any income or property of the Company. However, dividends
received from certain investments are subject to and reported net withholding taxes.
During the current year, the Company adopted FASB Interpretation No. 48 Accounting for Uncertainty in
Income Taxes (“FIN 48”). FIN 48 provides guidance for how uncertain tax positions should be recognized,
measured, presented and disclosed in the financial statements. FIN 48 requires the evaluation of tax
positions taken or expected to be taken in the course of preparing the Company’s financial statements to
determine whether the tax positions are “more-likely than-not” of being sustained by the applicable tax
authority. Tax positions with respect to tax at the Company level not deemed to meet the “more-likely
than-not” threshold would be recorded as a tax benefit or expense in the current year. The Investment
Manager has concluded that the adoption of FIN 48 had no impact on the operations of the Company for
the year ended December 31, 2007 and that no provision for income tax is required in the Company’s
financial statements.
13. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Notes to Financial Statements
December 31, 2007
11 (Continued)
(7) New Accounting Pronouncement
In March 2008, the FASB issued Statement No. 161, Disclosures about Derivative Instruments and
Hedging Activities (“FAS 161”). FAS 161 requires qualitative disclosures about objectives and strategies
for using derivatives, quantitative disclosures about fair value amounts and gains and losses on derivative
instruments, and disclosures about credit-risk-related contingent features in derivative agreements. The
application of FAS 161 is required for fiscal years beginning after November 15, 2008 and interim periods
within those fiscal years. At this time, management has not yet adopted FAS 161 and is evaluating the
implications of FAS 161 and its impact on the financial statements has not yet been determined.
(8) Selected Financial Highlights
The following represents the financial highlights of the shareholders of the Company for the year ended
December 31, 2007:
Class A
Per share operating performance:
Net asset value, January 1, 2007 $ 1,038.72
Income from investment operations:
Net investment income 1.01
Net change in unrealized appreciation on swap contracts 116.32
Total from investment operations 117.33
Net asset value, December 31, 2007 $ 1,156.05
Total return 11.30%
Ratios to average net assets:
Total expenses 0.12%
Net investment income 0.10
Total return for the year ended December 31, 2007 is calculated for the shareholders taken as a whole
based on the change in value during the year of total net assets adjusted for subscriptions and redemptions.
An individual shareholder’s return may vary from these returns based on the timing of capital transactions.
Net investment income, as defined, excludes unrealized gains from investments. The net investment
income and expense ratios are calculated for the shareholders taken as a whole. The computation of such
ratios, based on the amount of net investment income and expenses assessed to an individual shareholder,
may vary from these ratios based on the timing of capital transactions. The above ratios are computed
based upon the weighted average net assets as measured at each monthly accounting period of the
Company for the year ended December 31, 2007.
14. RYE SELECT BROAD MARKET XL PORTFOLIO LIMITED
(Incorporated under the laws of the Cayman Islands)
Notes to Financial Statements
December 31, 2007
12
(9) Indemnifications and warranties
In the ordinary course of its business, the Company may enter into contracts or agreements that contain
indemnifications or warranties. Future events could occur that lead to the execution of the provisions
against the Company. Based on its history, experience, and assessment of existing contracts, management
feels that the likelihood of such an event is remote.