# AEGIS ENERGY ADVISORS CORP. X-17A-5 (2022-03-30) — Broker-dealer annual report

- Company: AEGIS ENERGY ADVISORS CORP.
- Form: X-17A-5
- Filed: 2022-03-30
- Period: 2021-12-31
- Accession: 0000944671-22-000002
- CIK: 944671
- File #: 8-48271
- Type: Broker-dealer
- Material weakness: No
- Auditor: Berkower LLC
- Auditor location: Iselin, NJ
- Contact: Garfield L. Miller
- Phone: 212 245 2552
- Email: glmiller@aegisenergy.com
- Website: aegisenergy.com
- Signed by: Garfield L. Miller (President)

Original filing: https://www.sec.gov/Archives/edgar/data/944671/000094467122000002/aegispublic.pdf

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# AEGIS ENERGY ADVISORS CORP.

### STATEMENT OF FINANCIAL CONDITION

DECEMBER 31, 2021

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#### UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

OMB Number: 3235-0123 Expires: Oct. 31, 2023 Estimated average burden hours per response: 12

## ANNUAL REPORTS FORM X-17A-5 PART III

sec file number

OMB APPROVAL

8-48271

FACING PAGE

Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934

| FILING FOR THE PERIOD BEGINNING                                                                                                     | 01/01/2021                                                 | AND ENDING                              | 12/31/2021               |  |
|-------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------|-----------------------------------------|--------------------------|--|
|                                                                                                                                     | MM/DD/YY<br>A. REGISTRANT IDENTIFICATION                   |                                         | MM/DD/YY                 |  |
|                                                                                                                                     |                                                            |                                         |                          |  |
| NAME OF FIRM:                                                                                                                       | Aegis Energy Advisors Corp.                                |                                         |                          |  |
| TYPE OF REGISTRANT (check all applicable boxes):<br>ಷ Broker-dealer<br>□ Check here if respondent is also an OTC derivatives dealer | ഥ Security-based swap dealer                               | ച Major security-based swap participant |                          |  |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)                                                                 |                                                            |                                         |                          |  |
| 420 Lexington Avenue, Suite 300                                                                                                     |                                                            |                                         |                          |  |
|                                                                                                                                     | (No. and Street)                                           |                                         |                          |  |
| New York                                                                                                                            | NY                                                         |                                         | 10017                    |  |
| (City)                                                                                                                              | (State)                                                    |                                         | (Zip Code)               |  |
| PERSON TO CONTACT WITH REGARD TO THIS FILING                                                                                        |                                                            |                                         |                          |  |
| Garfield L. Miller III                                                                                                              | 212-245-2552                                               |                                         | glmiller@aegisenergy.com |  |
| (Name)                                                                                                                              | (Area Code - Telephone Number)                             |                                         | (Email Address)          |  |
|                                                                                                                                     | B. ACCOUNTANT IDENTIFICATION                               |                                         |                          |  |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*<br>Berkower LLC                                           |                                                            |                                         |                          |  |
|                                                                                                                                     | (Name - if individual, state last, first, and middle name) |                                         |                          |  |
| 517 Route One                                                                                                                       | lselin                                                     | NJ                                      | 08830                    |  |
| (Address)                                                                                                                           | (City)                                                     | (State)                                 | (Zip Code)               |  |
| 09/18/2003                                                                                                                          |                                                            |                                         | 217                      |  |
| (Date of Registration with PCAOB)(if applicable)                                                                                    | (PCAOB Registration Number, if applicable)                 |                                         |                          |  |
|                                                                                                                                     | FOR OFFICIAL USE ONLY                                      |                                         |                          |  |
| * Claims for exemption from the requirement that the annual reports of an independent public                                        |                                                            |                                         |                          |  |

accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e)(1)(ii), if applicable.

Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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#### OATH OR AFFIRMATION

Garfield L. Miller III l,

swear (or affirm) that, to the best of my knowledge and belief, the Áegis Energy Advisórs Córp.

President

-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------financial report pertaining to the firm of December 31 , 2 021 , is true and correct. I further swear (or affirm) that neither the company nor any partner, officer, director, or equivalent person, as the case may proprietary interest in any account classified solely as that of a customer. Jerod Couts State of Virginia Signature: County of Arlington registration number

Title:

Fill D Jerod Couts

#### Notary Public

03/29/2022

Notarized online using audio-video communication

#### This filing\*\* contains (check all applicable boxes):

- 区 (a) Statement of financial condition.
- 区 (b) Notes to consolidated statement of financial condition.
- □ (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X).

7870029 COMMISSION EXPIRES

January 31, 2024

- □ (d) Statement of cash flows.
- □ (e) Statement of changes in stockholders' or partners' or sole proprietor's equity.
- \_ (f) Statement of changes in liabilities subordinated to claims of creditors.
- □ (g) Notes to consolidated financial statements.
- □ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable.
- □ (i) Computation of tangible net worth under 17 CFR 240.18a-2.
- □ (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- □ (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable.
- □ (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3.
- □ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- □ (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable.
- □ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- l (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.18a-7, as applicable.
- |
- □ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- (t) Independent public accountant's report based on an examination of the statement of financial condition.
- □ (u) Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- | as applicable.
- \_ (y) Report describing any material inadequacies found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k).
- □ (z) Other:
- \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(2), as applicable.

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### AEGIS ENERGY ADVISORS CORP.

### DECEMBER 31, 2021

### TABLE OF CONTENTS

| Independent Auditors' Report     |     |
|----------------------------------|-----|
|                                  |     |
| Statement of Financial Condition |     |
| Notes to Financial Statement     | 2-6 |

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![](_page_4_Picture_0.jpeg)

#### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Sole Stockholder of Aegis Energy Advisors Corp.

#### Opinion on the Financial Statement

We have audited the accompanying statement of financial condition of Aegis Energy Advisors Corp. (the "Company") as of December 31, 2021 and the related notes (collectively referred to as the "Financial Statement"). In our opinion, the Financial Statement presents fairly, in all material respects, the financial position of the Company as of December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.

#### Basis for Opinion

This Financial Statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's Financial Statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Financial Statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the Financial Statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the Financial Statement. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the Financial Statement. We believe that our audit provides a reasonable basis for our opinion.

We have served as the Company's auditor since 2018.

Berkower LLC Iselin, New Jersey March 29, 2022

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#### AEGIS ENERGY ADVISORS CORP. STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2021

#### ASSETS

| Cash                                                                       | ಕಿ | 215,329     |
|----------------------------------------------------------------------------|----|-------------|
| Advisory fees receivable                                                   |    | 124,500     |
| Prepaid expenses                                                           |    | 10,995      |
| Security deposit                                                           |    | 1,500       |
| Total assets                                                               | ಕಿ | 352,324     |
|                                                                            |    |             |
| LIABILITIES AND STOCKHOLDER'S EQUITY                                       |    |             |
| Liabilities:                                                               |    |             |
| Accrued expenses                                                           | ക  | 21,400      |
| Bank loans payable                                                         |    | 86,558      |
| Total liabilities                                                          |    | 107,958     |
| Commitments and contingencies                                              |    |             |
| Stockholder's equity                                                       |    |             |
| Common stock, \$1 par value, 510 shares authorized, issued and outstanding |    | 510         |
| Additional paid in capital                                                 |    | 3,129,351   |
| Accumulated deficit                                                        |    | (2,885,495) |
| Total stockholder's equity                                                 |    | 244,366     |
| Total liabilities and stockholder's equity                                 | ತಿ | 352,324     |

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#### 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Aegis Energy Advisors Corp. (the "Company"), incorporated in 1996 under the laws of Delaware, is a broker-dealer registered with the Securities and Exchange Commission (the "SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA"). The Company provides strategic and advisory services to clients in the global energy industry.

#### 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

#### Basis of presentation

The Company keeps its books and prepares its financial statement on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America.

#### Revenue recognition

In accordance with ASU No. 2014-09, "Revenue from Contracts with Customers" ("ASC Topic 606") revenues from contracts with customers is recognized when, or as, the Company satisfies its performance obligations by transferring the promised services to the customers. A service is transferred to a customer when, or as, the customer obtains control of that service. A performance obligation may be satisfied at a point in time or over time. Revenue from a performance obligation satisfied at a point in time is recognized at the point in time that the Company determines the customer obtains control over the promised service. Revenue from a performance obligation satisfied over time is recognized by measuring the Company's progress in satisfying the performance obligation in a manner that depicts the transfer of the services to the customer. The amount of revenue recognized reflects the consideration the Company expects to receive in exchange for those promised services (i.e., the "transaction price"). In determining the transaction price, the Company considers multiple factors, including the effects of variable consideration, if any.

#### Advisory fees

The Company provides advisory services on mergers and acquisitions (M&A). Revenue for advisory arrangements is generally recognized at the point in time that performance under the arrangement is completed or the contract is cancelled.

#### Cash and cash equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents. The Company held no cash equivalents at December 31, 2021.

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#### 3. COMMITMENT AND CONTINGENCIES

The Company has a lease agreement for office space plus expenses for office administration, phone and maintenance. The lease agreement is on a month-to-month basis. Rent expense for the year ended December 31, 2021 was \$21,850.

#### 4. LINE OF CREDIT

The Company has two revolving lines of credit with a financial institution, a \$25,000 overdraft facility and a \$110,000 business line of credit. Advances on the credit lines are repayable on demand. The overdraft facility carries a fixed interest rate of 11.25%. The business line of credit carries an interest rate of 1.75% over the bank's prime rate, making an effective rate of 5% at December 31, 2021. As of December 31, 2021, the company has has not drawn any funds from the overdraft facility and taken advances against the line of credit in the amount of \$86,558. The bank has a first lien position on all company assets to collateralize the line of credit.

#### 5. INCOME TAXES

At December 31, 2021, the Company has available a net operating loss carry-forward ("NOL") of approximately \$2,727,000 related to New York City tax expiring beginning 2024. The Company has recorded a deferred tax asset of approximately \$241,000 on this carry-forward.

A valuation allowance is recognized against deferred tax assets if it is more likely than not that they will not be realized in future years. Accordingly, a valuation allowance of \$241,000 has been recorded against the deferred tax asset. For the year ended December 31, 2021, the Company used approximately \$285,000 of its NOL resulting in the reduction of both its deferred tax asset and allowance of approximately \$25,000. The ultimate realization of a deferred tax asset is dependent upon the generation of future taxable income. Due to the difficulty in assessing the level of future taxable gainst which the deferred tax assets could be utilized, a valuation allowance for the full amount of the deferred tax asset has been recorded

#### 6. CONCENTRATION OF CREDIT RISK

The Company maintains all of its cash in one financial institution, which cash balances at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts and believes it is not subject to any significant credit risk.

For the year ended December 31, 2021, three customers accounted for 39%, 23% and 21%, respectively, of the Company's fee revenues. At December 31, 2021, two customers accounted for 60% and 40%, respectively, of the Company's Advisory Fees receivable.

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#### 7. EMPLOYEE RETIREMENT PLAN

The Company maintains a defined contribution retirement plan for its eligible employees (the 401(k) Plan). Employees are eligible to participate in the 401(k) Plan six months after their original date of service. Eligible employees are automatically enrolled in the 401(k) Plan at a 1% deferral rate, unless the employee elects otherwise. The Company makes contributions to the 401(k) Plan each payroll period, based upon a matching formula applied to employee deferrals (the Company match). Plan participants are eligible to receive the Company match after completing six months of continuous service. The Company match varies based on how much the employee elects to defer up to a maximum of 4.25% of eligible compensation. The Company match is invested identically to employee contributions and vests immediately in the participant accounts. The Company match amounted to \$8,481 for the year ended December 31, 2021.

The Company maintains a Benefit Restoration Plan to supplement benefits provided under the 401(k) Plan to plan participants whose benefits are restricted as a result of certain provisions of the Internal Revenue Code of 1986. This plan provides for employee salary deferrals and employer contributions in the form of a company match.

#### 8. NET CAPITAL REQUIREMENTS

The Company is subject to the uniform net capital requirements of Rule 15c3-1 of the Securities and Exchange Act, as amended, which requires the Company to maintain, at all times, sufficient liquid assets to cover indebtedness. In accordance with the Rule, the Company is required to maintain defined minimum net capital of the greater of \$5,000 or 6 2/3% of aggregate indebtedness.

At December 31, 2021, the Company had net capital, as defined, of \$107,371, which exceeded the required minimum net capital of \$7,197 by \$100,174. Aggregate indebtedness at December 31, 2021 totaled \$107,958. The Company's percentage of aggregate indebtedness to net capital was 100.55%.

#### 9. PAYCHECK PROGRAM LOAN

In August 2020, the Company borrowed \$27,900 from Citibank, N.A. under The Paycheck Protection Program, which was established under the CARES Act. On February 12, 2021, the Company's loan forgiveness application was approved for the full amount of the loan. Accordingly, debt forgiveness income of \$27,900 is reflected as other income in accompanying statement of operations.

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#### 10.SUBSEQUENT EVENTS

Management has reviewed and evaluated subsequent events through the date the financial statements were issued, and determined there are no other material events that would require disclosure in the Company's financial statements.


Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.
