# WAVELAND CAPITAL PARTNERS LLC X-17A-5 (2022-03-29) — Broker-dealer annual report

- Company: WAVELAND CAPITAL PARTNERS LLC
- Form: X-17A-5
- Filed: 2022-03-29
- Period: 2021-12-31
- Accession: 0001005806-22-000001
- CIK: 1005806
- File #: 8-48962
- Type: Broker-dealer
- Material weakness: No
- Auditor: Ohab and Company, PA
- Auditor location: Maitland, FL
- Contact: Scott Dinh
- Phone: 949-706-5000 ext 123
- Email: pam@ohabco.com
- Website: nationalnotary.org
- Signed by: Micheal Greer (President)

Original filing: https://www.sec.gov/Archives/edgar/data/1005806/000100580622000001/wcpaudited2021ii.pdf

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

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

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

> SEC FILE NUMBER 8-48962

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 January 1, 2021 AND ENDING December 31, 2021

MM/DD/YY

MM/DD/YY

A. REGISTRANT IDENTIFICATION

NAME OF FIRM: WAVELAND CAPITAL PARTNERS LLC

TYRE OF REGISTRANT (check all applicable boxes):

@ Broker-dealer □ Check here if respondent is also an OTC derivatives dealer

ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)

## 19800 MACARTHUR BLVD, SUITE 650

|                                                                                                   | (No. and Street)                                           |                                            |            |
|---------------------------------------------------------------------------------------------------|------------------------------------------------------------|--------------------------------------------|------------|
| IRVINE                                                                                            | CA                                                         |                                            | 92612      |
| (City)                                                                                            | (State)                                                    |                                            | (Zip Code) |
| PERSON TO CONTACT WITH REGARD TO THIS FILING                                                      |                                                            |                                            |            |
| MICHAEL GREER                                                                                     | 949-706-5000                                               |                                            |            |
| (Name)                                                                                            | (Area Code - Telephone Number)                             | (Email Address)                            |            |
|                                                                                                   | B. ACCOUNTANT IDENTIFICATION                               |                                            |            |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*<br>OHAB AND COMPANY, PA |                                                            |                                            |            |
|                                                                                                   | (Name - if individual, state last, first, and middle name) | 1                                          | 32751      |
| 100 E SYBELIA AVE, SUITE 130  MAITLAND                                                            |                                                            |                                            |            |
| (Address)                                                                                         | (City)                                                     | (State)                                    | (Zip Code) |
| JULY 28, 2004                                                                                     |                                                            | 1839                                       |            |
| (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

| MICHAEL GREER                                                                                                                       | swear (or affirm) that, to the best of my knowledge and belief, the |       |  |
|-------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------|-------|--|
| tinancial report pertaining to the firm of WAVELAND CAPITAL PARTNERS LLC                                                            |                                                                     | as of |  |
| DECEMBER 31                                                                                                                         | 2 021                                                               |       |  |
| partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely |                                                                     |       |  |

Signature Title · PRESIDENT

Notary Public

as that of a customer.

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

- (a) Statement of financial condition.
- □ (b) Notes to consolidated statement of financial condition.
- 国 (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).
- (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 capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-2, or 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. a
- □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- | | Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
- □ (r) Compliance report in accordance with 17 CFR 240.17a-5 or 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 report or 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.
- □ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as applicable.
- □ (y) Report describing any material inadequacies found to exist or 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).
- O (z) Other:
- \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18a-7(d)(2), as applicable.

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#### CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

CIVIL CODE \$ 1189

SABARA

A notary public or other officer completing this certificate verifies only the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

| State of California |                                                                                                         |  |
|---------------------|---------------------------------------------------------------------------------------------------------|--|
| County of Orange    |                                                                                                         |  |
| Date                | On March 24, 2022 beforeme, Janet A. Osborne Notary Public<br>Here Insert Name and Title of the Officer |  |
| personally appeared | MIChael J. Greer                                                                                        |  |
|                     | Name(s) of Signer(s)                                                                                    |  |

who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

![](_page_2_Picture_6.jpeg)

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature\_ Signature of Notary Public

Place Notary Seal Above

OPTIONAL -

Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

#### Description of Attached Document

| Title or Type of Document: Annual Kipolits Form X-17A-5 Part 111          |  |
|---------------------------------------------------------------------------|--|
| Document Date: Films Reried Besinning January 2021 Number of Pages: Jus 0 |  |
| Signer(s) Other Than Named Above: No at her sicrurs                       |  |

| Capacity(ies) Claimed by Signer(s)        |                                      |  |
|-------------------------------------------|--------------------------------------|--|
| Signer's Name: Michael J. lossed          | Signer's Name:                       |  |
| Corporate Officer - Title(s): Or Usi Lant | Corporate Officer - Title(s):        |  |
| Partner - Limited General                 | Partner - Limited General            |  |
| Attorney in Fact<br>Individual            | Individual<br>  Attorney in Fact     |  |
| Guardian or Conservator<br>Trustee        | Guardian or Conservator<br>I Trustee |  |
| I Other:                                  | Other:                               |  |
| Signer Is Representing: Waveland Capital  | Signer Is Representing:              |  |
| Partines LLG                              |                                      |  |

THE FOR COLLECT COLLECT COLLECT COLLECT COLLECT COLLECT COLLECT COLLECT COLLECT COLLECT COLLECT COLLECT COLLECT CO ©2016 National Notary Association · www.NationalNotary.org · 1-800-US NOTARY (1-800-876-6827) Item #5907

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**Waveland Capital Partner, LLC Report Pursuant to Rule 17a-5 Financial Statements For the Year Ended December 31, 2021** 

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# **Table of Contents**

|                                                            | PAGE |
|------------------------------------------------------------|------|
| Report of Independent Auditors                             | 1    |
| Financial Statements                                       |      |
| Statement of Financial Condition                           | 2    |
| Statement of Operations                                    | 3    |
| Statement of Changes in Member's Equity                    | 4    |
| Statement of Cash Flow                                     | 5    |
| Notes to Financial Statements                              | 6-10 |
| Schedule I Computation of Net Capital Requirements         | 11   |
| Schedule II Computation for Determining of Reserve         | 12   |
| Schedule III Information Relating to Possession or Control | 13   |

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![](_page_5_Picture_0.jpeg)

100 E. Sybelia Ave. Suite 130 Maitland, FL 32751

Certified Public Accountants Email: pam@ohabco.com

Telephone 407-740-7311 Fax 407-740-6441

## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Member's of Waveland Capital Partners, LLC

#### Opinion on the Financial Statements

We have audited the accompanying statement of financial condition of Waveland Capital Partners, LLC as of December 31, 2021, the related statements of operations, changes in member's equity, and cash flows for the year then ended, and the related of opened of openities studity, and cast nows for the "financial statements"). In our opinion, the financial statements promot fairly, in all meterial respects, the financial position of Waveland Capital Partners, LLC as of December 31, 2021, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

#### Basis for Opinion

These financial statements are the responsibility of Waveland Capital Partners, LLC's management. Our responsibility is to express an only of on Waveland Capital Partners, LLC's financial statements 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 Waveland Capital Partners, LLC 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 the assurance about whether the financial statements are free of material misstatement, whether due to eror or fraud. Our andit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error of fraud, and performing procedures that respond to the finer in the finer in can none of on of nad, and of hadd, and performing programing the amounts and disclosures in the financial so included oncluded evaluating the accounting principles used and significant estimates made by management, as well is evaluating the uoounting principes asseralion of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

### Auditor's Report on Supplemental Information

The Schedules I, II and III have been subjected to audit procedures performed in conjunction with the audit of Waveland Capital Partners, LLC's financial statements. The supplemental information is the responsibility of Waveland Capital Partners, LLC's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In our opinion, the Schedules I, II and III are fairly stated, in all material respects, in relation to the financial statements as a whole.

Of an and Conegage Will

Ohab and Company, PA We have served as Waveland Capital Partners, LLC's auditor since 2018. Maitland, Florida March 14, 2022

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## **Waveland Capital Partners, LLC Statement of Financial Condition December 31, 2021**

#### **Assets**

| Cash and cash equivalents<br>Accounts receivable<br>Prepaid expense<br>Investments | \$<br>145,842<br>\$<br>2,250<br>2,681<br>‐ |
|------------------------------------------------------------------------------------|--------------------------------------------|
| Total assets                                                                       | \$      150,773                            |
| Liabilities and Member's Equity                                                    |                                            |
| Liabilities                                                                        |                                            |
| Accounts payable                                                                   | \$<br>30,385                               |
| Accrued expenses ‐ related party                                                   | 11,549                                     |
| Total liablilities                                                                 | 41,934                                     |
| Member's equity                                                                    |                                            |
| Member's equity                                                                    | 108,839                                    |
| Total member's equity                                                              | 108,839                                    |
| Total liabilities and member's equity                                              | \$      150,773                            |

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### **Waveland Capital Partners, LLC Statement of Operations For the Year Ended December 31, 2021**

#### **Revenues**

| Commission income<br>Mutual fund and 12B‐1 Trail income<br>Other income | \$<br>34,365<br>\$<br>11,656<br>575 |
|-------------------------------------------------------------------------|-------------------------------------|
| Total revenues                                                          | 46,596                              |
| Expenses                                                                |                                     |
| Employee compensation and benefits                                      | 582,007                             |
| Occupancy expense                                                       | 37,500                              |
| Professional fees                                                       | 102,500                             |
| Licenses and Permits                                                    | 18,013                              |
| Other operating expenses                                                | 27,237                              |
| Total expenses                                                          | 767,256                             |
| Net loss before income tax provision                                    | (720,660)                           |
| Income tax                                                              | 5,201                               |
| Net loss                                                                | \$        (725,861)                 |

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### **Waveland Capital Partners, LLC Statement of Changes in Member's Equity For the Year Ended December 31, 2021**

|                              | Member's Equity              |  |  |
|------------------------------|------------------------------|--|--|
| Balance at December 31, 2020 | \$                  494,312  |  |  |
| Prior period adustment       | \$                 (109,612) |  |  |
| Member's contributions       | 450,000                      |  |  |
| Net income (loss)            | (725,861)                    |  |  |
| Balance at December 31, 2021 | \$                  108,839  |  |  |

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### **Waveland Capital Partners, LLC Statement of Cash Flows For the Year Ended December 31, 2021**

| Cash flow from operating activities:                                     |                      |                    |
|--------------------------------------------------------------------------|----------------------|--------------------|
| Net income (loss)                                                        |                      | \$<br>(725,861)    |
| Adjustments to reconcile net income (loss) to net                        |                      |                    |
| cash provided by (used in) operating activities:                         |                      |                    |
| (Increase) decrease in assets:                                           |                      |                    |
| Commission receivable                                                    | \$<br>370,955        |                    |
| Prepaid expense                                                          | 77                   |                    |
| Increase (decrease) in liabilities:                                      |                      |                    |
| Accounts payable and accrued expenses                                    | (91,274)             |                    |
| Total adjustments                                                        |                      | 279,758            |
| Net cash and cash equivalents provided by (used in) operating activities |                      | (446,103)          |
| Cash flow from financing activities:                                     |                      |                    |
| Member's contributions                                                   | \$<br>450,000        |                    |
| Net cash and cash equivalents provided by operating activities           |                      | 450,000            |
| Net decrease  in cash and cash equivalents                               |                      | 3,897              |
| Cash and cash equivalent at beginning of year                            |                      | 141,945            |
| Cash and cash equivalent at end of year                                  |                      | \$         145,842 |
|                                                                          |                      |                    |
| Supplemental disclosure of cash flow information:                        |                      |                    |
| Cash paid during the year for:                                           |                      |                    |
| Interest                                                                 | \$                 ‐ |                    |
| Income taxes                                                             | \$            5,201  |                    |

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## **Note 1: GENERAL AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES** *General*

Waveland Capital Partners, LLC ("the Company") was organized on August 8, 1995 under the name Mercer Global Securities, LLC. In September 2001 the Company was sold to United Equity Holdings, LLC who changed its name to Waveland Securities, LLC. On March 28, 2005, Waveland Securities , LLC changed its name to Waveland Capital Partners, LLC. The Company is a registered broker/dealer in securities under the Securities Exchange Act of 1934 and is a member of the Financial Industry Regulatory Authority ("FINRA") and the Securities Investor Protection Corporation ("SIPC").

The Company is a wholly-owned subsidiary of Waveland Capital Group (the "Parent"), and is affiliated through common ownership with Waveland Management Group.

Under its membership agreement with FINRA and pursuant to Rule 15c3-3(k)(2)(ii), the Company no longer conducts any trading activities. Accordingly, the Company is exempt from the requirement of Rule 15c3-3 under the Securities Exchange Act of 1934 pertaining to the possession or control of customer assets and reserve requirements.

The Company serves as the Managing Broker Dealer for Regulation D Offerings from affiliate entities.

## *Summary of Significant Accounting Policies*

The presentation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenue and expenses during the reporting period. Actual results could differ from those estimates.

For purposes relating to the statement of cash flows, the Company has defined cash equivalents as highly liquid investments, with original maturities of less than three months, that are not held for sale in the ordinary course of business.

Commissions are at amount no for accounts receivable stated at face amount with no allowance for doubtful accounts. An allowance for doubtful accounts is not considered necessary because probable uncollectible accounts are immaterial.

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# **Note 1: GENERAL AND SUMMARY OF SIGNFICANT ACCOUNTING POLICIES (Continued)**

The Company recognizes fee income at the point in time on trade-date basis as the Managing Broker Dealer in accordance with terms stipulated in its engagement contracts, when the Company has no further continuing obligations and collection is reasonably assured

Revenue from contracts with customers include fee revenue and other income. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgment is required to determine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; whether revenue should be presented gross or net of certain costs; and whether constraints on variable consideration should be applied due to uncertain future events.

h h b b l d i The Company has evaluated events subsequent to the balance sheet date for items requiring recording or disclosure in the financial statements. The evaluation was performed through March 14, 2022, which is the date the financial statements were available to be issued. Based upon this review, the Company has determined that there were no events which took place that would have a material impact on its financial statements.

## **Note 2: INCOME TAXES**

i t ff ti 1 d C The Company is treated as a disregarded entity for federal income tax purposes, in accordance with single member limited liability company rules. All tax effects of the Company's income or loss are passed through to the Parent. Therefore, no provision or liability for Federal Income Taxes is included in these financial statements.

The Company is subject to a minimum franchise tax. As of December 31, 2021, the income tax provision consists of the following

| State taxes                | \$<br>5,201 |
|----------------------------|-------------|
| Total income tax provision | \$<br>5,201 |

State income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related to differences between the financial and income tax bases of assets and liabilities. The deferred tax assets and liabilities, if any, represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled.

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### **Note 2: INCOME TAXES (Continued)**

The Company accounts for uncertain tax positions in accordance with accounting principles generally accepted in the United States of America (GAAP). No amounts have been recognized or disclosed related to uncertain tax positions. The Company would record interest expense and penalties related to uncertain tax positions as interest expense and other operating expense, respectively.

The Company is required to file income tax returns in state tax jurisdictions. The Company's tax returns are subject to examination by taxing authorities in the jurisdictions in which it operates in accordance with the normal statutes of limitations in the applicable jurisdiction. The statute of limitations for state purposes is generally three years, but may exceed this limitation depending upon the jurisdiction involved. Returns that were filed within the applicable statute remain subject to examination. As of December 31, 2020, the state has not proposed any adjustment to the Company's tax position.

## **Note 3: RELATED PARTY TRANSACTION**

The Company conducts certain related party transactions with the Parent, WMG and other related entities. For the year ended December 31, 2021, the Company total allocated expense is \$646,317, and was charged \$634,768 as of December 31, 2021 by WMG, which serves as an administrative cost center. These reimbursements are made in accordance with an expense reimbursement agreement. Included in this charge are allocated rent (\$31,200), payroll expenses (\$570,458), and other costs (\$33,110) for the year ended December 31, 2021. The Company owed the related entity (\$30,385) at year ended December 31, 2021.

## **Note 4: COMMITMENTS AND CONTINGENCIES**

The Company has no commitments and contingencies as of the year ended December 31, 2021.

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### **Note 5: GUARANTEES**

FASB ASC 460, Guarantees, requires the Company to disclose information about its obligations under certain guarantee arrangements. FASB ASC 460 defines guarantees as contracts and indemnification agreements that contingently require a guarantor to make payments to the guaranteed party based on changes in an underlying factor (such as an interest or foreign exchange rate, security or commodity price, an index or the occurrence or nonoccurrence of a specified event) related to an asset, liability or equity security of the guarantor to make payments to the guaranteed party based on another entity's failure to perform under an agreement as well as indirect guarantees of indebtedness of others.

The company has issued no guarantees at December 31, 2021 or during the year then ended

### **Note 6: LEASE COMMITMENT**

The Company leases space pursuant to a lease expiring April 30, 2021, after which the lease was on a month to month in the amount of \$525 a month. The lease expense was \$6,300 relating to the office lease for the year ended December 31, 2021.

In February 2016 the FASB issued ASU 2016-02, Leases – (Topic 842). ASU 2016-02 will require the recognition of lease assets and lease liabilities on the balance sheet to the rights and obligations created by lease agreements, including for those leases classified as operating leases under previous GAAP, along with the disclosure of key information about leasing arrangements. The Company has elected not to apply the recognition requirements of Topic 842 relating to its short-term office lease and instead has elected to recognize the lease payments as lease cost on a straight line basis over the lease term.

### **Note 7: NET CAPITAL REQUIREMENTS**

it l ld 10 1 it l t h t b t The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule (SEC rule 15c3-1), which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1. Rule 15c3- 1 also provides that equity capital may not be withdrawn or cash dividends paid if the resulting net capital ratio would exceed 10 to 1. Net capital and aggregate indebtedness change day to day, but on December 31, 2021, the Company had net capital of \$103,908 which was \$98,908 in excess of its required net capital of \$5,000; and the Company's ratio of aggregate indebtedness (\$41,933) to net capital was .4 to 1, which is less than the 15 to 1 maximum allowed.

9

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### **Note 8: COMPANY CONDITION**

The Company has a loss for the year ended December 31, 2021, and has received capital contribution from its Parent for working capital. The Company Parent has agreed to provide capital contributions to the Company as necessary for it to continue operations and to maintain compliance with minimum net capital requirements.

Management expects the Company to continue as a going concern and the accompanied financial statements have been prepared on a going-concern basis without adjustment for realization in the event the Company ceases to continue as a going concern.

### **Note 9: PRIOR PERIOD ADJUSTMENT**

An adjustment of \$109,612 was made to the prior period to correct the understatement of commission expense.

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## **Waveland Capital Partners, LLC Schedule I - Computation of Net Capital Requirements Pursuant to Rule 15c3-1 As of December 31, 2021**

**Computation of net capital**

| Member's equity                                                                                                                                                   |          | \$       | 108,839            |               |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------|----------|--------------------|---------------|
| Total member's equity<br>Less: Non-allowable assets<br>Accounts receivable<br>Prepaid expense                                                                     |          |          | (2,250)<br>(2,681) | \$<br>108,839 |
| Total non-allowable assets                                                                                                                                        |          |          |                    | (4,931)       |
| Net capital                                                                                                                                                       |          |          |                    | 103,908       |
| Computation of net capital requirements<br>Minimum net capital requirements<br>6 2/3 percent of net aggregate indebtedness<br>Minimum dollar net capital required |          | \$<br>\$ | 2,796<br>5,000     |               |
| Net capital required (greater of above)                                                                                                                           |          |          |                    | (5,000)       |
| Excess net capital                                                                                                                                                |          |          |                    | \$<br>98,908  |
| Ratio of aggregate indebtedness to net capital                                                                                                                    | 0.40 : 1 |          |                    |               |

There was no material difference between net capital computation shown here and the net capital computation shown on the Company's unaudited Form X-17A-5 report dated December 31, 2021.

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## **Waveland Capital Partners, LLC Schedule** II - **Computation for Determining of** Reserve **Requirements Pursuant to Rule 15c3-3 As of December 31, 2021**

A computation of reserve requirements is not applicable to Waveland Capital Partners, LLC as the Company qualifies for exemption under Rule 15c3-3(k)(2)(ii).

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## **Waveland Capital Partners, LLC Schedule III - Information Relating to Possession or Control Requirements Pursuant to Rule 15c3-3 As of December 31, 2021**

Information relating to possession or control requirements is not applicable to Waveland Capital Partners, LLC as the Company qualifies for exemption under Rule 15c3-3(k)(2)(ii).

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hab and Company, P.A

100 E. Sybelia Ave. Suite 130 Maitland, FL 32751

Certified Public Accountants Email: pam(@ohabco.com

Telephone 407-740-7311 Fax 407-740-6441

### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Member's of Waveland Capital Partners, LLC

We have reviewed management's statements, included in the accompanying Exemption Report, in which (1) Waveland Capital Partners, LLC identified the following provision(s) of 17 C.F.R. §15c3-3(k) under which Waveland Capital Partners, LLC claimed the following exemption(s) from 17 C.F.R. §240.15c3-3: (k)(2)(ii) and (2) Waveland Capital Partners, LLC stated that Waveland Capital Partners, LLC met the identified exemption provisions throughout the most recent fiscal year without exception.

The Company is also filing this Exemption Report because the Company's other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 are limited to effecting securities transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company; receiving transaction-based compensation for referring securities transactions to other broker-dealers. In addition, the Company did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where there funds fe payable to the issuer or its agent and not to the Company, did not carry accounts of or for customers; and did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception.

Waveland Gapital Partners, LLC's management is responsible for compliance with the exemption provisions and its statements.

Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about Waveland Capital Partners, LLC's compliance with the exemption provisions. A review is substantielly less in Scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based on the provisions set forth in paragraph(s) (K)(2)(ii) of Rule 150-3 under the Securities Exchange Act of 1934 and the Compony's other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5, and related SEC Staff Frequently Asked Questions.

Dhat and Crongry , 100

Ohab and Company, PA Maitland, Florida March 14, 2022

{19}------------------------------------------------

#### Waveland Capital Partners' Exemption Report

Waveland Capital Partners, LLC (the "Company") is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.17a-5, "Reports to be made by certain brokers and dealers"). This Exemption Report was prepared as required by 17C.F.R. § 240.17a-5(d)(1) and (4). To the best of its knowledge and belief, the Company states the following:

- (1) The Company claimed an exemption from 17 C.F.R. § 240.15c3-3 under the following provisions of 17 C.F.R. §240.15c3-3 (k)(2)(ii).
- (2) The Company met the identified exemption provisions in 17 C.F.R. §240.15c3-3 (k)(2)(ii) throughout the most recent fiscal year without exception.
- (3) The Company is also filing this Exemption Report because the Company's other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 are limited to (1) effecting securities transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company; (2) receiving transactionbased compensation for referring securities transactions to other brokers, and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, (other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company); (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception.

Waveland Capital Partners, LLC

I, Michael Greer, swear (or affirm) that, to my best knowledge and belief, this Exemption Report is true and correct.

Bv: Title: President

02/16/2022


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