# CSCA CAPITAL ADVISORS, LLC X-17A-5 (2022-03-01) — Broker-dealer annual report

- Company: CSCA CAPITAL ADVISORS, LLC
- Form: X-17A-5
- Filed: 2022-03-01
- Period: 2021-12-31
- Accession: 0001083193-22-000001
- CIK: 1083193
- File #: 8-51671
- Type: Broker-dealer
- Material weakness: No
- Auditor: WithumSmith and Brown
- Auditor location: New York, NY
- Contact: pascal roche
- Phone: 2127514422
- Email: proche@dfppartneres.com
- Website: dfppartneres.com
- Signed by: Laurent de Marval (Managing Director)

Original filing: https://www.sec.gov/Archives/edgar/data/1083193/000108319322000001/cshort.pdf

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Financial Statements and

Supplementary Information

Pursuant to Rule 17a-5(e)(3) under the

Securities and Exchange Act of 1934

December 31, 2021

(with Reports of Independent Registered Public Accounting Firm Therein)

(Confidential Treatment Requested)

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| A.<br>REGISTRANT                                        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                   |          |                                                                                                                                                                                                                                                                                                       |
| Capital Advisors, LLC                                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                   |          |                                                                                                                                                                                                                                                                                                       |
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| Roche212Ͳ751Ͳ4422                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | Proche@dfpPartneres.com                                                                                                                                                           |          |                                                                                                                                                                                                                                                                                                       |
| (Area Code – Telephone Number)                          | <br>                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | (Email Address)                                                                                                                                                                   |          |                                                                                                                                                                                                                                                                                                       |
| B.<br>ACCOUNTANT                                        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                   |          |                                                                                                                                                                                                                                                                                                       |
| ACCOUNTANT<br>whose<br>opinion<br>is<br>contained<br>in | Report*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                   |          |                                                                                                                                                                                                                                                                                                       |
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|                                                         | SECURITIES<br>AND<br>EXCHANGE<br>Washington, D.C. 20549<br>ANNUALAUDITEDREPORT<br>FORMXͲ17AͲ5<br>PART<br>III<br>FACING PAGE<br>BEGINNING<br>01/01/2021<br>AND<br>ENDING<br>MM/DD/YY<br>applicable<br>boxes):<br>տSecurityͲbased<br>տMajor<br>swap<br>dealer<br>տ Check here if respondent is also an OTC derivatives dealer<br>BUSINESS:<br>(Do<br>not<br>use<br>P.O.<br>Box<br>(No. and Street)<br>NY<br>(State)<br>REGARD<br>TO<br>THIS<br>FILING<br>New<br>York<br>(City)<br><br><br>FOR OFFICIAL USE ONLY | COMMISSION<br>12/31/2021<br>IDENTIFICATION<br>securityͲbased<br>No.)<br>IDENTIFICATION<br>this<br>(Name – if individual, state last, first, middle name)<br>NY<br>(State)<br><br> | <br>swap | Estimated average burden<br>hours per response…<br>8Ͳ51671<br>Information Required Pursuant to Rules 17aͲ5, 17aͲ12, and 18aͲ7 under the Securities Exchange Act of 1934<br>MM/DD/YY<br>participant<br>10022<br>(Zip Code)<br>10018<br>(Zip Code)<br>185<br>(PCAOB Registration Number, if applicable) |

**UNITED STATES**

supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17aͲ5(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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# **INDEX**

# **December 31, 2021**

| Report of Independent Registered Public Accounting Firm |    |
|---------------------------------------------------------|----|
| Financial Statements                                    |    |
| Statement of Financial Condition                        | 2  |
| Notes to Financial Statements                           | 3- |

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![](_page_4_Picture_0.jpeg)

### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

To the Management and Member of CSCA Capital Advisors, LLC:

#### **Opinion on the Financial Statement**

We have audited the accompanying statement of financial condition of CSCA Capital Advisors, LLC (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 this 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 2015.

February 2, 2022

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# **STATEMENT OF FINANCIAL CONDITION**

| December 31, 2021                         |                      |
|-------------------------------------------|----------------------|
| ASSETS                                    |                      |
| Cash                                      | \$<br>13,856,034     |
| Accounts Receivable                       | 175,000              |
| Prepaid expenses and other current assets | 29,307               |
| Total Assets                              | \$<br>14,060,341     |
| LIABILITIES AND MEMBER'S EQUITY           |                      |
| Taxes payable                             | \$<br>167,031        |
| Accounts payable and accrued expenses     | 39,202               |
| Due to Parent                             | 56,730               |
| Total Liabilities                         | 262,963              |
| Member's Equity                           | 13,797,378           |
|                                           | \$<br>14<br>,060,341 |

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# **NOTES TO FINANCIAL STATEMENTS**

### **1. Nature of business**

### *Nature of Business*

CSCA Capital Advisors, LLC (the "Company"), is a New York limited liability company. The Company is wholly-owned by CS Capital Advisors, LLC (the "Parent"). The Company is registered as a broker-dealer with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA"). The Company provides certain advisory and consulting services on a fee basis, to corporations, REITs and others in connection with financial transactions including mergers, acquisitions, divestitures, leveraged buy-outs, joint ventures, reorganizations, recapitalizations and other extraordinary corporate transactions. The Company provides fairness opinion letters and valuations in conjunction with a broad range of financial transactions. The Company also acts as a co-manager on underwritten offerings of debt, preferred equity or equity-linked securities and an agent in the placement of securities. The Company is typically compensated on a fee for services basis, including opinion fees upon rendering opinions, placement agent fees for the placement of securities and its participation in the gross spread associated with underwritten offerings.

# **2. Summary of significant accounting policies**

### *Basis of Presentation*

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP").

#### *Allowance for credit losses*

The Company follows ASC Topic 326, Financial Instruments – Credit Losses ("ASC 326"). ASC 326 impacts the impairment model for certain financial assets measured at amortized cost by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses over the entire life of the financial asset, recorded at inception or purchase. The Company records the estimate of expected credit losses as an allowance for credit losses. For financial assets measured at an amortized cost basis, the allowance for credit losses is reported as a valuation account on the statement of financial condition that is deducted from the asset's amortized cost basis. Changes in the allowance for credit losses are reported in credit loss expense.

The allowance for credit losses is based on the Company's expectation of the collectability of financial instruments carried at amortized cost, including fees receivable utilizing the CECL framework. The Company considers factors such as historical experience, credit quality, age of balances and current and future economic conditions that may affect the Company's expectation of the collectability in determining the allowance for credit losses. The Company's expectation is that the credit risk associated with fees receivables is not significant until they are 90 days past due on the contractual arrangement and expectation of collection in accordance with industry standards. Management does not believe that an allowance is required as of December 31, 2021. For the year ended December 31, 2021 there was no credit loss expense related to the allowance for credit losses or any recoveries of amounts previously charged reflected on the statement of operations.

#### *Significant Judgments*

As of January 1, 2021 and during the year, the Company had no contract assets or contract liabilities. As of December 31, 2021, the Company had no contract assets or contract liabilities. Accounts receivable on January 1, 2021 was \$289,297 and \$175,000 on December 31, 2021.

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# **NOTES TO FINANCIAL STATEMENTS**

# **2. Summary of significant accounting policies (continued)**

### *Income Taxes*

The Company is a limited liability company, and treated as a disregarded entity for income tax reporting purposes. The Internal Revenue Code ("IRC") provides that any income or loss is passed through to the member for federal and state income tax purposes. The Company is included in the income tax return of its Parent, and accordingly the Company's proportionate share of state and local income taxes are presented in these financial statements. The Company's Parent, who is also an LLC, files its income tax returns in the U.S. and various state and local jurisdictions. At December 31, 2021, management has determined that the Company had no uncertain tax positions that would require financial statement recognition. This determination will always be subject to ongoing reevaluation as facts and circumstances may require. The Company remains subject to U.S. federal, state and local income tax audits for all periods subsequent to 2017.

From time to time the Company does business with United States customers domiciled outside of New York City. The Company is subject to taxation in these other jurisdictions to the extent the Company's activity creates nexus in those jurisdictions. For the year ended December 31, 2021, the Company incurred income taxes of approximately \$190,000 from other jurisdictions and wrote down approximately \$4,700 accrued taxes relating to year ending December 31, 2020.

### *Use of Estimates*

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of 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.

# **3. Cash and concentration of credit risk**

The Company considers money market accounts in banks to be cash.

In the normal course of business, the Company maintains its cash balances in one financial institution, which exceed federally insured limits by \$13,606,034. The Company is subject to credit risk should the financial institution be unable to fulfill its obligations. The Company has not experienced any losses in such accounts and management monitors the financial condition of the financial institution and does not anticipate any losses from this counterparty.

# **4. Related party transactions**

### *Service Agreement and Due to/from Parent*

Pursuant to a service agreement, the Parent provides various services and other operating assistance to the Company. These include professional services, physical premises, utilities, the use of fixed assets, travel, insurance, subscriptions, taxes, personnel and other general and administrative services. At December 31, 2020 the Company had a payable of approximately \$822,000. For the year ended December 31, 2021, the Company recorded \$1,793,000 of allocated expenses for such services. At December 31, 2021, the Company recorded a payable of approximately \$57,000 to the Parent for allocated expenses owed.

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# **NOTES TO FINANCIAL STATEMENTS**

# **4. Related party transactions (continued)**

### *Minimum Tax Distributions*

Pursuant to the Parent's *Operating Agreement*, the Parent's Board of Managers shall cause the Parent to make distributions on a quarterly basis to each member of the Parent. Such distribution shall aggregate an amount equal to at least fifty percent of such member's anticipated distributive share of the Parent's estimated taxable income for such quarter to the extent such income is attributable to allocation of net profit to such member. As net capital requirements permit, the Parent may call upon the Company to fund these obligations. There were distributions totaling \$4,420,000 to the Parent during 2021.

# **5. Concentration of revenue**

During the year ended December 31, 2021, 100% of the Company's revenue was from nine customers. Three of the Company's customers accounted for over 62% of revenue.

# **6. Exemption from Rule 15c3-3**

The Company claims exemption from Rule 15c3-3 under the Securities Exchange Act of 1934, under the provisions in Section (k)(2)(i) of the Rule.

### **7. Net capital requirement**

The Company is a member of the Financial Industry Regulatory Authority and is subject to the Securities and Exchange Commission Uniform Net Capital Rule 15c3-1. This Rule requires the maintenance of minimum net capital and that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1 and that equity capital may not be withdrawn if the resulting net capital ratio would exceed 10 to 1. At December 31, 2021, the Company's net capital was approximately \$13,593,000 which was approximately \$13,493,000 in excess of its minimum requirement of \$100,000.

# **8. Risks and Uncertainties**

During the 2020 calendar year, the World Health Organization has declared the outbreak of the coronavirus ("Covid-19") to constitute a "Public Health Emergency of International Concern". This pandemic has disrupted economic markets and the economic impact, duration and spread of the COVID-19 virus is uncertain at this time. The financial performance of the Company is subject to future developments related to the COVID-19 outbreak and possible government advisories and restrictions placed on the financial markets and business activities. The impact of financial markets and the overall economy, all of which are highly uncertain, cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period the Company's results may be materially affected. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

### **9. Subsequent Events**

On January 12, 2022, the Company made a distribution of \$5,500,000 to the Parent. On February 4, 2022, the Company made a distribution of \$7,500,000 to the Parent.

No other events or transactions subsequent to December 31, 2021 through February 28, 2022 the date these financial statements were issued would require recognition or disclosure in these financial statements.


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