# CSCA CAPITAL ADVISORS, LLC X-17A-5 (2023-03-31) — Broker-dealer annual report
- Company: CSCA CAPITAL ADVISORS, LLC
- Form: X-17A-5
- Filed: 2023-03-31
- Period: 2022-12-31
- Accession: 0001083193-23-000001
- CIK: 1083193
- File #: 8-51671
- Type: Broker-dealer
- Material weakness: No
- Auditor: WithumSmith plus Brown PC
- Auditor location: New York, NY
- Contact: Pascal Roche
- Phone: 2127514422
- Email: proche@dfppartners.com
- Website: dfppartners.com
- Signed by: Laurent de Marval (Managing Director)
Original filing: https://www.sec.gov/Archives/edgar/data/1083193/000108319323000001/cshort.pdf
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Financial Statement and
Supplementary Information
Pursuant to Rule 17a-5(e)(3) under the
Securities and Exchange Act of 1934
December 31, 2022
(with Reports of Independent Registered Public Accounting Firm Therein)
(Confidential Treatment Requested)
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#### **UNITED STATES** OMB Number: 3235-0123 **SECURITIES AND EXCHANGE COMMISSION** Expires: October 31, 2023 **Washington, D.C. 20549** Estimated average burden
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## **ANNUAL AUDITED REPORT** SEC FILE NUMBER **FORM X-17A-5 8 - 51671 PART III**
**FACING PAGE Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934**
| REPORT FOR THE PERIOD BEGINNING | 01/01/2022 | AND ENDING | 12/31/2022 | | | | |
|---------------------------------------------------------------------------|------------------------------------------------------------------------------------------------|-----------------|------------------------|--|--|--|--|
| | MM/DD/YYYY | | MM/DD/YYYY | | | | |
| | A. REGISTRANT IDENTIFICATION | | | | | | |
| NAME OF FIRM: | CSCA Capital Advisors, LLC | | | | | | |
| TYPE OF REGISTRANT (check all applicable boxes): | | | | | | | |
| տ Security-based swap dealer
X Broker-dealer | տ Major security-based swap participant | | | | | | |
| տ Check here if respondent is also an OTC derivatives dealer | | | | | | | |
| ADDRESSOF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | | | | | | |
| 300 Park Avenue, Suite 218 | | | | | | | |
| | (No. and Street) | | | | | | |
| New York | NY | | 10022 | | | | |
| (City) | (State) | | (Zip Code) | | | | |
| PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | |
| Pascal Roche | (212)-751-4422 | | proche@dfppartners.com | | | | |
| (Name) | (Area Code -- Telephone No.) | (Email Address) | | | | | |
| | B. ACCOUNTANT IDENTIFICATION | | | | | | |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | | | | |
| | WithumSmith нBrown͕W | | | | | | |
| | (Name – if individual, state last, first, and middle name) | | | | | | |
| 1411 Broadway, 9th FL | New York | NY | 10018 | | | | |
| (Address) | (City) | (State) | (Zip Code) | | | | |
| | 1ϬϬ | | | | | | |
| | (Date of Registration with PCAOB)(if applicable)
(PCAOB Registration Number, if applicable) | | | | | | |
| FOR OFFICIAL USE ONLY | | | | | | | |
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| | | | | | | | |
*\*Claims for exemption from the requirement that the annual reports be covered by the 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**
| I,
Lrurent de Ma-val
, SNea (or affirm) that, to the bes: of my knowledge c11d belia, thefinaicial report pertcining to |
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| D~ber 1
thefirmof
CSCA C.pital Advi sors, LLC
22
as of |
| is true and correct. I further SNfH (or affirm) that neither the compcr,y nor aiy partner,
fi |
| as the case may be, has a,y propri etay interest in a,y account d assi fi ed solely as th
f |
| MARYROSE MERCADO
NOTARY PUBLIC, STATE OF NEW YO
--------
Registration No. Oi ME6423025
Qualified In Queens County
_.!i!:!!l.-'lr-h-'------.;,.of.i;:--
mmlsslon Expires October 4, 201
- |
| This filing"* cootains(check all applicable boxes): |
| 0 (a) Statement of financial condition. |
| 0 (bl Notes to consolidated staternent of fina,cial condition. |
| D (c) Statement of income (loss) or, if there is other comprehensive income in theperiod(s) presented, a statement of |
| comprehensive income (asdained in~ 210.1-02 of RE:Qulation S-X). |
| D ( d) Statement of cash flows. |
| D (e) Statement of chaiQes in stockholders' or pcl'tners' or sole proprietor's ~uity. |
| 0 (fl Statement of chanqesin licbilitiesrubordimted to daimsof creditors. |
| D (q) Notes to consolidated finc11cial statements. |
| D (h) Computation of net c.pital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as ~pliable.
D (i) Computation of ta,qible net worth under 17 CFR 240.18a-2. |
| D (i) Computation for determination of customer reserve r~uirernfflts pursuant to Exhibit A to 17 CFR 240.15c3-3. |
| 0 (k) Computation for determination of security-based SNW reserve r~uirements purrua,t to Exhibit B to 17 CFR 240.15c3-3 or |
| Exhibit A to 17 CFR 240.18a-4, as ~pliable. |
| D (I) Computation for Determination of PAB R~uirernentsunder Exhibit A to~ 240.15c3-3. |
| D ( m) I nformati on rel ati nq to possession or control r~ui rernents for customers under 17 CFR 240. 15c3-3. |
| D (n) Information relatinq to po\$€Ssion or control r~uirements for security-based SN~ customers under 17 CFR |
| 240.15c3-3(p)(2) or 17 CFR 240.18a-4, aswpliable. |
| D (o) Reronciliations, indudinq ~propriateexplanations, of the FOCUS Re:port with computation of net c.pital or ta,qible na |
| worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, asWPliable, a,d thereserver~uiraTlEJlts under 17 |
| CFR 240.15c3-3 or 17 CFR 240.18a-4, as ~pliable, if mat€fial differences exist, or a staternent thct no material differences |
| exist, |
| 0 (p) Summary of financial data for subsidia-ies not consolidated in the statement of fina,cial condition. |
| ~ (q) Oath or affirmation in accordaioewith 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as ~pliable.
D (r) Complia,oereport in accordanoewith 17 CFR 240.17a-5 or 17 CFR 240.18a-7, aswpliable. |
| 0 (s) Exernption report in accordc11oewith 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as ~pliable. |
| 0 (t) lnde:pendent public accounta,t' s re:port based on a, exa-nination of the staternent of finaicial condition. |
| 0 ( u) I nde:pendent public accountcr,t' s report based on a, exa-ni nation of the financial report or financial staternents under 17 |
| CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as~pliable. |
| D (v) I nde:pendent public accounta,t' s report based on a, exa-nination of oertcin staternents in thecompliaioe report under 17 |
| CFR 240.17a-5 or 17 CFR 240.18a-7, as ~pliable. |
| 0 (w) lnde:pendent public accountant's report based on a ra,iev of the exemption report under 17 CFR 240.17a-5 or 17
CFR240.18a-7, as~pliable. |
| 0 (x) Supplemental reports on ~plyinq ~reed-upon procedures, in accorda,oewith 17 CFR 240.15c3-1e or 17 CFR 240.17a-12,
as ~pliable. |
| D (v) Report describinq a-iv material inad~uacies found to exist or found to have existed sinoethedate of the pra,ious audit, or |
| a statement that no material inad~uaciesexist, under 17 CFR 240.17a-12(k). |
| -----------------------
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D
(z) Other:
- |
\*\* To reques: oonfidential treatment of certain portions of this filing, *ooe* 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18a-7(d)(2), as applicable.
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# **INDEX**
# **December 31, 2022**
| Report of Independent Registered Public Accounting Firm | |
|---------------------------------------------------------|-----|
| Financial Statements | |
| Statement of Financial Condition | 2 |
| Notes to Financial Statement | 3-6 |
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## 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, 2022, 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, 2022, 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.
New York, New York March 30, 2023
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## **STATEMENT OF FINANCIAL CONDITION**
| December 31, 2022 | |
|-------------------------------------------|------------------|
| ASSETS | |
| Cash | \$
11,411,587 |
| Prepaid expenses and other current assets | 22,602 |
| Total Assets | \$
11,434,188 |
| LIABILITIES AND MEMBER'S EQUITY | |
| Liabilities | |
| Accounts payable and accrued expenses | \$
57,172 |
| Due to Parent | 1,220,728 |
| Total Liabilities | 1,277,900 |
| Member's Equity | 10,156,288 |
| | \$
11,434,188 |
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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").
### *Revenue from Contract with Customers*
Topic 606 provides guidance on recognizing revenue, including a five-step method to determine when revenue recognition is appropriate.
- Step 1: Identify the contract with the customer
- Step 2: Identify the performance obligation in the contract
- Step 3: Determine the transaction price
- Step 4: Allocate the transaction price to the performance obligations
- Step 5: Recognize revenue as the Company satisfies a performance obligation
Disaggregation of revenue by type of service can be found on the statement of operations for the year ended December 31, 2022.
### *Significant Judgments*
Revenue from contracts with customers includes underwriting, marketing and distribution fees, and asset management fees. 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; and whether constrains on variable consideration should be applied due to uncertain future events.
As of January 1, 2022 and during the year, the Company had no contract assets or contract liabilities. As of December 31, 2022, the Company had no contract assets or contract liabilities. Fees receivable on December 31, 2022 was \$175,000.
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# **NOTES TO FINANCIAL STATEMENTS**
## **2. Summary of significant accounting policies (continued)**
### *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, 2022. 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.
### *Income Taxes*
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### *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.
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# **NOTES TO FINANCIAL STATEMENTS**
## **3. Concentration of cash balance**
The Company has significant cash balances at financial institutions which throughout the year regularly exceed the federally insured limit of \$250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company's financial condition, results of operations, and cash flows.
The Company considers money market accounts in banks to be cash.
## **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, 2021 the Company had a payable of approximately \$56,700. For the year ended December 31, 2022, the Company recorded approximately \$2,196,00 of allocated expenses for such services. At December 31, 2022, the Company recorded a payable of \$1,220,728 to the Parent for allocated expenses owed.
### *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 approximately \$21,372,000 to the Parent during 2022.
## **5. Concentration of revenue**
During the year ended December 31, 2022, two of the Company's customers accounted for approximately 93% 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 to 1. At December 31, 2022, the Company's net capital was approximately \$10,133,000 which was approximately \$10,033,000 in excess of its minimum requirement of \$100,000.
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## **NOTES TO FINANCIAL STATEMENTS**
### **8. Subsequent events**
On January 10, 2023, the Company made a distribution of \$2,650,000 to the Parent. On February 28, 2023, the Company made a distribution of \$7,300,000 to the Parent.
No other events or transactions subsequent to December 31, 2022 through March 25, 2023 the date these financial statements were available to be 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.