# OUTCOME CAPITAL, LLC X-17A-5 (2024-03-07) — Broker-dealer annual report

- Company: OUTCOME CAPITAL, LLC
- Form: X-17A-5
- Filed: 2024-03-07
- Period: 2023-12-31
- Accession: 0001095333-24-000003
- CIK: 1095333
- File #: 8-52060
- Type: Broker-dealer
- Material weakness: No
- Auditor: Edelstein & Company LLP
- Auditor location: Boston, MA
- Contact: Rafael Beck
- Phone: 212-897-1690
- Signed by: Oded Ben-Joseph (Managing Member)

Original filing: https://www.sec.gov/Archives/edgar/data/1095333/000109533324000003/oc23s.pdf

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| UNITED STATES<br>SECURITIES AND EXCHANGE COMMISSION<br>Washington, D.C. 20549                                         |                                                                                                                          |                                         | 0MB Number: 3235-0123<br>Expires: Nov. 30, 2026<br>Estimated average burden<br>hours per response: 12 |                                            |
|                                                                                                                       | ANNUAL<br>REPORTS                                                                                                        |                                         | SEC FILE NUMER<br>8-<br>52060                                                                         |                                            |
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|                                                                                                                       | FORM X-17A-S                                                                                                             |                                         |                                                                                                       |                                            |
|                                                                                                                       | PART Ill                                                                                                                 |                                         |                                                                                                       |                                            |
|                                                                                                                       | FACING PAGE<br>Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 |                                         |                                                                                                       |                                            |
|                                                                                                                       | __<br>_0_1_/0_1_/2_3<br>AND ENDING                                                                                       |                                         | 12/31                                                                                                 | /23                                        |
| FILING FOR THE PERIOD BEGINNING                                                                                       | MM/00/YY                                                                                                                 |                                         |                                                                                                       | MM/00/YY                                   |
|                                                                                                                       | A. REGISTRANT IDENTIFICATION                                                                                             |                                         |                                                                                                       |                                            |
| NAME OF FIRM:                                                                                                         | OUTCOME CAPITAL, LLC                                                                                                     |                                         |                                                                                                       |                                            |
| TYPE OF REGISTRANT {check all applica ble boxes):                                                                     |                                                                                                                          |                                         |                                                                                                       |                                            |
| ~ Broker-dealer<br>ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)<br>20 CUSTOM HOUSE, 12TH FLOOR | O Security-based swap dealer<br>D Check here if respondent is also an OTC derivatives dealer                             | D Major security-based swap participant |                                                                                                       |                                            |
|                                                                                                                       | (No. and Street)                                                                                                         |                                         |                                                                                                       |                                            |
| BOSTON                                                                                                                | MA                                                                                                                       |                                         |                                                                                                       | 02110                                      |
| (City)                                                                                                                | (State)                                                                                                                  |                                         |                                                                                                       | (Zip Code)                                 |
|                                                                                                                       | PERSON TO CONTACT WITH REGARD TO THIS FILING                                                                             |                                         |                                                                                                       |                                            |
| RAFAEL BECK                                                                                                           | (212) 897-1690                                                                                                           |                                         |                                                                                                       | RBECK@INTEGRA TED.SOLUTIONS                |
| (Name)                                                                                                                | (Area Code - Telephone Number)                                                                                           |                                         | (Email Address)                                                                                       |                                            |
|                                                                                                                       | 8. ACCOUNTANT IDENTIFICATION                                                                                             |                                         |                                                                                                       |                                            |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*                                             |                                                                                                                          |                                         |                                                                                                       |                                            |
| Edelstein & Company LLP                                                                                               |                                                                                                                          |                                         |                                                                                                       |                                            |
|                                                                                                                       | (Name - if individual, state last, first, and middle name)                                                               |                                         |                                                                                                       |                                            |
| 160 Federal Street                                                                                                    | Boston                                                                                                                   |                                         | MA                                                                                                    | 02110                                      |
| (Address)                                                                                                             | (City)                                                                                                                   |                                         | (State)                                                                                               | (Zip Code)                                 |
| 08/11<br>/2009<br>(Date of Registration with PCAOB)(if applicable)                                                    |                                                                                                                          | 3376                                    |                                                                                                       | (PCAOB Registration Number, ff applicable) |

• 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)(l)(ii), if applicable.

Persons who are to respond to the collection of information contained in t his form are not required to respond unless t he form displays a currently valid 0MB control number.

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#### **OATH OR AFFIRMATION**

I, Oded Ben-Joseph , swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to OUTCOME CAPITAL, LLC as of 12/31/23 , 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 be, has any pr r tary interest in any account classified solely as that of a customer.

**Title** 

~~

**Notary Public** 

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

- m (a) Statement of financial condition.
- [El (b) Notes to unconsolidated or consolidated statement of financial condition, as applicable.
- o (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 (d) Statement of cash flows.
- o (e) Statement of changes in stockholders' or partners' or members' or sole proprietor's equity, as applicable.
- D (t) Statement of changes in liabilities subordinated to claims of creditors.
- D (g) Notes to unconsolidated or consolidated financial statements,, as applicable.
- o (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-l, as applicable.
- D (i) Computation of tangible net worth under 17 CFR 240.18a-2.
- O U) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- D (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.1Sc3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable.
- D (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.1Sc3-3.
- D (m) Information relating to possession or control requirements for customers under 17 CFR 240.1Sc3-3.
- D (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.1Sc3-3(p)(2) or 17 CFR 240.18a-4, as applicable.
- D (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.1Sc3-l, 17 CFR 240.18a-l, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.1Sc3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- D (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- [El (q) Oath or affirmation in accordance with 17 CFR 240.17a-S, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
- D (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- D (s) Exemption report in accordance with 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable.
- IXl (t) Independent public accountant's report based on an examination of the statement of financial condition.
- D (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-S, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- D (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.
- D (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable.
- D (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-le or 17 CFR 240.17a-12, as applicable.
- D (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). <sup>D</sup>(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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# OUTCOME CAPITAL, LLC STATEMENT OF FINANCIAL CONDITION

December 31, 2023

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#### Report of Independent Register ed Public Accounting Firm

To the Members of Outcome Capital, LLC

#### *Opi11io11* 011 *the Fimmcial Statements*

We have audited the accompanying statement of financial condition of Outcome Capital, LLC, as of December 31 , 2023, 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 Outcome Capital, LLC as of December 31, 2023 , in confonnity with accounting principles generally accepted in the United States of America.

#### *Basis for Opinion*

This financial statement is the responsibility of the entity's management. Our responsibility is to express an opinion on the 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 Outcome Capital, LLC in accordance with the U.S. federal securities laws and the applicable rules and regu lations 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 Outcome Capital, LLC's auditor since 2021 .

Boston, Massachusetts February 28, 2024

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# **OUTCOME CAPITAL, LLC STATEMENT OF FINANCIAL CONDITION December 31, 2023**

| ASSETS                                 |                     |
|----------------------------------------|---------------------|
| Cash                                   | \$<br>368,<br>198   |
| Accounts receivable                    | 305,383             |
| Prepaid expenses                       | 32,532              |
| Property and equipment, net            | 167,137             |
| Right-of-use assets                    | 3,202,108           |
| Security deposit                       | 169,66<br>1         |
| TOT AL ASSETS                          | \$<br>4,245,0<br>19 |
| LIABILITIES AND MEMBERS' EQUITY        |                     |
| Accounts payable                       | \$<br>156<br>128,   |
| Accrued expenses                       | 49,325              |
| Accrued payrol<br>l                    | 63,386              |
| Unearned revenue                       | 31,668              |
| Lease obl<br>igations                  | 3,268,428           |
| Total liabilities                      | 3,540,963           |
| Members' equity                        | 704,056             |
| TOT AL LIABILITIES AND MEMBERS' EQUITY | \$<br>4,245,0<br>19 |

The accompanying notes are an integral part of the financial statements.

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# **OUTCOME CAPITAL, LLC NOTES TO STATEMENT OF FINANCIAL CONDITION December 31, 2023**

# **NOTE 1-0RGANIZATION AND NATURE OF BUSINESS**

Outcome Capital, LLC (the "Company") is a broker-dealer registered with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA"). The Company is incorporated under the laws of the state of Massachusetts and has one class of ownership interest, owned equally by two partners. Net profits and losses are allocated in accordance with the members' respective ownership percentages. The Company is engaged in business as a securities broker-dealer, which comprises merger and acquisition and advisory services.

The liability of the Members is limited to the capital held by the Company.

# **NOTE 2** - **SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**

#### **Basis of Presentation**

The accompanying financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP").

### **Use of Estimates in Preparing Financial Statements**

The preparation of the Company's financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

### **Revenue Recognition**

All revenue is accounted for in accordance with ASC Topic 606, Revenue from Contracts with Customers ("ASC 606"). Under ASC 606 the Company (i) identifies the contract with a customer, (ii) identifies the performance obligations in the contract, (iii) determines the transaction price of the contract, (iv) allocates the transaction price to the identified performance obligation in the contract, and (v) recognizes revenue as the Company satisfies the identified performance obligations in the contract.

The Company enters into contracts with customers that typically contain two performance obligations: (1) business advisory services and (2) transaction brokerage services. The Company's contracts include two types of consideration: (l) fixed monthly fees paid that are allocated to business advisory services and (2) a success fee which is considered variable consideration received upon the consummation of a transaction, and allocated to transaction brokerage services. The success fee is typically based on a percentage of the total consideration of the transaction, although in certain cases it may be a flat fee. The Company views business advisory services as a promise to transfer a series of distinct services to the customer that are substantially the same and which have the same pattern of service equally through the contract period. Revenue is recognized ratably over the contract term using an output measure of time elapsed. This continuous transfer of control is supported by the unilateral right of many of the Company's customers to terminate contracts for convenience, without having to provide justification for this decision. The Company invoices monthly under these arrangements with payment due on receipt of the invoice. The Company recognizes revenue from success fees when the

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# **OUTCOME CAPITAL, LLC NOTES TO STATEMENT OF FINANCIAL CONDITION December 31, 2023**

## **NOTE 2-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)**

#### **Revenue Recognition (continued)**

transaction is successfully completed, and the uncertainty associated with the variable consideration is resolved.

The Company also enters into contracts with customers to provide general consulting services that do not contain specific deliverables. Typically, the term of these engagements is less than one year. Under these arrangements, the Company views its performance obligation as a promise to transfer a series of distinct services to the customer that are substantially the same and have the same pattern of service equally through the contract period. Revenue is recognized ratably over the contract term using an output measure of time elapsed.

Unearned revenue represents contract liabilities that are recorded when cash payments are received or are due in advance of the satisfaction of performance obligations. At December 31, 2023, the Company had unearned revenue of \$31,668. There were no accounts receivable or unearned revenue at the beginning of the year.

Expenses reimbursements are included in revenue and an equivalent amount of reimbursable expenses is included in operating expense in the period in which the expense is incurred.

#### **Income Taxes**

Income taxes are generally not reflected in the accompanying financial statements as the responsibility for income taxes is that of the members, not of the Company itself. In 2022, the Company elected to be taxed as a pass-through entity (''PTE") for state income tax purposes only. Under this regime, the Company pays the state income tax on behalf of its members for their share of state taxable income, rather than having each member repo1t and pay taxes on their personal income tax return.

# **Cash**

The Company maintains its cash in a commercial bank. All amounts held by the bank are subject to Federal Deposit insurance Corporation (FDIC) insurance limitations, and amounts held may exceed those limits.

#### **Accounts Receivable and Credit Losses**

Accounts receivable are stated at estimated net realizable value. The Company recognizes reserves for credit losses to ensure receivables are not overstated due to collectability. Credit loss reserves are maintained for customers using an expected credit loss model based on a variety of factors, including the nature of the accounts receivable, risks of loss, length of time customer receivables are past due, and historical experience. The Company provides for estimated uncollectible amounts through a charge to bad debt expense and a credit to a valuation allowance. Balances that remain outstanding after the Company has made reasonable collection efforts are written off through a charge to the valuation allowance and a credit to accounts receivable.

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# **OUTCOME CAPITAL, LLC NOTES TO STATEMENT OF FINANCIAL CONDIDON December 31, 2023**

### **NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)**

#### **Property and Equipment**

Office furniture, equipment, and leasehold improvements are recorded at cost less accumulated depreciation and amottization. Depreciation is computed using the straight-line method generally over an estimated useful life of three to five years for office furniture and equipment. Leasehold improvements are amortized over the lesser of the term of the lease or seven years using the straightline method.

### **Leases**

The Company accounts for leases under ASC 842, Leases. This guidance requires that lessees in a leasing arrangement recognize a right-of-use asset and a lease liability for all leases with a lease term greater than one year. Lease right-of-use assets ("ROU") and liabilities are recognized at the commencement date. The lease liability is measured as the present value of the lease payments over the lease term. The Company uses the rate implic it in the lease if it is determinable. When the rate implicit in the lease is not determinable, the Company uses its incremental borrowing rate at the commencement date of the lease to determine the presenl va lue of the lease payments. Operating lease ROU assets are calculated as the present value of the lease payments plus initial direct costs, plus prepayments less any lease incentives received. Lease terms may include renewal or extension options to the extent they are reasonably certain to be exercised. Lease expense is recognized on a straightline basis over the lease term. The Company has elected not to recognize an ROU asset and obligation for a lease with an initial term of twelve months or less.

The leases do not have restrictive financial or other covenants. Payments due under the lease contract for office space include fixed payments and no variable payments other than the Company's proportionate share of the building's property taxes, insurance, and common area maintenance. These variable payments are not included in the lease payments used to determine lease liability and are recognized as variable costs when incurred.

See Note 6, "Commitments and Contingent Liabi lities" for additional information on the Company's leases.

# **Impairment of Long-Lived Assets**

The Company reviews long-lived assets, including right-of-use assets, for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of carrying amount or the fair value less costs to sell.

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# **OUTCOME CAPITAL, LLC NOTES TO STATEMENT OF FINANCIAL CONDITION December 31, 2023**

#### **NOTE 3 - EMPLOYEE BENEFIT PLAN**

The Company has a profit-sharing retirement plan in which employees of the Company participate. The plan covers substantially all employees upon completion of three months of continuous service, as defined. The plan has been strnctured under Section 40 I (k) of the Internal Revenue Code. Employees may elect to make salary reduction contributions up to six percent of annual compensation, subject to certain annual limitations. Notwithstanding an employee's election to defer salary, the Company contributes three percent of employee salary to the plan and may provide additional discretionary profit contributions at a rate to be determined annually.

#### **NOTE 4 - PROPERTY AND EQUIPMENT**

Property and equipment consist of the following as of December 31, 2023:

| Furniture and fixtures         | \$<br>162,225 |
|--------------------------------|---------------|
| Office equipment               | 13.708        |
| Total                          | \$<br>175,933 |
| Less: accumulated depreciation | (8,796)       |
| Total property and equipment   | \$<br>1611131 |

# **NOTE S -REGULATORY REQUIREMENTS**

The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule ("SEC Rule l 5c3-l "), which requires the maintenance of minimum net capital of the greater of \$5,000 or 6 2/3% of aggregate indebtedness and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to I. At December 31, 2023, the Company had net capital of \$70,790, which was \$48,200 in excess of its required net capital of\$22,590. The Company's aggregate indebtedness net capital ratio was 4.79 to I.

The Company does not hold customers' cash or securities and, therefore, has no obligations under SEC Rule l5c3-3 under the Securities Exchange Act of 1934.

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# **OUTCOME CAPITAL, LLC NOTES TO STATEMENT OF FINANCIAL CONDITION December 3 1, 2023**

#### **NOTE 6 - COMMITMENTS AND CONTINGENCIES**

The Company has operating leases for its office space and a copier machine. The Company's office space lease contains an option to renew the lease for a period of five years. Since the Company is not reasonably certain to exercise any renewal options, the optional periods are not included in determining the lease term, and associated payments under these renewal options are excluded from lease payments used to determine the lease liability.

Other information related to leases as of December 31, 2023, was as follows:

| Weighted Average Remaining lease term: | 7.75 years |
|----------------------------------------|------------|
| Weighted Average Discount rate:        | 7.00%      |

Amounts disclosed for ROU assets obtained in exchange for lease liabilities and reductions to ROU assets resulting from reductions to lease liabilities include amounts added to or reduced from the carrying amount of ROU assets resulting from new leases, lease modifications or reassessments.

Future minimum lease payment commitments of the operating lease liabilities that are included in lease liabilities on the statement of financial condition are set forth below:

| Year ended December 3 l.          |                 |
|-----------------------------------|-----------------|
| 2024                              | \$<br>512,373   |
| 2025                              | 522,621         |
| 2026                              | 533,073         |
| 2027                              | 543,735         |
| 2028                              | 554,609         |
| Thereafter                        | 1,582, 1 85     |
| Total undiscounted lease payments | 4,248,596       |
| Less: imputed interest            | (980,168)       |
| Total lease liabilities           | \$<br>3,268,428 |

# **NOTE7-SUBSEQUENTEVENTS**

Management of the Company has evaluated events or transactions that have occurred since December 31, 2023. The Company received capital contributions in the amount of \$200,000 in January 2024.


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