# RIVINGTON SECURITIES, LLC X-17A-5 (2020-02-26) — Broker-dealer annual report - Company: RIVINGTON SECURITIES, LLC - Form: X-17A-5 - Filed: 2020-02-26 - Period: 2019-12-31 - Accession: 0001172571-20-000001 - CIK: 1172571 - File #: 8-65329 - Material weakness: No - Auditor: Moss Adams LLP - Auditor location: Dallas, TX - Contact: Scott A. Logan - Phone: 713-750-0900 - Signed by: Scott A. Logan (Chief Executive Officer) Original filing: https://www.sec.gov/Archives/edgar/data/1172571/000117257120000001/2019auditrivingtonpublic_.pdf --- {0}------------------------------------------------ **UNITEDSTATES SECURITIESANDEXCHANGECOMMISSION Washington,D.C. 20549** OMB APPROVAL OMB Number: 3235-0123 Expires: August 31, 2020 Estimated average burden ## hours per response 12.00 **ANNUAL AUDITED REPORT FORM X-17A-5 PART III** | SEC FILE NUMBER | |-----------------| | 65329
s- | **FACING PAGE** **Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder** | 01/01/2019
MM/DD/YY
REGISTRANT
IDENTIFICATION
Rivington
Securities, | 12/31/2019
AND
ENDING | MM/DD/YY | |------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------| | | | | | | | | | | | | | | LLC | OFFICIAL USE ONLY | | OF BUSINESS:
not use P.O.
ADDRESS OF PRINCIPAL PLACE
(Do
Box No.) | | FIRM I.D.
NO. | | | | | | (No. and Street
) | | | | TX | | | | (Stale) | | | | | | 713-750-0900 | | | | Telephone Number) | | | | | | | | | | | | | | if individual. Male Iasi, | | | | | TX | 75254 | | | (State) | (Zip Code) | | | | | | | | | | | | | | | | | | | | | | OFFICIAL
USE
ONLY | | | | | TELEPHONE NUMBER OF PERSON TO CONTACT IN
ACCOUNTANT
INDEPENDENT PUBLIC ACCOUNTANT whose opinion
(Name -
Dallas
(City)
United States or any of | 77002
(Zip Code )
REGARD TO THIS REPORT
( Area Code
IDENTIFICATION
is contained in this Report*
first, middle name )
its possessions. | *'Claimsfor exemptionfrom the requirement that the annual report he covered by the opinion oj an independent public accountant must be supported by a statement offacts and circumstances relied on as the basisfor the exemption. See Section 240.1 la-5(e)(2)* **Potential persons who are to respond to the collection of Information contained in this form are notrequired to respond** SEC 1410 (06-02) **unless the form displays a currently valid OMB control number.** {1}------------------------------------------------ ### **OATH OR AFFIRMATION** I Scott A. Logan , swear (or affirm) that, to the best of my know ledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of Rivington Securities, LLC , as , are true and correct. I further swear (or affirm ) that neither the company nor any partner, proprietor, principal officer or director has any proprietary interest in any account classified solely as that of a customer, except as follows: Qf December 31 **, 20 19** | | | DeaAnna Beaty
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID 2004401 1494
MY COMMISSION EXPIRES SEPT. 2. 2020 | Signature
Chief Executive Officer
Title | |---|-----|-----------------------------------------------------------------------------------------------------------------------|-----------------------------------------------| | | | | | | | | ( check all applicable boxes):
This report ** contains | | | H | | (a ) Facing Page. | | | 0 | | ( b) Statement of Financial Condition. | | | | | (c ) Statement of Income ( Loss). | | | | | (d) Statement of Changes in Financial Condition. | | | | | (e) Statement of Changes in Stockholders'
Equity or Partners' | or Sole Proprietors'
Capital. | | 0 | | in Liabilities Subordinated to Claims of Creditors.
( f) Statement of Changes | | | 0 | | (g) Computation of Net Capital. | | | | | ( h ) Computation for Determination of Reserve Requirements Pursuant to Rule !5c3-3. | | | O | | ( i ) Information Relating to the Possession or Control Requirements Under Rule I5C3-3. | | | | (j) | A Reconciliation,
including appropriate explanation of the Computation of Net Capital Under Rule 15c3- | 1 and the | | | | Computation for Determination of the Reserve Requirements Under Exhibit A of Rule 15c3-3. | | | | | ( k ) A Reconciliation between the audited and unaudited Statements of Financial Condition with respect to methods of | | | | | consolidation. | | | 0 | | (1) An Oath or Affirmation. | | | | | | | - ( m ) A copy of the SI PC Supplemental Report. - ( n ) A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit. *\*\*For conditions of confidential treatment of certain portions of this filing, see section 240.1* 7*a*, *-5(e)(3 ).* {2}------------------------------------------------ # **Rivington Securities, LLC** *Financial Statements and Supplemental Schedules For the Year Ended December 31, 2019* This report is filed in accordance with Rule 17a-5(e)(3) under the Securities Exchange Act of 1934 as a **PUBLIC document.** {3}------------------------------------------------ ## **INDEX TO FINANCIAL STATEMENTS** ## PAGE | of
Registered
Accounting
Report
Independent
Public
Firm | 2 | |-----------------------------------------------------------------------------------|---| | -As
31,
Statement
of
Financial
Condition
of
December
2018 | 3 | | Notes
to
Financial
Statements | 4 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) # **Report of IndependentRegisteredPublicAccountingFirm** To the Member Rivington Securities, LLC ## *Opinion on the Financial Statement* We have audited the accompanying statement of financial condition of Rivington Securities, LLC (the "Company") as of December 31, 2019 that is filed pursuant to Rule 17a-5 under the Securities Exchange Act of 1934 and the related notes (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, 2019 in conformity with accounting principles generally accepted in the United States of America. ### *Basis for Opinion* This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures to 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. *(jdunJ LLP* Dallas, Texas February 25, 2020 We have served as the Company's auditor since 2017. {5}------------------------------------------------ ## STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2019 ### **ASSETS** | cash
Cash
and
equivalents | \$
39,977 | |-----------------------------------------------|--------------| | expenses
assets
Prepaid
and
other | 9.440 | | | | | Assets
Total | \$
49.417 | ## **LIABILITIES AND MEMBER'S EQUITY** | Liabilities: | | | |---------------------------------------------------|--------------|--| | Related
party
payable | 17,016
\$ | | | Accrued
expenses | 3,267 | | | Total
Liabilities | 20,283 | | | Member's
Equity | 29.134 | | | Total
Member's
Liabilities
Equity
and | 49.417
S | | See accompanying notes to these financial statements. {6}------------------------------------------------ #### NOTES TO FINANCIAL STATEMENTS ## 1 .NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: *Nature o f Operations*-Rivington Securities, LLC ("Securities" or the "Company") was formed on April 4, 2002, as 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 a Colorado limited liability company that is wholly owned by Rivington Holdings, LLC (Parent). The Company's office is located in Houston, Texas. The Company is engaged in a single line of business as a securities broker-dealer, which is comprised solely of providing private placement services to energy related companies throughout the United States. The Company does not maintain custody or possession of customer funds or securities and, accordingly, claims exemption from Rule 15c3-3 of the Securities Exchange Act of 1934. The Company follows accounting standards set by the Financial Accounting Standards Board, commonly referred to as the FASB. The FASB sets generally accepted accounting principles (GAAP) that the Company follows to ensure they consistently report their financial condition, results of operations, and cash flows. References to GAAP issued by the FASB in these footnotes are to the FASB Accounting Standards Codification ,sometimes referred to as the Codification or ASC. *Use of Estimates —* In preparing the financial statements in conformity with U.S. generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements and revenue and expenses during the reporting period. Actual results could differ from those estimates. *Cash and Cash Equivalents -*The Company considers all highly liquid debt instruments purchased with original maturity of three months or less to be cash equivalents. *Credit Risk -* Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. At December 31, 2019, and at various time throughout the year then ended, the Company held cash deposits with a bank in excess of Federally insured amounts. The Company places its cash with financial institutions that management believes are creditworthy. *Income Taxes*-Securities is a single member limited liability company and is treated as a disregarded entity for income tax purposes. The operating results of the Company are included in the tax returns of the Parent and passed through to its members, therefore, no provision or liability for income taxes has been recorded in the financial statements. {7}------------------------------------------------ ## *RIVINGTON SECURITIES, LLC* (a wholly-owned subsidiary of Rivington Holdings, LLC) NOTES TO FINANCIAL STATEMENTS #### NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (continued) The Company has not recorded any liabilities as of December 31, 2019 related to the provisions of FASB ASC 740, *Accounting for Uncertainty in Income Taxes.* As of December 31, 2019, the Company made no provision for interest or penalties related to uncertain tax positions. The Company files income tax returns in the U.S. federal jurisdiction and various states. *Accounts Receivable*-At December 31, 2019, the Company had no accounts receivable. Receivables consist of uncollateralized customer obligations due under normal trade terms. Payments on trade receivables are applied to the earliest unpaid invoices. Management reviews trade receivables periodically and reduces the carrying amount by a valuation allowance that reflects management's best estimate of the amount that may or may not be collectible. As of December 31, 2019, there was no allowance for doubtful accounts. *Revenue Recognition -* Revenue from contracts with customers includes fees from investment banking services and consulting services. Revenue generated from investment banking services are recorded in the statement of income as investment banking fees while revenue generated from consulting services are recorded in the statement of income as financial advisory fees. There were no investment fees or revenue from consulting services recognized during 2019. 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 constraints on variable consideration should be applied due to uncertain future events. In a significant portion of transactions, revenue is earned and recognized when a client receives funding under terms determined at the initial closing of the transaction. As fundings occur, the Company's clients have an obligation to inform the Company of the amount and date of such funding, at which point the Company issues an invoice and recognizes the revenue. {8}------------------------------------------------ #### NOTES TO FINANCIAL STATEMENTS #### **NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (continued)** *Revenue Recognition* -Generally, contracts for both investment banking and consulting services call for monthly fixed payments that are recognized monthly as the performance obligations are simultaneously provided by the Company and consumed by the customer. Generally, the contracts also call for variable payments related to the closing of transactions which are recognized at the point in time that performance under the arrangement is completed (the closing date of the transaction or subsequent fundings). Revenue from contracts with customers includes fees from investment banking services and consulting services. Revenue generated from investment banking services are recorded in the statement of operations as investment banking fees while revenue generated from consulting services are recorded in the statement of income as financial advisory fees. There were no investment fees or revenue from consulting services recognized during 2019. 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 perfonnance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; and whether constraints on variable consideration should be applied due to uncertain future events. In a significant portion of transactions, revenue is earned and recognized when a client receives funding under terms determined at the initial closing of the transaction. As fundings occur, the Company's clients have an obligation to inform the Company of the amount and date of such funding, at which point the Company issues an invoice and recognizes the revenue. Generally, contracts for both investment banking and consulting services call for monthly fixed payments that are recognized monthly as the performance obligations are simultaneously provided by the Company and consumed by the customer. Generally, the contracts also call for variable payments related to the closing of transactions which are recognized at the point in time that performance under the arrangement is completed (the closing date of the transaction or subsequent fundings). {9}------------------------------------------------ #### NOTES TO FINANCIAL STATEMENTS ## 2. RELATED PARTY TRANSACTIONS: On April 23, 2002, the Company and Parent entered into a Management Agreement (the "Management Agreement"). In accordance with the Management Agreement, Parent provides the Company any and all management and back office services, and overhead expenses including (but not limited to) financial service management, information systems, bookkeeping, record keeping, and clerical services. Effective January 1 ,2014 the Company and Parent entered into the Second Amended and Restated Office and Administrative Services Agreement to include a more definitive provision for compensation to Parent for the services provided. Accordingly, compensation to Parent is comprised of two categories as follows: Incremental Allocation Services Fee -Base fee charged by Parent for services provided to Securities. The allocation services fee is a fixed amount that is charged by Parent on a monthly basis. For the year ended December 31, 2019 the Company recorded total incremental allocation services fees of \$34,032, which is recorded in the following categories on the Statement of Operations: | Fees
Professional | \$
2,784 | |-------------------------------------------------------|--------------| | Rent | 7,692 | | Travel,
meals
and
entertainment | 3,744 | | Insurance | 2,340 | | expenses
Payroll | 13,332 | | Other
general
expenses
and
administrative | 4,140 | | Total | \$
34,032 | Overhead Expenses-Additional cost for other overhead expenses as determined by the managing members of Parent. No other overhead expenses were charged for the year ended December 31, 2019. Accordingly, corresponding credits were recorded as payable to Parent for 2019 for all charges incurred under the Management Agreement with a balance due at December 31, 2019 of \$17,016. {10}------------------------------------------------ #### NOTES TO FINANCIAL STATEMENTS #### **3. REGULATORY CAPITAL REQUIREMENTS:** The Company is subject to regulatory net capital rules administered by the SEC's Uniform Net Capital Rule (Rule 15c3-l). Under such rules, the Company is required to maintain minimum net capital equal to the greater of 6 2/3% of aggregate indebtedness as defined or \$5,000. As of December 31, 2019, the Company's net capital, as defined, was \$19,694 and its net capital in excess of the minimum requirement was \$14,694. The Company claims exemption from the requirements of Rule 15c3-3 under Section (k)(2)(i) of the Rule. The Company distributes funds to the Parent for the payment of reasonable compensation to the members of the Parent and for making required tax payments. Equity withdrawals to the sole member are subject to certain notifications and approval provisions of Rule 15c3-l. ### **4. SUBSEQUENT EVENTS:** On January 21, 2020, the Parent made a \$20,395 capital contribution in-kind to the Company to forgive the Related Party Payable. Also, the Parent contributed \$75,000 cash on January 24, 2020. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.