# COBURN GROUP, LLC X-17A-5 (2021-12-16) — Broker-dealer annual report - Company: COBURN GROUP, LLC - Form: X-17A-5 - Filed: 2021-12-16 - Period: 2021-09-30 - Accession: 0001175148-21-000002 - CIK: 1175148 - File #: 8-65402 - Type: Broker-dealer - Material weakness: No - Auditor: DeMarco Sciacotta Wilkens & Dunleavy, LLP - Auditor location: Tinley Park, IL - Contact: Lisa K. Coburn - Phone: 773388187 - Signed by: Lisa K. Coburn (CFO) Original filing: https://www.sec.gov/Archives/edgar/data/1175148/000117514821000002/Coburnlong1.pdf --- {0}------------------------------------------------ FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM PURSUANT TO RULE 17a-5 SEPTEMBER 30, 2021 ![](_page_0_Picture_3.jpeg) {1}------------------------------------------------ UNITEDSTATES SECURITIES ANDEXCHANGE COMMISSION Washington, D.C. 20549 # ANNUAL AUDITED REPORT FORM X-17A-5 PART III OMB APPROVAL OMB Number: 3235-0123 Expires: October 31, 2023 Estimated average burden hours per response .. . . . . . . 12.00 # SEC FILE NUMBER 8-65402 FACING PAGE Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder | REPORT FOR THE PERIOD BEGINNING 10/01/20 | AND ENDING 09/30/21 | | | | |--------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------|---------|-----------------------------------|--| | | MM/DD/YY | | MM/DD/YY | | | | A. REGISTRANT IDENTIFICATION | | | | | NAME OF BROKER-DEALER: Coburn Group, LLC
ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | | OFFICIAL USE ONLY
FIRM LD. NO. | | | | | | | | | 1826 W. Newport Ave. | | | | | | | (No. and Street) | | | | | Chicago | 11 | | 60657 | | | (City) | (State) | | (Zip Code) | | | NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO THIS REPORT
Lisa Coburn 773-388-8187 | | | | | | | | | (Area Code - Telephone Number) | | | | B. ACCOUNTANT IDENTIFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report* | | | | | | DeMarco Sciaccotta Wilkens & Dunleavy, LLP | | | | | | | (Name - if individual, state last, first, middle name) | | | | | 9501 W. 171st St. H-103 | Tinley Park | - | 60487 | | | (Address) | (City) | (State) | (Zip Code) | | | CHECK ONE: | | | | | | Certified Public Accountant | | | | | | Public Accountant | | | | | | Accountant not resident in United States or any of its possessions. | | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | | | | | * Claims for exemption from the reauirement that the annual report be coverion of an independent public accountent | | | | | must be supported by a statement of facts and circumstances relied on as the basis for the exemption. See Section 240.17a-5(e)(2) Potential 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. SEC 1410 (11-05) {2}------------------------------------------------ ### OATH OR AFFIRMATION | Lisa Coburn | | swear , swear (or affirm) that, to the best of | |------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | Coburn Group, LLC | | my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of | | of September 30 | | mannen , as
------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | | | classified solely as that of a customer, except as follows: | neither the company nor any partner, principal officer or director has any proprietary interest in any account | | | JESUS PEREZ
Official Seal | | | | Notary Public - State of Illinois
My Commission Expires Aug 8, 2022 | Signature
Title | | Notary Public
This report ** contains (check all applicable boxes):
(a) Facing Page.
(b) Statement of Financial Condition.
(g) Computation of Net Capital.
consolidation.
(1) An Oath or Affirmation.
(m) A copy of the SIPC Supplemental Report. | of Comprehensive Income (as defined in §210.1-02 of Regulation S-X).
(d) Statement of Changes in Financial Condition.
(e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital.
(f) Statement of Changes in Liabilities Subordinated to Claims of Creditors.
(h) Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3.
(i) Information Relating to the Possession or Control Requirements Under Rule 15c3-3. | (c) Statement of Income (Loss) or, if there is other comprehensive income in the period(s) presented, a Statement
(i) 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
(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 240.17a-5(e)(3). | {3}------------------------------------------------ # C O N T E N T S ### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FINANCIAL STATEMENTS STATEMENT OF FINANCIAL CONDITION STATEMENTS OF INCOME AND COMPREHENSIVE INCOME STATEMENT OF CHANGES IN MEMBERS' CAPITAL STATEMENT OF CASH FLOWS NOTES TO FINANCIAL STATEMENTS SUPPLEMENTAL INFORMATION SCHEDULE I - COMPUTATION OF NET CAPITAL AND AGGREGATE INDEBTEDNESS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EXEMPTION REPORT {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) ## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Members of Coburn Group, LLC ### **Opinion on the Financial Statements** We have audited the accompanying statement of financial condition of Coburn Group, LLC (the "Company") as of September 30, 2021, and the related statements of income and comprehensive income, changes in members' capital and cash flows for the year then ended, and the related notes collectively referred to as the "financial statements". In our opinion, the financial statements present fairly, in all material respects, the financial position of Coburn Group, LLC as of September 30, 2021, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. ### **Basis for Opinion** These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to 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 statements are 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 statements, 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 statements. 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 statements. We believe that our audit provides a reasonable basis for our opinion. ### **Auditor's Report on Supplemental Information** The information in Schedule I (the "supplemental information") has been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. The supplemental information is the responsibility of the Company's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In our opinion, the supplemental information in Schedule I is fairly stated, in all material respects, in relation to the financial statements as a whole. We have served as Coburn Group, LLC's auditor since 2011. Tinley Park, Illinois December 1, 2021 {5}------------------------------------------------ #### STATEMENT OF FINANCIAL CONDITION #### SEPTEMBER 30, 2021 #### **ASSETS** | Cash
and cash equivalents
Fees receivable
Prepaid expense
Office furniture and equipment, net | \$
444,170
80,320
862,618 | |-----------------------------------------------------------------------------------------------------------|------------------------------------| | of \$13,668
accumulated depreciation | 385 | | TOTAL ASSETS | \$ 1,387,493 | | LIABILITIES AND MEMBERS'
CAPITAL | | | LIABILITIES
Accrued expenses | \$
3,000 | | TOTAL LIABILITIES | \$
3,000 | | MEMBERS'
CAPITAL | \$
1,384,493 | | TOTAL LIABILITIES AND MEMBERS'
CAPITAL | \$
1,387,493 | {6}------------------------------------------------ #### STATEMENTS OF INCOME AND COMPREHENSIVE INCOME ### YEAR ENDED SEPTEMBER 30, 2021 | REVENUE | | |------------------------------|-----------------| | Fee revenue | \$
1,064,043 | | Other | 1 | | Total Revenue | \$ 1,064,044 | | EXPENSES | | | Occupancy | \$
12,000 | | Professional fees | 19,402 | | Retirement plans expense | 63,130 | | Other expenses | 18,252 | | Total Expenses | \$
112,784 | | NET INCOME | \$
951,260 | | Unrealized actuarial
loss | 27,007 | | COMPREHENSIVE INCOME | \$
924,253 | {7}------------------------------------------------ ### STATEMENT OF CHANGES IN MEMBERS' CAPITAL ### YEAR ENDED SEPTEMBER 30, 2021 | | Members'
Capital
_______ | Accumulated
Other
Comprehensive
Income
(Loss)
_____________ | Total
Members'
Capital
_________ | |---------------|--------------------------------|----------------------------------------------------------------------------|-------------------------------------------| | | | | | | Balance- | | | | | Beginning | | | | | of Year | \$1,444,470 | \$(220,230) | \$1,224,240 | | Unrealized | | | | | Actuarial | -0- | (27,007) | (27,007) | | Loss | | | | | Contributions | 12,000 | -0- | 12,000 | | | | | | | Distributions | (776,000) | -0- | (776,000) | | | | | | | Net Income | 951,260 | -0- | 951,260 | | | | | | | BALANCE-END | | | | | OF YEAR | \$1,631,730 | \$(247,237) | \$1,384,493 | | | | | | {8}------------------------------------------------ ### STATEMENT OF CASH FLOWS #### YEAR ENDED SEPTEMBER 30, 2021 | Cash Flows from Operating Activities | | |------------------------------------------------------------|-----------------| | Net Income | \$
951,260 | | Adjustments: | | | Depreciation | 437 | | Increase in fees receivable | (105) | | Increase in
prepaid expense | (316,904) | | Net Cash Flow Provided
by | | | Operating Activities | \$
634,688 | | Cash Flow from
Financing Activities | | | Contributions | \$
12,000 | | Distributions | (776,000) | | | | | Net Cash Flow Used by Financing Activities | \$
(764,000) | | Net Decrease
in Cash | | | and Cash Equivalents | \$
129,312 | | Cash
and Cash Equivalents Balance | | | at September 30, 2020 | \$
573,482 | | | | | Cash and Cash Equivalents Balance
at September 30, 2021 | \$
444,170 | {9}------------------------------------------------ ### NOTES TO FINANCIAL STATEMENTS ### YEAR ENDED SEPTEMBER 30, 2021 ### NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Organization - Coburn Group, LLC (the "Company"), a limited liability company, was organized in the state of Illinois on May 3, 2002. The duration of the Company is perpetual. The Company is registered as a broker/dealer with the Securities and Exchange Commission and is a member of the Financial Industry Regulatory Authority (FINRA). The Company's principal business activity is the referral of customers to hedge funds. Basis of Presentation - The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP"). Recognition of Revenue – The Company follows the revenue recognition guidance that requires an entity to follow a five step model to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies the performance obligation. Revenues are recognized when control of the promised services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Revenues are analyzed to determine whether the Company is the principal (i.e., reports revenue on a gross basis) or agent (i.e., reports revenues on a net basis) in the contract. Principal or agent designations depend primarily on the control an entity has over the product or service before control is transferred to a customer. The indicators of which party exercises control include primary responsibility over performance obligations, inventory risk before the good or service is transferred and discretion in establishing the price. {10}------------------------------------------------ ### NOTES TO FINANCIAL STATEMENTS ### YEAR ENDED SEPTEMBER 30, 2021 ### NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES – *(Continued)* Fee Revenue - The Company records fee revenue from hedge funds in the period in which the service was performed. The Company earns a fee equal to an agreed upon percentage of the fees collected by its customer. All of the Company's revenue was generated by one of the members of the Company. No compensation has been paid or incurred by the Company for the production of this revenue. Significant Judgments - 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. Cash Equivalents - For purposes of the Statement of Cash Flows, the Company has defined cash equivalents as highly liquid investments, with original maturities of less than three months that are not held for sale in the ordinary course of business. Concentration of Risk - The Company's cash is on deposit at one financial institution and the balance at times may exceed the federally insured limit. The Company believes it is not exposed to any significant credit risk to cash. Depreciation - Depreciation of office furniture and equipment is provided using the straight-line method over five and seven year periods. Leases - The Company recognizes and measures its leases in accordance with FASB ASC 842, Leases. At September 30, 2021, the Company did not have any lease obligations. 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 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. {11}------------------------------------------------ ### NOTES TO FINANCIAL STATEMENTS ### YEAR ENDED SEPTEMBER 30, 2021 #### NOTE 2 - FAIR VALUE MEASUREMENT FASB ASC 820 defines fair value, creates a framework for measuring fair value, and establishes a fair value hierarchy which prioritizes the inputs to valuation techniques. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach, as specified by FASB ASC 820, are used to measure fair value. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: - Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities the Company has the ability to access. - Level 2 inputs are inputs (other than quoted prices included within level 1) that are observable for the asset or liability, either directly or indirectly. - Level 3 inputs are unobservable inputs for the asset or liability and rely on management's own assumptions about the assumptions that market participants would use in pricing the asset or liability. See Note 7 regarding fair value of defined benefit plan assets. No valuation techniques have been applied to any other assets or liabilities included in the statement of financial condition. Due to the nature of these items, all have been recorded at their historical value. {12}------------------------------------------------ ### NOTES TO FINANCIAL STATEMENTS #### YEAR ENDED SEPTEMBER 30, 2021 #### NOTE 3 - NET CAPITAL REQUIREMENTS As a registered broker/dealer and member of FINRA, the Company is subject to the Uniform Net Capital Rule, which requires the maintenance of minimum net capital and requires that the ratio of aggregated indebtedness to net capital, both as defined, shall not exceed 1500%. At September 30, 2021, the Company's net capital and required net capital were \$441,170 and \$5,000, respectively. The ratio of aggregate indebtedness to net capital was .68%. ### NOTE 4 - INCOME TAXES As a limited liability company, the Company has elected to file as a partnership for federal income tax purposes. The Company accounts for any potential interest or penalties related to possible future liabilities for unrecognized income tax benefits as other expense. The Company is no longer subject to examination by tax authorities for federal, state or local income taxes for periods before 2017. #### NOTE 5 - RELATED PARTIES The Company paid \$12,000 to the members for use of office space. This has been accounted for as a non-cash capital contribution. The members have provided administrative assistance to the Company without reimbursement. #### NOTE 6 - MAJOR CUSTOMER 100% of the Company's fee revenue for the year ended September 30, 2021, is derived from one customer. This customer comprises 100% of the fees receivable balance at September 30, 2021. {13}------------------------------------------------ ### NOTES TO FINANCIAL STATEMENTS #### YEAR ENDED SEPTEMBER 30, 2021 #### NOTE 7 - DEFINED BENEFIT PLAN The Company maintains a defined benefit pension plan (the "Plan"). The Plan was first effective January 1, 2011 and covers eligible employees, as defined. Such employees are 100% vested after completing six years of service with the Company. At September 30, 2021, the Plan had two active participants. At September 30, 2021, the Plan's projected benefit obligation was \$1,568,054 and the fair value of Plan assets was \$2,430,672, leaving the Plan over-funded by \$862,618, which is included as a prepaid expense on the Statement of Financial Condition. The Company contributed \$320,184 during the year ended September 30, 2021. The net periodic pension cost for the year ended September 30, 2021 was \$3,280. Substantially all of the Plan's assets are invested in publicly traded funds, all of which are Level 1. Other information about the Plan and its assumptions is as follows: | Assumed discount rate | 5.50% | |-----------------------------------------|-----------------| | Assumed return on Plan assets | 5.50% | | Rate of compensation increase | 0% | | Measurement period | 10/1/20–9/30/21 | | Census data as of | 12/31/20 | | Value of assets set to fair value as of | 9/30/21 | | Benefits paid during the year ended | \$ 0 | Benefit payments are not expected until the year ending September 30, 2031. {14}------------------------------------------------ ### NOTES TO FINANCIAL STATEMENTS ### YEAR ENDED SEPTEMBER 30, 2021 ### NOTE 8 - 401(k) PLAN The Company has adopted a deferred compensation plan, commonly referred to as a 401(k) Plan. Employees become eligible for the plan after one year of service and having attained age 21. The Company is also permitted to make additional discretionary profit sharing contributions, which vest over a six-year period. The plan is on a calendar year end. Company profit sharing contributions to the plan for the year ended September 30, 2021 was \$52,000 for calendar year 2020. This amount is included in retirement plans expense on the Statements of Income and Comprehensive Income. #### NOTE 9 – REVENUE FROM CONTRACTS WITH CUSTOMERS In regard to ASC Topic 606, revenue has been disaggregated on the Statement of Income. For presentation purposes, revenue on the Statement of Operations is disaggregated further than what was presented on the FOCUS filings. No further disaggregation is warranted at September 30, 2021. #### NOTE 10 - SUBSEQUENT EVENT . The Company has evaluated subsequent events for potential recognition and/or disclosure through the date the financial statements were issued, noting none. {15}------------------------------------------------ # SUPPLEMENTAL INFORMATION *NOTE: The Company is exempt from the provisions of SEC Rule 15c3-3 as the Company is a non-covered firm. Therefore, the Computation for Determination of the Reserve Requirements under Exhibit A of Rule 15c3-3 and the Information Relating to the Possession or Control Requirements under Rule 15c3-3 have not been provided.* {16}------------------------------------------------ ### SCHEDULE I - COMPUTATION OF NET CAPITAL AND AGGREGATE INDEBTEDNESS ### SEPTEMBER 30, 2021 | COMPUTATION OF NET CAPITAL | | |-----------------------------------------------------------------------------------------|---------------| | Total members'
capital | \$ 1,384,493 | | Deduction: | | | Nonallowable assets | 943,323 | | NET CAPITAL | \$
441,170 | | COMPUTATION OF BASIC NET CAPITAL REQUIREMENT
Minimum net capital requirement (6 2/3% | | | of total aggregate indebtedness) | \$
200 | | Minimum dollar net capital requirement | \$
5,000 | | Net capital requirement | \$
5,000 | | COMPUTATION OF AGGREGATE INDEBTEDNESS
Total liabilities | \$
3,000 | | Percentage of Aggregate Indebtedness to
Net Capital | .68% | **NOTE: There are no material differences between the computations above and the computations included in the Company's corresponding unaudited Form X- 17A-5 Part IIA filing, as amended on November 12,2021.** {17}------------------------------------------------ ![](_page_17_Picture_0.jpeg) ### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Members of Coburn Group, LLC We have reviewed management's statements, included in the accompanying exemption report, in which (1) Coburn Group, LLC claimed it may file an exemption report becasue it had no obligations under 17 C.F.R. section 240.15c3-3 and (2) Coburn Group, LLC as a non-covered firm, met the provisions of footnote 74 of the Securities and Exchange Commission Release No. 34-70073 throughout the most recent fiscal year ended September 30, 2021 without exception. Coburn Group, LLC's management is responsible for compliance with the exemption provisions and its statements. Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about Coburn Group, LLC's compliance with the exemption provisions. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based on the provisions set forth by the Securities and Exchange Commission. Tinley Park, Illinois December 1, 2021 {18}------------------------------------------------ # Coburn Group LLC 1826 West Newport Avenue Chicago, IL 60657 # EXEMPTION REPORT SEC Rule 17a-5(d)(4) #### December 1, 2021 Coburn Group, LLC ("Company") is a registered broker-dealer subject to Rule17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.17a-5, "Reports to be made by certain brokers and dealers"). This Exemption Report was prepared as required by 17 C.F.R. §240.17a-5(d)(1) and (4). To the best of its knowledge and belief, the Company states the following: 1. The Company may file an exemption report because the Company had no obligations under 17 C.F.R. §240.15c3-3 throughout the most recent fiscal year. 2. The Company, as a non-covered firm, met the provisions of footnote 74 of the Securities and Exchange Commission Release No. 34-70073 as it activities are limited to private placement services and (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4; (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year. The above statements are true and correct to the best of my and the Firm's knowledge. | Signature: | | | |-----------------|--|--| | Name and Title: | | | Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.