# OMNICAP, LLC X-17A-5 (2022-02-28) — Broker-dealer annual report - Company: OMNICAP, LLC - Form: X-17A-5 - Filed: 2022-02-28 - Period: 2021-12-31 - Accession: 0001339173-22-000001 - CIK: 1339173 - File #: 8-67082 - Type: Broker-dealer - Material weakness: No - Auditor: YSL & Associates - Auditor location: New York, NY - Contact: Fredric Obsbaum - Phone: 212-897-1694 - Signed by: Robert Snider (General Securities Principal) Original filing: https://www.sec.gov/Archives/edgar/data/1339173/000133917322000001/omni21s.pdf --- {0}------------------------------------------------ ### **UNITED STATES** 0MB APPROVAL **SECURITIES AND EXCHANGE COMMISSION** Washington, D.C. 20549 # **ANNUAL REPORTS FORMX-17A-5 PART** III | 0MB Number: 3235-0123 | | |--------------------------|--| | Expires: Oct. 31, 2023 | | | Estimated average burden | | | hours per response: 12 | | SEC FILE NUMER 8- 67082 **FACING PAGE** **Information Required Pursuant** to **Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of** 1934 FILING FOR THE PERIOD BEGINNING **0 1 /01 /21** *MM/DDNY* AND ENDING **12/31 /21** --------- MM/DD *NY* ## **A. REGISTRANT IDENTIFICATION** # NAME OF FIRM: OmniCap, LLC TYPE OF REGISTRANT (check all applicable boxes): ~ Broker-dealer D Security-based swap dealer D Major security-based swap participant D Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) # 36 Bank Street | | (No. and Street) | | | |----------------------------------------------|--------------------------------|----------------------------------|--| | New York | NY | 10014 | | | (City) | (State) | (Zip Code) | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | Fredric Obsbaum
(212) 897-1694 | | obsba um@i nteg rated .solutions | | | (Name) | (Area Code - Telephone Number) | (Email Address) | | | | B. ACCOUNT ANT IDENTIFICATION | | | | | | | | INDEPENDENT PUBLIC ACCOUNT ANT whose reports are contained in this filing\* # YSL & Associates LLC | (Name - if individual, state last, first, and middle name) | | | | | | | |------------------------------------------------------------|----------|---------|-------------------------------------------|--|--|--| | 11 Broadway | New York | NY | 10004 | | | | | (Address) | (City) | (State) | (Zip Code) | | | | | 06/06/2006 | | 2699 | | | | | | (Date of Registration with PCAOB)(if applicable) | | | (PCAOB Registration Number, ifapplicable) | | | | ### **FOR OFFICIAL USE ONLY** \* 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 **this form are not required to respond unless the form displays a currently valid 0MB control number.** {1}------------------------------------------------ OMNICAP, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31 , 2021 \*\*\*\*\*\* {2}------------------------------------------------ #### **AFFIRMATION** I, Robert Snider , **swear** ( **or affo·m) tha4 to the best of my knowledge and belief, the financial report pertaining to** OmniCap LLC **as of** 12/31/21 , **is true and correct.** I **further swear (or affirm) that neither the company nor any partner, officer, director, or equivalent per·son, as the case may be, has any prop1·ietary inter·est in any account classified solely as that of a customer.** ~~ General Securities Principal **Title** | | No ary Publ~
My Commission Expires ~
31, ~
;}-;) | |-------|-----------------------------------------------------------| | -
| NANCY SALAZAR
Notary Pubic | {3}------------------------------------------------ ### **This filing\*\* contains (check all applicable boxes):** - **CEI** (a) Statement of financial condition. - **CEI** (b) Notes to unconsolidated or consolidated statement of financial condition, as applicable. - D (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. - D (e) Statement of changes in stockholders' or partners' or members' or sole proprietor's equity, as applicable. - **D** (f) Statement of changes in liabilities subordinated to claims of creditors. - D (g) Notes to unconsolidated or consolidated financial statements,, as applicable. - **D** (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - **D** (i) Computation of tangible net worth under 17 CFR 240. I 8a-2. - **D** (j) 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 240.15c3- 3 or Exhibit A to 17 CFR 240.1 8a-4, as applicable. - D (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3. - **D** (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - **D** (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3- 3(p)(2) or 17 CFR 240.1 8a-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 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240. l 5c3-3 or l 7 CFR 240. l 8a-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. - ~ (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-l 2, or 17 CFR 240.1 Sa-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-5 or 17 CFR 240.18a-7, as applicable. - CEI (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-5, 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 I 7 CFR 240. l 7a-5 or 17 CFR 240.18a-7, as applicable. - D (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240. l 5c3-I e or 17 CFR 240. l 7a-l 2, 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.l 7a-12(k). D (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.* {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) 11 Broadway, Suite 700, New York, NY 10004 Tel: (212) 232-0122 Fax: (646)218-4682 ### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Member of OmniCap, LLC #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of OmniCap, LLC (the "Company") as of December 31 , 2021, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of December 31, 2021, in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** This financial statement is the responsibility of the Company's management Our responsibility is to express an opinion on 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 that respond to those risks. Such i:rocedures 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. We have served as OmniCap, LLC's auditor since 2014. New York, NY February 26, 2022 {5}------------------------------------------------ ## **Statement of Financial Condition December 31, 2021** | Assets
Cash
Commissions receivable | \$
80,101
463,219 | |-----------------------------------------------------------------------------------------------------------------------|-------------------------| | Total assets | \$
543,320 | | Liabilities and Member's Equity
Liabilities:
Subordinated liabilities
Accrued expenses and other liabilities | \$
486,763
145 | | Total liabilities | 486,908 | | Member's equity | 56,412 | | Total liabilities and member's equity | \$
543,320 | {6}------------------------------------------------ ### **Notes to Financial Statements December 31, 2021** #### **1. Organization** OmniCap, LLC (the "Company"), is registered as a broker-dealer under the Securities Exchange Act of 1934 and is a member of the Financial Industry Regulatory Authority ("FINRA"). The Company's main activity is to raise capital for various types of businesses and to source liquidity for a range of asset pools or fund interests. In addition, from time-to-time, the Company may work with fund managers to support asset gathering of new fund initiatives. All of these exclusively involve private placement business. This business is conducted with institutions where the Company acts as a fee-based intermediary. The Company does not hold customers' cash or securities; therefore, it is not affected by SEC Rule 15c3-3. #### **2. Significant Accounting Policies** The Company follows generally accepted accounting principles ("GAAP") established by the Financial Accounting Standards Board (the "F ASB") to ensure consistent reporting of its financial condition. #### **Revenue** The Company earns revenue by way of fees for advisory service and private placement fees. Revenues from services provided are recognized at the time there is persuasive evidence that the Company's performance obligations have been substantially completed pursuant to the terms of an engagement letter, the fee is determinable and collection of the related receivable is reasonably assured. Expenses directly associated with such transactions are deferred until the related revenue is recognized or the engagement is otherwise concluded. #### **Significant Judgement** Revenue from contracts with customers includes commission income and fees from investment banking and asset management services. 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. #### **2. Significant Accounting Policies (continued)** #### **Use of Estimates** The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions in determining the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. {7}------------------------------------------------ ### **Notes to Financial Statements December 31, 2021** #### **Income Taxes** The Company is a single member limited liability company. For tax purposes it is considered a disregarded entity and it does not file a tax return. In accordance with GAAP, management is required to determine whether a tax position of the Company is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. De-recognition of a tax benefit previously recognized could result in the Company recording a tax liability that would reduce net assets. As of December 3 I , 2021 , management has determined that there were no uncertain tax positions. #### **Subordinated Liabilities** Commissions are payable to the salesperson only when the related receivables are collected. In addition, any liabilities to salespersons in this regard are subordinated to the claims of general creditors yet they are not considered part of regulatory capital. At December 31, 202 I , the Company owed \$477,701 of subordinated liabilities to a salesperson. #### **Contract Assets and Contract Liabilities** The Company had the following contract assets and contract liabilities as of December 31, 2021. | Contract Assets | | Contract Liabilities | | |-----------------|---------|----------------------|---------| | \$ | | \$ | | | | 463,219 | | 486,763 | | \$ | 463,219 | \$ | 486,763 | | | | | | #### 3. **Net Capital Requirements** As a registered broker-dealer and member of FINRA, the Company is subject to Uniform Net Capital Rule I 5c3-I of the Securities and Exchange Commission, which requires the Company to maintain minimum net capital, as defined, the greater of 6-2/3% of aggregate indebtedness, as defined, or \$5,000. Net capital and aggregate indebtedness change from day to day, but as of December 31 , 2021 , the Company had net capital of approximately \$ I 0,000 that exceeded its requirement of approximately \$6,200 by \$3,800. #### **4. Related Party Transactions** The managing member entered into an arrangement that provides office space and administrative services to the Company at no cost, as well as payment of expenses on behalf of the Company without seeking reimbursement, pursuant to a service agreement. {8}------------------------------------------------ ### **Notes to Financial Statements December 31, 2021** #### **5. Indemnifications** In the normal course of business, the Company enters into contracts that contain a variety of representations and warranties that provide indemnifications under certain circumstances. The Company's maximum exposure under these arrangements is unknown, as this would involve future claims that could be made against the Company that have not yet occurred. The Company expects risk of loss to be remote. #### **6. Concentrations** Two (2) customers generated approximately 79.2% of the revenues for the year 2021. The Company's cash is held at one financial institution and is fully insured by the Federal Deposit Insurance Corporation. #### 7. **Cares Act** The Company applied for and received a Payroll Protection Plan Loan ("the loan") in the amount of \$20,832 under the Cares Act. The full amount of the loan was forgiven on June 11, 2021. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.