# OMNICAP, LLC X-17A-5 (2023-03-29) — Broker-dealer annual report - Company: OMNICAP, LLC - Form: X-17A-5 - Filed: 2023-03-29 - Period: 2022-12-31 - Accession: 0001339173-23-000001 - CIK: 1339173 - File #: 8-67082 - Type: Broker-dealer - Material weakness: No - Auditor: YSL & Associates LLC - 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/1339173/000133917323000001/omni22s.pdf --- {0}------------------------------------------------ **UNJTED STATE~ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 205-'9 ANNUAL REPORTS FORM X-t** 7 A-5 **PARTIII FACING PAGE** OMBAPPROVAL 0MB Number: 3235·0123 Expires: Oct. 31, 2023 Estimated average burden hours per response: 12 SEC FILE NUMER 8- 67082 Information **Required Pursuant to Rules** l 7a-5, I **7a-12, and 18a-7 under the Securities Exchange Act of 1934** FILING FOR THE PERIOD BEGINNING **01 /01 /22** MM/DD YY AND ENDING **12/31 /22** MM/DD,VV **A. REGISTRANT IDENTJFICA TlON** NAME or FIRM: OmniCap, LLC TYPE OF REGISTRANT (check all applicable boxes): ~ Broker-dealer D Security-based swap dealer D MaJor security-based c;wap pa11icipant D Chee!,. here if respondent is also an OTC derivatives dealer ADDRESS Of PRINCIPAl Pl ACE Or BUSINESS: (Do not use a P.O. box no.) 36 Bank Street (No. and "iln.:et) New York NY (City) (Statd PERSON TO CONTACT WITH REGARD ro THIS FILING 10014 (Zip (udcJ Fredric Obsbaum (212) 897-1694 obsbaum@integrated.so1utions (Name) (Arca Code - Telephone Numhcr) (I mail Address) **B. ACCOUNT ANT IDENTIFICATION** INDEPENDFNT PUBLIC ACCOUNTANT whose reports are contained in this filing• YSL & Associates LLC (Name- ir111d1vidual. state lasL first. and middle name) 11 Broadway New York NY (Address) (City) (State) 06/06/2006 2699 10004 (Zip Code) (Date or Registration with PC <\OB)(1f applicable) (PCl\08 Rcg1s1rauon Number. ifapplicahlc) ## **FOR OFFICI \L USE O~f.Y** \* Claims for c,emption from the requirement that the annual re pons **he** cm en.:d b) the reports of an independent public accountant must be supported by a statement of I acts and circumstances relied on as the basis of the exempt 1011. Sec 17 CPR 2-Hl I 7a-5(e)( l )(11). 1f applicable Pen.on~\\ ho arc lo respond to the collection of in formation contained in this form arc not required 10 rc~pond unless the form di!>plays a currc11tl} valid Ol\lll control number. {1}------------------------------------------------ ## OMNICAP, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2022 \* \* \* \* \* \* {2}------------------------------------------------ #### AFFIRMATION I. Robert Snider , swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to OmniCap, LLC as of 12/31/22 , is true and correct. I further swear (or affirm) that nejtber the company nor 11ny partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely as that of a customer. General Securities Principal Title SUNOJArA ACREE Notary Public - Sfal>l-of New York No.01A~596 Qualified in New York County My Comm~ion\_ Expm 11/07/2026 {3}------------------------------------------------ ## This filing\*\* con tains (check all applicable bo'\:es): - m (a) Statement or financial condition. - IEI (b) Notes 10 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 J-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 equ1t). 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. I 5c3-I or 17 CFR '.?.40. I 8a-I. 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 LO Exhibit A 10 I 7 CFR 240. I 5c3-3. - D (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B LO 17 CFR 240. I 5c3- 3 or Exhibit A to 17 CFR 240.1 Sa-4. as applicable. - D (I) Compulation 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. I 5c3-3. - D (n) Informal ion relating Lo possession or control requirements for security-hased swap customers under 17 CFR 240. I 5c3- 3(p)(2) or 17 CFR 240.1 Sa-4. as applicable. - D (o) Reconciliations. including appropriate explanations, of the FOCUS Report with computation ofnel capital or tangible net worth under 17 CFR 240. I 5c3-1. 17 crR 240. I Sa-I. or 17 CFR 240. J 8a-2. as applicable. and the reserve requirements under 17 CFR 240.1 ScJ-3 or 17 CFR 240.1 Sa-4. ac; 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 ortinancial condition. - CEI (q) Oath or affirmation in accordance with 17 CFR 240. I 7a-5. 17 CFR 240. I 7a-l 2. or 17 CFR 240.1 Ba-7. as applicable. - D (r) Compliance report 1n accordance with 17 CFR 240.17a-5 or 17 CFR 240.1 Sa-7, as applicable. - D (s) Exemption report in accordance with 17 CFR 240. I 7a-5 or 17 CFR 240.1 Sa-7. as applicable. - CEJ (l} Independent public accountant's report based on an examination of the statement of financial condition. D (u) Independent public account.ant's report based on an examination of the financial report or financial statements under 17 er~ R 240. I 7a-5. 17 CFR 240. I 8a-7, or 17 CFR 240. I 7a- I 2, as applicable. - D (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CfR 240. I 7a-5 or 17 CFR 240. I 8a-7. as applicable. - D (w) Independent public accountant's repon based on a review of the exemption report under 17 CFR 240. I 7a-5 or 17 CFR 240.1 Sa-7. as applicable. - D (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3- I c or 17 CFR 240. I 7a-12. as applicable. - D (y) Report describing any material inadequacies found Lo exist or found to have existed since the date of the previous audit. or a statement Lhm no material inadequacies exist under 17 CFR 240. I 7a-l 2(k). D (z) Other:------------ ------------------------- - *\*\*To request confidential treatment of certain portions of this filing, see 17 CFR 2./0.17a-5(e)(3) or 17 CFR 2./0.18a-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, 2022, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of December 31 , 2022, in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** This financial statement is the responsibility of the Company"s management. Our responsibility is to express an opinion on the Company's financial statement based on our audit. We are a public accounting tim1 registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining. on a test basis, evidence regarding the amounts and disclosures in the financial 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 March 29, 2023 {5}------------------------------------------------ # **Statement of Financial Condition December 31 , 2022** | Assets
Cash
Commissions receivable | \$
8,703
941,321 | |-----------------------------------------------------------------------------------------------------------------------|------------------------| | Total assets | \$
950,024 | | Liabilities and Member's Equity
Liabilities:
Subordinated liabilities
Accrued expenses and other liabilities | \$
847,189
l,242 | | Total liabilities | 848,431 | | Member's equity | 101,593 | | Total liabilities and member's equity | \$
950,024 | The accompanying notes are an integral part of this statement of financial condition. {6}------------------------------------------------ # **Notes to Statement of Financial Condition As of December 31, 2022** ## **J. 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 "FASB") 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. ## **Use of Estimates** The preparation of the statement of financial condition is in conformity with GAAP and requires management to make estimates and assumptions in determining the reported amounts of assets, I iabi I ities and disclosures of contingent assets and liabi I ities at the date of the statement of financial condition. Actual results could differ from those estimates. ## **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 31, 2022, management has determined that there were no unce1tain tax positions. {7}------------------------------------------------ # **Notes to Statement of Financial Condition As of December 31, 2022** #### **2. Significant Accounting Policies (continued)** ## **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. Al December 31, 2022, the Company owed \$847.189 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, 2022: | | Contract Assets | | Contract Liabilities | | |---------------------|-----------------|---------|----------------------|---------| | January 1, 2022 | \$ | 463,219 | \$ | 486,763 | | Increase (decrease) | | 478,102 | | 360.426 | | December 31, 2022 | \$ | 941,321 | \$ | 847,189 | #### **3. Net Capital Requirements** As a registered broker-dealer and member of FINRA, the Company is subject to Uniform Net Capital Rule 15c3-1 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, 2022, the Company had net capital of approximately \$7,464 that exceeded its requirement of approximately \$7,334 by \$127. ## **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. #### **S. [ndemnifications** 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** Three customers generated approximately 89% of the revenues for the year 2022 and also comprised 76% of the accounts receivable balance. {8}------------------------------------------------ # **Notes to Statement of Financial Condition As of December 31, 2022** #### **6. Concentrations (continued)** The Company's cash is held al one financial institution and is fully insured by the Federal Deposit Insurance Corporation. #### 7. **Allowance for Credit Losses** The Company follows ASC Topic 326. Financial Instruments - Credit Losses ("ASC 326"). ASC 326 impacts the impairment model for certain financial assets by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses over the entire life of Lhe financial asset. The Company identified fees receivable as impacted by the guidance. The allowance for credit losses is based on the Company's expectation of the collectability of its receivables utilizing the CECL framework. The Company considers factors such as historical experience, credit quality, age of baJances and current and future economic conditions that may affect the Company's expectation of the collectability in determining the allowance for credit losses. The Company·s expectation is that the credit risk associated with its receivables is not significant. Accordingly, the Company has not provided an allowance for credit losses at December 31. 2022. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.