# OMNICAP, LLC X-17A-5 (2025-03-21) — Broker-dealer annual report

- Company: OMNICAP, LLC
- Form: X-17A-5
- Filed: 2025-03-21
- Period: 2024-12-31
- Accession: 0001339173-25-000002
- CIK: 1339173
- File #: 8-67082
- Type: Broker-dealer
- Material weakness: No
- Auditor: YSL & Associates LLC
- Auditor location: New York, NY
- Contact: Frederic Obsbaum
- Phone: 212-897-1694
- Email: obsbaum@integrated.solutions
- Website: integrated.solutions
- Signed by: Robert Snider (General Securities Principal)

Original filing: https://www.sec.gov/Archives/edgar/data/1339173/000133917325000002/omni24s.pdf

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| UNITED STATES                      |      |
|------------------------------------|------|
|                                    |      |
| SECURITIES AND EXCHANGE COMMISSION | Ex   |
| Washington, D.C. 20549             | F- C |

# ANNUAL REPORTS FORM X-17A-5 PART III

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 01/01/24 \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

MM/DD/Y Y

## A. REGISTRANT IDENTIFICATION

name of firm: OmniCap, LLC

TYPE OF REGISTRANT (check all applicable boxes):

മ Broker-dealer □ Check here if respondent is also an OTC derivatives dealer

ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)

# 42 Broadway, Suite 12-129

|                                              | (No. and Street)               |                              |
|----------------------------------------------|--------------------------------|------------------------------|
| New York                                     | NY                             | 10004                        |
| (City)                                       | (State)                        | (Zıp Code)                   |
| PERSON TO CONTACT WITH REGARD TO THIS FILING |                                |                              |
| Fredric Obsbaum<br>(212) 897-1694            |                                | obsbaum@integrated.solutions |
| (Name)                                       | (Area Code - Telephone Number) | (Email Address)              |
|                                              | B. ACCOUNTANT IDENTIFICATION   |                              |

INDEPENDENT PUBLIC ACCOUNTANT 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) | (Zıp Code)                                 |  |  |
| 06/06/2006                                                 |          | 2699    |                                            |  |  |
| (Date of Registration with PCAOB)(if applicable)           |          |         | (PCAOB Registration Number, if applicable) |  |  |

#### 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)(1)(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 OMB control number.

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OMNICAP LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2024

**\* \* \* \* \* \*** 

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#### 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** 12/31/24 , **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 proprietary interest in any account classified solely as that of a customer.** 

General Securities Principal **Title** 

**Notary Public** 

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

- 区 (a) Statement of financial condition.
- 🇿 (b) Notes to unconsolidated or consolidated statement of financial condition, as applicable.
- □ (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) Statement of cash flows.
- □ (e) Statement of changes in stockholders' or partners' or sole proprietor's equity, as applicable.
- □ (f) Statement of changes in liabilities subordinated to claims of creditors.
- □ (g) Notes to unconsolidated or consolidated financial statements,, as applicable.
- □ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable.
- □ (i) Computation of tangible net worth under 17 CFR 240.18a-2.
- □ (i) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- = (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 240.18a-4, as applicable.
- = (1) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3.
- □ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- = (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable.
- Q (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 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- 四 (q) Oath or affirmation in accordance with 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
- □ (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- 四 (t) Independent public accountant's report based on an examination of financial condition.
- □ (u) Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- [ (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.
- | (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- = (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-le or 17 CFR 240.17a-12, as applicable.
- | (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).
- □ (z) Other:

<sup>\*\*</sup> To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(0)(3) or 17 CFR 240.18a-7(d)(2), as applicable.

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![](_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, 2024, 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, 2024, 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 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 19, 2025

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# **Statement of Financial Condition December 31, 2024**

| Assets<br>Cash<br>Fees receivable                                                                                                          | \$<br>8,442<br>116,667            |
|--------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------|
| Total assets                                                                                                                               | \$<br>125,109                     |
| Liabilities and Member's Equity<br>Liabilities:<br>Subordinated liabilities<br>Accrued expenses and other liabilities<br>Total liabilities | \$<br>107,500<br>1,055<br>108,555 |
| Member's equity<br>Total liabilities and member's equity                                                                                   | \$<br>16,554<br>125,109           |

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# **Notes to Financial Statements December 31, 2024**

### **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 "FASB") to ensure consistent reporting of financial condition, results of operations and cash flows.

#### **Private Placement Fees**

Private placement fees are recognized at the point in time when capital is placed with the fund and performance obligation under the arrangement is completed. The Company has determined that this date represents the appropriate point in time to recognize revenue for private placement fees as there are no significant actions which the Company needs to take subsequent to this date and the funds obtain control and benefit of the investors' capital. The fee is determinable and the collection is reasonably assured.

### **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 the 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 balances 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, 2024.

#### **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

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# **Notes to Financial Statements December 31, 2024**

### **2. Significant Accounting Policies (continued)**

of income and expenses during the reporting period. 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 therefore all earnings and losses flow directly to the Member.

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, 2024, 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, 2024, the Company owed \$107,500 of subordinated liabilities to a salesperson.

## **Fees Receivable and Contract Balances**

 Fees receivable arise when the Company has an unconditional right to receive payment under a contract with a customer and are derecognized when the cash is received. The Company had \$441,679 fees receivable on January 1, 2024 and \$116,667 as of December 31, 2024.

Contract assets arise when the revenue associated with the contract is recognized prior to the Company's unconditional right to receive payment under a contract with a customer and are derecognized when either it becomes a receivable or the cash is received. Contract liabilities arise when customers remit contractual cash payments in advance of the Company satisfying its performance obligations under the contract and are derecognized when the revenue associated with the contract is recognized when the performance obligation is satisfied.

The Company had no contract assets or liabilities on January 1, 2024 and December 31, 2024.

## **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, 2024, the Company had net capital of \$7,387 that exceeded its requirement of \$5,000 by \$2,387.

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# **Notes to Financial Statements December 31, 2024**

### **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.

The managing member's compensation is contingent upon the company's cash availability to meet the net capital requirements as required by SEC Rule 15c3-1.

#### **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**

One sales representative generated 100% of the revenues for the year 2024. Five customers accounted for approximately 83% of the revenue for the year. The Company's cash is held at one financial institution.

#### **7. Segment Reporting**

The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of several classes of services, including marketing of affiliated funds, agency transactions, investment banking and investment advisory businesses. The Company has identified its Chief Executive Officer as the chief operating decision maker ("CODM") who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Company. Additionally, the CODM uses excess net capital (see Note 3) which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to reinvest profits or make distributions. The Company's operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of the Company as a whole. The accounting policies used to measure profit and loss of the segment are the same as those described in the summary of significant accounting policies.

The Company derived 83% of its total revenue from 5 major external customers in 2024.

#### **8. Subsequent Events**

Management has evaluated events or transactions that may have occurred subsequent to December 31, 2024 and throught the date the financial statements were issued and determined that there are no material events that would require recognition or disclosure in the Company's financial statements.


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