# OTR GLOBAL TRADING LLC X-17A-5 (2021-02-26) — Broker-dealer annual report - Company: OTR GLOBAL TRADING LLC - Form: X-17A-5 - Filed: 2021-02-26 - Period: 2020-12-31 - Accession: 0001343508-21-000003 - CIK: 1343508 - File #: 8-67147 - Material weakness: No - Auditor: WithumSmith & Brown - Auditor location: Whippany, NJ - Contact: Del Johnson - Phone: 9149083960 - Signed by: Del Johnson (CFO) Original filing: https://www.sec.gov/Archives/edgar/data/1343508/000134350821000003/OTR20s.pdf --- {0}------------------------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 0MB APPROVAL 0MB Number: 3235-0123 Expires: August 31, 2020 Estimated average burden hours r res nse ... 12.00 I SEC FILE NUMBER I 8-67147 ## **ANNUAL AUDITED REPORT FORMX-17A-5 PARTW** #### **FACINGPAGE** **Information Required** of Broken and Dealen **Punuant** to Section 17 of the Securities E:s:change Act of 1934 and Rule 17a-S Thereaader | REPORT FOR THE PERIOD BEGINNING | 01/01/20
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MM/DD/YY | |---------------------------------------------------------------------------|-------------------------------------------------|------------|--------------------------------------------------------------| | | A. REGISTRANT IDENTIFICATION | | | | NAME OF BROKER-
DEALER; | | | | | | | | OFFICIAL USE ONLY | | OTR Global Trading LLC | | | FIRM ID.NO. | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | | | | | 4 Manhattanville Road | | | | | (No. and Street) | | | | Purchase | NY | | JQ577 | | (City) | (State) | | (Zip Code) | | NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO nns REPORT | | | | | Del Johnson
xd!M?ci908-3960 | | | | | | | ( | e -
Telephone No.) | | | B. ACCOUNTANT IDENTIFICATION | | | | INDEPENDENT PUBLIC ACCOUNT ANT whose opinion is contained in this Report* | | | | | | WithumSmith + Brown. PC | | | | (Name - | if individual, state last, :first, middle name) | | | | 200 Jefferson Parle Suite 400 | Whippany | NJ | 07981-1070 | | (Address) | (City) | (State) | (Zip Code) | | CHECKONE: | | | | | [!] Certified Public Acoountant | | | | | D | | | | | Public Accountant | | | | | D
Accountant not resident in United States or any of its possessions. | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | *•Claims for exemption from the requirement thaJ the anmial report be covered by the opinion of an independent public accountant must be supported* by *a statement of facts and circumstances relied on as the basis/or the exemption. See section 240.J7a-5(e)(2).SEC* 1410 (3•91) {1}------------------------------------------------ # **OTR Global Trading LLC** ## **TABLE OF CONTENTS** #### **This report** \*\* **contains (check all applicable boxes):** - [x] Report of Independent Registered Public Accounting Finn. - [x] Facing Page. - [x] Statement of Financial Condition. - [ ] Statement of Operations. - [ ] Statement of Cash Flows. - - [ ] Statement of Changes in Member's Equity. [] Statement of Changes in LiabiJities Subordinated to Claims of General Creditors (not applicable). - [ ] Computation of Net Capital for Brokers and Dealers Pursuant to Rule 15c3-1 under the Securities Exchange Act of 1934. - [] Computation for Determination of Reserve Requirements for Brokers and Dealers Pursuant to Rule 1Sc3-3 under the Securities Exchange Act of 1934. - [ ] Information Relating to the Possession or Control Requirements for Brokers and Dealers Pursuant to Rule 1Sc3-3 under the Securities Exchange Act of 1934. - [] A Reconciliation, including appropriate explanations, of the Computation of Net Capital Pursuant to Rule 15c3-l (included with item (g)) and the Computation for Determination of Reserve Requirements Under Rule 15c3-3 (included in item (g)). - ( ] A Reconciliation Between the Audited and Unaudited Statements of Financial - Condition With Respect to Methods of Consolidation (not applicable). - [x] An Aff'.umation. - [] A copy of the SIPC Supplemental Report. - ( ] A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit (Supplemental Report on Internal Control). - (] Report of Independent Registered Public Accounting Finn regarding Rule 15c3-3 exemption report. - [ ] Management Statement Regarding Compliance with the Exemption Provision for SEC Rule l 5c3-3 - \* \* *For co1lditions of confidential treatment of certain portions of this filing, see section 240.17 a-5* (e)(J). {2}------------------------------------------------ #### AFFIRMATION I, Del Johnson, affirm that, to the beat of my knowledge and belief, the accompanying financial statement pertaining to OTR Global Tnding LLC for the year ended December 31, 2020, is true and correct. I further affirm that neither the Company nor any officer or director has any proprietary interest in any account classifted solely as that of a customer. ~f)!kr:------- CFO Title Subaeribed and sworn to before me a\~~,~ Q.~\ . \ , / "' ,----::)a' ~ . ·--v DENA M. G~RD NOWlY PUBLIC, State Of NeW Y11k No. 01 Gl5020034 Ollaftffed In westcnester Goml,t. \_ Commission Expires Nov. *22,* 20 ...:LL {3}------------------------------------------------ # OTR Global Trading LLC Index December31,2020 | | Page(s) | |--------------------------------------------------------------|---------| | Report of Independent Recistered Puhlie Aceoua1ing Firm •• I | | | Finandal Statement | | | Staten:ient of Financial Condition 2 | | | Notes to Financial Statement. 3-5 | | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING **FIRM** To the Member and Management of OTR Global Trading LLC Opinion on the Financial Statement We have audited the accompanying statement of financial condition of OTR Global Trading LLC (the "Company") as of December 31, 2020, 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, 2020, in confonnity 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 this 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 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 cur audit provides a reasonable **basis** for our opinion. We have served as the Company's auditor since 2015. February 24, 2021 {5}------------------------------------------------ # OTR Global Trading LLC Statement of Financlal Condition December 31, 2020 #### ASSETS | Cash
Prepaid expenses and other assets | \$
308,718
11,092 | |-------------------------------------------|-------------------------| | Due from affiliate | 2,431 | | | \$
322,241 | | LIABILITIES AND MEMBER'S EQUITY | | #### Lia blllties | Accrued expenses and other liabilities | \$
16,450 | |----------------------------------------|---------------| | Total liabilities | 16,450 | | Member's equHy | 305,791 | | | \$
322,241 | See accompanying notes to financial statement. {6}------------------------------------------------ #### **1. Organization and Business** OTR Global Trading LLC (the "Company") is a Delaware Limited Liability Company and is wholly owned by OTR Global Holdings. II Inc. (the "Parent"). The Company is a hroker-dealer registered with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority **(''FINRA").** The Company operates in an agency capacity on a fully-disclosed basis, engaged in investment banking such as underwriting or selling group participant on a best efforts basis and private placements of securities. #### **2. Summary of Significant Accounting Policies** ## **Basis of Presentation** These financial statements were prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") which require 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 amounts of revenues and expenses during the reported period. Actual results could differ from these estimates. Effective January 1, 2020, the Company adopted ASC Topic 326, Financial Instruments - Credit Losses (" ASC 326"). ASC 326 impacts the impainnent 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. Under the accounting update, the Company has the ability to determine there are no expected credit losses in certain circumstances (e.g., based on the credit quality of the customer). ASC 326 specifies that the Company adopt the new guidance prospectively by means of a cumulative-effect adjusbnent to the opening member's equity as of the December 31, 2020. The Company bas assessed that ASC 326 has bad no material impact on the financial assets of the Company. Accordingly, the Company recognized no adjustment upon adoption. The allowance for credit losses is based on the Company's expectation of the collectability of financial instruments, including fees and other 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 collect ability in determining the allowance for credit losses. The Company has not provided an allowance for credit losses at December 31, 2020. #### **Revenue Recognition** The Company earns revenue by way of transaction success fees. Revenue from services provided are recognized at the time there is persuasive evidence that the Company•s performance obJigations have been substantially completed pursuant to the tenns of an engagement letter, the fee is determinable and collection of the re]ated receivable is reasonably assured. Generally, these fees are based on a contractually agreed upon fixed rate, applied as a percentage of the total amount raised as part of the transaction. No contracts were recognized in 2020 and there were no open contracts as of December 31, 2020. The conclusion of the transaction is treated as the satisfaction of the performance obligation. Expenses directly associated with such transactions are deferred until the related revenue is recognized or the engagement is otherwise concluded. {7}------------------------------------------------ ### **Fair Value of Financial Instruments** Certain financial instruments are carried at amounts that approximate fair value due to the shortterm nature and negligible credit risk. These instruments include cash. short-t~ receivables. accounts payable, and other liabilities. #### **Iucome Taxes** The Company has elected to be treated as a limited liability company under the applicable provisions of income tax law. The Company is a single member limited liability company and, accordingly, no income taxes are incurTed by the Company as all earnings and losses flow directly to the Parent. However, the Company is subject to corporate taxes by virtue of its inclusion in the Parent's corporate tax filings and, therefore, records a provision for such current or deferred taxes as may be applicable to its operations. The Company reimburses the Parent for taxes incurred and attributable to the Company's income reported on the Parent's tax returns, and deferred tax benefits utilized by the Parent Company are subject to reimbursement by the Parent. Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss cany forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the period in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income tax expense in the period that includes the enactment date. ASC 740, Accounting for Income Taxes, prescribes accounting for and disclosure of uncertainty in tax positions. This statement defines the criteria that must be met for the benefits of a tax position to be recognized in the financial statements and the measurement of tax benefits recognized. The Company's net deferred income tax asset at December 31, 2020 arose from the net operating loss carry forward and differences in the book and tax methods of recording depreciation on fixed assets. The gross long term deferred income tax asset amounted to approximately \$1,600,000 at December 31, 2020 which is offset with a complete valuation allowance resulting in net long-term deferred income tax asset amounted to \$0 at December 31. 2020. The change in the valuation allowance from prior year was approximately \$45,000. Based upon the level of historicaJ taxable income, projections for future taxable income over the periods in which the deferred tax assets are deductible, and the scheduled reversal of deferred tax liabilities, management believes it is morelikely-than-not the Company will not realize the benefits of these deductible differences at December 31, 2020, therefore a full valuation allowance has been recorded against the deferred tax asset. Net operating loss carry forward attributable to federal income tax is approximately \$3,968,000 at December 31, 2020. These amounts begin to expire in 2031. {8}------------------------------------------------ ### **3. Regulatory Requirements** The Company is a member ofFINRA, and is subject to the SEC Uniform Net Capital Rule J 5c3-l. This ru]e requires the maintenance of minimum net capital and that the ratio of aggregate indebtedness to net capital, both as defined, shaU not exceed 15 to 1 and that equity capital may not be withdrawn if the resulting net capital ratio would exceed 10 to 1. At December 31, 2019, the Company's net capital was approximately \$292,000 which was approximately \$242,000 in excess of its minimum requirement of \$50,000. The Company is exempt from the Securities and Exchange Commission Rule l Sc3-3 pursuant to the exemptive provision under paragraph 74. #### 4. **Related Party Transactions** On April I, 2017, the Company entered into a management and expense sharing agreement with an affiliated company, OTR Global LLC. OTR Global LLC will assume and be legally obligated to pay operating expenses of the Company for certain administrative expenses and the Company has no legal obligation to reimburse OTR Global LLC. No expenses were paid on behalf of the Company by OTR Global LLC in 2018. This agreement was effective through 2020. The Company participates with an affiliated company, OT A Management LLC in healthcare benefit plans and at December 31, 2020 had no amount due to OTA Management LLC as there were no contributions made for the Company's employees. ### **5. Concentration of Credit Risk** The Company maintains its cash balances in one financial institution which at times may exceed federally insured limits. The Company is subject to credit risk to the extent any fmancial institution with which it conducts business is unable to fulfiJl contractual obligations on its behalf. Management monitors the fmancial condition of such financial institutions and does not anticipate any losses from such financial institutions. #### **6. Risks and Contingencies** The COVID-19 pandemic has caused sever disruptions in the US and global economies and capital markets during 2020. The pandemic may also continue to materially and adversely impact the performance of the global economy and the Company's operations. Given the ongoing nature of the pandemic, it is currently not possible to determine the potential scale and scope of the ultimate effects on the global economy, capital markets, and the Company·s operations. #### 7. **Subsequent Events** The Company evaluated subsequent events and transactions that occWTed after the balance sheet date up to the date that the financial statements were issued. Based upon this review, the Company did not identify any other subsequent events that would have required adjustment or disclosure in the financial statements. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.