# TRANSPACIFIC GROUP LLC X-17A-5 (2022-02-22) — Broker-dealer annual report - Company: TRANSPACIFIC GROUP LLC - Form: X-17A-5 - Filed: 2022-02-22 - Period: 2021-12-31 - Accession: 0001396609-22-000002 - CIK: 1396609 - File #: 8-67611 - Type: Broker-dealer - Material weakness: No - Auditor: RAPHAEL GOLDBERG NIKPOUR COHEN & SULLIVAN - Auditor location: WOODBURY, NE - Contact: SCOTT DANIELS - Phone: 212-751-4422 - Email: sdaniels@dfppartners.com - Website: dfppartners.com - Signed by: SCOTT DANIELS (CFO) Original filing: https://www.sec.gov/Archives/edgar/data/1396609/000139660922000002/transpacpublic21.pdf --- {0}------------------------------------------------ #### TRANSPACIFIC GROUP LLC Financial Statement of Condition Pursuant to Rule 17a-5 under the Securities Exchange Act of 1934 December 31, 2021 {1}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** # **ANNUAL REPORTS FORM X-17A-5 PART III** | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | | FACING PAGE | | | |------------------------------------------------------------------------------------------------------------------------------------|--------------------------------|--------------------------------------------------------|-----------------------------------------|--------------------------------------------| | REPORT FOR THE PERIOD BEGINNING | 01/01/2021
MM/DD/YY | AND ENDING | 12/31/2021
MM/DD/YY | | | | | A. REGISTRANT IDENTIFICATION | | | | NAME OF FIRM: Transpacific Group LLC | | | | | | TYPE OF REGISTRANT (check all applicable boxes):
☒Broker-dealer
☐ Check here if respondent is also an OTC derivatives dealer | ☐ Security-based swap dealer | | ☐ Major security-based swap participant | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.)
429 LENOX AVE, SUITE 505 | | | | | | | | (No. and Street) | | | | MIAMI BEACH | | FL | | 33139 | | (City)
PERSON TO CONTACT WITH REGARD TO THIS FILING | | (State) | | (Zip Code) | | SCOTT DANIELS | | 212-751-4422 | | SDANIELS@DFPPARTNERS.COM | | (Name) | (Area Code – Telephone Number) | | | (Email Address) | | | | B. ACCOUNTANT IDENTIFICATION | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | | | Raphael Goldberg Nikpour Cohen & Sullivan Certified Public Accountants PLLC | | | | | | | | (Name – if individual, state last, first, middle name) | | | | 97 FROEHLICH FARM BLVD | WOODBURY | | NY | 11797 | | (Address) | (City) | | (State) | (Zip Code) | | 02/23/2010 | | | | 5028 | | (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 accoun tant must be supported by a statement of facts and circumstances relied on as the basi s 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.** OMB APPROVAL OMB Number: 3235-0123 Expires: Oct. 31, 2023 Estimated average burden hours per response: 12 SEC FILE NUMBER O **8-67611** {2}------------------------------------------------ - - - - - - - - - - - - - - - - - - - - - - - - - {3}------------------------------------------------ # TRANSPACIFIC GROUP LLC DECEMBER 31, 2021 # **CONTENTS** | | PAGE | |------------------------------------------------------------|------| | Report
of Independent Registered Public Accounting Firm | 1 | | Statement of Financial Condition | 2 | | Notes to Financial Statement | 3-11 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Member of TransPacific Group LLC #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of TransPacific Group LLC (the "Company") (a limited liability company), as of December 31, 2021, and the related notes to the financial statement. In our opinion, the statement of financial condition presents fairly, in all material respects, the financial position of TransPacific Group LLC 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 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 our audit provides a reasonable basis for our opinion. Raphael Goldberg Nikpour Cohen & Sullivan Certified Public Accountants PLLC We have served as the Company's auditors since 2016 Woodbury, New York February 21, 2022 {5}------------------------------------------------ # TRANSPACIFIC GROUP LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2021 | ASSETS | | |----------------------------------------|-----------------| | Cash | \$
1,320,681 | | Accounts receivable | 1,366,974 | | Prepaid expenses | 67,316 | | Other assets | 147,710 | | TOTAL ASSETS | \$
2,902,681 | | LIABILITIES AND MEMBER'S EQUITY | | | Liabilities | | | Accrued expenses and other liabilities | \$
494,711 | | Warrant reserve | 10,000 | | TOTAL LIABILITIES | 504,711 | | Member's equity | 2,397,970 | | TOTAL LIABILITIES AND MEMBER'S EQUITY | \$
2,902,681 | The accompanying notes are an integral part of these financial statement {6}------------------------------------------------ # NOTE 1. ORGANIZATION AND NATURE OF BUSINESS TransPacific Group LLC (the "Company"), a Delaware limited liability company, was formed on January 29, 2007. The Company, a broker-dealer registered with the Securities and Exchange Commission ("SEC") and a member of the Financial Industry Regulatory Authority ("FINRA"), acts as a third-party selling agent for private collective investment vehicles. The Company will continue indefinitely, unless terminated sooner by management. #### NOTE 2. SIGNIFICANT ACCOUNTING POLICIES ## Basis of Presentation The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") which 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 revenue and expenses during the reporting period. Actual results could differ from those estimates. #### Fair Value of Financial Instruments The Company's financial instruments consist of cash, accounts receivable, and accounts payable. The fair value of cash is based upon the bank balance at December 31, 2021 adjusted by any uncleared transactions. The fair value of accounts receivable and accounts payable is estimated by management to approximate their carrying value at December 31, 2021. #### Cash The Company maintains all of its cash balances at one financial institution. At times, these balances may exceed Federal Deposit Insurance Corporation insured limits. The Company has not experienced any losses in such accounts. #### Accounts Receivable Accounts receivable are carried at the amounts billed to customers, net of an allowance for credit losses, which is an estimate for credit losses based on a review of all outstanding amounts. As of December 31, 2021 there was no allowance for credit losses. {7}------------------------------------------------ #### NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (Continued) #### Allowance for Credit Losses Effective January 1, 2020, the Company adopted ASC Topic 326, Financial Instruments – Credit Losses ("ASC 326"). ASC 326 impacts the impairment model for certain financial assets measured at amortized cost by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses over the entire life of the financial asset, recorded at inception or purchase. Under the accounting update, the Company has the ability to determine there are no expected credit losses in certain circumstances. The Company identified fees receivable carried at amortized cost as impacted by the new guidance. ASC 326 specifies that the Company adopt the new guidance prospectively by means of a cumulative-effect adjustment to the opening retained earnings as of the beginning of the first reporting period effective. The Company believes there is no impact to opening member's equity upon adoption of ASC 326. The allowance for credit losses is based on the Company's expectation of the collectability of financial instruments carried at amortized cost, including fees receivable 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 fees receivables is not significant until they are 90 days past due on the contractual arrangement and expectation of collection in accordance with industry standards. Management does not believe that an allowance is required as of December 31, 2021. #### Uncertainties due to Coronavirus The outbreak of the novel coronavirus ("COVID-19") in many countries continues to adversely impact global commercial activity and has contributed to significant volatility in financial markets. The World Health Organization has {8}------------------------------------------------ #### NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (Continued) declared COVID-19 a "Public Health Emergency of International Concern." The global impact of the outbreak continues to evolve, and as cases of the virus have continued to be identified, many countries have reacted by instituting quarantines and restrictions on travel. Such actions are creating disruption in global supply chains, and adversely impacting a number of industries. The outbreak could have a continued adverse impact on economic and market conditions and trigger a period of global economic slowdown. The rapid development and fluidity of this situation precludes any prediction as to the ultimate adverse impact of COVID-19. Nevertheless, COVID-19 could have a material impact on the Company's financial statements. #### PPP loan During April 2020, the Company applied for and received a promissory note (the "PPP Loan") evidencing an unsecured loan in the amount of approximately \$98,000 made to the Company pursuant to the Paycheck Protection Program (the "PPP") under the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act"), which was enacted March 27, 2020. In June 2021, the Company received notification from Chase Bank that the bank and the Small Business Administration had completed their review and that all principal and interest of approximately \$98,000 under the loan is forgiven in full. This is included in other income on the statement of operations for the year ended December 31, 2021. #### NOTE 3. RELATED PARTY TRANSACTIONS As of January 1, 2021 the Company entered into a Services Agreement with their affiliate TransPacific Group (Asia) Ltd., ("TPG Asia"). As part of the Services Agreement, the Company agreed to make available to TPG Asia the services of certain of its officers and employees required by TPG Asia to conduct its business and as such charged an Administrative Support Service Fee on a monthly basis. The member is committed to fund the operations of the Company when necessary. {9}------------------------------------------------ # NOTE 4. NET CAPITAL REQUIREMENT The Company is subject to the SEC Uniform Net Capital Rule 15c3-1, which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1. At December 31, 2021, the Company had net capital of \$921,019 which was \$888,998 in excess of its required net capital of \$32,021. The Company's net capital ratio was .52 to 1. The Company has no obligations under SEC Rule 15c3-3 pursuant to Footnote 74 of the SEC Release No. 34-70073. The Company does not effect transactions for anyone defined as a customer under Rule 15c3-3. ## NOTE 5. INCOME TAXES The Company is a single member limited liability company. The Internal Revenue Code ("IRC") provides that any income or loss is passed through to the member for federal and state income tax purposes. Accordingly, the Company has not provided for federal or state income taxes. The Company was, however, subject to New York City Unincorporated Business Tax and records a provision for unincorporated business taxes. During 2020 the Company moved its operations to Florida and is no longer subject to New York City Unincorporated Business Tax. At December 31, 2021, management has determined that the Company had no uncertain tax positions that would require financial statement recognition. This determination will always be subject to ongoing reevaluation as facts and circumstances may require. #### NOTE 6. WARRANT RESERVE The Company has received a deposit of \$10,000 from an entity which has the right to convert this deposit into capital at a future date based on terms disclosed in its warrant agreement. #### NOTE 7. CONCENTRATION OF CREDIT RISK In the normal course of its business, the Company enters into financial transactions where the risk of potential loss due to changes in the market (market risk) or failures of the other parties to the transaction to perform (counterparty risk) exceeds the amounts recorded for the transaction. The Company's policy is to continuously monitor its exposure to the market and counterparty risk through the use of a variety of financial, position and credit exposure reporting and control procedures. In addition, the Company has a policy of {10}------------------------------------------------ #### NOTE 7. CONCENTRATION OF CREDIT RISK (Continued) reviewing the credit standing of each broker-dealer, clearing organization, customer and/or other counterparty with which it conducts business. As of December 31, 2021, there were no customer accounts having debit balances which presented any risks, nor was there any exposure with any other transaction conducted with any other broker. Fees receivable relating to two customers accounted for 91% of the fees receivable. #### NOTE 8. COMMITMENTS AND CONTINGENT LIABILITIES The Company entered into a lease agreement for a new office space in Miami in December 2021. The lease is set to start in February 2022. The Company had no other lease or equipment rental commitments, no underwriting commitments, no contingent liabilities and had not been named as defendant in any lawsuit at December 31, 2021 or during the year then ended. #### NOTE 9. RETIREMENT PLANS The Company maintains a profit sharing plan covering eligible employees. Employees are vested at 20% per year after 2 years of service. Annual contributions to the plan are at the discretion of the Managing Member and are limited to the percentage of eligible employee compensation under relevant Internal Revenue Code sections. For the year ended December 31, 2021, the Company contributed \$38,800 to the plan. The Company sponsors a 401(k) for eligible employees providing pre-tax salary deferrals. For the year ended December 31, 2021, the Company contributed \$23,700 as a safe harbor contribution to the plan. The Company participates in a noncontributory defined benefit pension plan which covers substantially all of its employees, and is funded through a trust established under the plan. The benefits are based on years of service, and the employee's compensation during the five consecutive years in which their average compensation was highest. Funding of retirement costs for the plan complies with the funding requirements of The accompanying notes are an integral part of these financial statement {11}------------------------------------------------ the Employee Retirement Income Security Act of 1974 ("ERISA") and other federal legislation. NOTE 9. RETIREMENT PLANS (Continued) | Obligations and Funded Status | Pension
Benefits
2021 | |--------------------------------------------------|-----------------------------| | Change in benefit obligation: | | | Benefit obligation at January 1, 2021 | \$
2,774,791 | | Service cost | 0 | | Interest cost | 36,436 | | Actuarial gain | 371,837 | | Benefits paid | (2,897,683) | | Assumption changes | 4,154 | | Change in plan assets: | | | Fair value of plan assets at
January 1, 2021 | \$
2,810,181 | | Actual return on plan assets | 87,502 | | Employer contribution | 0 | | Benefits paid | (2,897,683) | | Fair value of plan assets at December 31, 2021 | \$
0 | | Funded Status
at end of year | \$
(289,535) | | Amounts recognized in the statement of financial | | | condition consist of: | | | Noncurrent assets | \$
0 | | Current liabilities | 0 | | Noncurrent Liabilities | (289,535) | | | \$
(289,535) | | Benefit obligation at December 31, 2021 | \$
289,535 | | | | {12}------------------------------------------------ # NOTE 9. RETIREMENT PLANS (Continued) | Amounts recognized in accumulated other comprehensive
income consist of: | | | | | |----------------------------------------------------------------------------------------------------------------|----------------------|--|--|--| | Net loss
(gain)
\$ | 273,957 | | | | | Summary of benefit
obligations and plan assets: | | | | | | Projected benefit obligation
\$ | 289,535 | | | | | Accumulated benefit obligation
\$ | 63,749 | | | | | Fair value of plan assets
\$ | 0 | | | | | Market-related value of assets
\$ | 0 | | | | | Components of net periodic
benefit cost and other amounts
recognized in other comprehensive income: | | | | | | Service cost
\$ | 0 | | | | | Interest cost | 36,436 | | | | | Expected return on plan assets
Settlement (gain)/loss | (34,034)
(39,905) | | | | | Other Net periodic
benefit
cost
\$
changes in plan assets and benefit obligations
recognized in | (37,503) | | | | | other comprehensive income | | | | | | Net
loss (gain) | \$ 273,957 | | | | | Total recognized in other comprehensive income | \$ 273,957 | | | | | Total recognized in net periodic pension benefit cost and
other comprehensive income | \$ 236,454 | | | | The estimated net loss and prior service cost for the defined benefit pension plan that will be amortized from accumulated other comprehensive income into net periodic benefit cost over the next fiscal year are \$49,001 and \$0 respectively. {13}------------------------------------------------ # NOTE 9. RETIREMENT PLANS (Continued) # **Assumptions** Measurement Date: The measurement date for assets and liabilities is December 31 Actuarial Cost Method: Projected Unit Credit (as defined in ASC 715) Asset Valuation Method: The market-related value of plan assets is equal to the fair value ## **Demographic Actuarial Assumptions** | | | 2021 | |----------------------|-----------------|-----------------| | Mortality
Tables: | Pre-Retirement | None | | | Post-Retirement | RP -
2014 | | Improvement
Scale | | MP
-
2021 | # **Weighted average assumptions used to determine benefit obligation at December 31, 2021:** | Discount rate | 2.83% | |-------------------------------|-------| | Rate of compensation increase | 0.00% | # **Weighted average assumptions used to determine net periodic benefit cost for year ended December 31, 2021:** | Discount rate | 2.52% | |---------------------------------------------|-------| | Expected long-term return
on plan assets | 5.00% | | Rate of compensation increase | 0.00% | # **Contributions** #### **Estimated Future Benefit Payments** | Year ending December 31, | Pension Benefits | |--------------------------|------------------| | 2022 | \$
264,972 | | 2023 | \$
- | | 2024 | \$
- | | 2025 | \$
15,379 | | 2026 | \$
1,853 | | Years 2027-2031 | \$
- | {14}------------------------------------------------ ### NOTE 10. GUARANTEES FASB ASC 460, *Guarantees,* requires the Company to disclose information about its obligations under certain guarantee arrangements. FASB ASC 460 defines guarantees as contracts and indemnification agreements that contingently require a guarantor to make payments to the guaranteed party based on changes in an underlying value (such as an interest or foreign exchange rate, security or commodity price, an index or the occurrence or nonoccurrence of a specified event) related to an asset, liability or equity security of a guaranteed party. This guidance also defines guarantees as contracts that contingently require the guarantor to make payments to the guaranteed party based on another entity's failure to perform under an agreement as well as indirect guarantees of the indebtedness of others. The Company has issued no guarantees at December 31, 2021 or during the year then ended. #### NOTE 11. SUBSEQUENT EVENTS Subsequent events have been evaluated through February 21, 2022, the date the financial statements were available to be issued. There have been no subsequent events requiring recognition or disclosure in the financial statements. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.