# FAP USA, L.P. X-17A-5 (2022-07-05) — Broker-dealer annual report - Company: FAP USA, L.P. - Form: X-17A-5 - Filed: 2022-07-05 - Period: 2022-03-31 - Accession: 0001419237-22-000002 - CIK: 1419237 - File #: 8-67758 - Type: Broker-dealer - Material weakness: No - Auditor: BMO USA, LLP - Auditor location: New York, NY - Contact: Charlene WIlson - Phone: 623-533-4407 - Website: bdo.com - Signed by: Caroline Mary Weir (Chief Financial Officer) Original filing: https://www.sec.gov/Archives/edgar/data/1419237/000141923722000002/fapshort2.pdf --- {0}------------------------------------------------ | C
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L | | 1 {1}------------------------------------------------ ## B. ACCOUNTANT IDENTIFICATION INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filling " # BDO USA, LLP | | (Name - if individual, stare last, first, and middle name) | | | |-------------------------------------------------|------------------------------------------------------------|-------------------------------------------|------------| | 100 Park Avenue | New York | NY | 10017 | | Address | City) | (State) | (Zip Code) | | 10/08/2003 | | 143 | | | Date of Registration with PCAD8)(if applicable) | | (PCKOB Registration Number it applicable) | | FOR OFFICIAL USE ONLY " Chains for exemption from the requirement that the annual reports of covered by the reports of an independent public accountant must besupported by assistement of facts and circumstances relied on as the basis of the exemplien. See 27 CFR 240, 273-5(e)(1)(li), if applicable: Persons who are to respond so the collection of informusion contained in this form are not required to respond sullers the form displays acurrently valid OMB control numbor. {2}------------------------------------------------ ## OATH OR AFFIRMATION I | Paul Derek Buckley, swear (or affirm) that, to the best of my knowledge and belief the financial report pertaining to the firm of FAP USA, L.P., as of March 31, 2022, are true and correct. I further swear (or affirm) that neither the Partnership 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. Signature Chief Executive Officer Title BASTIAN JACK ROBERT LABOVITE Natury Public of London. England My commission expires with life This filing \*\* contains (check all applicable boxes): - (a) Staleriem of Imaneral canchion - In (h) Notester consolidated statement of financial comdition - [c) Statement of income (loss) (x, if there is ather comprehensive in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X). - O (d) Statement of cash flows, Notary Public - [e] Statement of changes in stockholders' or partners' or sole proprietor's equity. - [f] Statement of changes in liabilities subordinated to claims of creditors. - [g] Notes to consolidated financial statements. - [ [t] Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - [1) Computation of tangible net worth under 17 CFR 240.18a-2. - [] Computation for determination of customer reserve requirements pursuant to Exhibili A to 17 CFR 240 15c3-3. - | | | | Computation for determination of security-based swap reserve requirements pursuant to Exhibit is to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - [] 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. - [r] 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. - [0] Reconclitations, including appropriate explanations, of the FOCUS Report with computation of het capital or tangible net worth under 17 CFR 240,18-1, pr 17 CFR 240,18a-1, pr 17 CFR 240,18a-2, as applicable, and the reserve requirements under 17 CFR 240,15c3-3 or 17 CFR 240.1Ba-4, as applicable, if material differences exist, or a statement that no material differences exist. - [p) Summery of financial data for subsidiaries not consolidated in the statement of financial condition. - (q) Oath or attimation in accordance with 17 CFR 240 17a-5 17 CFR 240 17e 12, or 17 CFR 240 18a-7, ea applicatel. - [ [ ] Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - [s) Exemption reportin accordance with 17 CFR 240.17a-5 pr 17 CFR 240.18a-7 as applicable. - (1) Independent public accountain is report hased on an examination of the statement of financial condition - [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. {3}------------------------------------------------ - [ | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | report under 17 CFR 240, 17a-5 or 17 CFR 240, 15a-7 as applicable - O (w) Independent public accountant's report based on a review of the exemption report under 17 CFB 240.17a Sor 17 CFR 240.18a-7, as applicable: - [x] Supplemental reports on applying agreed-upon procedures in accordance with 17 CFR 240-35(G-1e or 17 CFR 240,17a-12, as applicable, - [ (y) Report describing any material inadequacies fround to have existed since the date of the previous audir, or a statement that no material finadequacies exist, under 17 OFR 240, 17-12(k) O (z) Other :\_ \*\* I'm regiest canfident of certain portions of this filing, der 17 CFR 240.100-5(ef(s) or 17 CFR 240.18a. Tem(2), its applicable. {4}------------------------------------------------ ## OATH OR AFFIRMATION I, Caroline Mary Weir, swear (or affirm) that, to the best of my knowledge and belief the financial report pertaining to the firm ofFAP U.SA, LP., as of March 31, 2022, are true and correct. I further swear (or affirm) that neither the Partnership 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. <0 LLP -; .Signature *.-;,\_,l'R* r-."-i'' Chief Financial Officer litle **IJ;:,A£!jENT !i.lH£ET~r** *.w1is-s* (/) e: *4Jf'."* SWoHlR *^t* EllASTIAN JACK **ROBERT LABOVITCH** Notary Public uf Lou1lofl, England --~..... *a;;,;;;;,, JV./* x, \'IN,v **SOlrTHWf~ J fl()llt)[** /../. <~ This filing•• contains (check all applicable boxes): - 0 (a)Statement of financial condition. - 0 (D) Notes to conootiJated statement of financial condition. - **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•XI. - D (d) Statement of cash flows. - 0 (e) Statement of changes in stockholders' or partner< or soleproprietorsequity. - D (f) Statement of changes In liabilities subordinated to claims of creditors. - D (g) Notes to consolidated financial statements. - D (h) Computation ofnet capital under 17 CFR 240.1Sc3•1 or 17 CFR 240.18a•l, as applicable. - D (l)Computatiofloflaugible net worth under 17 CFR 240.l8a•2. - D 0) Computation for determination of customer reserve requirements pursuant *to* Exhibit A to 17 CFR 240.1Sc3•3. - 0 (k) Computation for determination of security-based swap reserve requirements pursuant *to* Exhibit 8 to 17 CFR 240.1S<3·3 or Exhibit A to 17 CfR 240.18a•4, as applicable. - D (I) Computation for Determination of PAS Requirements under Exhibit A to§ 240.1Sc3-3. - 0 (m) Information relating to possession or control requirements for customers under 17 aR 240.l Sd-3. - D (n) Information relating to possession or control requirements for securlty-based swap customers under 17 CFR 240.15c3-3{p)(2) or 17 CFR 240.18a•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 240.1Sc3·1. 17 CFR 240.183·1. or 17 CFR 240.18a•2. as applicable. and the reserve requirements under 17 CFR 240.1Sc3·3 or 17 CFR 240.lSa-4, as applicable, ii material differences exist, or ^a **statement that no material differences exist.** - 0 (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - 0 (q) Oath or affirmation in nccordmice with 17 CFR 240. l 7a•5. 17 CFR 240.170• I 2, or I 7 CFR 240. 18a-7. a, appli""hlc. - 0 (r) Compliance report in accordance with 17 CFR 240.17••5 or 11 CFR 240.18a-7, as applicable. - D (s) Exemption report in accordance with 17 CfR 240.17a-S or 17 CFR 240.18a·7, as applicable. - 0 (t) Independent public accountant's 11!po11 based on an examio81ion of the Slntement of finnnc,nl condition. - 0 (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 Cf!R 240.17a·S, 17 CFR 240.lSa-7. or 17 CFR 240.17a•12, as applicable. {5}------------------------------------------------ - 0 {vJ Independent public accountanrs report based on an examination of certain statements In the compliance report under 17 CFR 240.l7a-5 or 17 CFR 240.18a-7, as applicable. - 0 {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. - 0 (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.1Sc3-le or 17 CFR 240.17a-12, as applicable. - **0 {y) Report desc.ribing any mate-rial inadequacies found to ew:ist or found to have existed since the date of the previous audit,** *or* **a statement that no material foadequacies exist, under 17 CFR 240.17a-12(k)** 0 {?)Other: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_ - \*"fo *,,,qu,s/ confitkmial 11-,a111ie111 of <:e1'l11in p(s
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7 | {7}------------------------------------------------ ![](_page_7_Picture_0.jpeg) **100 Park Avenue New York, NY 1-0017** Report of Independent Registered Public Accounting Firm The General Partner FA/> USA, L.P. New York, NY Opinion on financial Statement We have audited the accompanying statement of linancial condition of FAP USA, L.P. (the "Partnership") as of March 31, 2022, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairty, in all material respects, the financial position of the Partnership at March 31, 2022, in conformity with accounting principles generally accepted In the United States of America. #### **Basis** for Opinion This linal\Cial statement Is the responsibility of the Partnership's management. Our responsibility is to express an opinion on the Partnership's financial statement base4' ""t81N11~ to0tiel"'°'1'! or ~P-el'tdtM <'!IM\~ fVl!IJ.** 8 **800 Ii LIie b1~ n.3ol'nC fCI" t1-.c KIO r.ct,.:od; tnd** *(oc* **Ndl of\hc- 600N.cmtfl' ilffl'IIS,** {8}------------------------------------------------ #### **FAP USA, L.P.** #### Statement of Financial Condition As at March **31,** 2022 | N
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66 | | | | | See accompanying notes *to* these fir1ancial statements. 9 {9}------------------------------------------------ ## **FAP USA, t.P.** #### Notes to the Statement of Financial Condition #### **1} Nature of Operations** FAP USA, L.P. (the "Partnership") is a Delaware Limited Partnership. The Partnership was incorporated in the State of Delaware on February 14, 2007 and commenced operations on October 2, 2007. FAP GEN PAR, l.l.C., a Delaware Limited Liability Company has been the General Partner of the Partnership since its inception. As at March 31, 2022 the limited Partner of the Partnership was FAP USA, l.l.C., a Delaware Limited Liability Company. First Avenue Partners LLP (the "LLP"), a Limited Liability Partnership formed under the laws of England and Wales, is the ultimate parent entity of 1he Partnership. The Partnership is a broker-dealer registered with the Securities and Exchange Commission (the "SEC") and is a member of both the Financial Industry Regulatory Authority **("FINRA")** and the Securities Investor Protection Corporation ("SIPC"). The Partnership operated under the er.emptive provisions of SEC Rule 1Sc3-3K(2)(i) until 1he issuance of SEC Release No. 34-70073 adopting amendments to l7 C.f.R. 2040.17a-5. Pursuant to footnote 74 of 1he SEC Release noted above, the Partnership is a Non-Covered Firm. During 2021, in reliance of Footnote 74, the Partnership amended its Membership Agreement with the Financial Industry Regulatory Authori1y, Inc. ('FINRA-), stating the Partnership will not claim an exemption from SEC Rule 15c3·3K(2)(i). The Partnership limits its activities to those contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.f.R 2040.17a-S. The Partnership acts as a third party marketer of securities and investments and raises capital for hedge funds, private equity funds, infrastructure funds, credit funds, direct investments and real estate sectors. The Partnership does not conduct any business in publicly listed securities, offer or hold customer accounts, nor does **it** hold or receive client / investor funds or securities. The Partnership is not a party to agreements between investors and private fund dients, is not a market-maker in any se(Urity, nor does it trade for its own account or for the account of any client/ investor. in any security. ## 2) Summary **of** Significant Accounting Policies ## {a} Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). #### Functlonal Currency Items included in the Partnership's financial statements are measured in USO which is the functional currency of the Partnership. Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. Foreign exd,ange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the Statement of Operations. {10}------------------------------------------------ ## **FAP USA, L,P,** #### Notes to the Statement of Financial Condition #### 2) Summary of Significant Accounting Policies (continued) ## (o) Basis of Presentation (continued) ## Use of **Estimates** The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that may affect the reported amounts of assets and liabilities, including accrued bonus awards. at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates. The Partnership has not utlli2ed any significant estimates in the preparation of these financial statements. #### {b} Cash and Cash Equivalents Cash and cash equivalents may include money market funds, deposits with banks, commercial paper of companies with strong credit ratings in diversified industries and other highly liquid debt instruments with a maturity of three months or less at the date of purchase. At March 31, 2022, cash and cash equivalents represented cash held on deposit with instant access. Cash and cash equivalents held at financial institvtions, at times, may exceed the amount insured by the Federal Deposit Insurance Corporation. #### (c} Income ToKes FAP USA, LP. is treated as a Partnership for Federal and State income tax purposes. All Federal and State items of taxable income, deductions, gains, or losses from the Partnership are passed through to the respective partners and reported in the partners' income tax returns. Accordingly, the Partnership does not provide for Federal and State income taxes. ASC Topic 740-10, Income Taxes (ASC 740-10) requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Partnership's tax returns to determine whether the tax positions are "more likely than not" of being sustained by applic.ible tax authority based upon technical merits of the position. Tax benefits from tax positions not deemed to meet the more-likely-than-not threshold should not be recognized in the year of determination. Management has reviewed the Partnership's tax positions for all open years and concluded that the Partnership has no material uncertain tax positions at Mardi 31, 2022. further, as of March 31, 2022, the Partnership has recorded no liability for net unrecognized tax benefits relating to uncertain tax positions they have taken or expect to take in future tax returns. The Partnership has not recorded any penalties and/or interest related to uncertain tax positions. The Partnership may be subject to withholding taxes on its non-US parties' allocable share of income that is effectively connected with the Partnership's US business. The Partnership is subject to the New Yolk City Unincorporated Business Tax (UBT). The liability associated with the UST is principally the result of the operations of the Partnership. UST was calculated using currently enacted tax laws and rates, and recorded as an expense in the books of the Partnership, in accordance with the provisions of Statement of the Financial Accounting Standards Board Accounting Statements Codification ("FASBASC") '740. Should they arise, the Partnership records penalties and interest on UST within other expenses in the Statement of Operations. Generally, the Partnership is subject to income tax examinations for years after 201S. {11}------------------------------------------------ ## FAP USA, l.P. #### Notes to the Statement of Financial Condition #### 2) Summary of Significant Accounting Policies (continued) #### *(d) Depreciation and Amortization* Depreciation is provided on all tangible fixed assets on a straight-line basis, writing off the cost of an asset less its estimated residual value, evenly *over* its expected useful economic life, as follows: Computers & Equipment - 3 years Furniture & Fillings - S years Amortization of leasehold improvements is recorded on a straight~ine basis over the lesser of the expected useful economic life or the term of the lease; where the lease is terminated early the remaining balance is written off to the Statement of Operations. Right of use assets are depreciated in line with the operating lease liability; using the present value of future lease commitments and the relevant discounting factor. The Partnership's management reviews fixed assets for impairment whenever events or im
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5 | #### 8) Commitments and Contingencies Other than lease commitments as disdosed in note 9, there are no other commitments or contingencies to disclose. {15}------------------------------------------------ ## **FAP** USA, L,P. #### Notes to the Statement of Financial Condition #### 9} Leases At April **l,** 2021, the Partnership held two leases: one for a property in Dallas which expired in April 2022; and the otherfor a property in New York which is due to expire in 2031. At the end of the year, the value of the right of use assets amounted to \$2,765,984 and the value of the operating lease liability amounted to \$3,150,588, calculated using a weighted average discount rate of 15%. During the year, the Partnership recognized rent expenses associated with its leases as follows: | | \$
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5 | During the year, the Partnership had the following cash and non-cash activities associated with its leases: | | \$
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0 | {16}------------------------------------------------ ## FAP USA, L.P. #### Notes to the Statement of Financial Condition #### 9) leases (continued) The future payments due under operating leases as of March 31, 2022 are as follows: | | \$
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8 | | | | As of March 31, 2022, the weighted-average remaining lease term for all operating leases is 9 years, Since we generally do not have access to the rate implicit in the lease, we utili:e our incremental borrowing rate as the discount rate. The weighted average discount rate associated with operating leases as of March 31, 2022, is 15%. ## 10) Subsequent Events The Partnership has evaluated subsequent events through to June 27, 2022 the date at which the financial statements were available to be issued, and determined there are no additional items to disclose. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.