# COOK PINE SECURITIES LLC X-17A-5/A (2025-03-14) — Broker-dealer annual report

- Company: COOK PINE SECURITIES LLC
- Form: X-17A-5/A
- Filed: 2025-03-14
- Period: 2024-12-31
- Accession: 0001477073-25-000002
- CIK: 1477073
- File #: 8-68444
- Type: Broker-dealer
- Material weakness: No
- Auditor: YSL & Associates LLC
- Auditor location: New York, NY
- Contact: Eiichiro Kuwana
- Phone: 203-861-2938
- Signed by: Eiichiro Kuwana (CEO)

Original filing: https://www.sec.gov/Archives/edgar/data/1477073/000147707325000002/public.pdf

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## COOK PINE SECURITIES LLC FINANCIAL STATEMENT AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM DECEMBER 31, 2024

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## **COOK PINE SECURITIES LLC CONTENTS**

| Report oflndependent Registered Public Accounting Firm  1 |  |
|-----------------------------------------------------------|--|
| Financial Statements:                                     |  |
| Statement of Financial Condition  2                       |  |
| Notes to Financial Statements  3-5                        |  |

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![](_page_2_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 Members of Cook Pine Secmities LLC

#### **Opinion on the Financial Statement**

We have audited the accompanying statement of financial condition of Cook Pine Securities LLC (the "Company") as of December 31, 2024, and the related notes ( collectively refened 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 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 the Company's financial statement based on our audit. We are a public accounting fum 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 seclllities laws and the applicable mies and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted om 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 en or or fraud. Om audit included performing procedmes to assess the risks of material misstatement of the financial statement, whether due to en or or fraud, and performing procedmes that respond to those risks. Such procedmes included examining, on a test basis, evidence regarding the amounts and disclosmes 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 om audit provides a reasonable basis for om opinion.

We have served as Cook Pine Securities LLC's auditor since 2021.

New York, NY

Febmaiy 24, 2025

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## **COOK PINE SECURITIES LLC**

#### **STATEMENT OF FINANCIAL CONDITION**

#### **DECEMBER 31, 2024**

#### **ASSETS**

| Cash                                  | \$<br>46,208 |
|---------------------------------------|--------------|
| Prepaid expenses                      | 6,877        |
| Total assets                          | \$<br>53,085 |
| LIABILITIES AND MEMBERS' EQUITY       |              |
| Liabilities                           |              |
| Accounts payable and accrned expenses | \$<br>3,109  |
| Members' equity                       | 49,976       |
| Total liabilities and members' equity | \$<br>53,085 |

The accompanying notes are an integral pa1t of these financial statements.

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# **COOK PINE SECURITIES LLC NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2024**

# **1. ORGANIZATION AND NATURE OF BUSINESS**

Cook Pine Securities LLC (the "Company") was organized as a Limited Liability Company on September 22, 2009, in the state of Delaware. The Company was granted membership in the Financial Industly Regulatory Autholity ("FINRA") on Janua1y 23, 2013. It is a registered broker-dealer with the Securities and Exchange Commission ("SEC"), and is a member of the Secmities Investor Protection Corporation ("SIPC").

The Company provides strategic financial advismy, mergers & acquisitions, and entity valuation services to and finding strategic partners for both private and public entities. The Company does not hold accounts or process ti·ansactions for customers.

Investors usually consist of institutional investors, pension plans and other legal entities meeting the regulatmy definition of Qualified or Accredited investors.

## Going Concern

The Company incuned a net loss of \$42,328 for the year ended December 31, 2024 and losses in prior years. However, the Company's members had provided capital in prior years and have continued to provide additional working capital to the Company and are committed to continue advancing the required working capital to the Company in the future.

# **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**

# Basis of Presentation

The accompanying fmancial statements have been prepared in confomlity with U.S generally accepted accounting principles ("GAAP") and the rnles and regulations of the United States Securities and Exchange Commission (the "Commission"). It is management's opinion, that all material adjustinents (consisting of normal recuning adjustments) have been made which are necessary for a fair financial statement presentation.

## Cash and Cash Equivalents

The Company considers all llighly liquid investlnents with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents are canied at cost, wllich approximates market value.

## Segment Repo1ting

F ASB ASC 280 requires a public entity to disclose ce1tain segment information in both its year-end and interim financial statements. The Company is a registered broker-dealer and operates in a single operating segment. The Company has identified its President 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. As the Company has no other lines of business and the chief operating decision maker (CODM) reviews financial information and has determined that it operates as one reportable segment. During the year ended December 31, 2024, the Company generated no revenues and incuned minimal expenses, primarily consisting of Professional fee. Accordingly, no additional disaggregation of revenues or further segment info1m ation is presented

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# **COOK PINE SECURITIES LLC NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2024**

## **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)**

#### Accounting Basis

The Company uses the accrnal basis of accounting for financial statement and income tax repo1ting. Accordingly, revenues are recognized when services are rendered and expenses realized when the obligation is incuITed.

## Significant Judgments

The recognition and measurement of revenue is based on the assessment of individual contract te1ms. Significant judgment is required to determine whether perfmmance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple perfmmance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; and whether constraints on variable consideration should be applied due to unce11ain future events.

## Income Taxes

The Company is a limited liability company, taxed as a paitnership for federal income tax purposes, and, thus, no federal income tax expense has been recorded in the financial statements. Taxable income of the Company is passed through to the members and repo1ted on their individual tax returns.

Pursuant to accounting guidance concerning provision for unce1tain income tax provisions contained in Accounting Standai·ds Codification ("ASC") 740-10, there are no unce1tain income tax positions. The federal and state income tax returns ai·e subject to examination by the IRS and state taxing authorities, generally for three years after they were filed.

# Use of Estimates

The prepai·ation of financial statements in confo1mity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the repo1ted amounts of assets and liabilities, and disclosure of contingent assets, and liabilities at the date of the financial statements, and the repo1ted amounts of revenues and expenses during the repo1ting period. Actual results could differ from those estimates.

# Fair Values of Financial Instruments

Financial Accounting Standards Board Accounting Standards Codification ("ASC") 825, "Financial Instruments," requires the Company to disclose estimated fair values for its financial instruments. Fair value estimates, methods, and assumptions are set forth below for the Company's financial instrnments: The cany ing amount of cash, accounts receivable, prepaid expenses and accounts payable and accrned expenses, approximate fair value because of the shmt maturity of those instrnments.

## Concenti·ations of Credit Risk

The Company places its cash with a high credit quality financial institution. The Company's account at this institution is insured by the Federal Deposit Insurance Corporation ("FDIC") up to \$250,000. To reduce its risk associated with the failure of such financial institution, the Company evaluates at least annually the rating of the financial institution in which it holds deposits.

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# **COOK PINE SECURITIES LLC NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2024**

## **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)**

## Allowance for Credit Losses

The Company follows ASC Topic 326, Financial Instrnments - Credit Losses ("ASC 326"). The Company identified no fees receivable as impacted by the guidance. An allowance for credit losses may be 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 cmTent and future economic conditions that may affect the Company's expectation of the collectability in dete1mining 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.

# **3. NET CAPITAL**

The Company is subject to the SEC Unifo1m Net Capital Rule (Rule 15c3-l), which requires the maintenance of minimum net capital of \$5,000, and requires that the ratio of aggregate indebtedness to net capital, both as defined, not exceed 15 to 1. The rnle also provides that equity capital may not be withdrawn, cash dividends paid or the Company's operations expanded, if the resulting net capital ratio would exceed 10 to 1. At December 31, 2024, the Company had net capital of \$43,099, which was \$38,099 in excess of the FINRA minimum net capital requirement of \$5,000.

# **4. RELATED PARTY TRANSACTIONS**

The Company has an Expense Sharing Agreement (the "Agreement") in place with an affiliate (the "Affiliate"), Cook Pine Capital LLC for services that are shared and paid by the Affiliate. The Company reimburses the Affiliate for these expenses, in the amount of \$8,760 for the year 2024 and the balance of \$1,460 was included in accounts payable and accrned expenses as of December 31, 2024. As per the expense sha1ing agreement the rent expense is \$630 per month. The rent is month-to-month and there will be no impact on the Company's financial statements upon adoption of ASC 842.

# **5. SIPC RECONCILIATION REQUIREMENT**

Securities Exchange Act ("SEA") Rule 17 a-5( e )( 4) requires a registered broker-dealer to file a supplemental repo1t which includes procedures related to broker-dealers SIPC annual general assessment reconciliation or exclusion from membership fo1ms. In circumstances where the broker-dealer repo1ts \$500,000 or less in gross revenue they are not required to file supplemental SIPC repo1t . The Company is exempt from filing the supplemental repo1t under SEA Rule l 7a-5(e)(4) because it is reporting less than \$500,000 in gross revenue.

# **6. SUBSQUENT EVENTS**

The Company evaluated events occurring between the end of its fiscal year, December 31, 2024, and Febrnary 24, 2025, when the financial statements were issued. All subsequent events requiring recognition as of the auditor's report date, have been incorporated into these financial statements herein.


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