# THREADSTONE ADVISORS, LLC X-17A-5 (2020-03-02) — Broker-dealer annual report

- Company: THREADSTONE ADVISORS, LLC
- Form: X-17A-5
- Filed: 2020-03-02
- Period: 2019-12-31
- Accession: 0001526229-20-000001
- CIK: 1526229
- File #: 8-68915
- Material weakness: No
- Auditor: Raphael Golderg Nikpour Cohen & Sullivan Certified Public Accountants PLLC
- Auditor location: Woodbury, NY
- Contact: Gennaro J. Fulvio
- Phone: 2124903113
- Signed by: William Susman (President)

Original filing: https://www.sec.gov/Archives/edgar/data/1526229/000152622920000001/threadstonepublic191.pdf

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

OMS APPROVAL OMB Number: 3235-0123 Expires: August 31,2020 Estimated average burden hours per response ...... 12.00

SEC FILE NUMBER

8-68915

# **ANNUAL AUDITED REPORT FORM X-17A-5 PART Ill**

FACING PAGE Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder

| REPORT FOR THE PERIOD BEGINNING 01/0~~~~                                                                                                                | 9 .<br>AND ENDING 12/31/2019                           |         |                               |  |
|---------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------|---------|-------------------------------|--|
|                                                                                                                                                         | MM/DD/YY                                               |         | MMIDDNY                       |  |
|                                                                                                                                                         | A. REGISTRANT IDENTIFICATION                           |         |                               |  |
| NAME oF BROKER-DEALER: Thread stone Advisors LLC                                                                                                        |                                                        |         | OFFICIAL USE ONLY             |  |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.)                                                                                       |                                                        |         | FIRM 1.0. NO.                 |  |
| 477 Madison Avenue, 18th Floor                                                                                                                          |                                                        |         |                               |  |
|                                                                                                                                                         | (No. and Street)                                       |         |                               |  |
| New York                                                                                                                                                | NY                                                     |         | 10022                         |  |
| (City)                                                                                                                                                  | (State)                                                |         | (Zip Code)                    |  |
| NAME AND 1ELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO THIS REPORT<br>Gennaro J. Fulvio                                                            |                                                        |         | (212) 490-3113                |  |
|                                                                                                                                                         |                                                        |         | (Area Code- Telephone Number) |  |
|                                                                                                                                                         | B. ACCOUNTANT IDENTIFICATION                           |         |                               |  |
|                                                                                                                                                         |                                                        |         |                               |  |
| INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report*<br>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)                    |  |
| CHECK ONE:                                                                                                                                              |                                                        |         |                               |  |
| ·l.f I<br>Certified Public Accountant                                                                                                                   |                                                        |         |                               |  |
| Public Accountant                                                                                                                                       |                                                        |         |                               |  |
| B<br>Accountant not resident in United States or any of its possessions.                                                                                |                                                        |         |                               |  |
|                                                                                                                                                         | FOR OFFICIAL USE ONLY                                  |         |                               |  |
|                                                                                                                                                         |                                                        |         |                               |  |
|                                                                                                                                                         |                                                        |         |                               |  |
|                                                                                                                                                         |                                                        |         |                               |  |

*\*Claims for exemption from the requirement that the annual 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 for the exemption. See Section 240.17 a-5 (e)(2)* 

> Potential 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.

SEC 1410 (11-05)

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#### OATH OR AFFIRMATION

| 1, Wllli~m sysm~n                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |      |           | , swear (or affirm) that, to the best of               |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------|-----------|--------------------------------------------------------|
| my knowle~ge and belief the accompanying financial statement and supporting schedules pertaining to the firm of<br>Threadstone Advisors LLC<br>--~~~~~~~---------------------------~---------------------------------------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |      |           | 'as                                                    |
| of Decemb~r 31                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | 2019 |           | are true and correct. I further swear (or affirm) that |
| neither the company nor any partner, proprietor, principal officer or director has any proprietary interest in any account                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |      |           |                                                        |
| classified solely as that of a customer, except as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |      |           |                                                        |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |      |           |                                                        |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |      |           |                                                        |
| DAVID BARNETT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |      |           |                                                        |
| NOTARY PUBLIC-STATE OF NEW YORK<br>No. 01BA6399087                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |      |           |                                                        |
| Qualified in New York County                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |      |           |                                                        |
| My Commission Expires 10-15-2023                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |      | President |                                                        |
| -lh~                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |      | Title     |                                                        |
| Notary Public                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |      |           |                                                        |
| This report** contains (check all applicable boxes):<br>0 (a) Facing Page.<br>(21 (b) Siatement of Financial Condition.<br>O (c) Statement of Income (Loss) or, if there is other comprehensive income in the period(s) presented, a Statement<br>of Comprehensive Income (as defined in §21 0.1-02 of Regulation S-X).<br>§<br>(d) Statement of Changes in Financial Condition.<br>(e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital.<br>§<br>(f) Stat.ement of Changes in Liabilities Subordinated to Claims of Creditors.<br>(g) Computation of Net Capital.<br>(h) Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3.<br>(i) Information Relating to the Possession or Control Requirements Under Rule 15c3-3.<br>0 G) A Reconciliation, including appropriate explanation of the Computation ofNet Capital Under Rule 15c3-1 and the<br>Computation for Determination of the Reserve Requirements Under Exhibit A of Rule 15c3-3. |      |           |                                                        |
| 0 (k) A Reconciliation between the audited and unaudited Statements of Financial Condition with respect to methods of<br>consolidation.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |      |           |                                                        |
| (1) An Oath or Affirmation.<br>(m) A copy of the SIPC Supplemental Report.<br>~                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |      |           |                                                        |
| (n) A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |      |           |                                                        |
| •• For conditions of confidential treatment of certain portions of this filing, see section 2 40.17 a-5 (e) (3 ).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |      |           |                                                        |

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![](_page_2_Picture_0.jpeg)

Mark C. Goldberg, CPA Mark Raphael, CPA Floria Samii·Nikpour, CPA Allan B. Cohen, CPA Michael R. Sullivan, CPA

Anita C. Jacobsen, CPA

Founding Portner: Melvin Goldberg, CPA

### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

To the Members of Threadstone Advisors, LLC

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

We have audited the accompanying statement of financial condition of Thread stone Advisors, LLC (the "Company") (a limited liability company), as of December 31, 2019, 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 Thread stone Advisors, LLC as of December 31, 2019, 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 2014

Woodbury, New York February 26, 2020

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# THREADSTONE ADVISORS, LLC

# STATEMENT OF FINANCIAL CONDITION

DECEMBER 31, 2019

**PUBLIC** 

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# THREADSTONE ADVISORS, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2019

## ASSETS

| Cash                                                               | \$<br>669,892   |
|--------------------------------------------------------------------|-----------------|
| Accounts receivable                                                | 71,606          |
| Due from affiliate                                                 | 1,405,571       |
| Prepaid Expense                                                    | 112,614         |
| Investment, at fair value                                          | 100,000         |
| Furniture and equipment (net of accumulated depreciation \$20,690) | 33,080          |
| TOTAL ASSETS                                                       | \$<br>2,392,763 |

# LIABILITIES AND MEMBER'S EQUITY

| LIABILITIES                           |                 |
|---------------------------------------|-----------------|
| Accrued expenses payable              | \$<br>43,418    |
| Other deferred liabilities            | 381             |
| Deferred taxes                        | 1,854           |
|                                       |                 |
| TOTAL LIABILITIES                     | 45,653          |
|                                       |                 |
| Member's Equity                       | 2,347,110       |
|                                       |                 |
|                                       |                 |
| TOTAL LIABILITIES AND MEMBER'S EQUITY | \$<br>2,392,763 |

The accompanying notes are an integral part of this statement.

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# THREADSTONE ADVISORS, LLC NOTES TO FINANCIAL STATEMENT FOR THE YEAR ENDED DECEMBER 31, 2019

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

Threadstone Advisors, LLC (the "Company") is a wholly owned subsidiary of Susman LLC (the "Parent"). The Company was organized in July 2011 and began operating as a registered broker-dealer with the Securities and Exchange Commission and the Financial Industry Regulatory Authority ("FINRA"). in January 2012. The principal source of the Company's income is through financial advisory services.

The Company's policy is to continuously monitor its exposure to 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 reviewing the credit standing of each broker/dealer, clearing organization, fund manager, customer and/or other counterparty with which it conducts business.

## **2. SIGNIFICANT ACCOUNTING POLICIES**

The Company maintains its books and records on an accrual basis in accordance with accounting principles generally accepted in the United States of America which require management to make estimates and assumptions in determining the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from these estimates. The principal source of the Company's income is through financial advisory services.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which will supersede nearly all existing revenue recognition guidance under accounting principles generally accepted in the United States. The core principle of this ASU is that revenue should be recognized for the amount of consideration expected to be received for promised goods or services transferred to customers. This ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments, and assets recognized for costs incurred to obtain or fulfill a cqntract. ASU 2014-09 was schedule to be effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted.

In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of Effective Date, which defers the effective date of ASU 2014- 09 by one year and allows entities to early adopt, but no earlier than the original effective date. ASU 2014-09 will now be effective for the Company for the annual reporting period beginning January 1, 2018. This update allows for either full retrospective or modified retrospective adoption.

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## THREADSTONE ADVISORS, LLC NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31,2019 (continued)

In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which amends guidance previously issued on these matters in ASU 2014-09. The effective date and transition requirements of ASU 2016-10 are the same as those for ASU 2014- 09. In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow Scope Improvements and Practical Expedients, which clarifies certain aspects of the guidance, including assessment of collectability, treatment of sales taxes and contract modifications, and providing certain technical corrections. The effective date and transition requirements of ASU 2016-12 are the same as those for.ASU 2014-09. The Company has evaluated the new guidance and the adoption is not expected to have a significant impact on the Company's financial statements and a cumulative effect adjustment under either the full retrospective or the modified retrospective method of adoption will not be required.

In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). This update requires all leases with a term greater than 12 months to be recognized on the balance sheet through a right of use asset and a lease liability and the disclosure of key information pertaining to leasing arrangements. This new guidance is effective for years beginning after December 15, 2018, with early adoption permitted. The Company believes the impact of the ASU is minimal.

## **3. CASH AND CASH EQUIVALENTS**

The Company's financial instruments that are potentially exposed to concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains cash with financial institutions. Funds deposited with a single bank are insured up to \$250,000 in the aggregate by the Federal Deposit Insurance Corporation ("FDIC"). At times, cash balances may be in excess of balances insured by FDIC. The Company considers all highly liquid instruments purchased with a maturity date of three months or less when purchased to be cash equivalents.

#### **4. RELATED PARTY TRANSACTIONS**

In July 2012 the Company entered into an expense sharing agreement with its Parent which is renewed annually. Under this agreement, certain overhead costs are allocated from the Parent to the Company on a monthly basis. At December 31, 2019 the amount due from the Parent, relating to this agreement, \$1,405,571 is reflected as due from affiliate on the statement of financial condition.

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# THREADSTONE ADVISORS, LLC NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31,2019 (continued)

### **5. PROVISION FOR INCOME TAXES**

The Company is treated as a disregarded entity for federal and state income tax purposes and, therefore, does not record a provision for income taxes. Accordingly, the Parent reports its share of the Company's income or loss on its income tax returns. The Company is liable for New Yor~ City unincorporated business tax ("UBT') on its operations.

FASB provides guidance for how uncertain tax positions should be recognized, measured, disclosed and presented in the financial statements. This 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-thannot" of being sustained "when challenged" or "when examined" by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense and liability in the current year. For the year ended December 31, 2019 management has determined that there are no material uncertain income tax positions.

#### **6. RULE 15C3-3**

The Company is exempt from the provisions of Rule 15c3-3 under paragraph (k)(2)(i) in that the Company carries no customer accounts.

#### **7. NET CAPITAL REQUIREMENTS**

The Company is subject to the Securities and Exchange Commission's 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, 2019, the Company had net capital of \$624,239 which was in excess of the minimum requirement of \$5,000 by \$619,239. The Company's ratio of aggregate indebtedness to net capital was 0.07 to 1.

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# THREADSTONE ADVISORS, LLC NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31 , 2019 (continued)

### **8. FURNITURE AND EQUIPMENT**

Furniture and equipment consisted of the following at December 31, 2019:

|                                               |                        | Estimated<br>Useful Lives<br>(in Years) |
|-----------------------------------------------|------------------------|-----------------------------------------|
| Furniture and equipment<br>Computer equipment | \$<br>42,069<br>11,701 | 7                                       |
|                                               |                        | 5                                       |
|                                               | 53,770                 |                                         |
| Less: Accumulated depreciation                | 20,690                 |                                         |
|                                               |                        |                                         |
| Net                                           | \$<br>33,080           |                                         |

Depreciation for the year ended December 31, 2019 was \$5,709

## **9. LITIGATION**

On August 22, 2019 a former employee asserted claims against the Company for allegedly agreed upon success fees owed to him based on his continuing efforts to close certain deals subsequent to his employment, in the amount of \$160,000. In addition, his lawsuit included the remaining payment of a 2018 bonus he was to receive in 2019 in the amount of \$50,000 upon the closing of a certain deal.

The arbitration is pending before a FINRA Arbitration panel and is in the discovery and pre-trial stages. Legal counsel has advised that at this stage they are unable to opine on the potential outcome of the case. The Company intends to vigorously defend against the claims asserted against it.

#### **10. SUBSEQUENT EVENTS**

Subsequent events have been evaluated through February 28, 2020, the date the financial statements were available to be released. There have been no 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.
