# JAMIESON CORPORATE FINANCE US LLC X-17A-5 (2023-07-20) — Broker-dealer annual report - Company: JAMIESON CORPORATE FINANCE US LLC - Form: X-17A-5 - Filed: 2023-07-20 - Period: 2023-04-30 - Accession: 0001595342-23-000001 - CIK: 1595342 - File #: 8-69412 - Type: Broker-dealer - Material weakness: No - Auditor: YSL & Associates LLC - Auditor location: New York, NY - Contact: John Greenland - Phone: 917-733-8137 - Signed by: John Greenland (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1595342/000159534223000001/public.pdf --- {0}------------------------------------------------ ### JAMIESON CORPORATE FINANCE US LLC FINANCIAL STATEMENT APRIL 30, 2023 (IN US DOLLARS) {1}------------------------------------------------ ## **JAMIESON CORPORATE FINANCE US LLC CONTENTS** | Report oflndependent Registered Public Accounting Firm 1 | | |-----------------------------------------------------------|--| | Financial Statements: | | | Statement of Financial Condition 2 | | | Notes to Financial Statements 3-7 | | {2}------------------------------------------------ ![](_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 Jamieson Corporate Finance US LLC #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Jamieson Corporate Finance US LLC (the "Company") as of April 30, 2023, 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 Ap1il 30, 2023, 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 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 secUiities laws and the applicable mies 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 mate1ial misstatement, whether due to en or or fraud. Our audit included perf01ming procedures to assess the 1isks of material misstatement of the financial statement, whether due to en or 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 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 our audit provides a reasonable basis for our opinion. We have se1ved as Jamieson Corporate Finance US LLC's auditor since 2021. New York, NY July 13, 2023 {3}------------------------------------------------ #### **JAMIESON CORPORATE FINANCE US LLC** #### **STATEMENT OF FINANCIAL CONDITION** #### **APRIL 30, 2023** #### **(IN US DOLLARS)** #### **ASSETS** | Cash | \$
2,616,641 | |------------------------------------------|-----------------| | Accounts receivable | 486,675 | | Prepaid expenses | 37,645 | | Operating lease right-of-use asset | 971,846 | | Fumitme and equipment at cost, | | | less accumulated depreciation of \$6,252 | 59,390 | | Secmity deposits | 141,538 | | Total assets | \$
4,313,735 | | LIABILITIES AND MEMBERS' EQUITY | | | Liabilities: | | | Accounts payable and accrned expenses | \$
936,931 | | Due to affiliate | 45,329 | | Operating lease liability | 1,084,198 | | Total liabilities | 2,066,458 | | Members' equity | 2,247,277 | Total liabilities and members' equity The accompanying notes are an integral pali of these financial statements. \$ 4,313,735 {4}------------------------------------------------ ### **1. ORGANIZATION AND NATURE OF BUSINESS** Jamieson C01porate Finance US LLC (the "Company") was organized as a Limited Liability Company in 2013. The Company was granted membership in the Financial Industly Regulatory Authority ("FINRA") on June 22, 2015. 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 advisory, 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. The Company also advises management teams through Financial Sponsor backed buyouts including assisting with the negotiation of their Incentive Plans. Investors usually consist of institutional investors, pension plans and other legal entities meeting the regulatory definition of Qualified or Accredited investors. #### Recent Issued Accounting Pronouncements The Company does not believe that the adoption of any recently issued, but not yet effective, accounting standards will have a material effect on its financial position and results of operations. ### **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES** ### Basis of Presentation The accompanying financial statements have been prepared in confo1mity with U.S generally accepted accounting principles ("GAAP") and the rnles and regulations of the United States Securities and Exchange Commission (tl1e "Commission"). It is management's opinion, that all material adjustlnents (consisting of normal recuning adjustments) have been made which are necessa1y for a fair financial statement presentation. #### Cash and cash eguivalents The Company considers all highly liquid investlnents with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents are cauied at cost, which approximates market value. ### Accounting basis The Company uses the accrnal basis of accounting for financial statement and income tax reporting. Accordingly, revenues are recognized when services are rendered and expenses realized when the obligation is incmrnd. ### Income Taxes The Company is a limited liability company, taxed as a partnership 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 uncertain income tax provisions contained in Accounting Standards Codification ("ASC") 740-10, there are no uncertain income tax positions. The federal and state income tax returns are subject to examination by the IRS and state taxing authorities, generally for three years after they were filed. {5}------------------------------------------------ ### **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)** ## Use of Estimates The preparation 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 rep01t ed amounts of assets and liabilities, and disclosure of contingent assets, and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the rep01ting period. Actual results could differ from those estimates. ### Revenue Recognition The Company recognizes revenue to depict the transfer of promised services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those se1v ices. The guidance requires an entity to follow a five-step model to (a) identify the contract(s) with a customer, (b) identify the perfo1mance obligations in the contract, ( c) dete1mine the transaction price, ( d) allocate the transaction price to the perfo1mance obligations in the contract, (e) recognize revenue when (or as) the entity satisfies a perfo1m ance obligation. In dete1mining the transaction price, an entity may include variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. The Company typically enters into contracts with clients calling for advisory fee se1v ices and success fees to be paid out once the transaction is successfully completed. This success fee is typically a flat fee. Accordingly, the Company recognizes advis01y fees in the period earned, when the perfo1mance obligations have been satisfied. In addition, the Company recognizes success fees at the date the perfo1mance obligation is satisfied which is at the completion of the transaction ### Accounts Receivable Accounts receivable is recorded at the amount the Company expects to collect on balances outstanding at year-end. The dete1mination of the amounts of uncollectible accounts is based on the length of time each receivable has been outstanding, and a reasonable assessment of the capacity of the debtor to pay the receivable. The allowance for uncollectible amounts reflects the amount of loss that can be reasonably estimated by management and is included as pait of operating expenses in the accompanying statement of operations. As of April 30, 2023, the Company has not recorded an allowance for any potential noncollection. ## Fair Values of Financial lnstrnments Financial Accounting Standai·ds Board Accounting Standards Codification ("ASC") 825, "Financial lnstrnments," requires the Company to disclose estimated fair values for its financial instruments. Fair value estimates, methods, and assumptions are set f01th below for the Company's financial instruments: The cany ing amount of cash, accounts receivable, prepaid expenses and accounts payable and accrned expenses, approximate fair value because of the sho1t maturity of those instr1unents. {6}------------------------------------------------ ### **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)** ## Concentrations 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 lnsmance Corporation ("FDIC") up to \$250,000. To reduce its 1isk 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. ### Foreign CrnTency Transactions The Company's functional crnTency and its rep01ting crnTency is the United States dollar. Transactions denominated in any crnTency other than the functional crnTency are conve1ted into United States dollars using the exchange rate in effect at the date of the transaction or the average rate for the period in the case of revenue and expense transactions. Moneta1y assets and liabilities are revalued into the repo1ting cunency at each balance sheet date using the exchange rate in effect at the balance sheet date, with any resulting exchange gains or losses being credited or charged to accumulated other comprehensive loss. Nonmoneta1y assets and liabilities are recorded in the repo1ting crnTency using the historical exchange rate. The Company does not engage in hedging activities to offset the risk of exchange rate fluctuations on financial transactions denominated in a foreign cunency. The transactions are translated into U.S. dollars on the Company's financial statements. Any umealized gain or loss due to spot rate fluctuations is included in Accumulated Other Comprehensive Loss. ### Fixed Assets Acquisitions of furniture and equipment are recorded at cost. Improvements and replacements of furniture and equipment are capitalized. Maintenance and repairs that do not improve or extend the lives of furnitme and equipment are charged to expense as incrnTed. When assets are sold or retired, their cost and related accumulated depreciation are removed from the accounts and any gain or loss is repo1ted in the statements of income and retained earnings. Depreciation is provided over the estimated useful life of each class of depreciable assets and is computed using the straight-line method over the following useful lives: | Computer and office equipment | 3 years | |-------------------------------|---------| | Fumitme and fixtmes | 7 years | The Company had no impairment charges as of April 30, 2023. Depreciation expense for the period ended April 30, 2022, was \$6,252. ### Allowance for Credit Losses The Company follows ASC Topic 326, Financial Instrnments - Credit Losses ("ASC 326"). Tue 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 cunent and future economic conditions that may affect the Company's expectation of the collectability in determining the allowance for credit losses. At April 30, 2023, the Company recovered \$150,000 from prior year credit loss. {7}------------------------------------------------ ## **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 April 30, 2023, the Company had net capital of \$1,522,029, which was \$1,449,055 in excess of the FINRA minimum net capital requirement of \$72,974. ## **4. CONCENTRATION OF CUSTOMER REVENUES** For the year ended April 30, 2023, five clients accounted for 39% of the Company's revenue. One client accounted for 10% of accounts receivable as of April 30, 2023. # **5. RELATED PARTY TRANSACTIONS** The Company has an Expense Sharing Agreement (the "Agreement") in place with its parent for se1vices that are shared and paid by the Parent. These expenses are allocated to the Company in accordance to the Agreement and the app01tionment is based on reasonable allocation agreed by the paities. The Company had expense reimbursements paid to the Parent in the amount of\$150,089 for the year ended April 30, 2023. Additionally, the Company and the Parent, from tin1e to time, work collaboratively whereby the Pai·ent or the Company provides consultancy suppo1t. The Company reimbursed the Parent for consulting suppo1t in the amount of \$157,742 for the year ended April 30, 2023. # **6. COMMITMENTS AND CONTINGENCIES** ## Leases The Company then executed a lease which began Febrna1y 1, 2020 that te1minated on 315t Janua1y 2023. During the year ended April 30, 2023, the total rent incun-ed under this lease, including incidentals, was \$107,463. The Company dete1mines if an anangement is a lease at inception. The Company's leases as a lessee were dete1mined to be operating leases and are included in the Company's statement of financial condition. In connection with F ASB 842 regarding leases, the Company records a right of use ("ROU") asset, which is offset by a conesponding liability. The Company recognizes the lease liability and a ROU asset on its balance sheet by recognizing the lease liability based on the present value of its future lease payments. The Company uses an incremental b01rnwing rate of 5.5% based on what it would approximately have to pay on a collateralized basis to b01Tow an amount equal to the lease payments under similar te1ms and in a similar economic environment. The Company recognizes lease costs on a straight-line basis over the lease te1m. {8}------------------------------------------------ ### **6. COMMITMENTS AND CONTINGENCIES (continued)** On 2nd March 2022 the Company signed 5 year and 6 month lease for new office space which rnns until 31st October 2027. This represents the first break clause in the agreement. The base monthly rent is \$21,782. | Year Ending | | |--------------------------------------|------------------| | April 30, | Operating Leases | | 2024 | \$263,480 | | 2025 | 269,352 | | 2026 | 274,444 | | 2027 | 279,696 | | 2028 | 141,636 | | Total undiscounted lease
payments | \$1,228,608 | | Less: imputed interest | (144,410) | | Present value of | | | Lease liabilities | \$1,084,198 | The Company's office space lease requires it to make variable payments for the Company's propo1tionate share of operating expenses (i.e., building's prope1ty taxes, insurance, and common area maintenance). These variable lease payments are not included in lease payments used to detennine lease liability and are thus recognized as variable costs when incuned. ## **7. SUBSQUENT EVENTS** The Company evaluated events occmTing between the end of its fiscal year, April 30, 2023, and the auditor's report date, when the financial statements were issued. No subsequent events requiring recognition as of April 30, 2023. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.