# BAIN CAPITAL DISTRIBUTORS, LLC X-17A-5 (2020-02-28) — Broker-dealer annual report - Company: BAIN CAPITAL DISTRIBUTORS, LLC - Form: X-17A-5 - Filed: 2020-02-28 - Period: 2019-12-31 - Accession: 0001636515-20-000002 - CIK: 1636515 - File #: 8-69599 - Material weakness: No - Auditor: PricewaterhouseCoopers LLP - Auditor location: Boston, MA - Contact: Dmitriy Rutitskiy - Phone: 2127514422 - Signed by: Michael McArdle (President) Original filing: https://www.sec.gov/Archives/edgar/data/1636515/000163651520000002/BainPublic2019.pdf --- {0}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC AUDITED STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2019 {1}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2019 # **CONTENTS** | | PAGE | |------------------------------------------------------------|------| | Facing Page
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Oath or Affirmation | 1-2 | | Report
of Independent Registered Public Accounting Firm | 3 | | Statement of Financial Condition | 4 | | Notes to Statement
of Financial Condition | 5-8 | {2}------------------------------------------------ UNITED ST ATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 # **ANNUAL AUDITED REPORT FORM X-17A-5 PART** Ill | OMB APPROVAL | | | | | | |-----------------------------|--------------------------|--|--|--|--| | OMB Number: | | | | | | | | Expires: August 31, 2020 | | | | | | Estimated average burden | | | | | | | hours per response _ 12.00 | | | | | | | | SEC FILE NUMBER | | | | | | | 8 - 69599 | | | | | #### FACING PAGE Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule I 7a-5 Thereunder | REPORT FOR THE PERIOD BEGINNING | ~~~-01_1_01__20_1_9~~~~ANDENDING | | ~~~-1_2_/3
/2_0_1_9~~~ | | |----------------------------------------------------------------------------------------------------|---------------------------------------------------------|-----------------------------------|----------------------------|--| | | MM/DDfYYYY | | MM/DDfYYYY | | | | A. REGISTRANT IDENTIFICATION | | | | | NAME OF BROKER-DEALER: | | | | | | BAIN CAPITAL DISTRIBUTORS, LLC
ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P 0. Box No) | | OFFICIAL USE ONLY
FIRM ID. NO. | | | | | | | | | | | (No. and Street) | | | | | Boston | MA | | 02116 | | | (City) | (State) | | (Zip Code) | | | NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT lN REGARD TO THIS REPORT | | | | | | Mr. Michael McArdle | | (617) 516-2000 | | | | | | | (A1ea Code-· Telephone No) | | | | B. ACCOUNT ANT IDENTTFICATION | | | | | INDEPENDENT PUBLIC ACCOUNT ANT whose opinion is contained in this Report* | | | | | | | PricewaterhouseCoopers LLP | | | | | | (Name·· ifindii~ Certified Public Accountant | | | | | | D Public Accountant | | | | | | 0
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. !7a-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 (06-02) {3}------------------------------------------------ #### **OATH OR AFFIRMATION** I, Michael McArdle , swear (or affirm) that, to the best of my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of BAIN CAPITAL DISTRIBUTORS. LLC , as of December 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: | COMMONWEAL rHOF MASSACHUSETTS
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Title | This report\*\* contains (check all applicable boxes): - ~(a) Facing page. - **lliJ** (b) Statement of Financial Condition\_ - - **D**(c) Statement oflncome (Loss)\_ **D** (d) Statement of Changes in Financial Condition. - 0 (e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital. - D(t) Statement of Changes in Liabilities Subordinated to Claims of Creditors. **D** (g) Computation of Net Capital. - - - **D**(h) Computation for Determination of Reserve Requirements Pursuant to Rule I 5c3-3. 0 (i) Information Relating to the Possession or control Requirements Under Rule l 5c3-3 . - **D** U) A Reconciliation, including appropriate explanation, of the Computation of Net Capital Under Rule I 5c3-I and the - Computation for Determination of the Reserve Requirements Under Exhibit A of Rule I 5c3-3. 0 (k) A Reconciliation between the audited and unaudited Statements of Financial Condition with respect to methods of consolidation - - lli] (I) An Oath or Affirmation. **D** (m) A copy of the STPC Supplemental Report. - **D**(n) A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit. **D** ( o) Exemption report - *\*\*For conditions of confidential treatment of certain portions of this filing, see section 240. I 7a-5(e)(3).* {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) # **Report of Independent Registered Public Accounting Firm** To the Management and Member of Bain Capital Distributors, LLC ### *Opinion on the Financial Statement – Statement of Financial Condition* We have audited the accompanying statement of financial condition of Bain Capital Distributors, LLC (the "Company") as of December 31, 2019, including the related notes (collectively referred 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, 2019 in conformity with accounting principles generally accepted in the United States of America. ### *Basis for Opinion* The 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 of this financial statement 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. February 27, 2020 We have served as the Company's auditor since 2016. {5}------------------------------------------------ ### %\$,1&\$3,7\$/',675,%87256//& 67\$7(0(172)),1\$1&,\$/&21',7,21 '(&(0%(5 #### \$66(76 | &DVKDQGFDVKHTXLYDOHQWV
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| )LOHGSXUVXDQWWRVXESDUDJUDSKH RI5XOHDRIWKH6HFXULWLHVDQG([FKDQJH&RPPLVVLRQ 7KHDFFRPSDQ\LQJQRWHVDUHDQLQWHJUDOSDUWRIWKLVVWDWHPHQWRIILQDQFLDOFRQGLWLRQ {6}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC NOTES TO STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2019 #### NOTE 1 ORGANIZATION AND NATURE OF BUSINESS Bain Capital Distributors, LLC (the "Company") was incorporated in Delaware on February 3, 2015, commenced operations on August 9, 2016, and is a wholly-owned subsidiary of BCFD, LLC (the "Parent"). Bain Capital Holdings, LP is the ultimate parent of BCFD, LLC. The Company operates as a broker-dealer pursuant to the Securities Exchange Act of 1934 and applicable state securities statutes. The Company is a member of Financial Industry Regulatory Authority ("FINRA") and the Securities Investor Protection Corporation. The Company has a limited scope of business acting primarily as a limited purpose broker-dealer to offer interests in private funds sponsored and advised by affiliated investment advisers. #### NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES # Basis of presentation The Company maintains its books and records on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("US GAAP"). Any references to particular accounting topics in US GAAP in the accompanying statement of financial condition are referring to the corresponding accounting topics in the Financial Accounting Standards Board Accounting Standards Codification ("ASC"), which may include guidance that is specifically applicable to nonpublic entities. ### Use of estimates The preparation of the statement of financial condition in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates included in the statement of financial condition. # Income taxes 7KH&RPSDQ\LV QRW VXEMHFWWR IHGHUDODQG VWDWHLQFRPHWD[HVDVLWLVDQ //& DQGWUHDWHG DV D GLVUHJDUGHG HQWLW\ IRULQFRPHWD[ UHSRUWLQJ SXUSRVHV7KH PHPEHU UHSRUWV LWV GLVWULEXWLYH VKDUH RI UHDOL]HG LQFRPH RU ORVV RQ LWV RZQ WD[ UHWXUQVLIDQ\ {7}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC NOTES TO STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2019 (continued) # Fair value measurement The carrying amounts of the following financial assets and financial liabilities approximate their fair values: receivable from parent, accounts payable and other liabilities, due to their short term nature. ### Leases ASU 2016-02 requires a modified retrospective approach for all leases existing at, or entered into after, the date of initial application. The Company evaluated its existing vendor agreements, including its expense sharing agreement for the recognition criteria under this guidance. It was determined that as of January 1, 2019 or during the year ended December 31, 2019 no agreements or arrangements existed that would be classified as a lease under the adopted guidance # NOTE 3 CASH AND CASH EQUIVALENTS Cash and cash equivalents consist of one bank account with a major bank which is insured up to \$250,000 by the Federal Deposit Insurance Corporation. # NOTE 4 RELATED PARTY TRANSACTIONS The Company is economically dependent on its Parent. The Parent provides services to the Company and charges the Company for its share of expenses on a monthly basis as well as for invoices that are 100% attributable to the Company. Under the Services Agreement, the Company provided services to its Parent primarily by introducing U.S. prospects and clients to the Parent's investment management capabilities by offering interests in the private funds sponsored and advised by affiliated investment advisors. In consideration of such services, the Parent paid the Company a services agreement fee in an amount equal to one hundred percent (100%) of all costs incurred by the Company. The right of offset existed between the Company and the Parent and effectively allowed for the offsetting of receivables and payables between the Company and the Parent. Therefore, only a net receivable related to the activity under this agreement is recorded on the statement of financial condition. The related receivable from the Parent at December 31, 2019 was \$172,342 and is included in receivable from parent in the statement of financial condition. {8}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC NOTES TO STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2019 (continued) # NOTE 5 NET CAPITAL REQUIREMENT The Company is exempt from the provisions of Rule15c3-3 under paragraph (k)(2)(i). The Company is subject to the SEC Uniform Net Capital Rule (Rule 15c3-1) which requires the maintenance of minimum net capital, as defined. The Company computes its net capital under the alternative method permitted by the net capital rule, which requires that minimum net capital shall not be less than the greater of \$250,000 or 2% of aggregate debit items arising from customer transactions. At December 31, 2019, the Company has net capital of \$720,653, which was \$470,653 in excess of its required net capital of \$250,000. # NOTE 6 CONCENTRATION OF CREDIT RISK The Company maintains its cash balances in a single financial institution which, at times, exceeds federally-insured limits. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant risk on cash and cash equivalents. At December 31, 2019, this credit risk amounts to approximately \$608,932. ### NOTE 7 GUARANTEES FASB ASC 460, *Guarantees,* requires the Company to disclose information about its obligations under certain guarantee arrangements. FASB ASC 460 defines guarantees as contracts and indemnification agreements that contingently require a guarantor to make payments to the guaranteed party based on changes in an underlying value (such as an interest or foreign exchange rate, security or commodity price, an index or the occurrence or nonoccurrence of a specified event) related to an asset, liability, or equity security of a guaranteed party. This guidance also defines guarantees as contracts that contingently require the guarantor to make payments to the guaranteed party based on another entity's failure to perform under an agreement, as well as indirect guarantees of the indebtedness of others. The Company has issued no guarantees effective at December 31, 2019 or during the year then ended. ### NOTE 8 MEMBER'S EQUITY Member's equity consists of an initial capital contribution to the Company of \$2,000,000 from its Parent, contributed prior to the commencement of operations. In 2018, the Company made a \$1,000,000 distribution to its Parent. Member's equity at December 31, 2019 totaled \$1,000,000. {9}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC NOTES TO STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2019 (continued) #### NOTE 9 CONTINGENCIES In the ordinary course of business, the Company is subject to regulatory examinations, information gathering requests, inquiries, and investigations. As a registered broker/dealer, the Company is subject to regulation by the SEC, FINRA, and state securities regulators. In connection with formal and informal inquiries by those agencies, the Company may receive requests from such regulators. To date, there are no significant financial contingencies resulting from any regulatory reviews or inquiries. #### NOTE 10 SUBSEQUENT EVENTS The Company has performed an evaluation of events that have occurred subsequent to December 31, 2019 and through )HEUXDU\ (the date this report was available to be issued). There have been no material subsequent events that occurred during such period that would require disclosure in this report or would be required to be recognized in the statement of financial condition as of December 31, 2019. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.