# BAIN CAPITAL DISTRIBUTORS, LLC X-17A-5 (2023-02-28) — Broker-dealer annual report - Company: BAIN CAPITAL DISTRIBUTORS, LLC - Form: X-17A-5 - Filed: 2023-02-28 - Period: 2022-12-31 - Accession: 0001636515-23-000002 - CIK: 1636515 - File #: 8-69599 - Type: Broker-dealer - Material weakness: No - Auditor: PricewaterhouseCoopers LLP - Auditor location: Boston, MA - Contact: Mr. Michael McArdle - Phone: 617-516-2318 - Email: mmcardle@baincapital.com - Website: baincapital.com - Signed by: Mr. Michael McArdle (President) Original filing: https://www.sec.gov/Archives/edgar/data/1636515/000163651523000002/BainPublic2022.pdf --- {0}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC AUDITED STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2022 {1}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2022 # **CONTENTS** | | PAGE | |---------------------------------------------------------|------| | Facing Page - 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 STATES | | | | |----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------|---------------------------------|--------------------------------------------------------------------|-------| | | SECURITIES AND EXCHANGE COMMISSION | | OMB
APPROVAL | | | | Washington,
D.C.
20549 | | OMB Number: 3235‐0123 | | | | | | Expires: October 31, 2023
Estimated average burden | | | | | | | | | | | hours per response… | | 12.00 | | | ANNUAL AUDITED REPORT | | | | | | FORM X‐17A‐5 | | SEC FILE NUMBER
8‐69599 | | | | PART
III | | | | | Information Required Pursuant to Rules 17a‐5, 17a‐12, and 18a‐7 under the Securities Exchange Act of 1934 | FACING PAGE | | | | | REPORT FOR THE PERIOD BEGINNING | 01/01/2022 | AND ENDING | 12/31/2022 | | | | MM/DD/YY | | MM/DD/YY | | | A. | REGISTRANT IDENTIFICATION | | | | | NAME OF FIRM: BAIN CAPITAL DISTRIBUTORS, LLC | | | | | | TYPE OF REGISTRANT (check all applicable boxes):
☒Broker‐dealer
☐Security‐based
☐ Check here if respondent is also an OTC derivatives dealer
ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | ☐Major
swap dealer | security‐based swap participant | | | | | 200 CLARENDON STREET | | | | | | (No. and Street) | | | | | Boston | MA | | 02116 | | | (City)
PERSON TO CONTACT WITH REGARD TO THIS FILING | (State) | | (Zip Code) | | | Mr. Michael McArdle | | | mmcardle@baincapital.com | | | | (Area Code – Telephone Number) | | (Email Address) | | | B. | ACCOUNTANT IDENTIFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report* | | | | | | | PricewaterhouseCoopers LLP | | | | | | (Name – if individual, state last, first, middle name) | | | | | 101 Seaport Blvd, Suite 500 | Boston | MA | 02116 | | | (Address) | (City) | (State) | (Zip Code) | | | 10/20/2003 | | | 238 | | | (Date of Registration with PCAOB)(if applicable) | | | (PCAOB Registration Number | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | | | | | * Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public accountant must be | | | | | supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a‐5(e)(1)(ii), if applicable. **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.** {3}------------------------------------------------ #### **OATH OR AFFIRMATION** I, Michael McArdle swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of Bain Capital Distributors, LLC, as of December 31, 2022, is true and correct. I further swear (or affirm) that neither the company 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. ![](_page_3_Picture_4.jpeg) #### **This filing\*\* contains (check all applicable boxes):** - 121 (a) Statement of financial condition. - 121 (b) Notes to consolidated 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-X).** - D (d) Statement of cash flows. - D (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - D (f) Statement of changes in liabilities subordinated to claims of creditors. - D (g) Notes to consolidated financial statements. - D (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - □ (i) Computation of tangible net worth under 17 CFR 240.18a-2. - D (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - □ (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - □ (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - D (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - □ (n) 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. - D (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - 121 (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable. - □ (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - D (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - D (t) Independent public accountant's report based on an examination of the statement of financial condition. - 121 (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. - □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - D (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. - D(x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-le or 17 CFR 240.17a-12, as applicable. - □ (y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.l 7a-12(k). - □ (z) Other: \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18a-7(d)(2), as applicable. {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, 2022, 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, 2022 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 28, 2023 We have served as the Company's auditor since 2016. {5}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2022 | ASSETS | | |------------------------------------------------------------------------------------|-------------------------------------| | Assets:
Cash and cash equivalents
Receivable from parent
Prepaid expenses | \$
858,932
182,170
134,721 | | TOTAL ASSETS | \$
1,175,823 | | LIABILITIES | | | Liabilities:
Accounts payable and other liabilities | \$
175,823 | | TOTAL LIABILITIES | 175,823 | | MEMBER'S EQUITY | | | Member's equity: | 1,000,000 | | TOTAL MEMBER'S EQUITY | 1,000,000 | | TOTAL LIABILITIES AND MEMBER'S EQUITY | \$
1,175,823 | | | | Filed pursuant to subparagraph (e)(3) of Rule 17a-5 of the Securities and Exchange Commission. The accompanying notes are an integral part of this statement of financial condition. {6}------------------------------------------------ # BAIN CAPITAL DISTRIBUTORS, LLC NOTES TO STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2022 #### 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 with the United States Securities and Exchange Commission ("SEC") 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 ("SIPC"). 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 advisors. ### 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"). #### Use of estimates The preparation of the statement of financial condition in conformity with US GAAP 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 The Company is not subject to federal and state income taxes as it is an LLC and treated as a disregarded entity for income tax reporting purposes. The member reports its distributive share of realized income or loss on its own tax returns, if any. {7}------------------------------------------------ #### 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. #### NOTE 3 CASH AND CASH EQUIVALENTS Cash and cash equivalents consist of one bank account 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 one hundred percent (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 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, 2022 was \$182,170 and is included in receivable from parent in the statement of financial condition. #### NOTE 5 EXEMPTION FROM RULE 15c3-3 The Company does not claim an exemption under paragraph (k) of SEC Rule 15c3-3 of the Securities Exchange Act of 1934. The Company has represented that it does not and will not hold customer funds or securities, and has not been subject to the reserve computation or possession and control provisions of SEC Rule 15c3-3. {8}------------------------------------------------ #### NOTE 6 NET CAPITAL REQUIREMENT 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, 2022, the Company has net capital of \$683,109, which was \$433,109 in excess of its required net capital of \$250,000 #### NOTE 7 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, 2022, this credit risk amounts to approximately \$608,932. #### NOTE 8 GUARANTEES ASC 460, *Guarantees,* requires the Company to disclose information about its obligations under certain guarantee arrangements. 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. At December 31, 2022, the Company had no outstanding guarantees. #### 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 contingencies resulting from any regulatory review or inquiries. {9}------------------------------------------------ The Company has performed an evaluation of events that have occurred subsequent to December 31, 2022 and through February 28, 2023 (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 financial statements as of December 31, 2022. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.