# SERA GLOBAL SECURITIES US LLC X-17A-5 (2025-03-28) — Broker-dealer annual report - Company: SERA GLOBAL SECURITIES US LLC - Form: X-17A-5 - Filed: 2025-03-28 - Period: 2024-12-31 - Accession: 0001670331-25-000005 - CIK: 1670331 - File #: 8-69752 - Type: Broker-dealer - Material weakness: No - Auditor: FERRARA CPA - Auditor location: HAMILTON, NJ - Contact: ANGELA HAJEK - Phone: 678-679-8640 - Email: hajek@seraadvisory.com - Website: seraadvisory.com - Signed by: KYLE WEEKS (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1670331/000167033125000005/sgsusaudit24.pdf --- {0}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** | 0MB APPROVAL | | | | | |---------------------------|--|--|--|--| | 0MB Number: 3235-0123 | | | | | | Expires: Nov. 30, 2026 | | | | | | Estimated average burden | | | | | | hours per response:
12 | | | | | | | | | | | SEC FILE NUMBER 8-69752 ## **ANNUAL REPORTS FORM X-17A-5 PART Ill** | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | FACING PAGE | | | | | | |--------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------|---------|-----------------|---------------------------------------|--|--| | FILING FOR THE PERIOD BEGINNING | O1/01/24
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MM/DD/YY | | | 12/31/24 | | | | | | | | ----------
MM/DD/YY | | | | A. REGISTRANT IDENTIFICATION | | | | | | | | U
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□ Check here if respondent is also an OTC derivatives dealer | Security-based swap dealer | □ | | Major security-based swap participant | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | | | | | | 6250 Shiloh Rd, Suite 30, Room 2 | | | | | | | | | (No. and Street) | | | | | | | Alpharetta | | GA | | 30005 | | | | (City) | | (State) | | (Zip Code) | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | | Angela Hajek | 678-679-8640 | | | angela. hajek@seraadvisory.com | | | | (Name) | (Area Code -- Telephone Number) | | (Email Address) | | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
Ferrara CPA | | | | | | | | | (Name -if individual, state last, first, and middle name) | | | | | | | 100 Horizon Center Blvd | Hamilton | | NJ | 08619 | | | | (Address) | (City) | | (State) | (Zip Code) | | | | 12/17/24 | | | 7259 | | | | | (rte of Registration with PCAOB)(if applicable)
(PCAOB Registration Number, if a ppl i cable) I | | | | | | | | * Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public | FOR OFFICIAL USE ONLY | | | | | | 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 0MB control number.** {1}------------------------------------------------ #### **OATH OR AFFIRMATION** | ],
Kyle Weeks | swear (or affirm) that, to the best of my knowledge and belief, the | |--------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------| | financial report pertaining to the firm of | Sera Global Securities us LLC
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.3716s | | | Signature:� | |--------|-------------| | Title: | | ## **, OUNT** '»s *" a s* s" This filing contains (check all applicable boxes): - **is** (a) Statement of financial condition. - iii (b) Notes to consolidated statement of financial condition. - E (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. - D (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. - D (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. - D (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.1Sc3-3. - D (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - E (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. - D (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - a (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, 0r 17 CFR 240.18a-7, as applicable. - D (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - C (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - a (t) Independent public accountant's report based on an examination of the statement of financial condition. - D (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, 0r 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. - L (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. - □ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.1Sc3-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 240.17a-12(k). D (z) Other: \_ - - *o 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.* {2}------------------------------------------------ **Sera Global Securities, US, LLC** *STATEMENT OF FINANCIAL CONDITION* **as of** **December 31, 2024** **This report is filed as a Public Document in accordance with Rule 17a-5(e)(3) under the Securities Exchange Act of 1934.** {3}------------------------------------------------ # **Ferrara CPA** *Certified Public Accountant* 100 Horizon Center Blvd Hamilton, NJ 08691 **Tel:** 609-865-5391 ## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Member Sera Global Securities US LLC ### **Opinion on the Financial Statement** I have audited the accompanying statement of financial condition of Sera Global Securities, US, LLC as of December 31, 2024, and the related notes (collectively referred to as the financial statement). In my opinion, the statement of financial condition presents fairly, in all material respects, the financial position of Sera Global Securities, US, LLC as of December 31, 2024 in conformity with accounting principles generally accepted in the United States of America. ## **Basis for Opinion** This financial statement is the responsibility of Sera Global Securities, US, LLC's management. My responsibility is to express an opinion on Sera Global Securities, US, LLC's financial statement based on my audit. I am a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and am required to be independent with respect to Sera Global Securities, US, LLC in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. I conducted my audit in accordance with the standards of the PCAOB. Those standards require that I 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. My 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 statements. My 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. I believe that my audit provides a reasonable basis for my opinion. *Joseph Ferrara* I have served as Sera Global Securities, US, LLC's auditor since 2024. Ferrara CPA Hamilton, New Jersey March 11, 2025 {4}------------------------------------------------ # **Sera Global Securities US, LLC STATEMENT OF FINANCIAL CONDITION** As of December 31, 2024 | ASSETS | | |------------------------------------------------------------------------------------------|---------------| | Cash | \$
257,631 | | Accounts receivable | 2,348,375 | | Prepaid expenses | 12,652 | | TOTAL ASSETS | \$ 2,618,658 | | LIABILITIES AND MEMBER'S EQUITY
LIABILITIES
Accounts payable & accrued liabilities | \$
139,161 | | COMMITMENTS AND CONTIGENCIES | - | | MEMBER'S EQUITY | 2,479,497 | | TOTAL LIABILITIES AND MEMER'S EQUITY | \$ 2,618,658 | The accompanying notes are an integral part of these financial statements. Page 2 {5}------------------------------------------------ For the Year Ended December 31, 2024 #### **1. Organization and Nature of Business** Sera Global Securities US LLC (Company) is a limited liability company formed under the laws of the State of Delaware. The Company is a broker dealer and as such is registered with the Securities and Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority (FINRA). The Company is a wholly owned subsidiary of Sera Global US Holdings LLC (Parent/Member), which is an indirect subsidiary of Brookfield Corporation (Ultimate Parent/BAM), a publicly listed entity. The US dollar is the functional and presentation currency of the Company. The Company acts primarily as a broker dealer providing investment advisory services. The liability of the Member is limited to the capital held by the Company. In October 2023, the Company and CBRE Capital Advisors (CBRE) entered into an agreement whereby CBRE hired the vast majority of the Company's employees in addition to the associated employee obligations. The Company and CBRE entered a subcontracting arrangement, whereby CBRE would provide services, under the Company's supervision, of a significant portion of the Company's existing contracts with customers. The Company agreed to pay CBRE 60% of all revenue recognized and collected in cash in exchange for their services under the subcontract agreement. ## **2. Significant Accounting and Reporting Policies** #### Basis of Presentation and Use of Estimates These financial statements were prepared in conformity with accounting principles generally accepted in the United States of America which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. ### Revenue Recognition The Company recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance requires an entity to follow a five-step model to a) identify the contract with the customer, b) identify the performance obligations in the contract, c) determine the transaction price, d) allocate the transaction price to the performance obligations in the contract, and e) recognize revenue when (or as) the Company satisfies a performance obligation. In determining 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. {6}------------------------------------------------ For the Year Ended December 31, 2024 ### **2. Significant Accounting and Reporting Policies – Continued** #### Revenue Recognition – Continued #### *Significant Judgments* Revenue from contracts with customers includes success and advisory fees from investment banking services. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgment is required to determine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; and whether constraints on variable consideration should be applied due to uncertain future events. #### *Success Fees* The Company earns revenue by way of transaction success fees that are recognized at the point in time that performance under the arrangement is completed. The Company has determined that this date is the appropriate point in time to recognize revenue for success fees as the performance obligation has been satisfied, there are no significant actions which the Company needs to take subsequent to this date and the purchaser obtains the control and benefit of the proceeds at that point. Recognizing revenue prior to closing would be inappropriate as it represents contingent consideration. Payment for revenue is due upon closing. #### *Advisory Fees* The Company provides advisory services. Revenue for advisory arrangements is recognized over the time in which the performance obligations are simultaneously provided by the Company and consumed by the customer. In some circumstances, significant judgment is needed to determine the timing and measure of progress appropriate for revenue recognition under a specific contract. #### Subcontracting Arrangement The Company incurs costs per an agreement with CBRE who was appointed to perform the services that the Company is otherwise obligated to perform pursuant to the terms of certain engagement agreements. The Company concluded that it supervises the advisory services and thereby controls the deliverables (performance obligations) provided by CBRE as they are transferred to the customer, and therefore, the Company is the principal. Accordingly, the Company recognized fees payable to CBRE on a gross basis. Revenue is recognized under the sub-contracting arrangement consistent with the Company's revenue recognition policy discussed above. The Company netted \$2,473,564 that are reported on the Statement of Income as "subcontracting fees". {7}------------------------------------------------ For the Year Ended December 31, 2024 ### **2. Significant Accounting and Reporting Policies – Continued** #### Fees Receivable and Contract Balances Fees receivable include advisory and transaction success fees due from clients. Receivables arise when the Company has an unconditional right to receive payment under a contract with a customer and are derecognized when the cash is received. Contract assets arise when the revenue associated with the contract is recognized prior to the Company's unconditional right to receive payment under a contract with a customer (ie: unbilled receivable) and are derecognized when either it becomes a receivable, or the cash is received. Contract liabilities arise when customers remit contractual cash payments in advance of the Company satisfying its performance obligations under the contract and are derecognized when the revenue associated with the contract is recognized when the performance obligation is satisfied. There were no contract liabilities at December 31, 2024. Fees receivable at December 31, 2024 totaled \$2,348,375. #### Allowance for Credit Losses In March 2022, the FASB issues ASU 2022-02, ASC Subtopic 326 "Credit Losses": Troubled Debt Restructurings and Vintage Disclosures. Since the issuance of Accounting Standards Update No. 2016-03, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, the Board has provided resources to monitor and assist stakeholders with the implementation of Topic 326. Post-Implementation Review (PIR) activities have included forming a Credit Losses Transition Resource Group, conducting outreach with stakeholders of all types, developing educational materials and staff question-and-answer guidance, conducting educational workshops, and performing an archival review of financial reports. ASU No. 2022-02 is effective for annual and interim periods beginning after December 15, 2022. The Company adopted as of January 1, 2023, and it did not have a significant impact on its consolidated financial statements. #### Income Taxes . The Company is a single member limited liability company that is treated as a disregarded entity for federal and state income tax reporting purposes. Accordingly, the Company has not provided for federal or state income taxes. At December 31, 2024, management determined that the Company had no uncertain tax positions that would require financial statement recognition. This determination will be subject to ongoing reevaluation as facts and circumstances may require. The Parent's federal and state income tax returns are generally open for examination for years after 2019. {8}------------------------------------------------ For the Year Ended December 31, 2024 #### **2. Significant Accounting and Reporting Policies – Continued** #### Stock Compensation The Ultimate Parent provides compensation to certain key employees of the Company in the form of share-based awards with an option to settle in cash or shares of the Ultimate Parent. The expense for these share-based awards is recognized based on the grant date fair value and expensed on a proportionate basis consistent with the vesting features over the vesting period with the recognition of a corresponding liability to Sera Global Holdings LP (Holding). There was no expense for stock-based compensation recorded during the year ended December 31, 2024. #### Leases The Company is required to record a right-of-use asset and a corresponding lease liability on the balance sheet for all leases with terms greater than twelve (12) months. All such leases are to be classified as either finance or operating. The Company operating lease ended in May 2024. The right-of-use asset and its corresponding lease liability were written off at that time. In July 2024, the Company entered into a month-to-month rental agreement. ### **3. Liquidity** As discussed in Note 1, in October 2023, the Company entered into an agreement with CBRE whereby CBRE would assume a significant portion of the Company's existing mandates. In connection with this agreement, CBRE hired a vast majority of the Company's employees. From the date of the agreement through transfer of contracts to CBRE, the Company has the power to control the terms of the engagement and bears the risk of loss. Upon CBRE entering into a separate agreement or a contract novation with the customer, CBRE will become the principal of the transaction and the Company, as agent, will be compensated at 40% of such prospective engagement revenue. The Company has evaluated the agreement with CBRE and the anticipated proceeds to be received by CBRE through the contract period expected to end late 2025, generates sufficient cash flow and liquidity to fund operations and meet obligations as they become due. Management is still evaluating its plans for future business operations. #### **4. Related Parties** At December 31, 2024, the Company had no related party transactions. All prior related party agreements had been dissolved. {9}------------------------------------------------ For the Year Ended December 31, 2024 ## **5. Net Capital** The Company is subject to the SEC's Uniform Net Capital Rule (SEC Rule 15c3-1) of the Securities Exchange Act of 1934 which requires maintenance of minimum net capital. Under the Rule, the Company is required to maintain minimum net capital, as defined, equal to the greater of \$5,000 or 6 2/3% of aggregate indebtedness. The ratio of aggregated indebtedness to net capital cannot exceed 1500% or 15:1. At December 31, 2024, the Company had net capital of \$118,471 which is \$109,194 in excess of its required net capital of \$9,277. The ratio of aggregate indebtedness to net capital was 117.46%. ### Reserve Requirements The Company does not claim an exemption from SEC Rule 15c3-3, in reliance on footnote 74 to SEC Release 34-70073, as discussed in Q&A 8 of the related FAQ issued by SEC staff. The Company 1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, 2) did not carry accounts of customers or for customers, and 3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the year ended December 31, 2024, without exception. ## Possession and Control Requirements The Company does not claim an exemption from SEC Rule 15c3-3, in reliance on footnote 74 to SEC Release 34-70073, as discussed in Q&A 8 of the related FAQ issued by SEC staff. The Company 1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, 2) did not carry accounts of customers or for customers, and 3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the year ended December 31, 2024, without exception. ## **6. Subordinated Liabilities** The Company had no liabilities subordinated to the claims of general creditors as of the beginning of 2024, end of 2024, and during 2024. ## **7. Commitments and Contingencies** The Company does not have any commitments or contingencies including arbitration or other litigation claims that may result in a loss or a future obligation. {10}------------------------------------------------ ## **Sera Global Securities US, LLC** ## **NOTES TO THE FINANCIAL STATEMENTS** For the Year Ended December 31, 2024 ## **8. Segment Reporting** The Company is engaged in a single line of business as a securities broker dealer, providing investment banking services, such as private placement of securities within one line of business. The Company has identified its CEO as the chief operating decision maker (CODM), who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Company. Additionally, the CODM uses excess net capital (see Note 5), which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to reinvest profits or pay dividends. The Company's operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of the Company as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting policies. ## **9. Subsequent Events** Management has evaluated all events or transactions that occurred after December 31, 2024, through the date of the issued financial statements. During this period there were no material recognizable subsequent events that required recording or disclosures in the December 31, 2024, financial statements. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.