# PANTHEON SECURITIES, LLC X-17A-5 (2022-02-25) — Broker-dealer annual report - Company: PANTHEON SECURITIES, LLC - Form: X-17A-5 - Filed: 2022-02-25 - Period: 2021-12-31 - Accession: 0001685816-22-000001 - CIK: 1685816 - File #: 8-69844 - Type: Broker-dealer - Material weakness: No - Auditor: PricewaterhouseCoopers, LLP - Auditor location: Boston, MA - Contact: pascal roche - Phone: 2127514422 - Email: proche@dfppartners.com - Website: dfppartners.com - Signed by: Susan long Mc Andews (CEO President) Original filing: https://www.sec.gov/Archives/edgar/data/1685816/000168581622000001/pshort.pdf --- {0}------------------------------------------------ **Pantheon Securities, LLC (A wholly owned subsidiary of Pantheon Ventures Inc.) Financial Statements and Supplemental Information December 31, 202** {1}------------------------------------------------ | UNITED ST ATES | |------------------------------------| | SECURITIES AND EXCHANGE COMMISSION | | Washington, D.C. 20549 | # **ANNUAL AUDITED REPORT FORM X-17 A-5 PART Ill** **FACING PAGE** **Information Required Pursuantto Rules 17a-5, 17a-12, and 18a-7 undertheSecurities Exchange Act of1934** REPORT FOR THE PERIOD BEGINNI NG 01/01/2021 AND ENDING 12/31/2021 MM/DD/YY MM/DD/YY | | | A. REGISTRANT IDENTIFICATION | | | | | |------------------------------------------------------------------------------------------------------------------------------------|---------------------------------|---------------------------------------------------------|---------------------------------------|--------------------------------------------|--|--| | NAME OF Fl RM: Pantheon Securities, LLC | | | | | | | | TYPE OF REGISTRANT (check all applicable boxes):
~Broker-dealer
D Check here ifrespondent is also an OTC de rivatives dealer | Security based swap dealer | | Major security-based swap participant | | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | | | | | | | 11 Times Square 35 fl | | | | | | | | | | (No. and Street) | | | | | | New York | | NY | | 10036 | | | | (City) | | (State) | (Zip Code) | | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | | Pasca I Roche | 212-751-4422 | | | Proche@DFPPartners.com | | | | (Name) | (Area Code -Telept-cne NLrnber) | | | (Email Address) | | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | INDEPENDENT PUBLICACCOUNTANTwhose opinion is contained in this Report* | | | | | | | | PricewaterhouseCoopers, LLP | | | | | | | | | | (Na me - if Individual, state last, first, middle name) | | | | | | 101 Seaport Blvd | Boston | | MA | 02110 | | | | (Address) | (City) | | (State) | (Zip Code) | | | | | | | | 238 | | | | (Date of Registration with PCAOB)( if applicable) | | | | (PCAOB Registration Number, if applicable) | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | \* Claims for exemption fro m th e requirement that the annual reports be covered by th e reports of an independent public accountant must be supported by a statement of facts and circumstances re lied on as the basis of the exemption. See 17 CFR 240.17a-S(e)(l}(ii), ifapplicable. 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. | | OMBAPPROVAL | | | |--------------------------|------------------|--|--| | 0MB Number: | 3235-0123 | | | | Expires: | October 31, 2023 | | | | Estimated average burden | | | | | hours per response | 12.00 | | | SEC FILE NUMBER **8-69844** {2}------------------------------------------------ #### **OATH OR AFFIRMATION** I, Susan Long McAndews, swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of Pantheon Securities, LLC, as of December 31, 2021, 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. ~ - CEO/ President Notary Public #### **This filing\*\* contains (check all applicable boxes):** - ~(a) Statementoffinancial condition. - ~(b) Notes to consolidated statementoffinancial condition. - □ (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 RegulationS-X). - D ( d) Statement of cash flows. - □ (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. - □ (g) Notes to consolidated financial statements. - □ (h) Computation ofnetcapital under17 CFR 240.15c3-lor 17 CFR 240.18a-1, as applicable. - D(i) Computation of tangible net worth under 17 CFR 240.18a-2. - □ (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 240.15c3-3or Exhibit A to 17 CFR 240.18a-4, as applicable. - D(I) Computation for Determination of PABRequirements under Exhibit A to§ 240.15c3-3. - D(m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - D(n) Information relatingto possession or control requirements forsecurity-based swap customers under 17 CFR 240.15c3- 3(p)(2) or 17 CFR 240.18a-4, as applicable. - □ (o) Reconciliations, includingappropriate 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 offinancial data for subsidiaries not consolidated in the statement offinancial condition. - ~(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. - D(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. - Y D(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.l 7a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - D(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. - D(y) Report describing any material inadequaciesfoundto exist or found to have existed since the date of the previous audit, or a statementthat no material inadequacies exist, under 17 CFR 240.17a-12(k). - D (z)Other: \* \*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-S(e)(3)or 17 CFR 240.18a-7(d)(2), as applicable. {3}------------------------------------------------ | A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate
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, and not the truthfulness, accuracy, or
valid it of that document. | |------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | State of California
County of San Francisco | | Subscribed and sworn to (or affirmed) before me on this 25th
day of Februaiy
, 20 22 , by Susan Lonq McAndrews | | proved to me on the basis of satisfactory evidence to be the
person(s) who appeared before me. | | AMY ELIZABITH POLLOCK
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| | |------------------------------|---| | | | | )+ ";%""4;;; | | | -4"2;5-;&++ ();46"*"+4;;;; ; | ; | {5}------------------------------------------------ ![](_page_5_Picture_0.jpeg) ## **Report of Independent Registered Public Accounting Firm** To the Member of Pantheon Securities, LLC: #### *Opinion on the Financial Statement – Balance Sheet* We have audited the accompanying balance sheet of Pantheon Securities, LLC (the "Company") as of December 31, 2021, 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, 2021 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 25, 2022 We have served as the Company's auditor since 2017. {6}------------------------------------------------ ## **Pantheon Securities, LLC (A wholly owned subsidiary of Pantheon Ventures Inc.)** ## **BALANCE SHEET December 31, 2021** | Cash
Due from related parties (Footnote 6)
Prepaid expenses and other current assets | \$
2,326,647
650,221
137,666 | |--------------------------------------------------------------------------------------------|---------------------------------------| | Total assets | \$
3,114,534 | | Due to related parties (Footnote 6)
Accruals
Income taxes payable | 294,270
176,333
36,400 | | Total liabilities | \$
507,003 | | Member's equity | \$
2,607,531 | | Total member's equity and liabilities | \$
3,114,534 | {7}------------------------------------------------ ## **1. Organization and Nature of Business** Pantheon Securities, LLC (the "Company"), a Delaware limited liability company formed on August 24, 2016, is a broker-dealer registered with the Securities and Exchange Commission ("SEC") pursuant to Section 15 of the Securities Exchange Act of 1934, is a member of the Financial Industry Regulatory Authority, Inc. ("FINRA") and the Securities Investor Protection Corporation ("SIPC"). The Company's principal business activities are to act primarily as a limited purpose broker-dealer and private placement agent on a "best efforts" basis with respect to the offer and sale of interests in affiliated, private investment funds ("Affiliated Funds") and non-affiliated, private investment funds ("Third Party Funds"). As of December 31, 2021, the Company has not entered into any agreements with Third Party Funds. The Affiliated Funds will generally be advised by Pantheon Ventures (US) LP ("PV US"), an affiliated investment adviser registered with the SEC, as well as other affiliates and/or subadvisors, including Pantheon Ventures (UK) LLP ("PV UK"), an exempt reporting adviser incorporated in England and Wales that is authorized and regulated by the Financial Conduct Authority in the United Kingdom, and Pantheon Ventures (Ireland) DAC ("PV Ireland"), an exempt reporting adviser incorporated in Ireland that is authorized and regulated by the Central Bank of Ireland. The Company also acts as sub-distributor for an affiliated fund of funds, managed by an affiliate of the Company registered under both the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, as a closed-end, non-diversified management investment company. The fund, the AMG Pantheon Master Fund, LLC, along with a feeder fund, the AMG Pantheon Fund, LLC (together, the "AMG Fund"), is advised by PV US and distributed on a "best efforts" basis by AMG Distributors, Inc. ("AMGDI"), an affiliated SEC-registered broker-dealer and FINRA member. Each of PV US and PV UK, as applicable, will provide personnel to Pantheon Securities, as needed ("Leased Employees"). The Company is a wholly-owned subsidiary of Pantheon Ventures Inc. ("Parent''), whose ultimate parent company is Affiliated Managers Group, Inc., an asset management holding company whose stock is listed on the New York Stock Exchange. ## **2. Summary of Significant Accounting Policies** The financial statement is prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The preparation of financial statement in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates or assumptions. ## *Cash* The Company considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents. Cash and Cash Equivalents are stated at cost, which approximates fair market value, and are classified as Level 1 financial assets. #### *Prepaid Expenses and Other Current Assets* Prepaid expenses and other current assets are comprised of prepaid FINRA fees, prepaid state registration fees and the Fidelity Bond. ## *Concentrations* Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of bank deposits. The Company maintains cash balances with financial institutions, which may exceed the federally insured limit of \$250,000 per institution. {8}------------------------------------------------ ## **3. Income Taxes** The Company is a Limited Liability Company and treated as a disregarded entity for income tax reporting purposes. The Internal Revenue Code provides that any income or loss is passed through to the Company's Parent for federal and state income tax purposes. Accordingly, the Company has not provided for state income taxes. The Company's Parent, a C Corporation, files its income tax returns in the U.S. and various state and local jurisdictions. At December 31, 2021, management has determined that the Company had no uncertain tax positions that would require financial statement recognition. This determination is subject to ongoing reevaluation as facts and circumstances may require. The Company remains subject to U.S. federal, state and local income tax audits for all periods subsequent to 2018. The Company is subject to New York City unincorporated business tax. ## **4. Commitments and Contingencies** The Company is not aware of any contingencies, claims against it or guarantees that would likely result in a liability. # **5. Regulatory Requirements** The Company is subject to the rules of the SEC and FINRA, the principal exchanges with which it is licensed to transact, and SIPC. In particular, the Company is subject to the SEC's Uniform Net Capital Rule (SEC Rule 15c3-1). This rule 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. As of December 31, 2021, the Company had net capital of \$1,819,644 which was \$1,785,844 above the minimum net capital required of \$33,800. The Company's ratio of aggregate indebtedness to net capital was .28 to 1, as of December 31, 2021. ## **6. Related Party Transactions** The Company has entered in to a multi-party Fourth Amended and Restated Services Agreement dated June 29, 2020 (the original Services Agreement was entered into on March 1, 2017) with its affiliates PV US, PV UK and PV Ireland (in its entirety, the "Services Agreement" by and among the Company, PV US, PV UK and PV Ireland (PV US, PV UK and PV Ireland, referred together as the "Affiliated Companies")). In addition to the above, the Company has entered into two Intra Company Group Agreements each dated as of March 1, 2017 with each of the Affiliated Companies, pursuant to which Pantheon Securities provides distribution services to each of PV US and PV UK. Pursuant to the Services Agreement between the Company and the Affiliated Companies, PV US pays the Company a fee equal to 110% of certain service costs as defined in the Services Agreement. The service revenue from PV US totaled \$8,676,555 in 2021, of which \$8,627,375 is reducing the amount due to related parties from the allocated expenses described above. As of December 31, 2021, the Company has a net payable of \$217,020 due to PV US. The Company has entered into a Sub-Distribution Agreement dated April 1, 2018 (as amended from time to time) with AMGDI relating to AMG Pantheon Fund, LLC and a Sub-Distribution Agreement dated April 1, 2018 (as amended from time to time) with AMGDI relating to AMG Pantheon Master Fund, LLC. Pursuant to each of the Sub-Distribution Agreements with AMGDI the Company provides certain wholesale marketing and marketing consulting services for the AMG Fund. As of December 31, 2021, the Company has a receivable of \$572,971 from AMGDI. {9}------------------------------------------------ # **7. Risks and Uncertainties** We considered the impacts of the COVID-19 pandemic on our business, results of operations and financial condition. The COVID-19 pandemic has created economic and financial disruptions globally and has led governmental authorities to take unprecedented measures to mitigate the spread of the disease, including travel bans, border closings, business closures, quarantines and shelter-in-place orders, and to take actions designed to stabilize markets and promote economic growth. From an operational perspective, our business will continue to remain open. # **8. Subsequent Events** The Company has determined that no material events or transactions occurred subsequent to December 31, 2021 and through February 25, 2022, the date of the financial statement issuance, which require additional disclosure in the financial statements. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.