# PALMER CAPITAL ADVISORS, LLC X-17A-5 (2020-03-16) — Broker-dealer annual report - Company: PALMER CAPITAL ADVISORS, LLC - Form: X-17A-5 - Filed: 2020-03-16 - Period: 2019-12-31 - Accession: 0001686086-20-000001 - CIK: 1686086 - File #: 8-69847 - Material weakness: No - Auditor: Lerner & Sipkin CPA's, LLP - Auditor location: New York, NY - Contact: Kathy Efrem - Phone: 212-897-1686 - Email: jlerner@lernerslpkln.com - Website: lernerslpkln.com - Signed by: Kathy Efrem (FinOp) Original filing: https://www.sec.gov/Archives/edgar/data/1686086/000168608620000001/pca19s2.pdf --- {0}------------------------------------------------ # STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2019 {1}------------------------------------------------ | UNITFDSTA~ | |------------------------------------| | SECURITIES AND EXCHANGE COMMISSION | | Washington, D.C. 20549 | | | | OIVB APffiOVAL | |---------------|----|----------------------------| | OIVB Nurrber: | | 3235-0123 | | | | Expires: August 31, 2020 | | | | Estimated average burden | | | | hours per response 12. 00 | | | | SEC FILE NUM:IER | | | 8- | 69847 | # **ANNUAL AUDITED REPORT FORM X-17A-5 PART Ill** ## **FACING PAGE Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder** | REPORT FOR THE PERIOD BEGINNING | ____
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121_3_1_12_0_19 | | |---------------------------------------------------------------------------|--------------------------------------------------------|--------------------|-------------------------------|--| | | MM/DD/YY | | MM/DD/YY | | | | A. REGISTRANT IDENTIFICATION | | | | | NAME OF BROKER-DEALER: | | | | | | | | | OFFICIAL USE ONLY | | | Palmer Capital Advisors, LLC | | | FIRMID. NO. | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | 39 Broadway, Suite 3300 | | | | | | reet) | | 10006 | | | ~wTo~ | ~
(~ate) | | (Zip Code) | | | (City) | | | | | | TNDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in th is Report* | B. ACCOUNTANT IDENTIFICATION | | | | | | Lerner & Sipkin CP As LLP | | | | | | | | | | | | (Name·· if individual. state last, first, middle name) | | | | | 132 Nassau Street, Suite 1023 | New York | NY | 10038 | | | (Address) | (City) | (State) | | | | CHFCKONE:
Q Certified Public Accountant | | | | | | D Public Accountant | | | | | | D Accountant not resident in United States or any of its possess.ions | | | (Zip Code) | | | | FOR OFFICIAL USE ONLY | | | | *\*Claims for exemption.fi'om the requirement that the annual report be covered by the opinion of an independent public accountant must be supported by a statement ofjacts and circumstances relied on as the basis for the exemption. See section 240.l 7a-5(e)(2).* | SEC 1410 (06-02) | | |------------------|--| |------------------|--| SEC 1410 (06-02) *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* 0MB *co11trol 11umber.* {2}------------------------------------------------ ### *A* **FFTR,\IA TION'** and 1,•upplt:1m:ntnJ s.:h.edule:. perrmmns 10 Palmer Copual .·\Jnsors. LLC foq cur entled Do:e:mba ; l.2019. are true and correcl I fimlt1:r uffim, that m:uher the Co01pru1y nor any officer or tbrector has rut~ prop, icttU) {3}------------------------------------------------ ### **This report\*\* contains (check all applicable boxes):** - [ x] Report of Independent Registered Public Accounting Firm. - [x] Facing Page. - [x] Statement of Financial Condition. - [ ] Statement of Operations. - [ ] Statement of Changes in Member's Equity. - [ ] Statement of Cash Flows. - [ ] Statement of Changes in Liabilities Subordinated to Claims of General Creditors (not applicable). - [ ] Computation of Net Capital for Brokers and Dealers Pursuant to Rule l 5c3-l under the Secw-ities Exchange Act of 1934. - [ ] Computation for Detennination of Reserve Requirements for Brokers and Dealers Pursuant to Rule l 5c3-3 under the Securities Exchange Act of 1934. - [ ] Information Relating to the Possession or Control Requirements for Brokers and Dealers Pursuant to Rule 15c3-3 under the Securities Exchange Act of 1934 (not applicable). - [ ] A Reconciliation, including appropriate explanations, of the Computation of Net Capital Pursuant to Rule l 5c3-l and the Computation for Determination of Reserve Requirements Under Rule 15c3-3. - [ ] A Reconciliation Between the Audited and Unaudited Statements of Financial Condition With Respect to Methods of Consolidation (not applicable). - [x] An Oath or Affirmation. - [ ] A copy of the SIPC Supplemental Report. - [ ] A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit (Supplemental Repo1t on Internal Control). - [ ] Independent Auditors' Report on Internal Control Required by SEC Rule l 7a-5(g)(l ). - [ ] Independent Auditors' Repo1t Regarding Rule 15c3-3 Exemption. - [ ] Rule **l** 5c3-3 Exemption Report {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) 132 Nassau Street. New York. NY 10038 Tel 212.571.0064 / Fax 212.571.0074 Jay Lerner, C.P.A. jlerner@lernerslpkln.com Joseph G. Sipkin, C.P.A. Jslpkln@lernerslpkin.oom ### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Members of Palmer Capital Advisors LLC f/k/a GNU Securities LLC 39 Broadway - Suite 3300 New York, NY 10006 ### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Palmer Capital Advisors LLC f/k/a GNU Securities LLC as of December 31, 2019, and the related notes (collectively referred to as the financial statement). In our opinion, the statement of financial condition presents fairly, in a11 material respects, the financial position of Palmer Capital Advisors LLC f/k/a GNU Securities LLC 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 Palmer Capital Advisors LLC f/k/a GNU Securities LLC's management. Our responsibility is to express an opinion on Palmer Capital Advisors LLC f/k/a GNU Securities LLC'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 Palmer Capital Advisors LLC f/k/a GNU Securities 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. We conducted our audit in accordance with the standards of 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 statements. Our audit aJso 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. ~ *:, Yr4 CfW..* Lt) Lerner & Sipkin CPAs, LLP Certified Public Accountants (NY) We have served as Palmer Capital Advisors LLC f/k/a GNU Securities LLC's auditor since 2019. NewYork,NY March 9, 2020 {5}------------------------------------------------ ## **STATEMENT OF FINANCIAL CONDITION** ## **DECEMBER 31, 2019** | ASSETS | | |----------------------------------------|---------------| | Cash | \$
59,290 | | Prepaid expenses | 1,870 | | Total assets | \$
61,160 | | LIABILITIES AND MEMBER'S EQUITY | | | Liabilities: | | | Accounts payable and other liabilities | \$
24,119 | | Due to affiliate | 1,100 | | Total Liabilities | 25,219 | | Member's Equity | 35,941 | | Total liabilities and member's equity | \$
61 ,160 | **The accompanying notes are an integral part of these financial statements.** {6}------------------------------------------------ ## **NOTES TO FINANCIAL STATEMENTS** ## **DECEMBER 31, 2019** #### NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS Palmer Capital Advisors, LLC (the "Company") is a broker dealer registered with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA") formed for the purpose of providing broker dealer services including financial advisory services, mergers and acquisition services and to engage in private placement of securities and similar services. On May 7, 2019, the Company became a single member limited liability company and changed its name from Gnu Securities LLC. #### NOTE2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ### Basis of Presentation These financial statements were prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") 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. ### Income Taxes The Company is a limited liability company, treated as a disregarded entity for federal, state and city income tax purposes; it therefore does not incur income taxes at the company level. Instead its earnings and losses are passed tlu·ough to the member and included in the calculation of the member's tax liability. Accordingly, no provision for income taxes has been made in the accompanying financial statements. ### Receivables and Contract Balances 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 (i.e., 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 pe1formance obligation is satisfied. As of January l, 2019 and December 31, 2019, the Company had accounts receivable of\$ 15,958 and nil, respectively. It did not have any contract assets or contract Liabilities as of those dates. {7}------------------------------------------------ ## **NOTES TO FINANCIAL STATEMENTS** ## **DECEMBER 31, 2019** #### NOTE3. RELATED PARTY TRANSACTIONS Pursuant to an administrative service agreement (the "Agreement") between the company and the Affiliate, the Affiliate pays for various expenses of the company without seeking rei m bu.rsement. During the year ending December 31, 2019, the Affiliate agreed to pay expenses of approximately \$62,900 on behalf of the Company without seeking reimbursement. #### NOTE4. NET CAPITAL REQUIREMENTS The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule 15c3-I This Rule requires the maintenance of minimum net capital and that the ratio of aggregate indebtedness to net capital both as defined shall not exceed 15 to l and that equity capital may not be withdrawn or cash dividends paid if the resulting net capital ratio would exceed 10 to 1. At December 3 I, 2019 the Company's net capital was \$34,071 which was \$29,071 in excess of its minimum requirement of \$5,000. #### NOTES. COMPLIANCE WITH RULE 15C3-3 The Company does not handle cash or securities on behalf of customers and accordingly has no obligation under SEC Rule 15c3-3. #### NOTE6. NEW ACCOUNTING PRONOUNCEMENT In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which amends the FASB's guidance on the impairment of financial instruments. The ASU adds to United States generalJy acceplc::u accounling principles ("U.S. GAAP") an impairment model (known as the current expected credit loss ("CECL") model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of lifetime expected credit losses, which the FASB believes will result in more timely recognition of such losses. The ASU is also intended to reduce the complexity of U.S. GAAP by decreasing the number of credit impainnent models that entities use to account for debt instruments. Futther, the ASU makes targeted changes to the impairment model for available-for-sale debt securities. The new CECL standard is effective for annual reporting periods beginning after December 15, 2019, and interim periods therein. Management is currently evaluating the effect of adopting the new standard and expects that the impact to the Company's financial statements will be minimal. #### NOTE?. CONCENTRA TlONS All of the Company's cash is maintained in a single financial institution. The Company does not consider itself to be at risk with respect to this concentration. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.