# ICR CAPITAL LLC X-17A-5 (2021-03-26) — Broker-dealer annual report - Company: ICR CAPITAL LLC - Form: X-17A-5 - Filed: 2021-03-26 - Period: 2020-12-31 - Accession: 0001749969-21-000010 - CIK: 1632418 - File #: 8-69583 - Material weakness: No - Auditor: RSM US LLP - Auditor location: New Haven, CT - Contact: Linda S. Grimm - Phone: 212-897-1685 - Signed by: Stephen Parish (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1632418/000174996921000010/s20icr5.pdf --- {0}------------------------------------------------ # ICR Capital, LLC Statement of Financial Condition December 31 , 2020 {1}------------------------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 # ANNUAL AUDITED REPORT FORM X-17A-5 PART ill # FACING PAGE Jn formation Required of Brokers and Dealers Pursuant to Section I 7 of the Securities Exchange Act of 1934 and Rule l 7a-S Thereunder· | -~O~l~O~2=0 | AND ENDING | 12/3 1/20 | |---------------------------------------------------------------------|--------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | MM/DDIYY | | Mi\11/DD/YY | | | | | | | | | | | | OFFICIAL USE ONLY | | | | FIRM ID. NO. | | | | | | | | | | | | 06851 | | (State) | | (Zip Code) | | | | | | | | | | | | | | | | | | | | 06510
(Zip Code) | | | | | | | | | | | | | | | | | | Accountant not resident in United States or any of its possessions. | | | | | | | | REPORT FOR THE PERIOD BEGINNING | 761 Main Avenue
(No. and Street)
CT
RSM US LLP
New Haven
(City) | ___
A. REG ISTRANT IDENTIFICATION
ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.)
NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO THIS REPORT
(2 I 2~897- 685
(Area Coe -
B. ACCOUNTANT IDENTIFICATION
INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report*
(Name - irindividual, state last. lirst. middle name)
CT
(Stale) | *\*Claims for exemp1io11from 1he requiremenl that 1he a111111al repor/ be covered by the opinion of an independent public accou/l/an1 mus/ be supported by a stmeme11t offacts and circ11mstances relied 011as1he basis for the exemption. See section 240. I 7a-5(e){2).SEC* 14 10 (3-91) {2}------------------------------------------------ # **ICR Capital, LLC** # **TABLE OF CONTENTS** # This report "\* contains (check all applica ble boxes): - lx] Report of Independent Registered Public Accounting Firm. - LxJ Facing Page. - Lx] Statement of Financial Condition. - [ ] Statement or Income. - l I Statement of Cash Flows. - { J Statement of Changes in Member's Equity. - r J Statement of Changes in Liabilities Subordinated to Claims of General Creditors (not applicable). - [ ] Computation of Net Capital for Brokers and Dealers Pursuant to Ruic l 5c3-I under the Securities Exchange Act of 1934. - [ I Computation for Determination of Reserve Requirements for Brokers and Dealers Pursuant to Rule I Sc3-3 under the Securities Exchange Act of 1934. - [ ] Information Relating to the Possession or Control Requirements for Brokers and Dealers Pursuant to Rule I 5c3-3 under the Securities Exclumgc Act of 1934. - [ ) A Reconciliation. including appropriate explanations, of the Computation of Net Capital Pursuant to Rule l 5c3-I (included with item (g)) and the Computation for - Determination of Reserve Requirements Under Rule I Sc3-3 (included in item (g)). - [ ] A Reconciliation Between the Audited and Unaudited Statements of Financial - Condition With Respect to Methods of Consolidation (1101 applicable). - [x] An AfCirmation. - [ ] A copy of the SIPC Supplemental Report. - [ J A report describing any material inadequacies found lo exist or found to have existed since 1he date of rhc previous audit (Supplemental Report on Internal Control). - L ] Report of Independent Registered Public Accounting Firm regarding Rule I 5c3-3 exemption report. - [ ] Management Statement Regarding Compliance with the Exemption Provision for SEC Rule I Sc3-3 \*\* *For conditions of* c:01~fidentia/ *treatment of certain port1011s of this Ji ling, see seer ion 2./0.* J *7a-*5(e)(3). {3}------------------------------------------------ #### AFFIRMATION I, Stephen Parish, affirm that, to the best of my knowledge and belief, the accompanying statement of financial condition pertaining to ICR Capital, LLC fo r the year ended December 31, 2020, is true and correct. I further affirm that neither the Company nor any officer or director has any pmprietuy intc"5t in any account dm;fied solely as that of a customffe SigdJ CEO Title Subscribed and sworn to before me c)!~ ~J\$vy Pvbl1C:.. LAURAL KLEIN NOTARY PUBLIC State of Connecticut My Commission Expires 5/31/2024 {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) RSM US UP #### Report of Independent Registered Public Accounting Firm To the Board of Directors of ICR Capital, LLC #### Opinion on the Financial Statement We have audited the accompanying statement of financial condition of ICR Capital, LLC {the Company) as of December 31, 2020, and the related notes to 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 , 2020, in conformity with accounting principles generally accepted In the United States of America. #### Basis for Opinion This financial statement Is the responsibility of the Company's management Our responslblllty 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 U.S. federal securilles 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 the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement ls free of material misstatement, whether due to error or fraud. The Company is not required lo have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. 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. We have served as the Company's auditor since 2017. New Haven, Connecticut February 25, 2021 THE POWER OF BEING UNOERSTOOO AUD!l I TAX CONSULTING {5}------------------------------------------------ # **ICR Capital, LLC Statement of Financial Condition December 31, 2020** | Assets
Cash and cash equivalents | \$ 6,407.912 | |----------------------------------------------------------------------|-------------------| | Accounts receivable, net of allowance of \$8,306
Prepaid expenses | 285,936
33,318 | | Total assets | \$ 6,727, 166 | | Liabilities and Member's Equity | | | Liabilities: | | | Accounts payable and accrued expenses | \$
620,662 | | Payable to related party | 415.593 | | Deferred revenue | 240,833 | | Total liabilities | 1,277,088 | | Member's Equity: | 5,450,078 | | Total liabilities and member's equity | \$ 6,727, 166 | The accompanying notes are an integral part of this financial statement. {6}------------------------------------------------ ### I. O rganiza tion and Business !CR Capital. LLC (the "Company''). a wholly owned subsidiary of Blue Point Lntermediate. LLC (the ··Parent") is a Connecticut limited liability company. The Company is a broker dealer and as such is registered with the Securities and Exchange Commission (the "SEC") and a member of the Financial Industry Regulatory Authority ("FINRA"). It is also subject to oversight by the Securities and Business Investment Division of the Departmenl of Banking of the State of Connecticut and similar agencies in states in which the Company operates. The Company engages in underwritings. private placements of securities, trading securities for its own account and provides consulting services in connection with mergers. acquisitions and similar transactions including providing fairness opinions and valuations in connection with those 1ransact ions. # 2. Summary of Significa nt Accounting Policies # Basis of Presentation and Use of Estimates This financial statement was prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America ("GAAP") which require 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 statement. 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 1he consideration to which the entity expects to be entitled in exchange for those goods or services in accordance with the guidance of ASC Topic 606. "Revenue from Contracts with Customers". The guidance requires an entity to follow a five-step model to (a) identify the conlract(s) with a customer, (b) identify the performance obligations in the contract. (c) determine the transaction price, (d) allocate the lransaction price to 1he performance obligations in the contract, and (e) recognize revenue when (or as) the entity 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 1he amount of cumulative revenue recognized wou ld not occur when the uncertainty associated with the variable consideration is resolved. #### Advisory Fees - Transaction Fees from capital markets advisory assignments are recognized in accordance with the terms or the related advisory service agreements. Such revenue is generally recognized at the point in lime that performance under the arrangement is completed (the closing date of the transaction). If the contract contains a non-refundable fee, in advance of a transaction, the fee is recognized at the point in time performance is completed or contract is terminated prior lo closing dale of a transaction. {7}------------------------------------------------ # 2. Summary of Significan t Accounting Policies (continu ed) #### Advisory Fees - Monthly Consulting Fees for consulting services are recognized in accordance with the terms of the related advisory service agreements. Such fees are recognized as earned over the contract period as services are performed and performance obligations are satisfied (monthly). Retainers and other fees received from customers in advance of satisfying contractual performance obligations prior to recognizing revenue are reported as deferred revenue. Deferred revenue is expected to be recognized as revenue within twelve co rwenty-four months as the performance obligations are met. Since the Company's provision of financial advisory services involves significant resources. its revenues tend to be concentrated. During che year ended December 31, 2020, four clients accounted for 50% of advisory fee revenue. Accounts receivable as December 31, 2020 consists of amounts due from seven clients, the largest of which represents 42% of the balance. #### Credit Losses Effective January I. 2020. the Company adopted ASC Topic 326, Financial Instruments - Credit Losses ("ASC 326"). ASC 326 impacts the impairment model for certain financial assets by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses over the entire life of the financial asset. Under the accounting update, the Company has the ability Lo determine that there are no expected credit losses in ce1tain circumstances (e.g., based on the credit quality of the customer). The Company identified fees and other receivables as impacted by the new guidance. ASC 326 specifies that the Company adopt the new guidance prospectively by means of a cumulative-effect adjustment to the opening member's equity as of January I. 2020. The Company's considers factors such as historical experience, credit quality and age of balances that may affect the Company's expectation of the collectability in determining the allowance for credit losses. Accordingly, the Company recognized an adjustment of \$3,675 upon adoption, wrote off \$3,675 against the allowance during the year and reserved for approximately \$8.000, resulting in an ending balance of approximately \$8,000 at December 31, 2020. # Contract Balances 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. Conrract liabilities arise when customers remit contractual cash payments in advance of the Company satisfying its performance obligations under the contrnct and are derecognized when the revenue associated with the contract is recognized when the performance obligation is satisfied. As of January I, 2020. the Company had contract assets of \$47,375 and contract liabilities (deferred revenue) of \$226,286. As of December 31, 2020. the Company had no contract assets and contract liabilities of \$240,833. {8}------------------------------------------------ # **ICR Capital, LLC Notes to Financial Statement Year Ended December 31, 2020** # 2. Summary of Significant Accounting Policies (continued) # Cash a nd cash equivalen ts Cash accounts may exceed Federal Deposit Insurance Corporation ( .. PDIC") insurance coverage and, and. as a result. there is a concentration of credit risk related to the balances on deposit in excess of FDIC insurance coverage. The Company has not experienced any losses from such concentrations. The Company considers short-term investments with original maturities of less than 90 days 10 be cash equ ivalents. The Company considers amounts held in money market accounts at banks to be cash equi valents. # Income Taxes The Company is a disregarded entity for income tax purposes and its results of operations are included in the income tax returns of its parent which files its ta>.. returns as a partnership. Accordingly, no provision for income taxes has been made in the accompanying financial statements. # 3. Regulatory Requirements The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule I 5c3-1 which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, as defined, shall not exceed 15 10 I In accordance with the Rule, the Company is required to maintain defined minimum net capital equal to the greater or \$I 00.000 or 6-2/3% of aggregate indebtedness. At December 31. 2020, the Company had net capital of \$5.079,282 which exceeded the required net capital by \$4.979.282. Aggregate indebtedness at December 31. 2020 totaled \$1,036.255. The Company does not hold customer cash or securities and thus b not affected by Rule I 5c3-3. # 4. Related Party Transactions The Company and its affiliate, !CR. LL.C. have an Administrative Services Agreement, (1he ''Agreement") whereby the affiliate agrees to pay certain of the infrastructure and administrative support and other expenses relating to the operation of the Company and the Company will reimburse the afliliate for such expenses. Al December 3 I, 2020. the Company recorded a payable in the amount or \$4 I 5.593 for certain expenses, which were paid on behalf of the Company and not yet reimbursed lo the affiliate. The terms of any of these trnnsactions may not be the same as those that would otherwise exist or result from agreements and transactions among unrelated parties. During 2020, the Company distributed \$7.700.000 to its Parent. consisting mainly of profits earned in 2020 in the ordinary course of business. {9}------------------------------------------------ # 5. **Contingencies** The Company is subject to litigation in the normal course of business. The Company has no litigation in progress at December 31, 2020. # **6. COVID-19** During the 2020 calendar year. the World Health Organization has declared COYLD-1 9 to constitute a "Public Health Emergency of International Concern". This pandemic has disrupted economic markets and the economic impact, duration and spread of the COY!D- 19 virus is uncertain al this lime. The financial performance of the Company is subject to future developments related to the COY 10-19 outbreak and possible government advisories and restrictions placed on the financial markets and business activities. The impact on financial markets and the overall economy. all of which are highly uncertain, cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company's results may be materially affected. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. # **7. Subsequent Events** Subsequent events have been evaluated through the date the financial statements were issued. No events were noted which wou ld require adjustments or disclosure in the financial statements. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.