# INDEPENDENCE POINT SECURITIES LLC X-17A-5 (2024-03-29) — Broker-dealer annual report - Company: INDEPENDENCE POINT SECURITIES LLC - Form: X-17A-5 - Filed: 2024-03-29 - Period: 2023-12-31 - Accession: 0001902802-24-000008 - CIK: 1902802 - File #: 8-70853 - Type: Broker-dealer - Material weakness: No - Auditor: Fulvio & Associates, LLP - Auditor location: New York, NY - Contact: Julie Rosenberg - Phone: 2124685854 - Email: julie@independencepoint.com - Website: independencepoint.com - Signed by: Anne Clarke Wolff (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1902802/000190280224000008/ipspublic12312023.pdf --- {0}------------------------------------------------ ## INDEPENDENCE POINT SECURITIES LLC SEC ID No. 8-70853 STATEMENT OF FINANCIAL CONDITION AS OF DECEMBER 31, 2023 AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM {1}------------------------------------------------ ## INDEPENDENCE POINT SECURITIES LLC # TABLE OF CONTENTS AS OF DECEMBER 31, 2023 | Form X-17A-5 Part III | | |---------------------------------------------------------|--| | Oath or Affirmation | | | Report of Independent Registered Public Accounting Firm | | | Statement of Financial Condition 2 | | | Notes to Statement of Financial Condition 3–6 | | Page(s) {2}------------------------------------------------ #### **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** OMB APPROVAL OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 # **ANNUAL REPORTS FORM X-17A-5 PART III** | SEC FILE NUMBER | |-----------------| | 8-70853 | **FACING PAGE Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934** FILING FOR THE PERIOD BEGINNING \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ AND ENDING \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ MM/DD/YY MM/DD/YY **A. REGISTRANT IDENTIFICATION** NAME OF FIRM: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ TYPE OF REGISTRANT (check all applicable boxes): ☐ Broker-dealer ☐ Security-based swap dealer ☐ Major security-based swap participant ☐ Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (No. and Street) \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (City) (State) (Zip Code) PERSON TO CONTACT WITH REGARD TO THIS FILING \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (Name) (Area Code – Telephone Number) (Email Address) **B. ACCOUNTANT IDENTIFICATION** INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (Name – if individual, state last, first, and middle name) \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (Address) (City) (State) (Zip Code) \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (Date of Registration with PCAOB)(if applicable) (PCAOB Registration Number, if applicable) **FOR OFFICIAL USE ONLY** 01/01/23 12/31/23 Independence Point Securities LLC 600 5th Avenue, 8th Floor New York NY 10020 Julie Rosenberg (212) 468-5854 julie@independencepoint.com Fulvio & Associates, LLC 5 West 37th Street, 4th Floor New York NY 10018 12/20/2018 6529 \* 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}------------------------------------------------ - - - - - - - - - - - - - - - - - - - - - - - - - - - {4}------------------------------------------------ # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Member of Independence Point Securities LLC # **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Independence Point Securities LLC (the "Company") as of December 31, 2023, and 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, 2023 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 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 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. We have served as the Company's auditor since 2022. New York, New York March 19, 2024 {5}------------------------------------------------ ### INDEPENDENCE POINT SECURITIES LLC ## STATEMENT OF FINANCIAL CONDITION AS OF DECEMBER 31, 2023 #### ASSETS | INDEPENDENCE POINT SECURITIES LLC | | |-------------------------------------------------------------|-----------------| | STATEMENT OF FINANCIAL CONDITION
AS OF DECEMBER 31, 2023 | | | ASSETS | | | Cash | \$
5,219,006 | | Accounts receivable and accrued revenue | 898,411 | | Prepaid assets | 48,905 | | TOTAL ASSETS | \$
6,166,322 | | LIABILITIES AND MEMBER'S EQUITY | | | LIABILITIES | | | Due to affiliate | \$
30,030 | | Accounts payable and accrued expenses | 19,897 | | Accrued discretionary compensation | 2,350,000 | | | | | TOTAL LIABILITIES | 2,399,927 | | MEMBER'S EQUITY | | | Member's Equity | 6,368,284 | | Accumulated deficit | (2,601,889) | | MEMBER'S EQUITY | 3,766,395 | The accompanying notes are an integral part of this financial statement. {6}------------------------------------------------ #### NOTE 1 DESCRIPTION OF ORGANIZATION AND BUSINESS Independence Point Securities LLC (the "Company") is wholly-owned by Independence Point Advisors (the "Parent") and was formed on November 23, 2021. The Company is a registered broker dealer with the U.S. Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority ("FINRA"). The Company provides investment banking services including merger and acquisition advisory services, equity and debt underwritings in a selling group capacity and private placements. # NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES #### Basis of Presentation This financial statement was prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). #### Use of Estimates The preparation of the financial statement in conformity with U.S. GAAP 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 statement and the amounts of revenues and expenses during the reporting period. Actual results could materially differ from these estimates. #### Accounts Receivable and Accrued Revenue Accounts receivable, including \$44,355 of unbilled receivables, are comprised of net receivables for advisory and underwriting revenue. These accounts receivable are measured at amortized cost, which reflects the net amount expected to be collected. The Company evaluates collectability of its accounts receivable and determines if an allowance for credit losses is necessary based on historical payment information, known customer financial concerns, credit quality, age of balances and current and future economic conditions that may affect the Company's expectation of the collectability. The Company determined there is no allowance for credit losses on December 31, 2023. The accounts receivable balance was \$898,411 as of December 31, 2023. {7}------------------------------------------------ #### NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) #### Revenue Recognition The Company recognizes revenue in accordance with Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers ("ASC Topic 606"). The revenue recognition guidance requires that an entity recognize 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(s) with a 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 entity satisfies a performance obligation. #### Investment Banking Advisory Fees: The Company provides advisory services related to corporate finance activities such as mergers and acquisitions, reorganizations, tender offers, leveraged buyouts, and the pricing of securities to be issued. The Company enters into agreements with institutional clients, written or otherwise, whereby the Company provides advisory services to clients in exchange for fees. The determination and identification of distinct performance obligations in such agreements may require judgment. Revenue is recognized as the Company satisfies performance obligations. This occurs when promised services are provided to customers in an amount that reflects the consideration the Company expects to receive in exchange for such services. Revenue for advisory services is recognized over time when the services are simultaneously provided by the Company and consumed by the client. For certain contracts, the consideration is included in the transaction price and is constrained until it is probable that a significant reversal of revenue will not occur. In some circumstances, significant judgment is needed to determine the timing and measurement of progress appropriate for revenue recognition under a specific contract. #### Underwriting Fees: The Company underwrites securities for business entities seeking to raise funds through a sale of securities to public or private markets. Revenues are earned from fees arising from securities offering in which the Company acts as a co-managing underwriter. Revenue is recognized on the trade date (the date on which the Company purchases the securities from the issuer) for the portion the Company is contracted to buy. The Company believes that the trade date is the appropriate point in time to recognize revenue for securities underwriting transactions as there are no significant actions which the Company needs to take subsequent to this date and the issuer obtains the control and benefit of the capital markets offering at that point. #### Cash and Cash Equivalents The Company considers amounts held in money market accounts with initial maturities equal to less than three months to be cash equivalents. {8}------------------------------------------------ #### NOTE 3 BENEFIT PLAN The Company's employees participate in a defined contribution profit sharing 401(k) retirement plan (the "Plan") sponsored by the Parent. The Plan provides participants with an opportunity to save for retirement on a tax advantaged basis. Employees can participate in the Plan on their first day of employment and are able to make contributions up to the limits established by the Internal Revenue Service ("IRS"). Contributions by the Company to the Plan are determined by management within Federal tax limits. The Parent makes a safe harbor non-elective contribution of 3% of the participants eligible compensation per calendar year. The Parent may also make an annual discretionary profit-sharing contribution to the Plan for participants. The Company included approximately \$260,000 of accrued discretionary profit-sharing contributions in accrued discretionary compensation in the Company's statement of financial condition as of December 31, 2023. ## NOTE 4 REGULATORY REQUIREMENTS The Company is a registered broker-dealer and is therefore subject to the SEC Uniform Net Capital Rule 15c3-l which requires the maintenance of minimum net capital equal to the greater of \$100,000 or 6-2/3 percent of aggregate indebtedness to net capital not to exceed 15 to 1. Net capital and the related net capital ratio may fluctuate on a daily basis. At December 31, 2023, the Company's net capital was \$5,169,079, which was approximately \$5,069,079 in excess of its minimum requirement of \$100,000. #### NOTE 5 INCOME TAXES The Company adopted Accounting Standards Update (ASU) 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. There was no impact to the Company's financial statement as the Company is a single member limited liability company and is treated as disregarded entity for federal, state and city income tax purposes; therefore, it does not incur income taxes at the Company level. Instead, its earnings and losses are passed through 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 statement. ## NOTE 6 RELATED PARTY TRANSACTIONS Pursuant to an administrative service agreement (the "Agreement") between the Company and the Parent, an affiliate, the Parent allocates expenses to the Company based on expenses incurred by the Parent on behalf of the Company related to its daily operations. The expenses associated with the Agreement include compensation and benefits, travel and entertainment, professional fees, occupancy and other. As of December 31, 2023, the Company owes the Parent \$30,030 related to this Agreement as presented on the Statement of Financial Condition at December 31, 2023. {9}------------------------------------------------ #### NOTE 7 SUBORDINATED BORROWINGS In 2023, the Company entered into two temporary subordinated loan agreements with the Parent. On April 26, 2023, the Company borrowed \$2,500,000 at an annual interest rate of the Secured Overnight Financing Rate ("SOFR") plus 2.75% which matured on June 8, 2023. The total principal balance plus interest of \$6,817 was repaid in full on May 9, 2023. On September 8, 2023, the Company borrowed \$5,000,000 at an annual interest rate of SOFR plus 2.75% which matured on October 16, 2023. On October 4, 2023, the Company made a partial repayment of \$3,500,000 of principal and \$28,695 of interest. The remaining principal balance of \$1,500,000 and interest of \$3,977 were repaid on October 16, 2023. The Company's subordinated borrowings in the form of two temporary subordinated loans from the Parent were covered by agreements approved by FINRA and included in computing regulatory net capital, as defined, under the SEC under Rule 15c3-1. ## NOTE 8 COMMITMENTS AND CONTINGENCIES In connection with investment banking activities, the Company may from time to time provide underwriting commitments to clients in connection with capital-raising transactions. As of December 31, 2023, the Company had no commitments. In the ordinary course of business, the Company may be involved in certain legal actions in connection with its activities as a broker dealer. Management is of the opinion that any claims to which the Company is a party will not have a material adverse effect on the Company's financial position or operations. At December 31, 2023, no amount has been accrued for any potential or pending claims, as a probable outcome is not determinable at December 31, 2023. #### NOTE 9 CONCENTRATIONS OF CREDIT RISK The Company maintains its cash balances in one bank, which at times may exceed federally insured limits. These balances are insured by the Federal Deposit Insurance Corporation ("FDIC") for up to \$250,000 per depositor. The Company is subject to credit risk should these financial institutions be unable to fulfill their obligation. #### NOTE 10 SUBSEQUENT EVENTS The Company has evaluated subsequent events for adjustment to or disclosure in this financial statement through the date of this report and determined that there are no subsequent events requiring adjustments to or disclosure in the financial statement. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.