NEW YORK CITY-RCS Capital Corp. announced Thursday that it has entered into an agreement to acquire Cetera Financial Group—an independent broker-dealer headquartered in El Segundo, CA—from Lightyear Capital for $1.15 billion in cash. The transaction is expected to close later this year.
Following this transaction, Cetera and its subsidiaries will become part of RCAP’s retail advice platform, complementing the recent acquisition of Investors Capital Holdings and the purchase of Summit Brokerage Services. Valerie Brown, president and CEO of Cetera, and her management team, will continue to operate Cetera’s respective brands as part of the RCAP family of companies.
RCS Capital, the investment banking arm of RCAP, and Barclays acted as financial advisors to RCAP. Bank of America Merrill Lynch, Barclays, and Luxor Capital Group provided financing to RCAP.
Proskauer Rose acted as legal advisor to RCAP, while Duane Morris acted as counsel to the special committee of the board of directors of RCAP. Bank of America Merrill Lynch acted as financial advisor to Cetera. Simpson Thacher & Bartlett LLP acted as legal advisor to Cetera.
Says William Kahane, CEO of RCS, “This transaction immediately affords us the benefits of scale, while setting the quality standard in the industry. It enables us to diversify our revenue streams and position our securities sales business to attract best-of-class third-party sponsors, thus mitigating concentration risk among our retail firms. It adds substantially to our assets under administration, and makes our overall enterprise uniquely attractive to other retail advice firms who believe they could benefit by aligning themselves with a dominant, well-capitalized, public firm with a complete understanding of the industry and a demonstrated commitment to excellence.”
Formed in 2010 following the sale of three ING broker-dealers, Cetera is a financial services holding company that provides independent broker-dealer services and investment advisory services through four distinct independent broker-dealer platforms: Cetera Advisors, Cetera Advisor Networks, Cetera Financial Institutions and Cetera Financial Specialists.
With approximately 6,660 registered representatives across the United States, Cetera will enable RCAP to grow its retail distribution footprint, reports RCAP. In addition, the acquisition of Cetera demonstrates RCAP’s continuing commitment to building an integrated, full-service platform dedicated to the needs of the retail investors. Cetera’s inclusion within RCAP’s retail advice business line both complements and diversifies RCAP’s revenue stream, which presently is derived from its wholesale distribution business, investment banking and capital markets services, transaction management and transfer agency lines of business.
Adds Brown, “I have devoted my career to serving the best interests of clients by providing a world-class platform for the financial advisors who serve them. In pursuit of this goal, Cetera Financial Group has become one of the preeminent retail advice platforms in the industry. By joining the RCS Capital family of companies, we become the cornerstone of the second largest independent financial advisor network in America and are positioned for even greater success in the future. Our shared vision for building a better industry through a combination of products, services and advice that begins and ends with the investor is what made the decision to merge an easy one.”