Cetera Financial Group, the large independent broker-dealer network that has undergone significant shakeups since emerging from its parent’s bankruptcy reorganization in May, announced Wednesday that it is selling one of its B-Ds, the Legend Group, an approximately 350-rep broker-dealer and RIA that focuses on the 403(b) business, to Lincoln Investment Planning.
The sale of Legend comes almost two weeks after Cetera raised eyebrows by replacing its CEO in a surprise move, and shows Cetera’s continuing efforts to trim sails and right the ship after its troubles this year.
Robert Moore, who was named CEO of Cetera September 1 and assumed the role Monday, replacing Larry Roth, says that the divestiture of Legend is part of his company’s efforts to strip out noncore businesses.
The exploration of a sale has been disclosed before, says Moore, and “was guided by our plan to exit businesses that are not core to our future growth plans. At the same time we wanted to find a transaction opportunity with a company that understands and supports the Legend Group’s unique strengths in the 403(b) plan space.”
Legend was part of First Allied Holdings Inc., a Cetera affiliate that was rolled up in Cetera as part of an aggressive bid by entrepreneur Nicholas Schorsch two years ago to fashion a major public company threat to broker-dealer industry leaders like LPL. That flamboyant bid was reportedly quite expensive (the new company RCS Capital (RCAP) bought Cetera for $1.15 billion) and ladened the company with a lot of crushing debt. After an accounting scandal engulfed the real estate side of his business, RCAP was faced with declining shares and reputational damage that made new growth difficult. The company filed for bankruptcy in March. Schorsch is not involved in the business since its re-emergence in May as “Aretec,” the company says.
Cetera has since May been streamlining and consolidating some of the brokerages Schorsch acquired for his toy chest. This summer the firm merged VSR Financial Services and Investors Capital Corp. into other units. Legend was another obvious outlier and its sale was already largely a given.
According to Ed Forst, the president and CEO of Lincoln Investment, 403(b) plans are more specialized and thus Legend was a natural fit with his firm. “There are very unique services that you have to provide in the 403(b) marketplace,” Forst says. “Most independent B-Ds don’t go in that direction. Legend and Lincoln were [among] the only two that did 403(b)s.”
The Fort Washington, Pa.-based Lincoln will bring over Legend’s 350 reps and some $6 billion in assets, says Forst, bringing his firm’s total to $30 billion and making it more competitive.
The two firms together have 4,000 employer contracts, he says. “The employer contracts are hard to get and hard to administer,” says Forst. “There’s all kinds of third-party administrators that you have to integrate with to provide the service to the end-line investor. Very different than a basic pension plan. It’s more of a payroll reduction IRA in nature.”
Both firms have similar histories of serving smaller investors, Forst says, and the transaction also allows Lincoln to build scale. “I don’t think either one of us was big enough to compete separately. [We were] big enough to compete together but still small enough for advisors’ voices to continue to be heard.”
The sale was certainly planned by former Cetera CEO Larry Roth’s regime, says one consultant familiar with the firm, since such deals are months in the making.
“I think it’s a great win for Lincoln Investment Planning,” says Jeff Nash of the Nash Consulting Group, a third-party consultant and recruiter who works with broker-dealers in Charlotte, N.C. “I think Legend Advisors will find themselves more aligned with Lincoln than they will Cetera. I would add, related to Robert and the change of leadership at Cetera, that this will probably be the last act of Larry Roth’s cleaning up of the bankrupt broker-dealer that was left in the wake of the Schorsch acquisition strategy.”
Though the scandal at Schorsch’s real estate firm hadn’t touched Cetera’s books, the broker-dealer did suffer a blow to its reputation at a time it badly needed growth to help pay for Schorsch’s original expensive acquisition of the firm from a private equity company, a deal funded with debt.
Retention of advisors has become the big focus at Cetera, which, according to sources, still has 8,500 to 9,000 of them. Roth, a veteran of AIG’s Advisory Group, had moved the company through difficult straits, and his removal was a surprise.
Moore, a former president of LPL, joined Cetera as chairman in May, around the time RCAP was exiting bankruptcy. Lincoln is bankrolling its purchase with help from an investment it received in June 2015 from Lovell Minnick Partners, an independent private equity firm specializing in middle market financial services companies.
Forst said in a statement, "The combined business will be over 1,100 financial advisors strong, supporting over $30 billion in client assets, and have a total of 100 years of industry experience, placing Lincoln Investment among the top 25 independent broker-dealers and RIAs in the U.S."