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SEC, FINRA Come Knocking at RCS After ARCP Accounting Errors

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RCS Capital Corp. said it was contacted by the Financial Industry Regulatory Authority and the Securities and Exchange Commission after accounting errors were disclosed at American Realty Capital Properties Inc.

RCS, which operates broker-dealers, said it engages in talks with regulators and state securities administrators as part of its regular operations. The company “and its subsidiaries have continued to respond to ongoing verbal inquiries, requests for correspondence, information and discussions with the SEC, Finra and such state regulatory agencies, including with respect to the ARCP disclosure,” RCS said in a quarterly report filed with regulators today.

The company’s shares have fallen 39% since the accounting mistakes were disclosed about two weeks ago, partly because of concern over damage to its business selling nontraded real estate investment trusts sponsored by AR Capital LLC. That company was created by Nicholas Schorsch, RCS’s chairman and biggest shareholder, and chairman of American Realty Capital Properties as well. Brokerage firms including LPL Financial Holdings Inc. have said they were suspending sales of some products tied to the New York-based companies.

George Smaragdis, a spokesman for Finra, said he had no immediate comment. Judith Burns, a spokeswoman for the SEC, declined to comment. Andrew Backman, a spokesman for RCS, didn’t immediately respond to a request for comment after regular business hours.

‘Certain Documents’

A Boston-based unit of RCS, Realty Capital Securities, also received a subpoena on Nov. 7 from the Securities Division of the Massachusetts Secretary of the Commonwealth asking for “certain documents and other materials” from the beginning of the year to the present related to sales of some nontraded REITs and similar products affiliated with AR Capital LLC.

Bill Dwyer, chief executive officer of that unit, said on a conference call on Nov. 13 that the company was complying with that investigation.

“We’re going to cooperate fully with them,” Dwyer said. “I want to reiterate that anything that’s transpired was not related to any operating basis at our firm or any performance of any product.”


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