Numerous changes were announced Thursday as part of RCS Capital’s (RCAP) sale of its troubled wholesale distribution unit to Apollo Global Management (APO) for $25 million and the two firms’ plans to form AR Global Investments, which will be owned 60% by Apollo and 40% by RCAP.
“Bill Dwyer, the chief executive officer of RCS’ wholesale business, will continue to lead the business following the acquisition,” according to a statement put out by Apollo late Thursday.
On Thursday, RCS Capital reported a 65% year-over-year drop in its second-quarter equity sales to $1.3 billion.
Dwyer is the former head of LPL Financial’s advisory operations, a post he retired from in 2013, after about 20 years with the independent broker-dealer. He became CEO of Realty Capital Securities’ wholesale distribution unit in September 2014.
In October, American Realty Capital Properties (now VEREIT) reported $23 million of accounting errors, and at the time, the co-founder of ARCP, AR Capital and RCAP — Nicholas Schorsch — was executive chairman of both ARCP and RCAP. This news, in part, prompted RCAP to renege on its planned purchase of ARCP’s Cole Capital business for $700 million, and ARCP then moved to sue its investment partner. Many broker-dealers temporarily suspended sales of AR Capital-sponsored nontraded REITs.
AR Global will own a majority of the asset management business of AR Capital, which sells REITs and other alternative products. It also is forming a strategic relationship with RCS Capital’s advisory business, Cetera Financial Group, which is led by Larry Roth and includes some 9,000 independent advisors.
The transaction is structured to include $378 million of consideration upfront, split between $200 million of cash and $178 million of Apollo equity, plus future performance-related contingent consideration.
“We are very excited about the transaction we have structured, and believe it has the potential to create significant value for Apollo’s shareholders over time with a substantial portion of the transaction consideration tied to future growth and product diversification,” said Marc Rowan, co-founder and senior managing director of Apollo, in a statement.
AR Global’s board will have six individuals from Apollo and four with AR Capital, including Schorsch, as well as Peter Budko, William Kahane and Michael Weil. Kahane will serve as CEO of AR Global until a hiring search for a new CEO is finished, after which he will serve as chief investment officer of AR Global’s real estate activities; Schorsch will serve as senior managing director of AR Global.
AR Capital, founded in 2006, currently manages some $19 billion of alternative assets across a variety of real estate investment trusts, business development companies, mutual funds and other partnerships.
“RCS’ wholesale distribution business is one of the industry’s largest networks for distributing alternative investment products, and we believe it will play a strategically important role in expanding and diversifying Apollo’s and AR Global’s real estate and credit businesses,” added Rowan.
— Check out RCAP (Finally) Selling Troubled Wholesale Unit on ThinkAdvisor.