0001144204-14-029772.txt : 20140513 0001144204-14-029772.hdr.sgml : 20140513 20140513092557 ACCESSION NUMBER: 0001144204-14-029772 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20140513 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140513 DATE AS OF CHANGE: 20140513 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RCS Capital Corp CENTRAL INDEX KEY: 0001568832 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 383894716 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35924 FILM NUMBER: 14835614 BUSINESS ADDRESS: STREET 1: 405 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212.415.6500 MAIL ADDRESS: STREET 1: 405 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 8-K 1 v378378_8k.htm FORM 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 13, 2014

 

RCS Capital Corporation

(Exact name of registrant as specified in its charter)

 

Delaware   001-35924   38-3894716
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

 

405 Park Ave., 15th Floor
New York, NY

  10022
(Address of principal executive offices)   (Zip Code)

(866) 904-2988

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of

the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

 

Item 8.01. Other Events.

 

On May 13, 2014, RCS Capital Corporation issued a press release, a copy of which is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated by reference herein.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.

  Description
99.1   Press Release issued May 13, 2014

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

   

 

RCS Capital Corporation

     
     
Date: May 13, 2014   By: /s/ William M. Kahane  
    Name: William M. Kahane  
    Title: Chief Executive Officer and Director  

 

 
 

EX-99.1 2 v378378_ex99-1.htm EXHIBIT 99.1

 

 

 


FOR IMMEDIATE RELEASE

 

 

RCS Capital Announces Executive Leadership Appointments

 

Larry Roth Will Lead Management Team of RCAP’s Retail Advice Platform

 

Other Senior Leadership Roles Announced

 

New York, May 13, 2014 -- RCS Capital Corporation (NYSE: RCAP) (“RCAP” or the “Company”) announced today the executive leadership team for RCAP’s retail advice platform, Cetera Financial Group, including the appointment of R. Lawrence (Larry) Roth to the position of chief executive officer. Mr. Roth will assume overall executive responsibility of RCAP’s recently acquired independent broker-dealers, including First Allied Securities and the four Cetera Financial Group Broker/Dealers. RCAP’s retail advice platform will also consist of Investors Capital, Summit Brokerage Services, and J.P. Turner & Company upon their respective close dates. Mr. Roth will report to Michael Weil, the President of RCAP.

 

RCAP also announced additional appointments to the Cetera Financial Group senior leadership team:

 

Adam Antoniades President, Cetera Financial Group
Catherine Bonneau President and CEO – Cetera Financial Institutions
Jon Frojen Chief Financial Officer, Cetera Financial Group
Doug King President and CEO – Cetera Advisor Networks
Brett Harrison EVP – Head of Firms and CEO Cetera Advisors
Nina McKenna General Counsel, Cetera Financial Group
Mukesh Mehta Chief Information Officer, Cetera Financial Group
Jason Mullens Chief Human Resources Officer, Cetera Financial
Enrique Vasquez President and CEO – Cetera Financial Specialists
Kevin Keefe President – First Allied Securities

 

A number of additional appointments to senior leadership positions will be announced by Mr. Roth in the coming weeks, at which point the complete management team for the retail platform will have been assembled. This management team, working in concert with the RCAP senior management group, will, as all the transactions are completed, serve the interests of over 9,000 financial advisors and nearly two million retail financial service clients. It will then become the second largest such network of independent advisors in the industry.

 

Nicholas S. Schorsch, RCAP’s Executive Chairman commented, “The combination of the retail platform leadership team with the existing RCAP leadership will create a tremendous force in the industry. Larry’s extensive depth of experience and his direct involvement with our acquisitions of our independent broker-dealers make him the natural fit to drive and grow our retail investment advice strategy. When we hired Mr. Roth last summer, we knew he could contribute significantly to our future success across the breadth of our enterprise. Our announcement today represents the tremendous confidence we have placed in both his leadership abilities and his strategic vision.”

 

 
 

 

Mr. Roth has been involved in the retail financial services industry in a variety of executive positions for over 30 years. In fact, Mr. Roth was the CEO of the predecessor company to Cetera Financial, ING’s U.S. Retail Group. Prior to joining RCAP last year as CEO of the wholesale business of RCAP, he was the CEO of Advisor Group, an AIG Company. Advisor Group is a network of over 6,000 independent financial advisors. There Larry was responsible for defining the strategy and driving the growth and innovation that positioned Advisor Group as one of the premier firms in the independent advisor channel. Earlier in his career, Mr. Roth assumed ownership of the independent broker-dealer Vestax Securities Corp. and built the firm to over 700 representatives. That organization was later sold to ING Group, at which point Mr. Roth assumed the position of CEO for ING’s U.S. Retail Group; now Cetera Financial.

 

In commenting on Mr. Roth’s appointment, William M. Kahane, CEO of RCAP, added, “Larry’s extensive history and experience in the retail financial services industry and adherence to the highest of ethical principles, combined with his understanding of our vision for the industry, give us great confidence in his leadership of what I consider to be the best management team in the industry. We are very pleased to announce his appointment to the position of CEO of our retail advice business. Our management team is clearly second-to-none and allows us to focus our energy on our multiple faces of advice.”

 

Roth has served as Chairman of the Board of Directors of The Insured Retirement Institute (IRI), a not-for-profit organization whose mission is to encourage industry adherence to the highest ethical principles, and to advocate before public policy makers on critical issues affecting insured retirement strategies. He has also served as Chairman of the Board of Directors for the Financial Services Institute (FSI), the advocacy organization working on behalf of independent broker-dealers and independent financial advisors.

 

Adam Antoniades will serve as President of Cetera Financial, and will focus on building out a world-class retail investment advice platform for advisors and their clients. Mr. Antoniades has spent over twenty years in the independent financial advice channel. As a proven leader in the industry, Mr. Antoniades brings a rich history in providing independent financial advisors with the tools and resources necessary to deliver exceptionally high value in the marketplace.

 

Brett Harrison joined the ING Advisor Network in 1998 and has held a variety of management positions within the organization, including becoming head of Cetera. Mr. Harrison has been instrumental in the growth of that organization, having established himself as a leading relationship manager and advocate among many of the industry’s most successful financial advisors.

 

Michael Weil, President of RCAP offered: “The goal in everything we do is to deliver exceptional value and service in the markets we serve. The appointments of Mr. Roth and Mr. Antoniades move us much closer to realizing our long-term vision for the industry. When we buy organizations we focus our energies on not only the business fundamentals but also the leadership. The appointments announced today directly coincide with the pursuit of the RCAP strategy of fundamentally improving the delivery of financial advice within the independent retail channel.”

 

Michael Weil also announced today that Valerie Brown, the current CEO of Cetera Financial Group, has chosen to leave the Company. Mr. Weil explained, “Over the years, Cetera has grown into the thriving business it is today, and Ms. Brown has expressed to me that she feels privileged to have played a role in its development. With Cetera operating as a unit of RCAP, Ms. Brown believes now is the right time for her to transition from her role as CEO of Cetera into a consulting role with Cetera and on to other pursuits. Ms. Brown has said that she looks forward to witnessing the continued achievements of Cetera and RCAP.”

 

In addition to the completion of RCAP’s retail advice leadership, RCAP has built a senior management team including:

 

 
 

 

Brian D. Jones Chief Financial Officer, RCAP
Brian L. Nygaard Chief Operating Officer, RCAP
James A. Tanaka General Counsel, RCAP
Richard F. Williamson Chief Counsel – Strategic Transactions, RCAP

 

This group of leaders will support the strategic growth, and manage the risk and financial interests of the Cetera Financial management team.

 

About RCAP

 

RCS Capital Corporation (NYSE: RCAP) is an investment firm expressly focused on the retail investor. RCAP is engaged in the wholesale distribution, investment banking and capital markets businesses, a retail advice business and a research business focused on alternative investments. Upon closing of pending acquisitions of additional independent broker-dealers and an investment manager, RCAP will also operate a family of independent broker-dealers and an investment manager. RCAP's business is designed to capitalize, support, grow and manage direct investment and alternative investment programs, and to serve independent financial advisors and their clients. Additional information about RCAP can be found on its website at www.rcscapital.com. RCAP may disseminate information about itself, including the results of its operations and financial information, via social media platforms such as Facebook, LinkedIn and Twitter.

 

About Cetera Financial Group

 

Cetera Financial Group is the cornerstone of the retail advice platform of RCS Capital Corporation (NYSE: RCAP), making it part of the second largest independent financial network in America. It is one of the nation’s largest families of firms and provides award-winning wealth management and advisory platforms, comprehensive broker-dealer and registered investment advisor services, and innovative technology to over 7,400 independent financial professionals and nearly 600 financial institutions nationwide. Through its distinct firms, Cetera Advisors LLC, Cetera Advisor Networks LLC, Cetera Financial Specialists LLC, Cetera Investment Services LLC (Cetera Financial Institutions), Cetera offers the benefits of a large, established and well-capitalized broker-dealer and registered investment advisor, while serving advisors in a way that is customized to their unique needs and aspirations. Cetera is committed to helping advisors grow their businesses and strengthen their relationships with clients. For more information visit www.Cetera.com.

 

Important Notice

 

The statements in this press release include statements regarding the intent, belief or current expectations of RCAP and members of our management team, as well as the assumptions on which such statements are based, and generally are identified by the use of words such as “may,” “will,” “seeks,” “anticipates,” “believes,” “estimates,” “expects,” “plans,” “intends,” “should” or similar expressions. Actual results may differ materially from those contemplated by such forward-looking statements, including as a result of the factors set forth in the Risk Factors section of RCAP’s prospectus. Further, forward-looking statements speak only as of the date they are made, and we undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law.

 

Media Inquiries: Investor Inquiries:

 

Anthony J. DeFazio Andrew G. Backman Brian D. Jones
SVP of Public Relations

Managing Director

Investor Relations and Public Relations

Chief Financial Officer
DDCworks RCS Capital Corporation RCS Capital Corporation
tdefazio@ddcworks.com ABackman@rcscapital.com BJones@rcscapital.com
Ph: 484-342-3600 Ph: 917-475-2135 Ph: 866-904-2988

 

 

 

 

 

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