Cetera's debt upgraded by Moody's after Securian deal

The parent company of Cetera Financial Group received an upgrade in its corporate family rating from Moody's Investors Service, a sign of the benefits of its latest big acquisition. But with a heavy debt load, Cetera is still rated junk.

Moody's gave the debt issued by Aretec — a holding company with the name of private equity-owned "Cetera" spelled backwards — a rating of "B2," up from its prior B3 mark and above rivals Advisor Group and Kestra Holdings but still below the investment-grade classifications of publicly traded competitors LPL Financial, Raymond James and Ameriprise

In a March 3 note, Moody's analyst Gabriel Hack wrote that the new grade stemmed from the firm's plan to add $750 million in debt to an existing credit facility in order to help finance the purchase of the retail wealth business of Securian Financial Group.

Hack cited "Aretec's improving profitability, increasing scale and the strategic benefits of the acquisition, which together more than offset the initial increase in debt leverage that will be associated with the acquisition." He noted that Securian's wealth business spans more than 1,000 financial advisors with $47 billion in client assets, which will bring the total across Cetera and its four brokerages with 8,000 advisors to more than 9,000 with $365 billion.

"The bulk of the acquisition is structured so that Aretec acquires only advisor relationships and client assets, and not an entire corporate entity, and thereby partially mitigates integration and execution risks," Hack wrote. 

Cetera, he added, "has a strong track record of successfully integrating similar acquisitions" and will "realize substantial synergies from its latest deal, including additional cash-sweep program revenue and strategic partner contract alignments. The rating upgrade also reflects Aretec's strong and stable franchise, sizable client asset levels and a more favorable shift toward advisory fees and away from less predictable transaction-based commission revenue." 

Representatives for Cetera said no executives were available for an interview and didn't respond to questions about the Genstar Capital-backed firm's debt load.

Two of the largest branch networks of Cetera brokers — Omaha, Nebraska-based Carson Group and Newport Beach, California-based SageView Advisory Group — declined requests for interviews about the firm's views of Cetera's financing and strategy.

The chairman of a third major branch spanning 240 advisors, Dan May of AdvisorNet Financial in Minnetonka, Minnesota, praised Cetera's support for his firm as it has expanded from $1.2 million in annual gross dealer concessions in 1992 to a projected $85 million in 2023. May has stayed with Cetera over that entire span, even as Cetera has gone through rebrandings from its earlier name of the Financial Network Investment Corporation, bankruptcy protection in 2016 and at least five other parent investors before Genstar. 

May said in an interview that he approved of Cetera's practice of making capital available to "people who wanted to grow their business," as opposed to the industry's traditional approach of dangling retention bonuses at advisors to entice them to stay. May said he expected Cetera to have "some amount of leverage" as it operates in a competitive field.

"I have no problem because I believe it's probably in the right quantity, the right formula," he said. "If they start tightening the budget, and things are squeaky and we're not seeing the growth initiative, that would be bothersome to me."

Last year, Cetera's recruiting efforts brought in advisors with $13 billion in client assets, up 30% from the previous year and the most since 2017. That was the year when Carson Group founder Ron Carson's firm dropped LPL Financial for Cetera's largest brokerage. The deal to acquire St. Paul, Minnesota-based Securian's retail wealth arm will bring another influx.

"We've already got competency in dealing with insurance firms," Cetera CEO Adam Antoniades said in an interview with Financial Planning after the firms announced their tie-up in January. "It's a business that we understand and that we do a good job in, frankly. So if I can curate a really good experience here and put something really differentiated on the table, there's no reason why we can't do more of these."

Moody's changed the outlook of Cetera's parent from "positive" to "stable" based on the additional debt it's taking on with the Securian deal. That leverage will likely fall over the next year to 18 months, and neither it nor any future deals"will "significantly affect Aretec's key financial metrics," Hack wrote.

In terms of the firm's cash flow and profitability, Aretec's trailing 12-month ratio of debt to earnings before interest, taxes, depreciation and amortization, or EBITDA — a common measure of profitability — dropped to 5.8 at the end of the third quarter from 7.1 at the end of 2021. Even after a "temporary spike" stemming from the Securian deal, Hack wrote that his team expects the ratio to get to 5.0 by the end of this year. 

By comparison, RIA consolidator Focus Financial Partners reported a net leverage ratio of 4.19 in its earnings report last month. In Moody's most recent rating in November of debt issued by LPL, the agency cited a ratio of 2.4 with "a favorable trajectory towards the lower end of its stated leverage target" between 1.5 and 2.5.  

Debt levels and the extent of future interest-rate hikes by the Federal Reserve loomed large in Moody's evaluations of Cetera's debt. Rising rates "will significantly boost Aretec's interest revenue and profitability in 2023," Hack wrote.

He added that "interest rate-driven revenue generally flows to the firm's bottom-line with little associated incremental expenses because of the rate-insensitivity of client cash balances. These benefits will more than offset lower advisory and commission fees if the level of broad equities markets should moderately decline." 

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