Can Envestnet 'Right the Ship' After $4.5B Bain Deal?

Analysis July 11, 2024 at 11:32 AM
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What You Need To Know

  • The deal, for $3.5 billion in equity and $1.0 billion in debt, brings on BlackRock, Fidelity, Franklin Templeton, State Street and Reverence Capital as minority shareholders.
  • The firm has pursued an aggressive acquisition strategy and must now contend with a number of mistakes it has made along the way, a consultant says.
  • Assuming the deal closes, Bain can be expected to cut resources and make new investments into Envestnet.

Confirming reports that deal talks were going on between the two firms, Envestnet said Thursday that it had entered into an agreement to be bought by Bain Capital in a transaction valuing the company at $4.5 billion — $3.5 billion in equity and $1.0 billion in debt.  

While the deal brings Envestnet new sources of capital and flexibility as a private entity, the firm still has much work to do: "They need to right the ship asap, pay down debt and realign for better investor outcomes for advisors, custodians and their clients," said Seth Adam Stuart, a consultant in financial services with nearly 30 years of experience, in a post on LinkedIn Thursday. 

As part of the transaction, BlackRock, Fidelity Investments, Franklin Templeton, State Street Global Advisors and Reverence Capital are taking minority stakes in the soon-to-be-private company. 

The firm's stock traded down Thursday 0.5% to $61.50 at 12:15 p.m. in New York. While the firm's stock price is up about 24% in 2024, it is down 15.4% from five years ago.

"I expect significant changes [including] operational consolidation and efficiencies as well as cuts and increases in resources," Stuart wrote in an earlier post Wednesday, which also emphasized his respect for the firm. The post is only viewable to Stuart's direct connections, but he reviewed the highlights of his concerns in a discussion with ThinkAdvisor.

Among the many challenges facing Envestnet, his said, are those tied to its "strategic and tactical mistakes," such as:

  • Overexpanding, not consolidating and not integrating a "table d'hôte and or ala carte solution(s)"
  • "Firing very capable long term employees and their significant and almost impossible to replace intellectual capital" 
  • Integrating its different businesses "with mixed results i.e., Yodlee, Tamarac, PMC, Redi2, Placemark, FDx, MoneyGuide, etc."
  • Focusing at times on "non-core functionality and nice to haves that did not lead to significantly better outcomes for clients"
  • "Building exchanges instead of buying an alternative investment TAMP to go up market"
  • "Failing to build a model exchange within the industry for SMAs"
  • "Taking on too much debt for financial wellness expansion inc. Yodlee, etc." 
  •  Moving into "the crowded custody space [with] limited resources and capabilities," which could cost hundreds of millions of dollars or more. 

Details of the Deal

Under the terms of the agreement, which has been unanimously approved by the Envestnet board of directors, Envestnet shareholders will receive $63.15 in cash for each share of common stock they own.

The transaction is expected to close in the fourth quarter, subject to customary closing conditions, including approval by Envestnet's shareholders and regulators. Upon completion of the transaction, Envestnet's common stock will no longer be publicly listed, and Envestnet will become a private company.

Bain also owns a 29% stake in Carson Group and 20% of CI Financial.

Ending the Speculation

Confirmation of the deal comes a few days after Reuters first reported the pending sale, a development that sparked much discussion in the financial services industry about Envestnet's journey in recent years.

In short, some see a cautionary tale in Envestnet's fast-paced M&A strategy — particularly since the death in October 2019 of Jud Bergman and his wife, Mary Miller-Bergman, in a car crash.

Bill Crager, who co-founded the firm with Bergman, stepped down from the CEO role on March 31.

Bergman was seen as the visionary behind Envestnet's acquisition-driven strategy, having piloted the firm through major growth and a series of key deals, including the purchases of Yodlee, MoneyGuide and others.

What has proved challenging in subsequent years, as Crager himself noted during an interview with ThinkAdvisor in April, is creating a whole that is truly more than the sum of its parts. That is, Envestnet has not yet been able to fully consolidate and integrate its diverse offerings in a way that appeals to financial advisors.

Upon exiting the firm, Crager said this goal was now within close reach, arguing the company was in a solid position "to execute on the strategy that's been laid down [using] the capabilities it has."

"It's very much an execution challenge versus creating and building the next frontier," Crager said, adding that he still loved the company and looked forward to continuing on as a senior advisor during Envestnet's next chapter.

The Right Time for an Acquisition?

Over the last few years, Envestnet has invested aggressively to bring its data and technology environment into a more connected and unified posture — as was emphasized at the 2023 and 2024 Elevate conferences.

To that end, the company has continued to acquire businesses and establish new partnerships, including a big new collaboration with Fidelity. Throughout the process, the firm's EBITDA was reduced, as was its cash flow, and this has resulted in a lower stock price, according to Crager.

Despite the challenges, the firm still has real promise to deliver a unified advisor support platform, sources emphasized, as the turnkey asset management provider has about $5.8 trillion in platform assets and serves more than 109,000 advisors. What remains to be seen is how the firm's acquisition by a private equity backer like Bain Capital will alter its trajectory.

Assuming the purchase closes as announced, Bain can be expected to both cut resources and make new investments into Envestnet, sources said. It's also likely that the new owners will push for more integration, increase fees where possible and seek to otherwise grow market share in key sectors.

In the deal announcement, Crager called the Bain acquisition "a great outcome for Envestnet's clients and employees, and one that maintains its entrepreneurial spirit."

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