United Capital Revives Osaic Poaching Suit With New Trade Secrets Allegations

United Capital Financial Advisors has revived its lawsuit against independent broker-dealer Osaic, filing an amended complaint that recasts the case as one involving the misuse of confidential acquisition materials rather than simply the poaching of a team of advisors. The amended complaint, filed Thursday in Delaware Superior Court, comes after Judge Sheldon Rennie in June dismissed United Capital’s original complaint, finding that many of its allegations relied too heavily on assertions made “upon information and belief” and left the court “grasping for factual handholds.” The amended complaint claims that Osaic misused confidential information it obtained while bidding to acquire the business from Goldman Sachs before Creative Planning ultimately won the auction in 2023. Osaic allegedly received access during the due diligence process to confidential documents detailing office-level financial performance, advisor compensation and employment agreements that outlined advisors’ non-compete, non-solicitation and confidentiality obligations. It used that information to identify and recruit key advisors after learning it had lost the acquisition, according to the amended complaint. An Osaic spokesperson did not immediately respond to a request for comment. The amended complaint alleges that after losing the bid for United Capital, Osaic immediately turned its attention to recruiting the firm’s Fort Lauderdale office, led by Neal Slafsky. Osaic enlisted Slafsky and six other employees to orchestrate the transfer of clients and confidential information. United Capital alleged that Slafsky and two other advisors were contractually required to provide at least 90 days’ notice before resigning, refrain from competing with the firm or soliciting clients and employees for six months after their notice dates and maintain the confidentiality of client and business information. Despite those obligations, Osaic “sought to capitalize on the confidential information it obtained as a prospective buyer to poach United’s employees, clients, and confidential information,” according to the amended complaint. Osaic allegedly also specifically requested copies of advisor employment agreements, asked Goldman to explain its non-compete and non-solicitation provisions and participated in meetings focused on advisor compensation and office leadership, according to the complaint. Goldman allegedly provided Osaic that information during its due diligence and gave the broker-dealer knowledge of the contractual restrictions that later became central to the dispute, United Capital wrote. The amended complaint also alleges Goldman warned Slafsky that attending further meetings with Osaic would violate his employment agreements. Goldman also allegedly notified Osaic that it was improperly soliciting employees covered by restrictive covenants and violating the confidentiality agreement governing the acquisition process, according to United Capital. United Capital continues to seek damages stemming from the departures, alleging clients representing roughly $237 million in assets under management ultimately transferred their business to Osaic.