Lincoln Financial announced an $825 million strategic growth investment from Bain Capital. Bain Capital will buy a 9.9% stake in Lincoln Financial, creating significant alignment and long-term value creation opportunities across various strategic initiatives over time, focusing on advancing Lincoln’s goal of sustained profitable growth.
As part of the deal, Lincoln and Bain Capital have agreed to enter into a 10-year, non-exclusive strategic investment management relationship, with Bain Capital becoming an investment manager across various asset classes, including private credit, structured assets, mortgage loans, and private equity. This deal provides Lincoln with access to a sustained source of high-quality private asset classes with differentiated risk-adjusted returns that enhance Lincoln’s existing multi-manager platform.
The parties signed a definitive agreement for the sale of a 9.9% equity stake on a post-issuance basis in Lincoln National Corporation (LNC) for $825 million in an all-cash transaction. And LNC will sell approximately 18.8 million shares of its common stock for $44 per share, based on a 25% premium to the 30-day volume-weighted average price as of April 8, 2025. Under the terms of the deal, Bain Capital has agreed to certain limitations and restrictions on its ability to divest its ownership stake.
This deal provides Lincoln with growth capital to deploy toward its strategic priorities, including growing spread-based earnings, advancing its portfolio management efforts and asset sourcing capabilities, and optimizing its legacy life portfolio. And the deal provides Lincoln with the financial flexibility to accelerate its goal of reducing its leverage ratio towards its 25% target.
This deal is subject to customary closing conditions, including regulatory approvals, and is anticipated to close in the second half of 2025.
Advisors: Goldman Sachs acted as financial advisor and Wachtell, Lipton, Rosen & Katz served as legal advisor to Lincoln Financial. Sumitomo Mitsui Banking acted as structuring advisor and Debevoise & Plimpton LLP and Ropes and Gray LLP served as legal advisor to Bain Capital.
KEY QUOTES:
“Today’s announcement marks a pivotal milestone for Lincoln and highlights our commitment to delivering long-term value for our stakeholders. This partnership aligns us with a highly reputable organization whose powerful platform and shared values and goals will enable us to accelerate the execution of our strategy. We are extremely pleased with the strategic and financial benefits of our mutual capabilities and believe this partnership positions us for future success.”
– Ellen Cooper, Chairman, President and Chief Executive Officer of Lincoln Financial
“For over 120 years, Lincoln has served as a trusted financial steward for millions of people. This long-term, strategic relationship reflects our commitment to advancing Lincoln’s future by providing access to our high-quality investment platform, expertise across asset classes, and value-added capital. We look forward to working closely with the Lincoln team to further their organization in driving meaningful scale and profitable growth.”
– David Gross, Co-Managing Partner at Bain Capital
