RADNOR, PA – April 9, 2025 – Lincoln Financial (NYSE: LNC) today announced an $825 million strategic growth investment from Bain Capital, a leading global investment firm. Bain Capital will acquire a 9.9% stake in Lincoln Financial, creating significant alignment and long-term value creation opportunities across an array of strategic initiatives over time, with a focus on advancing Lincoln’s goal of sustained profitable growth.
As part of the transaction, 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 a variety of asset classes including private credit, structured assets, mortgage loans, and private equity. This partnership 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.
“Today’s announcement marks a pivotal milestone for Lincoln and highlights our commitment to delivering long-term value for our stakeholders,” said Ellen Cooper, Chairman, President and Chief Executive Officer of Lincoln Financial. “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.”
“For over 120 years, Lincoln has served as a trusted financial steward for millions of people,” said David Gross, Co-Managing Partner at Bain Capital. “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.”
The parties have 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. LNC will sell approximately 18.8 million shares of its common stock for $44.00 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 agreement, Bain Capital has agreed to certain limitations and restrictions on its ability to divest its ownership stake.
The transaction 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. Additionally, the transaction provides Lincoln with the financial flexibility to accelerate its goal of reducing its leverage ratio towards its 25% target.
The transaction is subject to customary closing conditions, including regulatory approvals, and is anticipated to close in the second half of 2025.
Goldman Sachs & Co. LLC acted as financial advisor and Wachtell, Lipton, Rosen & Katz served as legal advisor to Lincoln Financial. Sumitomo Mitsui Banking Corporation acted as structuring advisor and Debevoise & Plimpton LLP and Ropes and Gray LLP served as legal advisor to Bain Capital.
