Lincoln National Corporation · NYSE:LNC
Lincoln National — Merger or Acquisition (April 2025)
14 slides from Lincoln National's merger presentation, Apr 9, 2025
Slide 1: Lincoln Financial Announces Long-Term Strategic Partnership with Bain Capital
Lincoln Financial Announces Long-Term Strategic Partnership with Bain Capital April 9, 2025
Slide 2: Forward-Looking Statements – Cautionary Language
Forward-Looking Statements – Cautionary Language Certain statements made in this presentation are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA"). A forward-looking statement is a statement that is not a historical fact and, without l
Slide 3: Announcing a Strategic Partnership
Announcing a Strategic Partnership Lincoln Financial to enter into long-term strategic partnership with Bain Capital, underpinned by Bain Capital becoming a minority investor in Lincoln Accelerating Aligning Scaling Private Value Creation Interests Asset Sourcing Bain Capital to become Bain Capital
Slide 4: Transaction Rationale
Transaction Rationale Accelerating our strategic priorities by partnering with a leading private investment manager at attractive economics • Enhances competitive positioning by providing greater and sustained access to differentiated private asset classes with strong risk-adjusted returns • Provide
Slide 5: Our Strategic Partner
Our Strategic Partner Founded 1984 as a private partnership AuM $185+ billion Bain Capital is a global private investment firm that partners differently to unlock opportunity and help people and companies create exceptional outcomes Global team 1,875+ in 24 offices on four continents Bain Capital ha
Slide 6: Distinct Benefits Through Access to a Diverse Range of Asset Origination Platforms Through Bain Capital
Distinct Benefits Through Access to a Diverse Range of Asset Origination Platforms Through Bain Capital Consumer / Specialty / Insurance Efficient Strategy Mortgage Finance Commercial Finance Dependable Flows Bain Capital ownership / partnership Better predictability of volume vs. with leading asset
Slide 7: Key Terms
Key Terms • 9.9% common equity issuance at $44.00 per share for total cash consideration of $825M1 • Customary transfer and standstill restrictions in place Capital — 3-year lock-up for all of the shares held by Bain Capital, followed by restricted ability to sell shares — Bain Capital required to m
Slide 8: Use of Proceeds
Use of Proceeds Capital expected to be deployed toward accelerating our strategic priorities, including growing spread-based earnings, optimizing our legacy life block, and increasing overall free cash flow 1 Grow Spread-Based Retail 2 Grow Institutional Spread 3 Optimize the Legacy Annuities Busine
Slide 9: Significant Opportunity to Grow Spread-based Earnings
Significant Opportunity to Grow Spread-based Earnings Combining Lincoln’s industry leading distribution and product capabilities with Bain Capital’s ability to source attractive risk-adjusted returns should allow significant growth over time Fixed Indexed Annuity Sales1 MYGA Sales1 FABN Issuance2 •
Slide 10: Executing on Our Strategic Priorities
Executing on Our Strategic Priorities Long-term value creation built upon a strong capital foundation, an optimized operating model, and a strategy for profitable growth Foundational Capital Optimized Operating Model Profitable Growth Build and maintain capital required to Advance a scalable framewo
Slide 11: Appendix
Appendix 11
Slide 12: Non-GAAP Financial Measures
Non-GAAP Financial Measures Reconciliations of the following non-GAAP financial measures to the most directly comparable GAAP financial measure or a calculation of such measure, as applicable, are presented herein beginning on slide 13. These non-GAAP financial measures are not in accordance with ge
Slide 13: Leverage Ratio
Leverage Ratio Unaudited (millions of dollars) As of 12/31/24 Leverage Ratio Short-term debt (1) $ 300 Long-term debt 5,856 Total debt (2) 6,156 Preferred stock 986 Total debt and preferred stock 7,142 Less: Operating debt (3) 868 Pre-funding of upcoming debt maturities 300 25% of capital securities
Slide 14: Reconciliation of Stockholders’ Equity to Adjusted Stockholders’ Equity
Reconciliation of Stockholders’ Equity to Adjusted Stockholders’ Equity Unaudited (millions of dollars) As of or For the Three Months Ended 12/31/24 Stockholders’ Equity, End-of-Period Stockholders' equity (1) $ 8,269 Less: Preferred stock 986 AOCI (5,036) Stockholders’ equity, excluding AOCI and pr
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