Lincoln Financial Announces Cash Tender Offer For Certain Outstanding Securities
Lincoln Financial (NYSE: LNC) has announced the commencement of a cash tender offer for specific outstanding securities. The offer includes:
- 4.375% Senior Notes due 2050
- 4.350% Senior Notes due 2048
- Capital Securities due 2067 and 2066
- Subordinated Notes due 2067 and 2066
- 3.050% Senior Notes due 2030
- 3.400% Senior Notes due 2032
These securities are collectively referred to as the “Securities” or “Series” of Securities. The offer is capped at an aggregate purchase price of $375 million, with a sub-cap of $220 million for subordinated securities.
Key Details of the Offer
- The offer is being made pursuant to an Offer to Purchase dated May 12, 2025.
- Securities purchased will be retired and cancelled.
- The offer expires on June 10, 2025, unless extended or terminated earlier.
- Tenders can be withdrawn until May 23, 2025.
- The consideration for validly tendered securities will be determined based on the applicable Fixed Spread or Fixed Price Total Consideration.
- Holders tendering before the Early Tender Deadline (May 23, 2025) will receive an Early Tender Premium of $30 per $1,000 principal amount.
Acceptance Priority and Proration
Securities will be accepted based on their Acceptance Priority Level, with Level 1 being the highest. The company reserves the right to waive or amend certain conditions, including the financing condition, which requires the settlement of new Pre-Capitalized Trust Securities and the sale of Eligible Assets.
Use of Proceeds and Related Transactions
Lincoln Financial intends to use the proceeds from selling Eligible Assets received in exchange for issuing new 2.330% Senior Notes due 2030 to fund the tender offer. The company is also accessing a new contingent liquidity source through Belrose Funding Trust II’s issuance of new Pre-Capitalized Trust Securities Redeemable May 15, 2055.
Important Dates
- Early Tender Deadline: May 23, 2025
- Expiration Date: June 10, 2025
- Early Settlement Date: May 29, 2025 (expected)
- Final Settlement Date: June 12, 2025 (expected)
The offer is subject to various conditions, including a financing condition. Lincoln Financial has reserved the right to waive certain conditions, extend, or terminate the offer.
For more information, investors can contact Global Bondholder Services Corporation at (855) 654-2015 or TD Securities (USA) LLC at (212) 827-2806.
