Lincoln Financial Group Announces Pricing of $1 Billion in Aggregate of Depositary Shares Representing Interests in Preferred Stock in Two Offerings
November 15 2022 - 5:45PM
Business Wire
Lincoln Financial Group (NYSE: LNC) (“Lincoln” or the “Company”)
announced today that it has priced two underwritten public
offerings: an offering of 500,000 depositary shares, each
representing a 1/25th interest in a share of its 9.250% Fixed Rate
Reset Non-Cumulative Preferred Stock, Series C, $25,000 liquidation
preference per share (equivalent to $1,000.00 per depositary share)
(the “Series C Preferred Stock”) as well as an offering of 20
million depositary shares, each representing a 1/1,000th interest
in a share of its 9.000% Non-Cumulative Preferred Stock, Series D,
$25,000 liquidation preference per share (equivalent to $25.00 per
depositary share) (the “Series D Preferred Stock”) (together, the
“Offerings”).
The public offering price is $1,000.00 per depositary share
representing the Series C Preferred Stock for expected gross
proceeds of $500 million. The public offering price is $25.00 per
depositary share representing the Series D Preferred Stock for
expected gross proceeds of $500 million.
The Offerings are expected to close on November 22, 2022,
subject to the satisfaction of customary closing conditions. The
closing of each offering is not conditioned on the closing of the
other. The Company intends to have the depositary shares
representing the Series D Preferred Stock listed on the New York
Stock Exchange under the symbol “LNC PRD”. Neither the Series C
Preferred Stock nor the depositary shares representing the Series C
Preferred Stock will be listed on any national securities exchange
or included in any automated quotation system.
Lincoln intends to use a portion of the net proceeds from the
Offerings to fund part of the repayment upon maturity of its 4.00%
Senior Notes due September 1, 2023, of which $500 million principal
amount is outstanding. The Company intends to use the remainder of
the net proceeds from the Offerings for general corporate
purposes.
BofA Securities, Goldman Sachs & Co. LLC, J.P. Morgan and
Wells Fargo Securities are acting as joint book-running managers
for the offering of the depositary shares representing the Series C
Preferred Stock. BofA Securities, Goldman Sachs & Co. LLC, J.P.
Morgan, Morgan Stanley and Wells Fargo Securities are acting as
joint book-running managers for the offering of the depositary
shares representing the Series D Preferred Stock.
This press release is neither an offer to sell, nor a
solicitation of an offer to buy, depositary shares or any other
securities, and shall not constitute an offer to sell, or a
solicitation of an offer to buy, or a sale of, depositary shares,
or any other securities, in any jurisdiction in which such offer,
solicitation or sale is unlawful. The Offerings are being made
pursuant to an effective shelf registration statement previously
filed with the Securities and Exchange Commission (“SEC”). The
respective Offerings are being made only by means of a prospectus
and related preliminary prospectus supplements filed with the SEC
on November 14, 2022 and November 15, 2022, respectively, each of
which may be obtained free of charge by visiting the SEC’s website
at www.sec.gov. Alternatively, you may request these documents by
calling BofA Securities, Inc. at 1-800-294-1322; Goldman Sachs
& Co. LLC at 1-866-471-2526; J.P. Morgan Securities LLC at
1-212-834-4533; Morgan Stanley & Co. LLC at 1-800-584-6837; or
Wells Fargo Securities, LLC at 1-800-645-3751.
About Lincoln Financial Group Lincoln Financial Group
provides advice and solutions that help people take charge of their
financial lives with confidence and optimism. Today, approximately
16 million customers trust our retirement, insurance and wealth
protection expertise to help address their lifestyle, savings and
income goals, and guard against long-term care expenses.
Headquartered in Radnor, Pennsylvania, Lincoln Financial Group is
the marketing name for Lincoln National Corporation (NYSE:LNC) and
its affiliates. The company had $270 billion in end-of-period
account values as of September 30, 2022. Lincoln Financial Group is
a committed corporate citizen included on major sustainability
indices including the Dow Jones Sustainability Index North America
and FTSE4Good and ranks among Newsweek’s Most Responsible
Companies. Dedicated to diversity, equity and inclusion, we are
included on transparency benchmarking tools such as the Corporate
Equality Index, the Disability Equality Index and the Bloomberg
Gender-Equality Index. Committed to providing our employees with
flexible work arrangements, we were named to FlexJobs’ list of the
Top 100 Companies to Watch for Remote Jobs in 2022. With a long and
rich legacy of acting ethically, telling the truth and speaking up
for what is right, Lincoln was recognized as one of Ethisphere’s
2022 World’s Most Ethical Companies®. We create opportunities for
early career talent through our intern development program, which
ranks among WayUp and Yello’s annual list of Top 100 Internship
Programs. Learn more at: www.LincolnFinancial.com. Follow us on
Facebook, Twitter, LinkedIn, and Instagram. Sign up for email
alerts at http://newsroom.lfg.com.
FORWARD-LOOKING STATEMENTS – CAUTIONARY LANGUAGE Certain
statements made in this press release 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 limitation,
includes any statement that may predict, forecast, indicate or
imply future results, performance or achievements. Forward-looking
statements may contain words like: “anticipate,” “believe,”
“estimate,” “expect,” “project,” “shall,” “will” and other words or
phrases with similar meaning in connection with a discussion of
future operating or financial performance. In particular, these
include statements relating to future actions, including the
closing of the Offerings, the use of the proceeds from the
Offerings and the listing on the New York Stock Exchange of the
depositary shares representing the Series D Preferred Stock. The
prospectuses for the Offerings, including the sections therein
entitled “Risk Factors”, and our most recent Annual Report on Form
10-K, as well as other reports that we file with the SEC, include
risk factors that could affect our future actions, businesses and
financial performance. Moreover, new risk factors emerge from time
to time, and it is not possible for management to predict all such
risk factors or to assess the effect of all risk factors on our
businesses or the extent to which any factor, or combination of
factors, may cause actual results to differ materially from those
contained in any forward-looking statements. Given these risks and
uncertainties, investors should not place undue reliance on
forward-looking statements as a prediction of actual results. In
addition, we disclaim any obligation to update any forward-looking
statements to reflect events or circumstances that occur after the
date of this press release.
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Al Copersino (203) 257-4493 Investor Relations
InvestorRelations@LFG.com
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