Overview
Lincoln International Inc. filed for an initial public offering on Thursday, proposing to offer 20,604,046 shares of its Class A common stock on the New York Stock Exchange under the ticker symbol "LCLN." The company set an estimated per-share price range for the offering at $18 to $20.
Shares offered and selling stockholders
In addition to the Class A shares the company plans to sell, certain selling stockholders have indicated they will offer 445,942 shares. Proceeds from those selling-stockholder shares will not flow to Lincoln International.
Capitalization and voting structure
Following the IPO, Lincoln International plans to institute a three-class common stock structure. Under that arrangement, Class A and Class B shares will each carry one vote per share, while Class C shares will carry ten votes per share. That design will concentrate control with LILP Controlling Partners, who are expected to hold roughly 87% of the voting power through their Class C holdings.
Planned use of proceeds
The company said it intends to direct net proceeds from the offering to purchase newly issued common units from Lincoln International LP at the IPO price less underwriting discounts and commissions. The partnership has stated it will apply those funds in several ways: to partially redeem units held by certain partners, to cover offering-related expenses, to repay outstanding debt under its term loan facility, and to support general corporate purposes.
Underwriting and market background
Goldman Sachs and Morgan Stanley are serving as the lead underwriters on the transaction. BMO Capital Markets, Citizens Capital Markets, and Evercore ISI are listed as bookrunners, while Keefe, Bruyette & Woods, Wolfe Research, and Nomura Alliance are named as co-managers. The filing notes that, prior to this offering, there was no public market for Lincoln International's Class A common stock. The underwriters hold an option to purchase additional shares in connection with the offering.
Implications stated in filing
The documents detail a plan whereby the public offering proceeds will principally be used to effect transactions at the partnership level and address existing leverage, in addition to covering issuance costs and general corporate needs. The proposed multi-class share structure will maintain centralized voting control with existing controlling partners.