Lincoln International IPO Pricing: $20 a Share in NYSE Debut

Key takeaways

• Lincoln International set its IPO pricing at $20.00 per Class A share, selling 21,049,988 shares for about $421 million, according to its 424B4 prospectus filed May 21, 2026.
• Nearly all of the shares, 20,604,046, were sold by the company; selling stockholders sold 445,942.
• The shares were set to trade on the NYSE under the ticker LCLN.
• Almost all company proceeds were earmarked for two uses: redeeming $187.5 million of partner units and repaying $195.8 million of term loan debt.
• Four controlling partners hold about 87% of the combined voting power through Class C stock.

The IPO pricing in detail

Lincoln International is an independent investment banking advisory firm focused on private capital markets. Its prospectus, dated May 19, 2026, states that no public market existed for its Class A common stock before the offering. The firm reports roughly 1,400 professionals in more than 30 offices across 14 countries.

Item	Per share	Total
IPO price	$20.00	$420,999,760
Underwriting discount	$1.40	$29,469,983
Proceeds to company, before expenses	$18.60	$383,235,256
Proceeds to selling stockholders	$18.60	$8,294,521

The 7% underwriting spread is a standard fee for a mid-size IPO. Goldman Sachs & Co. LLC and Morgan Stanley were joint lead book-running managers, with BMO Capital Markets, Citizens Capital Markets and Evercore ISI as bookrunners. The underwriters received a 30-day option on 3,078,803 additional shares from the company and 78,695 from selling stockholders.

Where the money goes

The use of proceeds is the most revealing part of the 424B4 prospectus. The company planned to buy common units from its operating partnership, LILP, which would then:

1. Redeem $187.5 million of units held by LILP partners.
2. Repay $195.8 million under its term loan credit facility.
3. Pay offering and reorganization expenses.
4. Use any remainder for general corporate purposes.

Taken together, the first two items add up to about $383.3 million, essentially equal to the company’s $383.2 million in proceeds before expenses. In other words, the offering functioned as a liquidity event for existing partners and a deleveraging step, with little left for growth investment unless the underwriters’ option was exercised.

IPO valuation and the share classes

The firm uses a three-class structure:

• Class A: 31,657,019 shares, with about 7% of the voting power and the economic interest held by the public company.
• Class B: 28,918,959 shares, with about 6% of the voting power and no economic rights.
• Class C: 41,439,434 shares, with about 87% of the voting power and no economic rights.

Because Classes B and C carry votes without economics, multiplying all shares by the IPO price would overstate the value. Owners of operating partnership units hold their economic interest at that level, and readers seeking a full IPO valuation should combine Class A shares with exchangeable units as described in the prospectus. We do not compute a figure here.

Financial profile

The prospectus reports pro forma 2025 client revenue of $842.4 million, compared with $191.9 million in 2015, which the company describes as a 16% annualized growth rate. Pro forma earnings before taxes were $15.6 million for 2025, while adjusted earnings before taxes were $146.8 million. For the first quarter of 2026, pro forma earnings before taxes showed a loss of $28.5 million and adjusted earnings before taxes were $0.1 million.

The gap between reported and adjusted figures is large, as is common in partnership-to-corporation conversions where compensation and reorganization costs shift. Non-M&A revenue rose from 21% of the total in 2015 to 32% in 2025, according to the filing, which reduces dependence on deal-closing cycles.

Why it matters

Advisory firms rarely list, and Lincoln’s offering gives public investors a pure play on middle-market and private equity deal activity. That exposure cuts both ways: revenue tends to rise and fall with M&A volumes, so results will track the broader deal environment closely.

What to watch

Watch whether the underwriters exercise their option, which would leave the company with cash beyond the debt and redemption uses; quarterly client revenue as a read on private capital deal activity; the reconciliation between reported and adjusted earnings; and any change in control as partners exchange units over time.