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Pinterest Announces $1 Billion Strategic Investment from Elliott and $2 Billion of Near-Term Share Repurchases

PINS
  • Pinterest's Board of Directors authorized a new $3.5 billion share repurchase program effective March 3, 2026.
  • Affiliates of Elliott Investment Management are investing $1.0 billion in Pinterest by purchasing convertible senior notes.
  • Pinterest plans to use the $1.0 billion proceeds from Elliott's investment to execute an accelerated share repurchase (ASR) agreement.
  • The near-term share repurchase plan totals $2.0 billion, consisting of the $1.0 billion ASR & $1.0 billion in additional open-market purchases.
  • Pinterest intends to repurchase up to $500 million of shares from cash on hand via a 10b5-1 trading plan, subject to market conditions.
  • Year-to-date repurchases under the prior program totaled $473 million, bringing the expected first-half 2026 aggregate repurchases to approximately $2.0 billion.
  • Elliott will purchase $1.0 billion in aggregate principal amount of convertible senior notes maturing on March 1, 2031.
  • The notes carry an initial conversion price of approximately $22.72 per share, representing a 30% premium to the closing price on March 2, 2026.
  • The notes bear interest at 1.75% per annum & will be repurchased, redeemed, or converted prior to maturity if applicable.
  • Pinterest will pay $1.0 billion under the ASR agreement on March 5, 2026, & expects to receive an initial delivery of approximately 80% of the shares.
  • The ASR agreement is expected to be completed by no later than the second quarter of 2026.
  • Goldman Sachs & Co. LLC acted as exclusive financial advisor to Pinterest, while Wachtell, Lipton, Rosen & Katz served as legal advisor.
  • Elliott Investment Management has increased its stake since its initial investment in 2022 & Marc Steinberg now serves on Pinterest's Board of Directors.
  • The remaining authorization under the new share repurchase program will be $2.5 billion after giving effect to the ASR.
  • The share repurchase program has no time limit & may be suspended or discontinued at any time at the Company's discretion.