Pantheon International Plc Executes Buyback of 443,519 Shares to Reduce Share Capital

Details of Pantheon International’s Share Buyback on 16 July 2026

Pantheon International Plc completed a significant share repurchase on 16 July 2026, acquiring 443,519 ordinary shares with a nominal value of 6.7 pence each via J.P. Morgan Securities plc on the London Stock Exchange. This transaction represents a strategic capital management initiative executed through an institutional broker skilled in large block trades and share buyback programmes. The entire purchase was completed within a single trading day, demonstrating the company’s capacity to allocate substantial capital towards shareholder returns and balance sheet optimization.

The repurchase prices ranged from a low of 386.50 pence to a high of 389.00 pence per share, with a weighted average price of 387.664627 pence. This narrow pricing band reflects controlled execution amid prevailing market liquidity and demand conditions for PIN shares on 16 July 2026. The 2.50 pence spread corresponds to approximately 0.65% of the average price paid.

Impact on Share Capital and Voting Rights After Buyback

Following the repurchase, Pantheon International’s issued share capital stands at 394,780,819 ordinary shares. The company confirmed that none of the repurchased shares will be held in treasury; instead, they will be cancelled permanently. This cancellation reduces the company’s equity base and increases earnings per share and voting power for remaining shareholders who do not participate in the buyback.

Total voting rights now equal 394,780,819, consistent with the one-share-one-vote structure. The company highlighted that buyback volumes on any trading day may represent a significant portion of daily trading in PIN shares on the London Stock Exchange, potentially impacting liquidity and price dynamics for this smaller-cap investment fund.

Rationale Behind Share Repurchase and Cancellation Strategy

Pantheon International’s board and management view the share buyback and cancellation as a key capital management tool. Such repurchases are typically undertaken when shares trade at attractive valuations relative to net asset value or when excess capital is available beyond operational and acquisition needs. For a closed-end investment company like Pantheon International, buybacks help manage the discount or premium relative to net asset value per share.

By cancelling rather than holding shares in treasury, the company opts for permanent capital reduction, which mechanically enhances earnings per share and net asset value per share for continuing shareholders. This approach also reduces administrative complexity and eliminates dilution risk from potential future reissuance of treasury shares. The announcement does not specify any plans for future buybacks, leaving investors to monitor forthcoming capital management disclosures.

About Pantheon International Plc and Its Investment Approach

Pantheon International Plc is a closed-end investment company listed on the London Stock Exchange’s Main Market, offering institutional and wholesale investors access to a diversified managed portfolio. The company employs disciplined investment selection and portfolio construction typical of UK-listed investment funds. Share buybacks complement dividends and capital appreciation as part of the company’s shareholder value creation strategy.

The ordinary shares repurchased had a nominal value of 6.7 pence each, with the weighted average purchase price representing a premium of approximately 57.9 times nominal value. This premium reflects the accumulated value of the company’s investment portfolio and retained earnings. Regulatory disclosures through the Regulatory News Service ensure transparency and compliance with UK Listing Authority rules governing share repurchases and capital management.

Execution Partner and Market Infrastructure Utilized

J.P. Morgan Securities plc acted as the executing broker for the 16 July 2026 share repurchase. As a leading global investment bank with expertise in institutional block trades and share buybacks on European exchanges, J.P. Morgan ensured best execution, regulatory compliance, and access to liquidity pools, minimizing market impact and optimizing pricing.

The announcement does not specify whether the repurchase was conducted under a general or specific shareholder authorization or an existing buyback programme. Typically, Pantheon International seeks shareholder approval for buybacks at annual general meetings, with the board executing purchases as deemed appropriate. Conducting the transaction on the London Stock Exchange guarantees transparency, regulatory oversight, and trading safeguards inherent to the UK primary equity market.

Regulatory Disclosure and Announcement Timing

The transaction was publicly announced via the Regulatory News Service on 17 July 2026, one day after execution, in line with UK Listing Authority Disclosure Guidance and Transparency Rules. The detailed disclosure includes the number of shares purchased, price range, and weighted average price, providing investors with comprehensive information to evaluate execution quality and capital management decisions.

The announcement includes Pantheon International’s Legal Entity Identifier (LEI: 2138001B3CE5S5PEE928), confirming its formal regulatory identity and enabling integration with global reporting systems. The initial restriction statement limits publication to permitted jurisdictions, excluding the United States, Canada, Australia (except certain investors), Japan, and South Africa, reflecting compliance with international securities laws.

Effect on Earnings Per Share and Share Count Moving Forward

Cancellation of 443,519 shares reduces the total share count, positively impacting earnings per share for Pantheon International. For investment funds like PIN, earnings per share and net asset value per share are key metrics for assessing performance relative to the underlying portfolio. A reduced share count means future income or net asset value growth is allocated across fewer shares, benefiting shareholders who maintain their holdings.

The announcement does not disclose the prior total shares outstanding, so the exact percentage reduction cannot be calculated here. Investors should consult prior disclosures or contact the company for this data. Future financial reports and capital management announcements will reflect the adjusted share count of 394,780,819 as the new baseline.

Trading Volume and Market Liquidity Implications

Pantheon International warned that buybacks may represent a significant portion of daily trading volume in PIN shares, potentially affecting liquidity and price movements. The 443,519 shares repurchased on 16 July 2026 likely constituted a material share of typical daily turnover, underscoring the buyback’s scale.

Investors and traders should anticipate that future buyback announcements could influence intraday and weekly liquidity patterns. Concentrated repurchase activity via a single broker on specific trading days may create timing effects impacting share price and execution availability. Monitoring company announcements will be crucial for understanding PIN’s evolving share count and capital management strategy.

Shareholder Contact Information for Further Inquiries

For questions regarding the share repurchase or capital management, shareholders can contact Charlotte Morris or Vicki Bradley at Pantheon International by phone at +44 (0) 203 356 1800. Company secretarial and administrative queries can be directed to Waystone Administration Solutions (UK) Limited at +44 (0) 333 300 1932.

These contacts provide direct access to management and administration for clarifications on the transaction, future buyback plans, or other capital management issues. Such transparency supports effective investor relations and communication. Future updates will likely be disseminated via the Regulatory News Service and official company channels.