Janus Henderson receives revised proposal from Victory Capital

Janus Henderson Group plc (NYSE: JHG) confirmed that its Special Committee received a revised unsolicited non-binding proposal from Victory Capital on March 17, 2026.

The Special Committee will evaluate the revised proposal in consultation with its independent financial and legal advisors, according to the company's statement. The evaluation will take place in accordance with the December 21, 2025 merger agreement providing for Janus Henderson's acquisition by Trian Fund Management, L.P. and General Catalyst Group Management, LLC.

The Board previously evaluated Victory Capital's prior proposal from February 26 and unanimously determined it was not in the best interests of Janus Henderson and its shareholders, as noted in the company's March 11 press release.

The existing merger agreement remains in full force and effect. The Board has not withdrawn or modified its recommendation that shareholders vote in favor of the merger agreement and the proposed transaction with Trian and General Catalyst at the special meeting scheduled for April 16, 2026.

Goldman Sachs & Co. LLC serves as financial advisor to the Special Committee, while Wachtell, Lipton, Rosen & Katz acts as legal advisor to the Special Committee. Skadden, Arps, Slate, Meagher & Flom LLP serves as legal advisor to Janus Henderson.

Janus Henderson shareholders need take no action regarding the Victory Capital proposal at this time, according to the company.

As of December 31, 2025, Janus Henderson had approximately $493 billion in assets under management and more than 2,000 employees with offices in 25 cities worldwide.

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