On March 23, 2026, Victory Capital Holdings, Inc. announced a proposal to acquire Janus Henderson Group plc, offering shareholders $40.00 per share in cash along with a fixed exchange ratio of 0.250 shares of Victory Capital common stock for each Janus Henderson share owned. This proposal, which represents a total consideration of $57.05 per Janus Henderson share, is positioned as a superior alternative to a competing offer from Trian Partners, which values Janus Henderson at $49.00 per share. Victory Capital's proposal is backed by a strong financial performance, with the company highlighting its ability to generate long-term value and its track record of successful acquisitions. The announcement comes amid a backdrop of misinformation regarding the deal, which Victory Capital aims to clarify through this communication. The company emphasizes that its offer provides full value for Janus Henderson today, along with a significant ownership stake in a more competitive asset management platform. The proposal is expected to create synergies and enhance operational efficiencies, benefiting both companies' stakeholders. Victory Capital's management believes that the strength of their offer will resonate with Janus Henderson shareholders, particularly when they are given the opportunity to vote on the transaction.

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