Victory Capital reiterates $57.05/share bid for Janus Henderson, rebuts Trian

Victory Capital Holdings, Inc.

Proposal: $40.00 cash + 0.250 VCTR shares per JHG share, total $57.05 based on Mar 20 close (superior to Trian's $49.00).
Claims 95%+ client consent in prior acquisitions; $500M annual cost synergies (31% of Janus expense base) deemed reasonable.
Financing fully committed and independent of synergies; no due diligence access yet provided by Janus.
Victory Capital TSR 525%+ since IPO (Feb 2018), best in sector; quarterly dividend $0.49, up five years straight.
Refutes client attrition fears: committed to retaining Janus brand, investment autonomy, and lucrative retention programs.

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