Victory Capital Improves Offer for Janus Henderson

Victory Capital Holdings has sent the Janus Henderson special committee an improved acquisition proposal. Under the revised terms, Janus Henderson shareholders would receive $40.00 per share in cash plus a fixed exchange ratio of 0.250 shares of Victory Capital common stock for each Janus Henderson share.

The company says the mix translates to total consideration of $56.84 per Janus Henderson share based on Victory Capital’s March 16, 2026 closing price, including an additional $10.00 per share in cash versus its prior proposal. Victory Capital frames the offer as fully financed with no financing out and says the incremental aggregate consideration is $1.2 billion.