By Pritam Biswas and Arasu Kannagi Basil
March 20 (Reuters) – Trian Fund Management said on Friday it has serious concerns about Victory Capital’s sweetened offer for Janus Henderson that rivals its own take-private deal with the asset manager.
Janus had previously rejected an $8.6 billion cash-and-stock offer from Victory, saying the bid carried closing risk and was not superior to the existing $7.4 billion all-cash deal with Trian and venture capital firm General Catalyst.
But Victory revised its offer earlier in the week to include a higher cash component. Victory now proposes $40 in cash and 0.25 of its shares for each Janus share. It had earlier offered $30 in cash and 0.35 of its shares.
“Expectations are that shareholder services entities will recommend shareholders vote against the Trian deal, citing the large spread to Victory’s current offer,” analysts at TD Cowen wrote in a note.
Trian said on Friday it does not see a clear path for Victory to close a deal with Janus due to risk of employee attrition, while it expects to manage those risks and complete a transaction along with General Catalyst within about three months.
Trian added that its take-private deal offers “certainty of attractive value in a highly volatile macro-economic environment that has seen equity markets decline since deal was signed.”
Janus Henderson declined to comment. Victory Capital did not immediately respond to a Reuters request for comment.
TWO SUITORS, ONE PRIZE
The bidding war between Victory and Trian-General Catalyst for the asset manager with $493 billion AUM underscores the consolidation in the industry, with major players looking to scale up to cut costs and stay competitive.
Trian is Janus’ largest shareholder with a 20.7% stake. In December, Janus had agreed to a buyout by Trian and General Catalyst after a five-year push by Trian’s founding partner Nelson Peltz that began as an activist campaign.
“I’m not surprised that Trian disapproves of this higher offer from Victory, even if they own a large percentage of JHG shares,” aid David Wagner, head of equity and portfolio manager at Aptus Capital Advisors, which owns shares in Victory.
“The deal makes more sense for Victory due to cost synergies, which is why Victory can offer more than Trian is willing to spend.”
Shares of Janus Henderson, which had gained about 8% in 2026 as of last close, were down about 1% in early trading on Friday.
(Reporting by Pritam Biswas in Bengaluru; Editing by Sahal Muhammed and Devika Syamnath)
