Victory Capital Holdings Inc. Has launched a rival bid to acquire Janus Henderson Group plc, offering $57.04 per share in a move that challenges a previously agreed-upon $7.4 billion deal with Trian Fund Management and General Catalyst.
The all-cash and stock proposal, unveiled on Thursday, consists of $30.00 in cash, and 0.350 shares of Victory Capital stock, based on Victory Capital’s closing price as of February 25, 2026, according to a statement from Victory Capital. The offer represents a 37% premium to Janus Henderson’s unaffected share price on October 24, 2025, and approximately a 16% premium over the terms of the existing agreement with Trian.
Victory Capital is urging the Janus Henderson Special Committee to consider its “fully financed and actionable proposal” as a superior alternative for shareholders. The firm argues its offer delivers “substantial premium, significant upfront cash proceeds and meaningful upside” through approximately 38% ownership of the combined company, which would have an enterprise value of roughly $16 billion.
This latest development follows previous attempts by Victory Capital to reach an agreement with Janus Henderson. The firm had sent three prior letters to the Janus Henderson Special Committee in November and December 2025 before Trian’s deal was publicly announced, according to Victory Capital.
The proposed acquisition by Trian Fund Management, L.P., led by Nelson Peltz, and General Catalyst Group Management, LLC, was announced in December 2025. The deal aimed to inject significant long-term investment into Janus Henderson’s product offerings, client services, technology, and talent.
As of Thursday afternoon, Janus Henderson had not publicly responded to Victory Capital’s latest offer. The Janus Henderson Special Committee is now tasked with evaluating both proposals and determining the best course of action for shareholders.
