25 Victory Capital shares per share, giving them 31% ownership of the combined company. This compares to Victory Capital's previous offer of $30 per share in February, under which Janus Henderson shareholders would have owned 38% of the combined company. Victory Capital claims the combined company with Janus Henderson would be highly diversified and better positioned to compete at scale.
Janus Henderson's board previously said Victory Capital's initial offer was not in the best interest of the group or its shareholders. The board has recommended the Trian and General Catalyst deal, but it also expressed concerns that their aggressive plan cost-cutting may lead to substantial client outflows. Victory Capital argues the merger agreement with Trian would place Janus Henderson under a newly created acquisition vehicle with no operating experience and offers no benefits of incremental scale.
Trian already had a stake of more than 20% in Janus Henderson prior to the bidding. This contest occurs amid a wave of consolidation in the asset management industry. It remains unknown whether Janus Henderson's board will accept or reject Victory Capital's new offer, and how other major shareholders beyond Trian view the competing offers.
The specific cost savings target from the Trian and General Catalyst merger, beyond the mentioned $500 million per year, has not been disclosed, and the exact timeline for a final decision is unclear.