Clients and members of Janus Henderson's investment staff have urged the asset manager to reject an improved takeover proposal from Victory Capital and instead adhere to a lower-priced agreement with Trian Partners and General Catalyst. The contest between suitors centers on the $493 billion firm and comes as other firms seek scale to attract investor inflows.
Victory Capital recently sweetened an earlier bid - an $8.6 billion cash-and-stock proposal - in a renewed attempt to upend the previously arranged Trian-led transaction. Janus Henderson's board said its committee will evaluate the amended proposal, but it continues to recommend that shareholders approve the Trian-led deal at a vote scheduled for April, reflecting the arrangement it accepted in December.
Several clients, including senior figures at wealth-management operations within Morgan Stanley and Citigroup, have conveyed unease to Janus Henderson executives about Victory Capital's plans and potential cost reductions tied to a deal. Those expressions of concern reportedly focus on how cost-cutting could affect client service and the stability of investment teams.
Some clients warned Janus that a sale to Victory could prompt a departure of portfolio managers. In addition, a group of senior managers at Janus has threatened resignation if the company proceeds with a sale that they view unfavorably. Victory has indicated it has not provided detailed plans for a combined company, including how it would retain clients and staff, while Janus says the feedback it has received from clients raises "serious concerns" about securing the approvals needed to complete a transaction.
The companies involved did not immediately respond to requests for comment.
About the competing offers
The contest pits a higher-priced, recently enhanced bid from Victory Capital against a lower-priced transaction led by Trian and backed by General Catalyst. Janus Henderson's committee has a duty to weigh the revised proposal but maintains its recommendation in favor of the Trian-led agreement as the shareholder meeting approaches.
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All parties to the bids now face a narrowed timetable and pronounced scrutiny from clients and staff as Janus Henderson moves toward a shareholder decision in April.