Janus Capital, Henderson Group announce recommended merger of equals
Henderson Group and Janus Capital Group announce that their respective boards have unanimously agreed to an all-stock merger of equals. The combined company will be named Janus Henderson Global Investors plc. The merger will be effected via a share exchange with each share of Janus common stock exchanged for 4.7190 newly issued shares in Henderson. Henderson and Janus shareholders are expected to own approximately 57% and 43% respectively of Janus Henderson Global Investors' shares on closing, based on the current number of shares outstanding. The merger is currently expected to close in Q2 of 2017, subject to requisite shareholder and regulatory approvals. The combination of these two complementary businesses is expected to create a leading global active asset manager with significant scale, diverse products and investment strategies, and depth and breadth in global distribution. The result will be an organisation that is well-positioned to provide world-class client service, gain market share and further enhance shareholder value. Under the terms of the merger, Henderson and Janus have agreed that prior to closing and subject to shareholder approval, Henderson shareholders will be entitled to receive a final dividend in the ordinary course for the year ending December 31, 2016. The timing of payment of any such dividend may be accelerated, so that it occurs prior to closing; Prior to closing of the merger and subject to the Janus board's approval, Janus shareholders will be entitled to receive quarterly cash dividends in November 2016 and February 2017; and After closing of the merger, Janus Henderson Global Investors' shareholders will be entitled to receive an interim dividend for the three-month period ending March 31, 2017, in an amount to be determined by the Janus Henderson Global Investors Board.