3/25/2026

Trian, General Catalyst Poised to Win Janus Henderson Bidding War After Victory Capital Bows Out

Wall Street Journal (03/25/26) Schisgall, Elias; Miller, Nicholas G.

Victory Capital (NASDAQ: VCTR) withdrew its bid to acquire Janus Henderson (NYSE: JHG), clearing the way for Trian Fund Management and General Catalyst to buy the asset-management firm. Victory dropped out of the bidding war on Tuesday after Trian Fund Management and General Catalyst increased the value of their agreement to buy Janus by $3, to $52 a share in cash. The revised agreement represents a 25% premium to Janus Henderson’s closing price on Oct. 24, the last trading day before the initial Trian and General Catalyst proposal was made public, Janus Henderson said. The company said its board determined that the competing bid from Victory Capital isn’t a superior proposal to the deal with Trian and General Catalyst and “presents unacceptably high closing risks.” Victory said it was only ready to move forward with a proposal that had the full support of a special committee of the Janus board. “While the Company is disappointed with the process run by the Special Committee, its admiration for the Janus Henderson business and its talented investment professionals remains unchanged,” Victory said Tuesday. Victory shares were up 2.1%, to $69, in after-hours trading. Shares of Janus Henderson fell 1.4%. Victory’s proposal included $40 a share in cash and a fixed exchange ratio of 0.250 shares of its stock for each Janus share, which Victory on Monday said translated to total consideration of $57.05 a share. Janus Henderson said Trian and General Catalyst are committed to closing by mid-2026. If the transaction hasn’t been completed by June 30 because of a delay in regulatory approvals, Janus Henderson would be allowed to pay a dividend of $1 a share in each quarter between July 1 and closing.

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3/25/2026

Six Flags Appoints New Chair Amid Call for Sale

Reuters (03/25/26) Herbst-Bayliss, Svea

Theme park operator Six Flags Entertainment (FUN.N) on Wednesday announced a change in leadership on its board, naming Richard Haddrill as executive chairman. Last week Jana Partners told the company in a letter seen by Reuters that it wants the company to immediately appoint a new chairman and explore a sale. Marilyn Spiegel, who was named chair in January, will serve as lead independent director. She has been a director at Six Flags since 2023. Haddrill previously served as executive vice chairman of the board of Scientific Games and was chief executive of Bally Technologies (NYSE: BYI). “This change in board leadership is an important step in the right direction,” a representative for Jana said on Wednesday morning. Reuters reported last week that Jana's managing partner Scott Ostfeld wrote to the company that the hedge fund has concerns about the board's ability to "deliver" for shareholders and calls on the company to engage with buyers. Jana publicly expressed support for Six Flags new CEO John Reilly, who was appointed in November, but wrote last week that it wanted to see a new board chair after months of private engagement raised concerns about the group's effectiveness. Investors have only a few more days to decide on possibly launching a proxy fight by nominating director candidates to replace sitting board members. The theme park's stock price has climbed 10% this year but remains down 56% over the last 12 months. In February, Reilly had said that while 2025 results had come in short of the company's expectations, "the work completed over the past year has strengthened the foundation of our enterprise." He said the company improved park infrastructure, added new attractions, upgraded technology and enhanced food and beverage offerings. He also said the company's efforts are sure to "restore profitable growth that is sustainable over time." Jana is not the first investor to push Six Flags for changes. In October, only days before Jana's position was unveiled, the company added an executive from Sachem Head Capital Management, which owns roughly 5% of the company, to the board.

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3/25/2026

Italy Revises Enhanced Voting Rights Rules in Listed Firms to Prevent Misuse

Reuters (03/25/26) Fonte, Giuseppe

Italy plans to revise rules on enhanced voting rights to prevent leading shareholders from forcing the hand of minority investors in takeover bids aimed at de-listing companies, a draft decree seen by Reuters showed on Wednesday. Prime Minister Giorgia Meloni's government strengthened in 2024 a mechanism designed to boost voting power of key investors by up to ten-fold, to encourage owners to list their businesses in Milan without having to worry about losing control to other shareholders. Investors have, however, complained about an improper use of the new rules, which in some cases have been employed to take a company private, contrary to the government's plans. Rome will now provide for enhanced voting rights to be frozen at shareholder meetings called to vote on merger deals intended to delist a company or on plans to move its registered office abroad, the draft showed. Regardless of their misuse, the new rules on enhanced voting rights have angered asset managers including large foreign funds, which favor a "one share, one vote" rule that prevents a concentration of power in the hands of a few. Italy is a country where many businesses still have influential family or founding shareholders. The Italian market capitalization stood at 48% of gross domestic product (GDP) in 2025, according to data from market watchdog Consob, among the lowest in advanced economies. Amber Capital has argued the voting rules were being exploited to the detriment of smaller shareholders in the takeover of Milan-listed Antares Vision (ANV.MI) by U.S. technology group Crane NXT (NYSE: CXT). The decree also lifts a ban preventing two or more banking or insurance companies competing with each other from sharing members of their respective boards of directors, the so-called interlocking directorates. Introduced in Italy by former Prime Minister Mario Monti at the height of the financial crisis in late 2011, the ban on interlocking directorates was intended to safeguard the quality and independence of board decisions in the financial sector. Meloni decided to uphold a request championed by Italy's banking lobby ABI. The government justified the choice by arguing that rules on 'fit and proper' assessment for managers would achieve effects similar to those of the scrapped ban, through limits on the number of concurrent roles, time commitment requirements, and criteria relating to independence of judgment.

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3/24/2026

Liontrust Calls Out GAM Alternatives Managers for 'Not Seeking Any Dialogue' With Board

Investment Week (03/24/26) Angeloni, Cristian

The board of Liontrust Asset Management (LON: LIO) has hit back at investors and GAM Alternatives portfolio managers Albert Saporta and Randel Freeman after the duo called for a strategic review and sale of the firm. Liontrust told Investment Week that the two managers "had not sought any dialogue with Liontrust prior to their open letter" and that the asset manager would have welcomed such a discussion and would have sought to "engage constructively" with them. In an open letter on Monday (March 23) the two managers, who co-run the GAM Global Opportunities and GAM Global Special Situations funds representing 3.6% of Liontrust, highlighted that Liontrust's share price dropped by 60% in less than three years and by 85% since its 2021 peak, while assets under management have almost halved over the same period, from £42.3 billion to £22 billion. The manager duo also called out Liontrust CEO John Ions's compensation, which has totaled £40 million since taking on the top job in 2010, as they claimed it was "unheard of in the UK." Liontrust's acquisitions were also criticized for being "value destruction on a grand scale." "We wonder how it is possible for an executive team to be in place for such a long time on such a compensation scheme given such appalling circumstances," Saporta and Freeman added. Liontrust mentioned a "challenging environment for active asset managers," but defended its proposed £10 million acquisition of River Global, aimed at diversifying its product range and expected to be "materially EPS accretive" from 2028. The board added: "We have been successful in expanding our client base globally and have secured new institutional mandates in recent months, demonstrating the progress we have made against our strategic objectives." Liontrust had tried to acquire GAM in the summer of 2023 but, after a six-month spat with GAM investor group NewGAMe and Bruellan, the deal fell through.

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3/24/2026

Aspex Calls for Delivery Hero CEO's Removal in Escalation of Campaign

Reuters (03/24/26) Huebner, Alexander; Ersen, Hakan

Aspex, a major Delivery Hero (DHER.DE) shareholder, on Tuesday urged the online takeaway group's supervisory board to oust the CEO and his top management team, escalating the investor's push for a strategic overhaul. "Wholesale changes in the management team will be required to address issues faced by the company," Aspex Management said in a letter to Delivery Hero Chair Kristin Skogen Lund and other members of the non-executive supervisory board, seen by Reuters. "Fellow shareholders share our view that (CEO) Niklas Oestberg's strategy is flawed, and that Delivery Hero’s operational underperformance against peers is accelerating," it said, adding that the company had suffered from compliance and control failures. Delivery Hero acknowledged the letter from Aspex. "We are progressing with the strategic review and it remains an ongoing core focus of both the Management and Supervisory Board," it said in a statement. The direct call for Oestberg's removal marks an escalation after Aspex wrote to him earlier this month, warning his job could be at risk without faster progress in the review. On Tuesday, Delivery Hero agreed to sell its Foodpanda delivery business in Taiwan to ride-hailing and delivery firm Grab (GRAB.O) for $600 million in cash, which Oestberg called "a key first step" in the review. Aspex said the deal terms showed the business's value had been "significantly eroded." "This stresses the urgency by which further assets must be divested in competitive sales processes to prevent further destruction of shareholder value," it added.

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3/23/2026

Victory Capital Fires Back at Peltz's Trian as Janus Bidding War Drags On

Reuters (03/23/26) Basil, Arasu Kannagi

Victory Capital (VCTR.O) on Monday fired back at Nelson Peltz's Trian over the criticism of its latest $8.6 billion proposal for asset manager Janus Henderson (JHG.N), saying the investor was making "efforts to blanket market with misinformation." San Antonio, Texas-based Victory said recent reports regarding the purported views of Janus' employees and clients on its proposal were an attempt to "manufacture uncertainty" in the market around its ability to close the proposed transaction. Trian, Janus' largest shareholder with a 20.7% stake, had on Friday raised concerns about Victory's sweetened offer, which rivals its own take-private deal with Janus. The high-stakes battle for the $493 billion asset manager has intensified in recent weeks, after Victory in late February went public with its $8.6 billion cash-and-stock offer for Janus. Despite being spurned multiple times by the Janus board since November, Victory has maintained its dogged pursuit for the asset manager. The firm last week sweetened its $8.6 billion bid with more cash. Janus declined to comment. Trian and General Catalyst did not immediately respond to Reuters' requests for comment. The Wall Street Journal reported last week that clients, including senior officials at wealth-management arms of Morgan Stanley (MS.N) and Citigroup (C.N) had expressed discomfort to Janus executives about Victory's plans and potential cost cuts. Addressing the media reports, Victory said it "has been told that those statements in the press do not reflect the corporate positions of these institutions." The firm said the wealth-management units of Morgan Stanley and Citigroup are clients of both Victory and Janus and are familiar with its products. "Victory Capital believes these are manufactured attempts by those who stand to benefit from the transaction to create uncertainty and doubt about Victory Capital's superior proposal," it said.

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3/23/2026

GAM Investors Call for Liontrust Sale

Financial Planning Today (UK) (03/23/26)

Two GAM investors have today called for Liontrust Asset Management (LON: LIO) to sell the business to the highest bidder after claiming the firm is “significantly undervalued.” The call comes three years after Liontrust’s bid to take over GAM was rejected by shareholders. Albert Saporta and Randel Freeman, portfolio managers of the GAM Global Opportunities Fund and the GAM Global Special Situations Fund, have published an open letter to John Ions, CEO of Liontrust, calling for an immediate strategic review. The two funds hold around 3.6% of Liontrust’s share capital. The letter argues that Liontrust is significantly undervalued, with its share price having declined around 85% from its September 2021 peak. Assets under management have fallen from £42.3 billion to around £22 billion over the same period, valuing the company at only 0.68% of AUM. The managers suggest that the current leadership “has failed to articulate a credible strategy for reversing this decline and that shareholders would be better served by a sale process given the rapid pace of consolidation across the UK asset management sector.” The letter to Ions says he has “tried several things during your exceedingly long tenure at Liontrust to prop-up the share price, and none of it seems to be working.” It congratulates him, “on your recent very small deal to acquire River Global’s asset management business at an attractive valuation … However, this deal, your first in five years, like several of the other initiatives you have been trying, smacks of 'way too little too late.'” The letter accuses Ions of having, “lost credibility in the eyes of your shareholders in your ability to turnaround the firm.” Saporta and Freeman, have led other campaigns including challenging the terms of a proposed tender offer for Yutaka Giken, and an open letter to SBI Holdings calling for enhanced transparency and shareholder value maximization.

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