March 17 (Reuters) - Victory Capital Holdings Inc ( VCTR )

:

* VICTORY CAPITAL SUBMITS IMPROVED, ACTIONABLE AND CLEARLY

SUPERIOR PROPOSAL TO ACQUIRE JANUS HENDERSON

* VICTORY CAPITAL HOLDINGS INC ( VCTR ) - JANUS HENDERSON

SHAREHOLDERS TO RECEIVE $40 CASH AND 0.250 VICTORY CAPITAL

SHARES PER SHARE

* VICTORY CAPITAL HOLDINGS INC ( VCTR ) - TOTAL CONSIDERATION OF

$56.84 PER JANUS HENDERSON SHARE BASED ON MARCH 16, 2026 PRICE

* VICTORY CAPITAL HOLDINGS INC ( VCTR ) - REVISED PROPOSAL REFLECTS

$1.2 BILLION INCREMENTAL CONSIDERATION AND 16% PREMIUM TO TRIAN

PROPOSAL

* VICTORY CAPITAL HOLDINGS INC ( VCTR ) - IMPROVED PROPOSAL IS FULLY

FINANCED WITH NO FINANCING OUT

* VICTORY CAPITAL HOLDINGS ( VCTR ) : NEW OFFER ALLOWS JANUS

HENDERSON SHAREHOLDERS TO OWN 31% OF PRO FORMA COMPANY

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