0001104659-17-036942.txt : 20170601 0001104659-17-036942.hdr.sgml : 20170601 20170601164951 ACCESSION NUMBER: 0001104659-17-036942 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170530 FILED AS OF DATE: 20170601 DATE AS OF CHANGE: 20170601 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: JANUS CAPITAL GROUP INC CENTRAL INDEX KEY: 0001065865 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 431804048 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 151 DETROIT ST CITY: DENVER STATE: CO ZIP: 80206 BUSINESS PHONE: 3033333863 MAIL ADDRESS: STREET 1: 151 DETROIT ST CITY: DENVER STATE: CO ZIP: 80206 FORMER COMPANY: FORMER CONFORMED NAME: STILWELL FINANCIAL INC DATE OF NAME CHANGE: 19990806 FORMER COMPANY: FORMER CONFORMED NAME: FAM HOLDINGS INC DATE OF NAME CHANGE: 19980710 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FLOOD EUGENE JR CENTRAL INDEX KEY: 0001598139 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15253 FILM NUMBER: 17885356 MAIL ADDRESS: STREET 1: 151 DETROIT STREET CITY: DENVER STATE: CO ZIP: 80206 4 1 a4.xml 4 X0306 4 2017-05-30 1 0001065865 JANUS CAPITAL GROUP INC JNS 0001598139 FLOOD EUGENE JR 151 DETROIT STREET DENVER CO 80206 1 0 0 0 Common Stock 2017-05-30 4 D 0 27396 D 0 D On May 30, 2017, pursuant to that certain Agreement and Plan of Merger, dated as of October 3, 2016 (the "Merger Agreement"), by and among Henderson Group plc ("Henderson"), a company incorporated in Jersey, Horizon Orbit Corp., a Delaware corporation and direct wholly-owned subsidiary of Henderson ("Merger Sub"), and Janus Capital Group Inc., a Delaware corporation ("JCG"), JCG and Henderson (which has been renamed as Janus Henderson Group plc ("Janus Henderson")) completed the merger-of-equals whereby the Merger Sub merged with and into JCG, with JCG surviving the merger as a direct wholly-owned subsidiary of Janus Henderson (the "Merger"). Pursuant to the Merger Agreement, each share of JCG common stock, par value $0.01 per share ("Common Stock"), issued and outstanding immediately prior to the completion of the Merger was automatically converted into the right to receive 0.47190 of a fully paid up Janus Henderson ordinary share, par value Pound 0.125 per share ("Ordinary Shares"), together with cash in lieu of any fractional Ordinary Share. /s/ Sue J. Armstrong, Attorney-in-Fact for Eugene Flood, Jr. 2017-06-01