UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 7.01 | REGULATION FD DISCLOSURE. |
Janus Henderson Group plc (the “Company”) today announced its intention to commence its on-market share repurchase program (the “Buyback”) on and from August 3, 2021.
Under the Buyback, the Company intends to spend up to US$200 million to buy its ordinary shares on the New York Stock Exchange (“NYSE”) and its CHESS Depositary Interests (“CDIs”) on the Australian Securities Exchange (“ASX”), in each case through Citigroup Global Markets Inc. on the NYSE and through Citigroup Global Markets Australia Pty Limited (“Citi Australia”) on the ASX. Citi Australia will purchase CDIs as principal and sell the CDIs to the Company by way of one or more special crossings.
The Buyback will continue until the Company’s Annual General Meeting in 2022, though the Company reserves the right to end the Buyback earlier.
Any repurchases will be effected in accordance with the Company’s general authority to repurchase shares and CDIs granted by its shareholders at the Company’s Annual General Meeting and in accordance with all relevant regulatory requirements.
A copy of ASX Appendix 3C is furnished as Exhibit 99.1 hereto. This exhibit is being furnished and shall not be deemed “filed” for any purpose, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such filings.
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| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Exhibit | |
| 99.1 | ASX Disclosure Announcement of Buyback. | |
| 104 | Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| 3 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| JANUS HENDERSON GROUP PLC | ||
| By: | /s/ Roger Thompson | |
| Name: | Roger Thompson | |
| Title: | Chief Financial Officer | |
Date: August 2, 2021
On market buy-back