Janus Henderson(JHG) - 2025 Q4 - Annual Report

Financial Performance - Revenue for the year ended December 31, 2025, was $3,097.3 million, representing a 25.1% increase from $2,473.2 million in 2024[22]. - Operating income for 2025 was $976.8 million, with an operating margin of 31.5%, up from 26.1% in 2024[22]. - Net income attributable to JHG for 2025 was $815.9 million, compared to $408.9 million in 2024, reflecting a significant year-over-year growth[22]. - The company reported diluted earnings per share of $5.23 for 2025, an increase from $2.56 in 2024[22]. - Performance fees increased by $389.6 million due to annual performance fees generated from certain funds[207]. - Management fees rose by $210.6 million, driven by higher average AUM[207]. Assets Under Management (AUM) - As of December 31, 2025, Janus Henderson Group plc (JHG) has assets under management (AUM) totaling $493.2 billion, an increase from $408.9 billion in 2024[17][22]. - AUM in the intermediary channel reached $242.9 billion, accounting for 49% of total AUM as of December 31, 2025[26]. - AUM in the institutional channel totaled $152.2 billion, representing 31% of total AUM[27]. - AUM in the self-directed channel was $98.1 billion, making up 20% of total AUM[28]. - The Equities capability had AUM of $256.6 billion, which is 52% of total AUM, while Fixed Income had $155.8 billion, or 32% of total AUM[29][30]. - Closing Assets Under Management (AUM) increased to $493.2 billion as of December 31, 2025, up 30% from $378.7 billion in 2024[215]. - Institutional client AUM reached $152.2 billion in 2025, reflecting a significant increase from $81.2 billion in 2024[211]. Regulatory and Compliance - The company’s subsidiaries are subject to extensive regulations from various U.S. agencies, including the SEC and FINRA, affecting their operations[53]. - Regulatory compliance costs have increased significantly and may continue to rise, impacting the company's operational expenses[52]. - The company is required to comply with capital requirements imposed by non-U.S. securities exchanges, ensuring financial integrity and liquidity for its foreign subsidiaries[76]. - The company is subject to various regulatory frameworks across multiple jurisdictions, including the Australian Financial Services license and the Securities and Futures Ordinance in Hong Kong, which impose specific compliance requirements[72][73]. - The Digital Operational Resilience Act (DORA) requires compliance by January 17, 2025, to strengthen digital resilience in the financial sector[65]. - Regulatory scrutiny on ESG and climate-related disclosures is increasing, with evolving regulations potentially impacting the company's reporting requirements[77]. Mergers and Acquisitions - The company has entered into a Merger Agreement with Jupiter Company Limited, with the completion of the merger contingent upon obtaining shareholder approval and regulatory approvals, among other conditions[82][83]. - A termination fee of $297.13 million will be payable if the Merger Agreement is terminated under certain circumstances, which could impact the company's financial position[87]. - The company must secure consent from advisory clients and funds representing at least 80% of its Base Date Revenue Run-Rate to proceed with the merger, highlighting the importance of client relationships during this period[86]. - The ongoing merger process may disrupt relationships with third parties and lead to reduced net flows, impacting assets under management and revenue[86]. - The company has incurred significant expenses related to the merger, which may not yield benefits if the merger does not complete, affecting overall financial health[87]. - If the Merger is consummated, shareholders will receive $49.00 per share of common stock in cash, without interest, and will not benefit from future business performance[96]. Market and Economic Conditions - Political, economic, and social instability in global markets could adversely impact the company’s revenue and assets under management (AUM)[114]. - The investment management industry is highly competitive, with significant competition from larger firms and a demand for customized investment vehicles[50]. - The investment management business is highly competitive, with pressures on traditional fee structures due to the rise of lower-cost investment products[111]. - Changes in credit ratings and global market volatility may increase borrowing costs and impair access to capital markets, particularly in light of proposed mergers[145]. Operational Risks - Cybersecurity risks, including potential breaches and data loss, are critical concerns that could harm the company’s reputation and financial condition[129]. - The company is implementing a multi-year initiative to upgrade its information technology systems through the Aladdin platform, which may require significant capital investments and personnel resources[134]. - The integrity and reliability of information technology systems are critical; failures could impair investment management capabilities and negatively impact AUM[139]. - Dependence on third-party vendors for client services and operational needs could lead to financial losses and regulatory issues if those vendors fail to perform[142]. - The company faces risks from failures in operational or risk management processes, which could adversely affect assets under management (AUM) and financial condition[138]. Human Resources - The company monitors and analyzes turnover rates, with voluntary turnover consistent with industry benchmarks[47]. - The company’s financial performance is highly dependent on retaining key personnel, with potential increases in compensation required to attract and retain skilled professionals[112]. - The company is facing challenges in attracting and retaining key personnel during the merger process, which could affect operational execution[88]. Currency and Tax Risks - The company generates a substantial portion of its revenue in GBP, EUR, and AUD, exposing it to currency exchange rate risks relative to the USD[108]. - Changes to tax laws could materially impact the company's tax provision and effective tax rate[158].