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Adobe/Macromedia - Microsoft, Look Out!

As the Adobe-Macromedia Transaction Nears Its Close, a Look Back, Sideways, and Forwards at What's Been Happening Since April 18

So that was in itself a strong indication that communicating directly with customers is a core value the combined company can be expected to maintain.

Next Steps...
What next? Although we cannot know (or say) what is going on behind closed doors, and for legal reasons the combined company will not be able to create a joint product roadmap until after the transaction is closed, some clear pointers can perhaps nonetheless be given.

As anyone who enjoyed last month's historic Special Studio 8 issue already knows, while Macromedia may be moving beyond "MX" - which letters originated from its desire to underline the importance and uniqueness of the "Macromedia eXperience" - it is certainly not abandoning its commitment to the extent to which Experience Matters. "Great experiences enable great business" remains as true as ever.

Indeed we can all look forward to a widening and deepening of that commitment, with the addition - with this month's shipping of Studio 8 - of a second "E," namely Expressiveness.

As Macromedia's Flash evangelist Mike Downey said in the Special Issue:

"I think we've done a lot of major work in this release about productivity, standards support, and workflow. But the work we've done to allow designers and developers to be more expressive with their content will have the biggest impact on the web."

DoJ Approval Is All That's Needed Now
On August 24, as this issue went to press, the respective shareholders of Adobe and Macromedia overwhelmingly approved the acquisition in separate special stockholder meetings. The stockholders of each company voted as follows: of the 75.0% of outstanding Adobe shares voted, approximately 99.0% were cast in favor of the acquisition; of the 73.2% of outstanding Macromedia shares voted, approximately 99.8% were cast in favor of the acquisition.

In an accompanying announcement, the companies stated:

"Pursuant to the terms of the acquisition agreement, holders of Macromedia common stock will receive 1.38 shares of Adobe common stock for each share of Macromedia common stock they own at the closing of the acquisition. The companies anticipate that the transaction will close in Fall 2005, subject to appropriate regulatory approvals and the satisfaction of other closing conditions."

When the transaction closes, Macromedia's stockholders will own approximately 18% of the combined company on a pro forma basis. So far as products go, from here on the Adobe-Macromedia integration process will be managed by a so-called "Integration Program Office," consisting of one Integration Lead from each company. The Integration Leads are Adobe's vice president Corporate Services, Jim Briody, and Macromedia's executive vice president and CFO, Betsey Nelson, who joined Macromedia in 1996 to lead mergers and acquisitions and has served as the company's CFO since 1997.

The Integration Program Office will be overseen by an Integration Steering Committee chaired by Shantanu Narayen and consisting of: Bruce Chizen (pictured), CEO Adobe; Stephen Elop, president and CEO, Macromedia; Shantanu Narayen, president and COO, Adobe; Murray Demo, executive vice president and CFO, Adobe; and Theresa Townsley, senior vice president, Human Resources, Adobe.

And the Last (Irreverent) Word Goes To...
In a world that is often dull, technology and laughter should not be complete strangers to one another. Life, as they say, is too short for that. Accordingly let's finish with the mischievous soul who made this delightfully mischievous post to Slashdot.org, when it reported the approval by both companies' shareholders of the deal (http://slashdot.org/comments.pl?sid=160364&cid=13424792): "Now I only have one corporation to hate on instead of two. This frees up hatred for new and upcoming businesses."

Additional Resources
Adobe-Macromedia Acquisition website

Macromedia Blogs

Adobe Blogs


The following e-mail was sent to all employees of Adobe Systems Incorporated on April 25, 2005:

Date: April 25, 2005
To: All Adobe Employees
From: Bruce Chizen and Shantanu Narayen

Re: Summing Up Last Week-Macromedia Acquisition
Last week was an exciting time for Adobe as we announced our plans to acquire Macromedia. We spent the majority of the week speaking with employees, customers, partners, investors, analysts and press, and we're pleased to report that all have been very supportive of our vision to bring the companies together.

Our energy and excitement about the future continues to grow each day. And, we've heard from many of you that you share the same feeling. Many of you have asked, "How can I help?" You can help in two important ways:

First, stay focused on our business-we must continue to operate independent of Macromedia until the close of the transaction. Our future success as a combined company is critically dependent upon how successful each company is in executing its own business strategy. Both Adobe and Macromedia have been very successful in the recent past. This is why many external parties see the logic of this deal and believe in our ability to successfully integrate the two companies. We need to continue our trend of success.

Second, be supportive of the integration process. Deals of this nature can take several months or longer to close, and due to its size and scope, this acquisition will require a very tightly controlled integration process. The Integration Program Office, under the leadership of Jim Briody, is forming-with the functional integration leads currently being selected by the ETeam. Look for email updates from the Integration Program Office in the next couple of weeks describing the integration process, structure, and the initial integration team members. Additionally, the Integration Program Office will send out periodic email updates on the integration planning.

We have a great year ahead with tremendous opportunity. Let's work together to ensure our future success by executing flawlessly on our business today!

-Bruce and Shantanu

More Stories By Jeremy Geelan

Jeremy Geelan is Chairman & CEO of the 21st Century Internet Group, Inc. and an Executive Academy Member of the International Academy of Digital Arts & Sciences. Formerly he was President & COO at Cloud Expo, Inc. and Conference Chair of the worldwide Cloud Expo series. He appears regularly at conferences and trade shows, speaking to technology audiences across six continents. You can follow him on twitter: @jg21.

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Most Recent Comments
JSaiya 10/21/05 12:40:46 PM EDT

"He [Macromedia's former CEO, Robert Burgess] elaborated that the only two cases of point products where the two companies competed were Adobe Illustrator/FreeHand and GoLive/Dreamweaver"

Hmm. What about Photoshop/ImageReady vs. Fireworks? Or do they consider FW to be just an add-on to Dreamweaver? I know FW alone is not a competitor to Photoshop for non-Web imaging, but in the Web space...?

I'd hate to see FW disapear. Maybe ImageReady will go away.

MXDJ News Desk 10/15/05 04:29:00 PM EDT

Adobe/Macromedia - Microsoft, Look Out! On April 18, 2005, as we all know, Adobe Systems Incorporated announced a definitive agreement to acquire Macromedia in an all-stock transaction valued at approximately $3.4 billion. This is a look back, sideways, and forwards, based on what's been happening since then.

Ruth 09/21/05 05:40:58 PM EDT

A hardy wheat grown mostly in Europe.

Did you not mean spelled out?