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Adobe/Macromedia Merger on Verge of Closing
By Stephen Bryant

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Adobe plans to announce the company's strategy at its annual financial analyst meeting in January.

Adobe Systems Inc. and Macromedia Inc. announced Friday that they have either received or been notified they will receive all regulatory clearances necessary to complete Adobe's pending acquisition of Macromedia. The companies expect to close the transaction Dec. 3.

Adobe also announced Friday that its executives will present the company's strategy to analysts and investors at Adobe's annual financial analyst meeting in New York Jan. 31.

Representatives from Adobe said that product and technology strategies will be developed once the acquisition closes and the two companies are operating as one.

"Ultimately our goal is to combine Flash and PDF in what we're calling an engagement platform that allows people to create, manage and deliver content and experiences across a variety of operating systems, devices and media," said Adobe spokesperson Holly Campbell.

Adobe first announced the agreement to acquire Macromedia on April 18 in a deal worth $3.4 billion.

Pursuant to the latest terms of the agreement, holders of Macromedia common stock will receive 1.38 shares of Adobe common stock. This figure is double the 0.69 shares mentioned in the original terms of the agreement, due to an Adobe stock split earlier this year.

Adobe's Bruce Chizen will continue as CEO of the company, which will continue to be known as Adobe Systems Inc. Shantanu Narayen will remain president. Stephen Elop, president and chief executive of Macromedia, will join the Adobe board as president of worldwide field operations, and Rob Burgess, chairman of Macromedia, will also join the Adobe board.

Industry analysts, who have responded positively to the merger news, say the Macromedia acquisition will do more to fill in product gaps for Adobe than it will create overlapping solutions.

Adobe is strong with its industry-standard PDF platform, plus its Photoshop and Illustrator offerings. Meanwhile, Macromedia is known for its Flash software along with its Fireworks, Dreamweaver, FreeHand and Studio MX (a suite of those products), among other software programs. But Adobe will benefit most from access to Macromedia's pool of development talent and Macromedia's relationships with their developer community. "Adobe has largely dealt with corporations, whereas Macromedia has more intimate relationships with small developers," said Joe Wilcox, senior analyst with Jupter Research.

The merger will also eliminate the few semi-viable competitive products left in digital imaging and illustration, according to analysts.

However, several potential competing products are on the horizon. "For Adobe, the merger opens up a whole new realm of developers for them just as Microsoft is making a huge push with Visual Studio 2005," said Wilcox.

Adobe may also face a threat from Microsoft Expression, the new suite of graphics tools which Microsoft announced at its Professional Developer's Conference in September this year.

Expression consists of a design tool code-named Acrylic, currently in the Community Technology Preview (CTP) stage, and Sparkle Interactive Designer and Quartz Web Designer, neither of which are at the CTP stage yet.

In October, Apple Computer Inc. announced a new application called Aperture, which is aimed at the professional photographer market.

Aperture has not yet been released, and analysts disagree on whether it will be a competing or complementary product to Adobe Photoshop.


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