8-KAcquisitions & DispositionsExhibits & Filings

ADOBE INC. 8-K Report, Acquisition Completed (Oct 26, 2009)

Filed October 26, 2009For Securities:ADBE

Summary

This 8-K filing from Adobe Inc. on October 26, 2009, announces the successful completion of its acquisition of Omniture, Inc. The acquisition was structured as a two-step transaction, beginning with a cash tender offer for Omniture shares at $21.50 per share, followed by a short-form merger. Adobe's tender offer garnered significant participation, with approximately 86.68% of Omniture's outstanding shares tendered and accepted for payment. The acquisition, valued at approximately $1.8 billion on a fully-diluted equity-value basis, was funded by Adobe's existing cash reserves and credit facility. The completion of this deal marks a significant strategic move for Adobe, integrating Omniture's web analytics and online marketing solutions into its portfolio, aiming to bolster its presence in the digital marketing space.

Key Highlights

  • 1Adobe Systems Incorporated has successfully completed the acquisition of Omniture, Inc. for approximately $1.8 billion.
  • 2The acquisition was a two-step process involving a cash tender offer for Omniture shares at $21.50 per share, followed by a merger.
  • 3Approximately 86.68% of Omniture's outstanding shares were tendered and accepted in the cash tender offer.
  • 4Omniture has become a wholly-owned subsidiary of Adobe.
  • 5Adobe funded the acquisition using its existing cash balances and revolving credit facility.
  • 6Omniture's shares have ceased trading on The NASDAQ Global Select Market.
  • 7Required financial statements and pro forma information related to the acquisition will be filed by amendment at a later date.

Frequently Asked Questions

The primary purpose of this 8-K filing is to announce the completion of Adobe's acquisition of Omniture, Inc. It details the key terms of the transaction, the tender offer results, and the subsequent merger, confirming Omniture is now a wholly-owned subsidiary of Adobe.

The acquisition of Omniture was valued at approximately $1.8 billion on a fully-diluted equity-value basis. The cash tender offer price was $21.50 per share for Omniture's common stock.

Adobe funded the $1.8 billion acquisition of Omniture using its existing cash balances and funds available under its existing senior unsecured revolving credit facility.

Shareholders who tendered their Omniture shares in the cash tender offer received $21.50 per share, net of applicable taxes. Omniture's common stock has ceased trading on The NASDAQ Global Select Market as the company is now a wholly-owned subsidiary of Adobe.