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Published on 9/15/2009 in the Prospect News Special Situations Daily.

Adobe Systems to buy Omniture in $1.8 billion all-cash transaction

By Lisa Kerner

Charlotte, N.C., Sept. 15 - Adobe Systems Inc. said it will acquire Omniture, Inc. for $21.50 per share in a cash deal valued at approximately $1.8 billion.

The per-share offer price is a 45% premium to Omniture's average closing price for the last 30 trading days through Monday.

The acquisition will broaden the products Adobe provides to the growing internet advertising, e-commerce and digital media markets, according to a company news release.

The merger agreement contains termination rights for both Adobe and Omniture.

Omniture will be required to pay Adobe a termination fee of $64 million if the agreement is terminated under certain circumstances.

Once the merger is completed, Omniture will operate as a new business unit within Adobe led by current Omniture chief executive officer Josh James as senior vice president.

Adobe, a San Jose, Calif., business and mobile software and services company, expects to close the transaction in the fourth quarter of 2009.

Based in Orem, Utah, Omniture develops online business optimization software.

Acquirer:Adobe Systems Inc.
Target:Omniture, Inc.
Announcement date:Sept. 15
Transaction total:$1.8 billion
Price per share:$21.50
Termination fee:$64 million
Expected closing:Fourth quarter 2009
Stock price for target:Nasdaq: OMTR: $17.00 on Sept. 14

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