Breaking: Adobe To Acquire Omniture For Approximately $1.8 Billion

Adobe Systems has announced that it has entered into a definitive agreement with Omniture for the former to acquire the latter in a transaction valued at approximately $1.8 billion on a fully diluted equity-value basis. Under the terms of the agreement, Adobe will commence a tender offer to acquire all of the outstanding common stock of Omniture for $21.50 per share in cash. The proposed offer represents a premium of 45% over Omniture’s average closing price for the last 30 trading days through yesterday’s close.

The completion of the transaction, pending regulatory approval, is expected to close in Q4 of Adobe’s fiscal year. The company believes the acquisition will be accretive to its non-GAAP earnings in fiscal year 2010.

Omniture will become a new business unit within Adobe. Omniture’s CEO, Josh James, will be joining Adobe Systems as the unit’s Senior VP, reporting directly to Adobe CEO Shantanu Narayen.

At the same time, Adobe reported that third-quarter earnings fell to 35 cents per share from 50 cents per share a year ago. Adobe shares fell 3.6 percent in after-hours trading to $34.34. Omniture shares were halted after the close.

From the official statement:

By combining Adobe’s content creation tools and ubiquitous clients with Omniture’s Web analytics, measurement and optimization technologies, Adobe will be well positioned to deliver solutions that can transform the future of engaging experiences and e-commerce across all digital content, platforms and devices.

The combination of the two companies will increase the value Adobe delivers to customers. For designers, developers and online marketers, an integrated workflow—with optimization capabilities embedded in the creation tools—will streamline the creation and delivery of relevant content and applications. This optimization will enable advertisers and advertising agencies, publishers, and e-tailers to realize greater ROI from their digital media investments and improve their end users’ experiences.

Omniture was founded in 1996 and currently counts approx. 1,200 employees worldwide. It’s the largest worldwide provider of Web analytics, with a product portfolio of 12 products serving over 5,000 customers across the globe. It reported revenues in fiscal year 2008 of about $300 million.