Combination of Adobe and Figma Will Usher in New Era of
Collaborative Creativity
Today, Adobe (Nasdaq:ADBE) announced it has entered into a
definitive merger agreement to acquire Figma, a leading web-first
collaborative design platform, for approximately $20 billion in
cash and stock. The combination of Adobe and Figma will usher in a
new era of collaborative creativity.
Adobe’s mission is to change the world through digital
experiences. Today, the digital economy runs on Adobe’s tools and
platforms, and throughout its history, the company’s innovations
have touched billions of lives across the globe. From
revolutionizing imaging and creative expression with Photoshop; to
pioneering electronic documents through PDF; to creating the
digital marketing category with Adobe Experience Cloud, Adobe
continues to invent and transform categories.
Figma’s mission is to help teams collaborate visually and make
design accessible to all. Founded by Dylan Field and Evan Wallace
in 2012, the company pioneered product design on the web. Today, it
is making it possible for everyone who designs interactive mobile
and web applications to collaborate through multi-player workflows,
sophisticated design systems and a rich, extensible developer
ecosystem. Figma has attracted a new generation of millions of
designers and developers and a loyal student following.
Together, Adobe and Figma will reimagine the future of
creativity and productivity, accelerate creativity on the web,
advance product design and inspire global communities of creators,
designers and developers. The combined company will have a massive,
fast-growing market opportunity and capabilities to drive
significant value for customers, shareholders and the industry.
“Adobe’s greatness has been rooted in our ability to create new
categories and deliver cutting-edge technologies through organic
innovation and inorganic acquisitions,” said Shantanu Narayen,
chairman and CEO, Adobe. “The combination of Adobe and Figma is
transformational and will accelerate our vision for collaborative
creativity.”
Reimagining the future of creativity and productivity
Adobe and Figma share a passion for helping individuals and
teams be more creative and productive. With Adobe’s and Figma’s
expansive product portfolio, the combined company will have a rare
opportunity to power the future of work by bringing together
capabilities for brainstorming, sharing, creativity and
collaboration and delivering these innovations to hundreds of
millions of customers.
Accelerating creativity on the web
Creators are currently challenged with making an ever-rising
volume of content in close collaboration with an increasing number
of stakeholders. The web has become a ubiquitous platform that is
making it easier for teams to create together.
Figma’s web-based, multi-player capabilities will accelerate the
delivery of Adobe’s Creative Cloud technologies on the web, making
the creative process more productive and accessible to more
people.
Advancing product design
Digital applications are at the center of our personal and
professional lives, creating explosive growth in the product design
category. Adobe and Figma will benefit all stakeholders in the
product design process, from designers to product managers to
developers, by bringing powerful capabilities from Adobe’s imaging,
photography, illustration, video, 3D and font technology into the
Figma platform.
Inspiring and empowering the designer and developer
community
Adobe’s vibrant creative community has been a driving force in
inspiring the company’s continuous innovation. Figma has a
passionate community who develop and share everything from
tutorials to templates to plug-ins with their large and growing
ecosystem. The combination of Adobe’s and Figma’s communities will
bring designers and developers closer together to unlock the future
of collaborative design.
“Figma has built a phenomenal product design platform on the
web,” said David Wadhwani, president of Adobe’s Digital Media
business. “We look forward to partnering with their incredible team
and vibrant community to accelerate our joint mission to reimagine
the future of creativity and productivity.”
"With Adobe's amazing innovation and expertise, especially in
3D, video, vector, imaging and fonts, we can further reimagine
end-to-end product design in the browser, while building new tools
and spaces to empower customers to design products faster and more
easily,” said Dylan Field, co-founder and CEO, Figma.
Figma has a total addressable market of $16.5 billion by 2025.
The company is expected to add approximately $200 million in net
new ARR this year, surpassing $400 million in total ARR exiting
2022, with best-in-class net dollar retention of greater than 150
percent. With gross margins of approximately 90 percent and
positive operating cash flows, Figma has built an efficient,
high-growth business.
Transaction Details
Under the definitive agreement, Adobe has agreed to acquire
Figma for approximately $20 billion, comprised of approximately
half cash and half stock, subject to customary adjustments.
Approximately 6 million additional restricted stock units will be
granted to Figma’s CEO and employees that will vest over four years
subsequent to closing. Adobe expects the cash consideration to be
financed through cash on hand and, if necessary, a term loan. The
transaction is expected to close in 2023, subject to the receipt of
required regulatory clearances and approvals and the satisfaction
of other closing conditions, including the approval of Figma’s
stockholders.
Upon the closing of the transaction, Dylan Field, Figma’s
co-founder and CEO, will continue to lead the Figma team, reporting
to David Wadhwani, president of Adobe’s Digital Media business.
Until the transaction closes, each company will continue to operate
independently.
Conference Call Scheduled for 7:00 a.m. Pacific Time
Today
Adobe executives will comment on the acquisition of Figma today
during a live conference call as part of Adobe’s quarterly earnings
report, which is scheduled to begin at 7:00 a.m. Pacific Time. A
live webcast of the conference call can be viewed on Adobe’s
investor relations website: www.adobe.com/ADBE. Earnings documents,
including Adobe management’s prepared conference call remarks with
slides and an investor presentation are posted to Adobe’s investor
relations website in advance of the conference call for
reference.
Advisors
Allen & Company LLC is serving as financial advisor to Adobe
and Wachtell, Lipton, Rosen & Katz is serving as legal advisor
in connection with the transaction.
Forward-Looking Statements Disclosure
In addition to historical information, this press release
contains forward-looking statements within the meaning of
applicable securities law, including statements regarding the
expected timing, completion and effects of the proposed
transaction, product plans, future growth, market opportunities,
strategic initiatives, industry positioning, and customer
acquisition and retention. In addition, when used in this press
release, the words “will,” “expects,” “could,” “would,” “may,”
“anticipates,” “intends,” “plans,” “believes,” “seeks,” “targets,”
“estimates,” “looks for,” “looks to,” “continues” and similar
expressions, as well as statements regarding our focus for the
future, are generally intended to identify forward-looking
statements. Each of the forward-looking statements we make in this
press release involves risks and uncertainties that could cause
actual results to differ materially from these forward-looking
statements. Factors that might cause or contribute to such
differences include, but are not limited to: expected revenues,
cost savings, synergies and other benefits from the proposed
transaction, such as Adobe’s ability to enhance Creative Cloud by
adding Figma’s collaboration-first product design capabilities and
the effectiveness of Figma’s technology, might not be realized
within the expected time frames or at all and costs or difficulties
relating to integration matters, including but not limited to
customer and employee retention, might be greater than expected;
the requisite regulatory approvals and clearances for the proposed
transaction may be delayed or may not be obtained (or may result in
the imposition of conditions that could adversely affect the
combined company or the expected benefits of the proposed
transaction); the requisite approval of Figma stockholders may be
delayed or may not be obtained, the other closing conditions to the
transaction may be delayed or may not be obtained, or the merger
agreement may be terminated; business disruption may occur
following or in connection with the proposed transaction; Adobe’s
or Figma’s businesses may experience disruptions due to
transaction-related uncertainty or other factors making it more
difficult to maintain relationships with employees, customers,
other business partners or governmental entities; the possibility
that the proposed transaction is more expensive to complete than
anticipated, including as a result of unexpected factors or events;
diversion of management’s attention from ongoing business
operations and opportunities as a result of the proposed
transaction or otherwise and those factors discussed in the section
titled “Risk Factors” in Adobe’s Annual Report on Form 10-K and
Adobe’s Quarterly Reports on Form 10-Q. The risks described in this
press release and in Adobe’s filings with the U.S. Securities and
Exchange Commission (the “SEC”) should be carefully reviewed. Undue
reliance should not be placed on these forward-looking statements,
which speak only as of the date they are made. Adobe and Figma
undertake no obligation to publicly release any revisions to the
forward- looking statements or reflect events or circumstances
after the date of this press release, except as required by
law.
No Offer or Solicitation
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended.
Additional Information and Where to Find It
In connection with the proposed acquisition of Figma, Adobe will
file a registration statement on Form S-4 with the SEC to register
the shares of Adobe common stock to be issued in connection with
the proposed transaction. The registration statement will include a
consent solicitation statement/prospectus, which will be sent to
the shareholders of Figma seeking their approval of the proposed
transaction.
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE
REGISTRATION STATEMENT ON FORM S-4, THE CONSENT SOLICITATION
STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON
FORM S-4 AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH
THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION WHEN THEY
BECOME AVAILABLE BECAUSE THESE DOCUMENTS DO AND WILL CONTAIN
IMPORTANT INFORMATION ABOUT ADOBE, FIGMA AND THE PROPOSED
TRANSACTION.
Investors and security holders may obtain copies of these
documents, when available, as well as other documents filed by
Adobe with the SEC, free of charge from the SEC’s website at
www.sec.gov or by accessing Adobe’s website at
https://www.adobe.com/investor-relations.html or by contacting
Adobe’s Investor Relations department by calling (408) 536- 4700,
by writing to Investor Relations, Adobe Inc., 345 Park Avenue, San
Jose, California 95110-2704 or by sending an email to
adobe@kpcorp.com.
About Figma
Figma is a design platform for teams who build products
together. Born on the web, Figma helps teams brainstorm, design,
and build better products— from start to finish. Whether it’s
consolidating tools, simplifying workflows, or collaborating across
teams and time zones, Figma makes the design process faster, more
efficient, and fun while keeping everyone on the same page.
About Adobe
Adobe is changing the world through digital experiences. For
more information, visit www.adobe.com.
©2022 Adobe. All rights reserved. Adobe, Creative Cloud,
Document Cloud and the Adobe logo are either registered trademarks
or trademarks of Adobe (or one of its subsidiaries) in the United
States and/or other countries. All other trademarks are the
property of their respective owners.
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version on businesswire.com: https://www.businesswire.com/news/home/20220915005546/en/
Investor Relations Contact Jonathan Vaas Adobe
ir@adobe.com
Public Relations Contact Ashley Levine Adobe
aslevine@adobe.com
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