HP and Autonomy Corporation announced the terms of a recommended transaction under which HP will acquire all of the outstanding shares of Autonomy for £25.50 ($42.11) per share in cash. The transaction was unanimously approved by the boards of directors of both HP and Autonomy. The Autonomy board of directors also has unanimously recommended its shareholders accept the Offer. Based on the closing stock price of Autonomy on August 17, 2011, the consideration represents a one day premium to Autonomy shareholders of approximately 64 percent and a premium of approximately 58 percent to Autonomy’s prior one month average closing price. The transaction will be implemented by way of a takeover offer extended to all shareholders of Autonomy. A document containing the full details of the Offer will be dispatched as soon as practicable after the date of this release. The acquisition of Autonomy is expected to be completed by the end of calendar 2011. Founded in 1996, Autonomy is a provider of infrastructure software for the enterprise with a customer base of more than 25,000 global companies. Positions HP as leader in large and growing space‚Äî Autonomy has a strong position in the $20 billion enterprise information management space, which is growing at 8 percent annually and is uniquely positioned to continue growth within this space. Furthermore, key Autonomy assets would provide HP with the ability to reinvent the $55 billion business analytics software and services space, which is growing at 8 percent annually. Reasons for the acquisition were cited as‚Äî Complements HP’s existing technology portfolio; Provides differentiated IP for services and extensive vertical capabilities in key industries; Provides IPG a base for content management platforms; Enhances HP’s financial profile; as well as Autonomy should be accretive to HP’s earnings. http://www.hp.com/ http://www.autonomy.com/
Adobe Systems Incorporated (Nasdaq:ADBE) and Omniture, Inc. (Nasdaq:OMTR) announced the two companies have entered into a definitive agreement for Adobe to acquire Omniture 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. By combining Adobe’s content creation tools and clients with Omniture’s Web analytics, measurement and optimization technologies Adobe will deliver solutions intended to enhance engaging experiences and e-commerce across all digital content, platforms and devices. 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 help advertisers and advertising agencies, publishers, and e-tailers to realize greater ROI from their digital media investments and improve their end users’ experiences. http://www.adobe.com http://www.omniture.com
Open Text Corporation (NASDAQ:OTEX) (TSX:OTC) and Vignette Corporation (NASDAQ:VIGN) announced that they have entered into a definitive agreement pursuant to which Vignette will become a wholly owned subsidiary of Open Text. Vignette shareholders will receive US $8.00 in cash plus 0.1447 of an Open Text common share for every Vignette common share which equates to approximately US $12.70 at close of market on May 5, 2009. This represents a premium of approximately 74% above the 30 trading day average closing price of Vignette‘s shares and approximately 41% above the most recent closing price. This values the transaction at approximately US $310 million. The transaction is expected to close in the second half of calendar 2009 and is subject to customary closing conditions, including approval by Vignette‘s shareholders, Hart-Scott-Rodino anti-trust clearance, Securities and Exchange Commission clearance and stock exchange approvals. http://www.vignette.com, http://www.opentext.com/
FatWire Software announced that it has acquired Future Tense Solutions, its Australian-based reseller. Prior to the close of the acquisition, Future Tense had exclusive rights to sell and distribute FatWire products throughout Australia and New Zealand. With this acquisition, FatWire gains a presence and direct access to customers in the region. Nigel Trinca, managing director of Future Tense, assumes the role of vice president of FatWire Australia and Future Tense co-founder, Bill Prescott, also joins the company. Future Tense Solutions was founded by a team of former Open Market colleagues who worked with FatWire’s product, Content Server. http://fatwire.com
Microsoft Corp. (Nasdaq “MSFT”) announced that it will make an offer to acquire Fast Search & Transfer ASA (OSE: “FAST”) through a cash tender offer for 19.00 Norwegian kroner (NOK) per share. This offer represents a 42 percent premium to the closing share price on Jan. 4, 2008 (the last trading day prior to this announcement), and values the fully diluted equity of FAST at 6.6 billion NOK (or approximately $1.2 billion U.S.). FAST’s board of directors has unanimously recommended that its shareholders accept the offer. In addition, shareholders representing in aggregate 37 percent of the outstanding shares, including FAST’s two largest institutional shareholders, Orkla ASA and Hermes Focus Asset Management Europe, have irrevocably undertaken to accept the offer. The transaction is expected to be completed in the second quarter of calendar year 2008. In addition to bolstering Microsoft’s enterprise search efforts, this acquisition increases Microsoft’s research and development presence in Europe, complementing existing research teams in Cambridge, England, and Copenhagen, Denmark, with new capabilities in Norway. http://microsoft.com, http://www.fast.no/
EMC announced they have acquired Dutch XML content management company X-Hive. X-Hive brings XML tools to the Documentum content management division of EMC. All X-Hive employees will stay on board, and the company will immediately hire new staff. Terms were not disclosed. http://www.x-hive.com/, http://www.emc.com
Adobe has acquired Antepo, Inc. Antepo developed the Antepo Open Presence Network (OPN) System, a platform for Enterprise Instant Messaging and Presence capabilities, for real-time communication and collaboration while meeting critical business requirements for control, security, integration, and compliance. The Antepo technology provides both XMPP and SIP support. Additionally, Antepo’s technology supports federation with certain other IM systems, including connectivity to Google Talk, IBM Lotus Sametime, and Microsoft Live Communications Server, as well as the ability to expose presence to applications beyond chat. The current plan is to incorporate the technology into a future release of Connect and Acrobat. Integrations with other Adobe products are being evaluated. Adobe also acquired certain assets of Amicima, Inc., a privately held corporation dedicated to developing improved Internet protocols for client-server and peer-to-peer networking. Amicima’s protocol suite provides secure client-server and peer-to-peer networking that supports both one-to-one and scalable group communication, quality-of-service prioritization and latency control for multimedia communication. Antepo’s presence capabilities and Amicima’s peer-to-peer technology is expected to enhance future versions of the Adobe Acrobat and Acrobat Connect software and services product lines. http://www.adobe.com/special/antepo/, http://www.adobe.com/special/amicima/
Lot’s of merger and acquisition news this week!
- Hummingbird & RedDot
- Trados & SDL
- Infodata & McDonald Bradley
- Stellent & e-Onehundred Group
- and also a consortium merger: Compliance Consortium & OCEG.