On April 18, 2005, as we all know, Adobe Systems Incorporated announced a definitive agreement to acquire Macromedia in an all-stock transaction valued at approximately $3.4 billion. This is a look back, sideways, and forwards, based on what's been happening since then.

After the inevitable wave of early name speculation subsided...would the company be renamed Adobomedia? Macrodobedia? AcroMacrobe?...both Macromedia's Chief Software Architect Kevin Lynch and Adobe's CEO Bruce Chizen made it clear to MXDJ (http://mxdj.sys-con.com/read/49240.htm) and the San Francisco Chronicle respectively that the name of the combined company after Adobe had purchased Macromedia was going to be Adobe pure and simple. Or, as the FAQ promptly displayed on the web phrased it (www.adobe.com/aboutadobe/invrelations/ adobeandmacromedia_faq.html#q6):

What Will Be The Name of the Combined Company?
Adobe Systems Incorporated.
There was no margin of error either so far as the executive pecking order was concerned. As early as April 18, both Adobe and Macromedia carried on their web sites the following statement:

In the combined company, Chizen will continue as chief executive officer and Shantanu Narayen will remain president and chief operating officer. Stephen Elop, president and chief executive officer of Macromedia, will join Adobe as president of worldwide field operations. Murray Demo will remain executive vice president and chief financial officer. Dr. John Warnock and Dr. Charles Geschke will remain as co-chairmen of the Board of Directors of the combined company and Rob Burgess, chairman of the Macromedia Board of Directors, will join the Adobe Board.

This was fleshed out a little in terms of reporting structure [my emphasis below] in the FAQ (www.adobe.com/aboutadobe/invrelations/ adobeandmacromedia_faq.html#q21):

Bruce Chizen will be the chief executive officer of the combined company. Shantanu Narayen will be the president and chief operating officer reporting to Chizen. Macromedia's current chief executive officer, Stephen Elop, will be president, Worldwide Field Operations also reporting to Chizen. In this role, Elop will be responsible for Adobe's sales, field marketing, professional services, sales operations, customer service and technical support. Murray Demo will be executive vice president and chief financial officer reporting to Chizen.

The FAQ added:

Additionally upon close of the transaction, we anticipate other members of Macromedia's senior management will be joining the combined company in key leadership positions.

"Microsoft Is the Competitor"
The goal of the acquisition was and is for the post-transaction Adobe to be able to offer to the customers of the combined company "a broad set of tools, services and solutions for design, digital media, documents, and collaboration" as well as developing new market opportunities around mobile and enterprise solutions that build upon the Adobe and Flash platforms.

This is key. Adobe saw and sees the functionality of Adobe PDF and Macromedia Flash as complementary, enabling the deployment of an industry-defining, cross-media, rich-client technology platform across multiple operating systems and devices.

And where does Microsoft fit into all of this? The answer was already spelt out by Bruce Chizen in 2004, when he spoke to the Knowledge@Wharton newsletter published by the Wharton School of the University of Pennsylvania, recognized around the world for its innovative leadership and broad academic strengths.

"When I think about competitors," Chizen told the newsletter, "there's only one I really worry about. And it's one that happens to have $35 billion in revenues and $50 billion in the bank. And it happens to be in the software business. Microsoft is the competitor, and it's the one that keeps me up at night." Wharton legal studies professor Kevin Werbach was quick in April to say that the transaction makes a lot of sense for both firms:

"For Macromedia, it was unclear whether the company could have survived in the long run as an independent. While its business has been growing rapidly especially in non-PC gadgets such as cell phones and personal digital assistants."

As Macromedia's former CEO, Robert Burgess, explained in an interview with Knowledge@Wharton in October (http://knowledge.wharton.upenn.edu/ index.cfm?fa=viewArticle&id=1059), Macromedia didn't have the girth to compete with larger companies like Microsoft.

A key passage in the Wharton interview came when Burgess was asked (remember, this was back in 2004) to what extent Adobe competed with Macromedia: "Very little" was Burgess's immediate response. He elaborated that the only two cases of point products where the two companies competed were Adobe Illustrator/FreeHand and GoLive/Dreamweaver:

"FreeHand competes with Illustrator - it's probably 85% [Adobe Illustrator] / 15% [Macromedia FreeHand] market share - something like that. Dreamweaver has about 95% market share and [Adobe] GoLive has about 5%. Those are the two cases of point products where we compete."

Although FlashPaper produces both a [Flash] SWF-based document format and a PDF format, Burgess was adamant:

"Seriously, I believe that the amount of overlap between Adobe and Macromedia - five years ago - was substantial. And now, it is very little."

When asked whether this a conscious move, Burgess explained that what happened was that Adobe concentrated on some businesses - and really got going with them.

"Adobe's been a document-centric company, and it's done very, very well. Adobe invested in Acrobat for a long time and it was unwavering. And it finally broke through - and that's a great business. Photoshop's a great business for Adobe - we don't have anything that competes with that. Video's a great business for them, as is PostScript. In all their businesses, Adobe has lots of growth and lots of profit. We don't participate there." Meantime Macromedia took a different path, Burgess pointed out: