Allaire Corp. have been granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvement Act.
And what does this mean? The companies now expect to close their pending merger on or shortly after March 20, assuming approval of the merger by Allaire stockholders at a special meeting to be held on that date.
reported on Nov. 16, the merged company will keep Macromedia’s moniker. The transaction is valued at approximately US$360 million on a fully diluted basis. Under the terms of the definitive merger agreement — unanimously approved by each company’s board of directors — Macromedia will acquire Allaire. Rob Burgess, chairman and CEO of Macromedia, will continue as chairman and CEO of the combined company. Jeremy Allaire, CTO of Allaire, will be the CTO of Macromedia, reporting to Kevin Lynch, president of Macromedia products.
“We are very excited to be able to put these two companies together,” said Burgess in a statement. “This merger is a huge win for our customers, bringing together Macromedia’s industry leading Web content creation software with Allaire’s application servers and application development solutions. Our visions for the future of the Web are completely aligned.”
Based on preliminary information, Macromedia expects its standalone revenue for the quarter ended March 31 to be in the range of US$85-$90 million. Because the merger is expected to close on or about March 20, Macromedia will incorporate approximately the last 10 days of Allaire’s March quarter into Macromedia’s reported results. This means Allaire won’t be reporting a standalone March quarter. Macromedia doesn’t expect the inclusion of Allaire’s results for this period to affect its earnings.
“While we are very confident in our product strategy and competitive position, the weakness in the overall economy is affecting the short term results of both companies,” said Burgess.
In the merger, Macromedia will exchange 0.2 shares of its stock and $3 in cash for each Allaire share. The company will have headquarters in San Francisco, and offices in Boston.