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Adobe Completes Acquisition of Frame.


MOUNTAIN VIEW, Calif.--(BUSINESS WIRE)--Oct. 30, 1995--Adobe Systems Inc. (Nasdaq:ADBE ADBE Adobe Systems, Inc. (stock symbol) ) today announced that it has completed its acquisition of Frame Technology Corp. following approval by Frame shareholders at a meeting held Thursday, Oct. 26 in San Jose San Jose, city, United States
San Jose (sănəzā`, săn hōzā`), city (1990 pop. 782,248), seat of Santa Clara co., W central Calif.; founded 1777, inc. 1850.
.

The acquisition was effective at 12:01 a.m. California time on Saturday, Oct. 28. The acquisition, which was announced on June 22, 1995 adds to Adobe's leadership as a provider of technologies and software for the creation, delivery and access of graphically rich information.

Under the terms of the acquisition agreement, Adobe exchanged .52 shares of its common stock for each share of Frame common stock. Based on approximately 16.3 million shares of outstanding Frame common stock and Adobe's closing stock price for Oct. 27, the transaction is valued at approximately $460 million. The acquisition is intended to qualify as a tax-free reorganization and a "pooling of interests Pooling of Interests

An accounting method, used in mergers and acquisitions, where the balance sheet items of the two companies are simply added together.

Notes:
The opposite of pooling of interests is the purchase acquisition method.
" for accounting and financial purposes.

"More than any other company in the software business, Adobe is now poised to unleash the power of the computer as a communications tool," said John Warnock John Warnock (b. October 6, 1940) is an American computer scientist best known as the co-founder with Charles Geschke of Adobe Systems Inc., the graphics and publishing software company. Although retired as CEO in 2001, he still co-chairs the board with Geschke. , chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. . "We are integrating our industry-leading products and building upon our PostScript language and Portable Document Format (file format) Portable Document Format - (PDF) The native file format for Adobe Systems' Acrobat. PDF is the file format for representing documents in a manner that is independent of the original application software, hardware, and operating system used to create those documents.  standards to form the world's most productive digital tools for the creation, exchange, delivery and use of information."

Staff cutbacks announced

In connection with the acquisition, Adobe announced plans to reduce its worldwide staff by approximately 150 employees, or approximately 7 percent of the combined Adobe/Frame workforce. Reductions in staff will come from both the Adobe and Frame organizations, primarily in the administrative and sales functions. Employees affected by the reduction will receive severance packages and outplacement out·place·ment  
n.
The process of facilitating a terminated employee's search for a new job by provision of professional services, such as counseling, paid for by the former employer.
 assistance.

"Staff cutbacks are the most difficult reality of a transaction like this, even when you know they are inevitable," said Chuck Geschke, president of Adobe. "However, we believe our cost reduction measures are necessary to ensure that Adobe begins this new phase of its evolution on a solid financial base."

Corporate identity and organization

Although Adobe Systems Adobe Systems Incorporated (pronounced a-DOE-bee IPA: /əˈdoʊbiː/) (NASDAQ: ADBE) (LSE: ABS) is an American computer software company headquartered in San Jose, California, USA.  will supersede To obliterate, replace, make void, or useless.

Supersede means to take the place of, as by reason of superior worth or right. A recently enacted statute that repeals an older law is said to supersede the prior legislation.
 Frame Technology Corp. as the corporate identity for the new company, specific product name changes are yet to be determined and will be announced when they are introduced to the marketplace.

The company also confirmed its corporate officers. Adobe corporate officers are John E. Warnock, chairman of the board and chief executive officer; Charles M. Geschke, president; Derek S. Gray, senior vice president and general manager, Adobe Europe; Stephen A. MacDonald, senior vice president and chief operating officer Chief Operating Officer (COO)

The officer of a firm responsible for day-to-day management, usually the president or an executive vice-president.
; M. Bruce Nakao, senior vice president and chief financial officer; Colleen M. Pouliot, vice president, general counsel and secretary; and David B. Pratt, senior vice president and chief operating officer.

Adobe Systems Inc., founded in 1982, is headquartered in Mountain View, Calif. Adobe develops, markets and supports computer software products and technologies that enable users to create, display, print and communicate electronic documents.

The company licenses its technology to major computer, printing and publishing suppliers, and markets a line of applications software and type products for authoring visually rich documents.

Additionally, the company markets a line of powerful, but easy to use, products for home and small business users. Adobe has subsidiaries in Europe and the Pacific Rim serving a worldwide network of dealers and distributors. Adobe's 1994 revenue was approximately $598 million.

-0-

Note to Editors: Adobe and PostScript are trademarks of Adobe Systems Inc. which may be registered in certain jurisdictions.

CONTACT: Adobe Systems Inc.

Carol Sacks, 415/962-4989

csacks@adobe.com

Carolyn Schwartz, 415/962-3302 (investor relations Investor relations

The process by which the corporation communicates with its investors.
)

cschwart.adobe.com
COPYRIGHT 1995 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 1995, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Oct 30, 1995
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