(RTTNews) - Desktop-publishing and design software maker Adobe Systems Inc. (ADBE: News ) Friday said that it has completed the tender offer for all outstanding shares of common stock of web analytic software company Omniture, Inc. (OMTR) at a price of $21.50 per share, net to the seller in cash, without interest. The offer was completed by its direct wholly owned subsidiary, Snowbird Acquisition Corp. and expired yesterday.

Following the completion of the acquisition, which is expected today, Omniture will become a wholly owned subsidiary of Adobe. The merger agreement called for all remaining publicly held shares of Omniture, other than those held by holders who properly exercise their appraisal rights under applicable Delaware law, to be acquired for $21.50 per share, net to the holder in cash, without interest.

As of the expiration of the offer, about 68 million shares were validly tendered and not withdrawn in the tender offer, representing about 86.68% of Omniture's issued and outstanding shares. All validly tendered shares have been accepted for payment in accordance with the terms of the tender offer. The depositary for the offer has advised Adobe that it has received commitments to tender about 3 million additional shares under the guaranteed delivery procedures for the tender offer.

Adobe said that Snowbird Acquisition Corp. will exercise its top-up option pursuant to the merger agreement, which permits it to purchase additional shares of common stock of Omniture directly from Omniture for the same $21.50 per share in order to accomplish the merger as a short form.
It was on September 15 that Adobe announced its plans to acquire Omniture in a transaction valued at about $1.8 billion on a fully diluted equity-value basis. The acquisition is an attempt by Adobe to expand its market and growth potential by broadening solutions to the internet advertising, e-commerce and digital media markets. Snowbird Acquisition Corp. commenced its tender offer for Omniture on September 24.

ADBE is currently trading at $35.42, up 0.25 or 0.71%, on the Nasdaq.
OMTR is currently trading at $21.49, up 0.02 or 0.09%, on the Nasdaq.

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by RTT Staff Writer

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