[Pure speculation; I don't work in the UI space at all, and at neither of these companies]
I wonder if Adobe is secretly happy about this. They were acquiring Figma at the peak of the market (for growth stock/startup valuations) because of the existential risks that Figma was threatening, due to their collaborative development UX.
But since then:
* Startup valuations have fallen. Ignoring regulatory concerns, a new acquisition deal today would be cheaper.
* Gen AI and Adobe Firefly are the new rage, and Adobe has probably captured back both mental and market share from Figma. And Adobe can now add collaborative features to Firefly, and it doesn't even have to be as good as Figma's to win.
So paying the 1B breakup fee is probably the cheapest and best option for Adobe at this time.
Meanwhile, Figma employees, expecting a big payout, are probably a bit demotivated at this point. And potentially, they might have been working on integrating into Adobe over the past year, so they might have even slowed down in their development pace.
(ex-Adobe, on a team highly related to an area where Figma out-executed XD, less knowledge about genAI stuff)
> Adobe has probably captured back both mental and market share from Figma
GenAI/Firefly's success is in a totally different domain to what Figma's doing. Figma's equivalent at Adobe is XD, which has never held a candle to Figma. The existential problem Adobe tried to buy their way out of still exists in the same form at, if anything, a greater severity. I was at Figma's config conf this year and they're finally shipping stuff I tried unsuccessfully to get from the XD team _years_ ago.
> potentially, they might have been working on integrating into Adobe over the past year
Highly, highly unlikely. I have no insider knowledge of Figma, but Adobe's a grown up company and _really_ does not fuck around on the legal stuff (which is part of the basis of Firefly's success – significantly cleaner legal provenance on their training data). Everyone I've spoken to at Adobe says they've been kept at a long arms length.
As a graphics designer of almost 20 years i have to heavily agree. Firefly is nice for drafting and dabbling with stuff that once would've been served by stock sites, but aside picking a few demo images or making some abstract pattern backgrounds here and there, this has close to zero overlap with the UI/UX into development & design system management process Figma serves. It's almost like saying the Bing bot eats away at Laravels user base.
As a personal aside:
I'd like to commend the initial push you guys did with XD. While Figma was still out of my scope back then, and XD played a major role for me in transitioning away from oldschool Photoshop or Indesign mockup processes into a modern workflow that integrates with my dev team and focuses on component & design token centric thinking.
Figma may have left XD thoroughly in the dust by now, and i honestly couldn't be happier that the merger won't happen, seeing how Adobe has been committed to absolutely dismantling the UX of Photoshop to the point of it only remaining installed on my workstation because Affinity Designer still lacks some core feature parity - but in its earlier days XD has been absolutely crucial to the development and modernization of my whole thinking and workflows!
> (which is part of the basis of Firefly's success – significantly cleaner legal provenance on their training data).
Yeah... I mean the pre-trained text encoder Firefly uses is filled with copyrighted, unlicensed-for-express-purpose training data.
Firefly is successful in the same sense that DocuSign is, in that it is selling a holistic social experience, but I think maybe don't opine on "legal provenance on their training data" until you have seen the whole pipeline with your own eyes. Sophisticated people sort of know Adobe's claims are bullshit, but what exactly do you expect the community to do, speculate on the exactly zero evidence Adobe has shown of how any of their stuff works?
Anyway, I am pretty sure Adobe is delighted they are not paying $20b for something that is worth way, way less. Like maybe $500m at most.
Meanwhile the people using Figma at many companies are getting laid off. Etsy, Bytedance, Unity Spotify, Salesforce all made massive UX designer cuts.
The real question is, is the thing people are using Figma for even worth $20b? No, no way. Figma users work in the Making Bugs department: they make new buggy things nobody asked for, that aren't lists or spreadsheets but should just be lists and spreadsheets, which makes everything worse. There is nowadays positive ROI to doing less Figmaing. In my opinion there has always been more ROI to doing less Figmaing, to straight up not having those people around and not gathering so many opinions on designing lists from so many stakeholders. That holistic experience is expensive in many ways, and while again you can be successful delivering that, it doesn't mean it makes sense.
Just look at the Spotify app. It's a hot abject mess of absolute garbage UI. They have been diehard Figma users for years. They are the prime example of Figmafication ruining something extremely simple. It's fucking lists! Lists are not worth $20b.
Yeah usually the step kids aren't allowed to talk to each other until after the ceremony. In fact it might be illegal for the two companies to do anything regarding the merger until the transaction is concluded. That is when you'll see the HR, Marketing, Sales, and Legal teams have layoffs because typically post-merger those areas don't require duplicate teams.
Anecdotally, but at least three studio's and designers I work with switched to Figma because "it became Adobe". They made the switch because Adobe gave it some sort of "stamp of approval".
From two, I'm certain they'll never go back to XD and/or illustrator. One, I'm not too sure because all their onboarding, libraries and education is around "adobe products".
So, at least from N=3, I dare say that the attempted merger only made the existential problem for Adobe worse.
Curious: would you say that's reflective of Adobe's dev culture as a whole? I heard some similar comments coming out of a (claimed?) Lightroom developer about the motivations for that project...
How is/was Figma so superior to XD exactly? I used to work with XD and briefly also used Figma, but never really liked it (seemed like a crude version of XD in a way), so never understood all the Figma rage. Genuine question, not challenging the view at all. The only pluses I saw for Figma over XD were that it was perhaps easier to collaborate and didn't need installation (because it is web based).
> Adobe has probably captured back both mental and market share from Figma
Unlikely. Based on the google trends [1], Figma sees around 10x more traffic than Firefly, but more importantly it experiences severe weekend drop-offs, meaning people are using it for work. Firefly on the other hand has a constant amount of attention, in line with people playing around with it but not committing to it for serious projects.
Anecdotally I work in UI/UX space as a contractor and I've been given every design in Figma, I hadn't even heard of Firefly until this comment.
Things happen quickly and AI will change things quickly. Figma is nearly 8 years old and Firefly isn't even a year old.
Of course a massive tool is going to be bigger than a very new tool and there is a lot of momentum at companies.
The future is going to be AI/prompt based because it's a 100x speed savings. Who wins that pie is up for debate but Figma as it stands right now is very disruptable.
Adobe Firefly is cute but it wont get you any customers from Figma because it's different product for completely different purpose.
Figma has something that Adobe lacks and wanted probably more than Figmas customers. Huge database of essentially all web/ui design done in past 3 years. If Firefly is such a hit wait once FigmaAI will start generating their stuff.
Also it doesn't seem Figma as product was slowed too much - they have recently launched dev mode. One of the biggest features in a while. That put them more ahead of the competition.
>* Startup valuations have fallen. Ignoring regulatory concerns, a new acquisition deal today would be cheaper.
Figma reached $400M in 2022 and on its way to hit $600M this year 2023. For perspective they reached $200M in 2021, and $75M in 2020. That is pretty impressive growth rate.
Straightly on a revenue / market cap, Adobe makes $20B Revenue and values at $270B. That is 13.5x multiple. If we expect Figma to hit $1B mark by 2025, they could be worth $13.5B. i.e Even with today's market, I dont think it is hard to do an IPO with that $13.5B valuation.
And if Adobe were to acquire a listed company with 30% premium, that is $17.5B. Not that far off from $20B. Now that Figma has an extra $1B cash flow, I hope they spend it wisely and continue to do well. So while some may argue this is bad for employees and investors. I dont think it is that bad.
I do hope they consider IPO, as I am slightly worried the window of opportunity may be gone when market turns.
What does Gen AI and Adobe Firefly has to do with Figma? Not even the target group is similar - Figma didn't even try to touch raster/illustration. Building or acquiring a product is not a one-shot try at a popularity contest.
" Adobe can now add collaborative features to Firefly" - Except they won't. If you have been inside old big tech companies you'd know. Hard for me to articulate though. An open acknowledgment of this phenomenon is Satya staying out of OpenAI and still sucking the milk. They can never hope to move the same. Sathya's brilliance is that he decided and quietly said to himself and his board.. "And that's ok". Being humble brought MS back into the race. Adobe should have done the same with Figma.
I see where you're coming from, but there are a few critical points about the Adobe-Figma deal that you got wrong. (I am an ex-Adobe XD employee)
When Adobe announced its plan to acquire Figma in September 2022, the timing was actually at the valley of startup valuations. The market was really down then. Since that time, the market has actually warmed up, not cooled down. This means if Adobe were to negotiate a deal now, it would likely cost them even more than what they agreed upon last year. Contrary to what you said.
Speaking of the negotiation, I think Adobe dropped the ball. They agreed to a whopping 20 billion dollars, which in my view was four times too high given Figma's real valuation at that time, especially considering the low market (I wrote about how I calculate this 5B valuation in https://typogram.co/build/on-adobe-acquiring-figma/). Then, with the deal being halted by regulators, Adobe still had to pay the full breakup fee, within just three days! It's kind of laughable how poor their negotiation strategy was.
About Adobe's product strategy, there's a bit of confusion. Firefly, their new thing, isn't even about UX tooling; it's more focused on creative AI. The real product that is actually relevant here is Adobe XD, which Adobe has just put on maintenance mode (since at least September). a change I noticed on their help page as recently as this September (https://helpx.adobe.com/support/xd.html#troubleshooting). This move is a huge strategic mistake. It's a clear loss of momentum for Adobe in the UX tooling space, making them even less competitive against Figma. Meanwhile, Figma hasn’t missed a beat and continues to surge ahead.
As I've been involved in 3 successive acquisitions of the company I work for, I can tell you that no integration happens at all until the deal is signed. Some plans may have been draws at the top executive level, but that stops here. Everything is done under the legal department supervision and "mitigate risks" is the primary concern. The time before signing the deal is spent mostly dealing with writing the contract between the 2 parties, not integrating.
UX is going to get a shake up from AI. We're already seeing a bit of the new paradigm of on-demand UI/UX with Gemini (and the various me-too demos). Both Figma and Adobe are now vulnerable to disruption in this space. Adobe can use the time to ape Figma while flexing their rather good AI expertise.
I dunno. I work with a lot of designers and there's so much substantive back and forth in terms of clarifying goals, objectives, understanding design choices, and business priorities. I.e., there's a ton of nuance that is uncovered and deconstructed in those conversations. I'm skeptical that AI, at least in its current and foreseeable form, can fill those shoes in any meaningful way.
I liken it to engineers who respond to the threat of AI making them obsolete with "Half my job is clarifying requirements and/or changes in priorities...can Copilot do that?" I think it's the same for UX/UI/Design.
I say that as a very vocal supporter of this latest generation of AI. Both personally and professionally it's upped my game significantly.
I wonder about the UX created by AI when we start delegating browsing to AI. The major search engines already are looking to lean on AI and we complain about ads enough that it's clear we see browsing as a chore. It's only a matter of time before the web is written in a new bytecode that is meant for AI only. Turtles all the way down...
I think they probably are. I follow Adobe closely and when the acquisition was announced I was pretty skeptical it would be net good for Adobe in the long-run. The problem wasn't the idea of buying Figma, it was the very rich price being paid. Adobe has a history of not doing a lot of big acquisitions (for it's size and massive cash position). When it does acquire big, Adobe is mostly strategic and a "value shopper", meaning they generally don't pay extremely high prices bid up by frothy auctions. This means Adobe must walk away from a lot of deals we never hear about over price. That's why the Figma deal struck me as so unusual.
In the >year since the deal was announced, it's started to look even less plausible to me. Despite being required to pay a large break-up fee, I suspect, Adobe's management is relieved.
I don't know about Adobe's motives, but it sure looks like despite the "we ended the process by mutual agreement" talk, Adobe somehow walked away... otherwise they wouldn't let $1bn out of the window - unless they actually signed something along the lines "we will take responsibility if antitrust throws the deal away" but that would be quite unlikely in such a high profile transaction.
>unless they actually signed something along the lines "we will take responsibility if antitrust throws the deal away" but that would be quite unlikely in such a high profile transaction.
This is absolutely standard in M/A. Part of the risk of accepting an acquisition offer is that you're essentially putting your company's strategic future on hold, and if what you're doing that for falls through for any reason (including regulatory oversight) you want compensation for at least some of the lost time. Specifically, you won't even sign the acquisition contract without such a guarantee; the only real question is price.
Gen AI isn't going to solve a number of the problems a system like Figma are used for today - not in this generation or foreseeable next ones. It may be a shiny new ball to chase but it's not going to make Adobe's problem in the area go away (if they still care).
Having gone through one major acquisition, my experience was that legal put a huge block on any technical integrations and even meetings that might reveal ip until the ink was dried. I'm skeptical they started any kind of collaborative work other than pie-in-the-sky, "wouldn't it be cool if" type meetings with lawyers present.
Correct, till all legal things a cleared upon both companies must act as there were no acquisition. Only specific M&A teams can look deeper and plan for integration.
This leads to a complicated limbo for acquired companies as customers consider the acquisition (buy now before new owner raises the price or hold out as they will cancel the product line?), employees are uncertain (conflicting products on both sides, which will continue, with which direction? Will yesterday's priorities still count tomorrow?) while all are counting their shares and make plans.
Hmph, I was more under the assumption that this was more of a "We're going to get into Adobe's space" and become a competitor to drive up our valuation.
I think this is great. Figma gets a free undiluted infusion of 1B cash. I’m surprised break-up fees aren’t negotiated as an investment instead of a pure cash transfer. Sure it may have impacted company focus, it didn’t impact their revenue that much (1.5x growth vs 2x growth in previous years although that could have also been caused by an adverse economic climate with sales slowing across many companies and industries). The one-time 1B infusion puts their revenue growth quite a bit higher for 2023 than they would have had organically I suspect (4x growth vs best case of 2x). If Figma fixes their sales trajectory in 2024 this bodes extremely well for them. They do need to have a better story about generative AI which is a real thing in their space (e.g. wireframe -> mockup automatic conversion, wireframe construction assistants, etc etc). Will be interesting to see if they build that in-house or via acquisition.
It could be negotiated as an investment, but that only benefits Adobe. Figma wouldn't want it (would you want your biggest competitor to be an investor? they'd have information and leverage you wouldn't want them to have), and it defeats the purpose of a break-up fee (Figma negotiated for it because they didn't want to spend a year of their lives focusing on something that would benefit their competitor if it's all for nothing... Adobe gained a year, has a ton of information, and distracted Figma).
Being an investor doesn’t necessarily entitle you to information/leverage. For example, Apple earlier had plenty of board members from competitors & they would excuse themselves from certain discussions. Similarly, an investment doesn’t guarantee you a board seat. So there’s all sorts of ways to structure things and it’s all a negotiation (e.g. the break up fee could have been a 2B investment instead or something).
Anyway, I agree this turned out phenomenally well for Figma and if I were an employee I’d be really happy about how this all turned out both for Figma and the industry (modulo the delay in cashing out).
Fun fact: Figma's ARR in 2022 was around $400M. That $1B cash infusion could be invested in treasuries with an ARR of ~$50M; this isn't just a liquidity infusion of a billion dollars, it increases their net income by like 10%, basically free of charge.
Plus, if the best that Figma can do with a billion dollars is just invest it in Treasuries (and I'm not saying that's the case), then they should just give it to their shareholders and see if they can get a better return. I only point this out because many people are often confused by the effects of higher interest rates, e.g. "Why did this company lay off all these people when they're still profitable?" Your example highlights the reason why perfectly - if you're a company with a billion dollars of investment and the best profit you can muster is $50 million a year, you're a great business if Treasuries are only paying 1%, but when they're paying 5% you should just basically close up shop as people can get the same return just sticking their money in Treasuries.
Weird comparison. High growth unicorn revenue and income from a bond.
Probably should just compare $1bn cash to their company valuation and what another round of investment might look like. How much equity did they get to “keep”.
Making it an investment could be tripped up by whatever might trip up a merger. It’s also more difficult to value the investment. (How much equity should they give up? Same valuation as the implied purchase?)
Maybe? I haven’t heard of any regulatory oversight of investments, only mergers. Do you have any links I can read up more on this?
As for valuation, same as valuations a purchase or how they get valued whenever there’s a round of investment (basically you do a sophisticated argument over value using comparables as a way to try to establish a baseline). The equity purchased would equal how much cash gets infused vs the valuation established by the deal.
I mean it’s a massive exit missed for him and he has to now gamble with more fickle public markets in an adverse environment. I’d be bummed too in his shoes because it means I’d have to keep working hard with a continued risk after already taking such a massive risk.
That is wild. It's a good thing as it means Adobe won't ruin Figma like they did with so many great software products before, but just imagine founders, investors and employees, thinking they had a really good exit.. That must hurt, I hope they can stay motivated.
If Adobe can't buy them, what other exit options do they have? Go public?
I think this is my favorite comment of the year. We've all become so inured to the idea, especially in startup land, that the purpose of building a business is just the exit (and hopefully we can get out soon enough with someone else "holding the bag").
As you point out, if Figma can build a growing, profitable business, there is no reason they can't IPO at some point. But still, this shows how even the purpose of an IPO these days is completely opposite from the original intention. I.e. the original intention was to get access to public market funds to grow a business. Now it's usually just a method of "exit" to let retail investors take the lion's share of the risk - one only need to look at 95%+ of the past few years' SPAC deals to see how much of a "pump and dump" the market has become.
There is nothing wrong with that if that is the type of company you build from the start. VC funded startups generally want to have an exit/IPO to get a return for their investors and give their founders and employees an opportunity to cash out and de-risk. Without an exit or IPO that is a lot harder, especially for employees.
It's about the expectation of everyone involved.
Eventually every company needs to turn a profit, so for the company it might not make that big of a difference or even be better (if they can turn a profit which I assume Figma can), but for the investors and individuals involved it's a very different situation as it means their capital is pretty much stuck. And I bet a $20B exit would be life changing money for a lot of people involved.
I think the issue is that when you buy up your competition there’s nothing stopping you from charging obscene prices in either direction. Charge low to wipe out potential competitors then high when there’s no one left. It very clearly stifles innovation and god knows we don’t regulate monopolies anymore.
The employees are sold shares in the business that they expect to accrue a certain amount of value and with scale get very serious multiples in a liquidity event. With that promise broken the value proposition they originally signed up for no longer holds, some perhaps wasted the best years of their lives here when other options were on the table. If all you want to do is sell goods and services for more than they cost, then open up a bakery.
I could even prune that down some more. What's wrong with selling goods and services?
Not as a means to the accumulation of enough wealth to cash out and cease selling goods and services, which is what the startup world is trained to do. There's this hyper-focus on financialization, in that nothing means anything beyond the eventual payout, and all things are designed to either succeed or fail at going public and delivering that jackpot.
What about… doing the thing? Making a good, doing a service? What if that thing is in itself a thing to do, a purpose to have? In that case if you are either breaking even and retaining control, or amortizing the cost against something else, then you're pursuing some kind of idea that is not itself 'money'.
Why not that? Why not, directly, a thing that isn't money? I'm given to understand the idea of money is to accumulate the power and resources to do whatever thing your dream envisions. Well, how about cut out the middlemoney and do the thing?
Well, if you're an employee joining because the stated path is to find a successful exit vs build a sustainable business, your comp expectations may have reflected that and been lower than normal.
Owning just one company that does that has a much worse risk profile than owning a little bit of many companies that do that. That's why founders, angel investors and employees want to sell their share of the company to a huge fund and then invest their money back in that fund.
Unfortunately taking investment means you are accountable to their interests, not just your own. This includes the employees whose investment was opportunity cost.
I doubt we'll see anything in the next 12-18 months, but at some point in 2025-26 I would expect one of the following, in order of likelihood:
1. Microsoft acquisition
2. IPO
3. Salesforce acquisition
The above are also in descending order of valuation. Adobe's $20B was pure pandemic-bubble premium; I doubt MSFT would pay much over half that, Salesforce less still, with an IPO somewhere in the middle.
The more interesting thing to me is actually what Adobe is going to do now, given their near-wind-down of XD. Narayen has almost certainly thought of this, and while it may not exactly be Adobe's typical MO... the opportunity they have now is the old "commoditize your complements." Specifically, to become the biggest corporate sponsor of Penpot.
I generally doubt they will, as it's not really in Adobe's DNA, but they could, and it would be quite an interesting turn of events.
They just got a billion dollars as a breakup fee. A billion dollars could be: $500M to early investors, $250M to the people that built the company, $400k each for anyone employed before the merger announcement, $100k each for anyone hired since, $50M under a pillow for safekeeping.
And that's without needing to give up ownership. Is that not a good 'exit'?
Is there any reason why you think that the billion dollars will "trickle down" to the people who would have enjoyed the benefits of the merger?
Sure, your hypothetical payout sounds good, especially assuming they don't have to give up anything, but it's still hypothetical and I doubt that anything close to what you described is going to happen with that billion dollars.
All of their rounds have added up to $333M; most of that is in the past 3-5 years; the early investment rounds were very tiny. $500M on $333M isn't the home run that the investors were looking for, but maybe in today's environment may be the best they can hope for. That said, they may not want to set that precedent.
Figma's press release doesn't mention it, but they've now got an extra $1bn from the merger termination fee to bank, so presumably they could reinvest that into the company and stakeholders.
If it's not Adobe, won't it be someone else? It seems ike it's just a matter of time. I'd think of Figma was looking to stick it out as it's own company for the long-term they wouldn't have entertained Adobe's offer in the first place. Unless of course something during the Adobe deal soured them on the idea of acquisitions all together, to the point where they are no longer looking for an exit.
I agree, this is a big win for Figma customers as they aren't hampered by “even bigger” corporate politics and can be more nimble. I'm not so sure about stockholders at the companies, though. Furthermore, I'm sure they would have liked the boost. I don't care much about their stockholders though, they certainly don't care about me as a user :) .
Is it just me or is every single merger a cause for disappointment and frustration with a government that once broke up monopolies, and every single failed merger a cause for celebration because it means slower 'enshittification' of everything?
I'm still pissed that Morgan Stanley was allowed to buy etrade for some fucking reason and immediately made my entire debit card experience worse, and made absolutely nothing better* for me, the customer.
For what it's worth, it's not just you. I sympathize completely. I watch for things like this affecting my life in the knowledge that every single time such a merger or acquisition happens, it's going to do me some kind of harm for no benefit.
Someone got paid for something, and that's the only purpose that was accomplished, and that someone wasn't (and never will be) me.
Figma's employees are probably devastated and demotivated. Their exit dollar signs just went poof. And they've probably been working on Adobe's roadmap / integration for the past 15 months.
I'm not so sure Figma is in a better spot, even with this new cash in hand.
I wonder what this does to their valuation? It's not really my area so I don't know, but once a company is willing to buy you at a certain price, you're kinda "worth" that price right?
Renewed anti-trust is an interesting experiment. I don't what the consequences will be, but I am excited to find out!
If a nothing else, I want people to think "we should try more policy experiments to become wiser" rather than "oh no, effect uncertain, better stick with status quo".
The experiment is quickly varying the policy. Trying to compare n=1 decades apart, in the century that saw the greatest change in human history (so far), is a cool intellectual exercise but not simple-stupid enough to be empirical.
I think on average, more competition is better for consumers than all these massive oligopolies. I doubt it is for stockholders, though, especially those who want to ditch the stock soon.
> Fifteen months into the regulatory review process, Figma and Adobe no longer see a path toward regulatory approval
How in the world did it take fifteen months for regulators to reject this? That’s an absurdly long time to be operating a business in limbo, and I have to assume it’s the regulators dragging their feet since the companies have every incentive to move quickly.
I don’t have an opinion on whether or not the merger should be approved, but regulators need to make up their minds quicker or else you can expect a serious chilling effect on M&A. Can you imagine agreeing to get acquired knowing that it can take up to 2 years to close? Anyone operating a real business would be crazy to sign on for the distraction.
I would argue that the regulators made their point pretty clear early on when the DOJ opened a lawsuit against Adobe. The people most responsible for keeping this in limbo were Adobe’s lawyers.
The Broadcom & VMware merger took similarly long and was approved. The duration is completely unacceptable and poison to business. I'm general against mergers and think it's better for consumers and the market if competitors fight to the (metaphorical) death instead, but if we do something, let's do it smoothly and right.
That said, for mergers like that a ton of countries are involved which makes things even more complicated and makes it harder to point out where we need to make things smoother.
> That’s an absurdly long time to be operating a business in limbo, and I have to assume it’s the regulators dragging their feet since the companies have every incentive to move quickly.
Your understanding here is fundamentally wrong. Regulators in the US said very early on they were against this merger and were going to fight it. So most of what goes on in the meantime is Adobe and Figma (a) seeing if they can give something up to appease regulators (e.g. it's common for regulators to only sign off on a deal if one of the companies sells off some assets) or (b) decide if they're going to fight the regulators in court.
Your idea of the regulators just "dragging their feet" is incorrect
The regulators moved fast. I had detailed conversations with regulators about this merger weeks after it was filed. They moved extremely quickly to signal that they were going to block it.
This is a really inaccurate factual understanding of the sequence of events here: I would urge you to look at the actual timeline of events around the CMA and the DOJ before you keep spreading it.
It seems wrong/illegal that they can just "decide they're against the merger" and sink it by dragging their feet. Its either legal or not. I haven't dug into the details, but based on this one line alone it sounds like this is abuse of power.
we have no idea when they filed what papers where ... and when regulators answered and what, and then how the companies reacted, and when, and ...
on the announcement, Sep 15, Adobe stock fell by 17%. the FTC opened some investigation on Nov 2. some EU thing started its process in February (based on filings by refering countries, and of course we have no idea of the details of those country-level processes)
so, all in all, it's likely that relevant authorities quite soon signaled that Adobe-Figma is facing an uphill battle, and now, as they announced, they backed down.
we have no idea of the negotiations, who was fast or not, who recommended what, asked for what guarantees, and so on.
> How in the world did it take fifteen months for regulators to reject this?
They didn't. They started seriously investigating it less than a month after the announcement and publicly shared this information just over a month later.
> but regulators need to make up their minds quicker
They did. Adobe and Figma were trying to appease regulators by figuring out if there was a way to handle their concerns. They aren't willing to divest themselves enough from their existing portfolio or offer concessions.
If you want them to make up their minds quicker, then the default answer should be No. With weeks not even being an acceptable time frame for action, anything other than No is harmful.
It is not a simple yes/no response from the regulators. First, they will request additional information. That will take some time to prepare. Then they would offer some changes to the proposal. I.e. we cannot approve this deal until some additional requirements are met. Then parties involved evaluate these requirements and counter. At some point business will decide that there are too many constraints and abandon the deal.
The DOJ already signaled it wanted to block this on antitrust grounds almost a year ago. If "regulators" had immediately rejected the deal, there'd be a similar "oh, this will have a chilling effect" complaint because they slapped it down without adequate due diligence.
This is one M&A deal out of many. The vast majority -- even some that shouldn't be approved IMO -- sail through or squeak through due to persistence. I just can't find it within myself to feel bad for Adobe in this, since the most likely outcome was to just solidify Adobe's grip on the market and reduce competition. I know quite a few people who use Figma who were absolutely dreading this merger.
Not a good thing when it's taken to absurd lengths. See Lina Khan's attempt to block the Within Unlimited acquisition. The problem with the current administration is that there's no good-faith path forwards to get anything done. If you have worked with the FTC recently you'd understand what a hostile clusterfuck it is.
Seems like regulators didn’t reject it, but tarpitted it?
And with market conditions having changed so much in 15 months, this could just as easily be buyer/sellers remorse before the deal actually closes. For a 15+ month closing, it wouldn’t be the first time!
Actually completing mergers/buyouts takes years anyway.
> How in the world did it take fifteen months for regulators to reject this?
Presumably regulators in a few countries were interested, each with their own processes, and presumably there's some fairly significant back and forth between the regulators and adobe/figma as adobe/figma tried to convince the regulators that the deal should go ahead.
15 months seems very believable for a deal of this size.
> How in the world did it take fifteen months for regulators to reject this?
I agree with your overall point that the current regulatory process related to anti-trust M&A very much needs to be improved. While the delay may be the proximate cause, focusing on that risks failing to address the fundamental root cause of the problem, which is A) lack of clarity in regulatory policies and the underlying laws authorizing them, and B) their inconsistent application across different industry contexts and between different international jurisdictions.
The lack of clarity can be improved by regulators adopting clearer public guidelines about how they will interpret and apply the rules (and then establish credibility by actually sticking with those guidelines over time). Improving consistency across jurisdictions is more challenging but still possible if regulators in the largest domains (US and EU) collaborate to harmonize their policies (as is done in many other regulatory contexts).
Recently, Lina Khan in the US has made this problem far worse by aggressively pursuing quite extreme interpretations of anti-trust law, and worse, doing so without establishing any corresponding framework or justification. As a result, this bungling has caused her agency to lose several high-profile cases. So far, much of this bungling seems to be "just for show" (ie political posturing) since it's not working.
Unfortunately, it also has the effect of nerfing the market for entrepreneurial exits via acquisition. While it's true that acquisitions large enough to attract anti-trust scrutiny are outliers, much of the money invested in earlier stage startups (which drives most new job creation in the US), is justified by average returns substantially propped up by a few such >100x acquisitions. Half the extreme high-end outliers being lopped off by regulatory uncertainty around large acquisitions is one reason capital for new business creation and growth is getting scarcer and more expensive. The point being, this matters to our industry and jobs.
Keep in mind that you are reading a corporate press release/propaganda piece, not journalism. It is going to be inherently one sided and will not tell the whole truth. Never take these kinds of statements at face value.
The current administration has made it very clear they will block nearly all attempts at mergers and if they can't block it will drag the process out as long as possible to make it as unappealing as possible.
I'm going to guess regulators are plenty busy with a long list of things to do. When the acquisition gets announced it gets added to the list and they make their way to it.
I really doubt regulators are dragging their feet. They are most likely understaffed and overworked. Things this big should take time for all sides.
“On December 17, 2023, the Company and Figma mutually agreed to terminate the Merger Agreement and entered into a mutual termination agreement effective as of such date (the “Termination Agreement”). The mutual termination of the Merger Agreement was approved by the Company’s and Figma’s respective Boards of Directors. In accordance with the terms of the Termination Agreement, the Company will make a cash payment to Figma in the previously agreed amount of one billion dollars ($1,000,000,000) (the “Termination Fee”) within three business days following the date thereof. The Termination Fee is the sole and exclusive remedy under the Merger Agreement, and the Company and Figma have each waived any and all other claims in connection with the Merger Agreement and the transactions contemplated thereby.”
On the one hand, as a designer who uses Figma every day, this is great news. On the other hand, the fact that Dylan Field was willing to do it in the first place felt like a bit of a heel turn. Yeah, it's a lot of money, I know. Maybe I'm alone in this, but I've already shifted my expectations for the long term direction of the product from "they can do no wrong" to "when is the other shoe going to drop?"
I think this is at the core of the rot of American society. The thinking that a CEO "owes" the marketing of their company so as to cash it in or even turn profits is, in my opinion, is a mark of the biggest moral ineptitude of the western world's thinking. Yes, I realize this is the 'norm', but it clashes with deep values of the people who aren't shareholders, but are no doubt vested in the product the company produces, mainly the customers. It ignores their needs completely because they don't own stock.
"We sold the company, and the new owners bastardized it by slapping their logo on it by eliminating the free tier" is almost commonplace now in business dogma, and yes, most people think it is the kind of strategy 'owed' to shareholders, but this one-sided thinking ignores the better interest of users who the company has built their business on the backs of, and who will now be bait-and-switched into a subscription model, never mind the needs that drove them to the product in the first place. Yes, this is how capitalism works. What I'm saying is that capitalism, as a model, is flawed from a moralistically balanced point of view. It's a never-ending race to the bottom by optimizing for greed until every drop of monetization is squeezed out and every person is left without. Should the owner's employees make money, I mean after all they do the work? Yes, but who takes into account the inestimable value added by the initial users who's interaction with the product shaped it into what it is today?
Readit News
I wonder if Adobe is secretly happy about this. They were acquiring Figma at the peak of the market (for growth stock/startup valuations) because of the existential risks that Figma was threatening, due to their collaborative development UX.
But since then:
* Startup valuations have fallen. Ignoring regulatory concerns, a new acquisition deal today would be cheaper.
* Gen AI and Adobe Firefly are the new rage, and Adobe has probably captured back both mental and market share from Figma. And Adobe can now add collaborative features to Firefly, and it doesn't even have to be as good as Figma's to win.
So paying the 1B breakup fee is probably the cheapest and best option for Adobe at this time.
Meanwhile, Figma employees, expecting a big payout, are probably a bit demotivated at this point. And potentially, they might have been working on integrating into Adobe over the past year, so they might have even slowed down in their development pace.
> Adobe has probably captured back both mental and market share from Figma
GenAI/Firefly's success is in a totally different domain to what Figma's doing. Figma's equivalent at Adobe is XD, which has never held a candle to Figma. The existential problem Adobe tried to buy their way out of still exists in the same form at, if anything, a greater severity. I was at Figma's config conf this year and they're finally shipping stuff I tried unsuccessfully to get from the XD team _years_ ago.
> potentially, they might have been working on integrating into Adobe over the past year
Highly, highly unlikely. I have no insider knowledge of Figma, but Adobe's a grown up company and _really_ does not fuck around on the legal stuff (which is part of the basis of Firefly's success – significantly cleaner legal provenance on their training data). Everyone I've spoken to at Adobe says they've been kept at a long arms length.
As a personal aside: I'd like to commend the initial push you guys did with XD. While Figma was still out of my scope back then, and XD played a major role for me in transitioning away from oldschool Photoshop or Indesign mockup processes into a modern workflow that integrates with my dev team and focuses on component & design token centric thinking.
Figma may have left XD thoroughly in the dust by now, and i honestly couldn't be happier that the merger won't happen, seeing how Adobe has been committed to absolutely dismantling the UX of Photoshop to the point of it only remaining installed on my workstation because Affinity Designer still lacks some core feature parity - but in its earlier days XD has been absolutely crucial to the development and modernization of my whole thinking and workflows!
Yeah... I mean the pre-trained text encoder Firefly uses is filled with copyrighted, unlicensed-for-express-purpose training data.
Firefly is successful in the same sense that DocuSign is, in that it is selling a holistic social experience, but I think maybe don't opine on "legal provenance on their training data" until you have seen the whole pipeline with your own eyes. Sophisticated people sort of know Adobe's claims are bullshit, but what exactly do you expect the community to do, speculate on the exactly zero evidence Adobe has shown of how any of their stuff works?
Anyway, I am pretty sure Adobe is delighted they are not paying $20b for something that is worth way, way less. Like maybe $500m at most.
Meanwhile the people using Figma at many companies are getting laid off. Etsy, Bytedance, Unity Spotify, Salesforce all made massive UX designer cuts.
The real question is, is the thing people are using Figma for even worth $20b? No, no way. Figma users work in the Making Bugs department: they make new buggy things nobody asked for, that aren't lists or spreadsheets but should just be lists and spreadsheets, which makes everything worse. There is nowadays positive ROI to doing less Figmaing. In my opinion there has always been more ROI to doing less Figmaing, to straight up not having those people around and not gathering so many opinions on designing lists from so many stakeholders. That holistic experience is expensive in many ways, and while again you can be successful delivering that, it doesn't mean it makes sense.
Just look at the Spotify app. It's a hot abject mess of absolute garbage UI. They have been diehard Figma users for years. They are the prime example of Figmafication ruining something extremely simple. It's fucking lists! Lists are not worth $20b.
So, at least from N=3, I dare say that the attempted merger only made the existential problem for Adobe worse.
Unlikely. Based on the google trends [1], Figma sees around 10x more traffic than Firefly, but more importantly it experiences severe weekend drop-offs, meaning people are using it for work. Firefly on the other hand has a constant amount of attention, in line with people playing around with it but not committing to it for serious projects.
Anecdotally I work in UI/UX space as a contractor and I've been given every design in Figma, I hadn't even heard of Firefly until this comment.
[1] https://trends.google.com/trends/explore?date=today%203-m&ge...
Of course a massive tool is going to be bigger than a very new tool and there is a lot of momentum at companies.
The future is going to be AI/prompt based because it's a 100x speed savings. Who wins that pie is up for debate but Figma as it stands right now is very disruptable.
Figma has something that Adobe lacks and wanted probably more than Figmas customers. Huge database of essentially all web/ui design done in past 3 years. If Firefly is such a hit wait once FigmaAI will start generating their stuff.
Also it doesn't seem Figma as product was slowed too much - they have recently launched dev mode. One of the biggest features in a while. That put them more ahead of the competition.
Figma reached $400M in 2022 and on its way to hit $600M this year 2023. For perspective they reached $200M in 2021, and $75M in 2020. That is pretty impressive growth rate.
Straightly on a revenue / market cap, Adobe makes $20B Revenue and values at $270B. That is 13.5x multiple. If we expect Figma to hit $1B mark by 2025, they could be worth $13.5B. i.e Even with today's market, I dont think it is hard to do an IPO with that $13.5B valuation.
And if Adobe were to acquire a listed company with 30% premium, that is $17.5B. Not that far off from $20B. Now that Figma has an extra $1B cash flow, I hope they spend it wisely and continue to do well. So while some may argue this is bad for employees and investors. I dont think it is that bad.
I do hope they consider IPO, as I am slightly worried the window of opportunity may be gone when market turns.
Something something blockchain
Do they still have to pay the fee if the reason was regulatory in nature?
When Adobe announced its plan to acquire Figma in September 2022, the timing was actually at the valley of startup valuations. The market was really down then. Since that time, the market has actually warmed up, not cooled down. This means if Adobe were to negotiate a deal now, it would likely cost them even more than what they agreed upon last year. Contrary to what you said.
Speaking of the negotiation, I think Adobe dropped the ball. They agreed to a whopping 20 billion dollars, which in my view was four times too high given Figma's real valuation at that time, especially considering the low market (I wrote about how I calculate this 5B valuation in https://typogram.co/build/on-adobe-acquiring-figma/). Then, with the deal being halted by regulators, Adobe still had to pay the full breakup fee, within just three days! It's kind of laughable how poor their negotiation strategy was.
About Adobe's product strategy, there's a bit of confusion. Firefly, their new thing, isn't even about UX tooling; it's more focused on creative AI. The real product that is actually relevant here is Adobe XD, which Adobe has just put on maintenance mode (since at least September). a change I noticed on their help page as recently as this September (https://helpx.adobe.com/support/xd.html#troubleshooting). This move is a huge strategic mistake. It's a clear loss of momentum for Adobe in the UX tooling space, making them even less competitive against Figma. Meanwhile, Figma hasn’t missed a beat and continues to surge ahead.
UX is going to get a shake up from AI. We're already seeing a bit of the new paradigm of on-demand UI/UX with Gemini (and the various me-too demos). Both Figma and Adobe are now vulnerable to disruption in this space. Adobe can use the time to ape Figma while flexing their rather good AI expertise.
I liken it to engineers who respond to the threat of AI making them obsolete with "Half my job is clarifying requirements and/or changes in priorities...can Copilot do that?" I think it's the same for UX/UI/Design.
I say that as a very vocal supporter of this latest generation of AI. Both personally and professionally it's upped my game significantly.
I think they probably are. I follow Adobe closely and when the acquisition was announced I was pretty skeptical it would be net good for Adobe in the long-run. The problem wasn't the idea of buying Figma, it was the very rich price being paid. Adobe has a history of not doing a lot of big acquisitions (for it's size and massive cash position). When it does acquire big, Adobe is mostly strategic and a "value shopper", meaning they generally don't pay extremely high prices bid up by frothy auctions. This means Adobe must walk away from a lot of deals we never hear about over price. That's why the Figma deal struck me as so unusual.
In the >year since the deal was announced, it's started to look even less plausible to me. Despite being required to pay a large break-up fee, I suspect, Adobe's management is relieved.
Figma is still solid company/business, but Adobe probably could acquire them much cheaper in today's market.
> Adobe has probably captured back both mental and market share from Figma
I agree with your initial point - only someone not in the UI space could make such an outlandish, and honestly deranged, claim.
This is absolutely standard in M/A. Part of the risk of accepting an acquisition offer is that you're essentially putting your company's strategic future on hold, and if what you're doing that for falls through for any reason (including regulatory oversight) you want compensation for at least some of the lost time. Specifically, you won't even sign the acquisition contract without such a guarantee; the only real question is price.
Gen AI isn't going to solve a number of the problems a system like Figma are used for today - not in this generation or foreseeable next ones. It may be a shiny new ball to chase but it's not going to make Adobe's problem in the area go away (if they still care).
The good SaaS cos that are publicly traded are almost all closer to highs than lows.
The company is still likely worth at least $10B if not much more.
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This leads to a complicated limbo for acquired companies as customers consider the acquisition (buy now before new owner raises the price or hold out as they will cancel the product line?), employees are uncertain (conflicting products on both sides, which will continue, with which direction? Will yesterday's priorities still count tomorrow?) while all are counting their shares and make plans.
The chances of them buying Figma this decade is lowered. I wouldn't be surprised if figma doubles the valuation at that point
[Pure speculation]
Not sure about this exact scenario, but the government taxes legal settlements. Not sure why they wouldn't tax this.
Will definitely lower Adobe's tax bill.
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Now Figma has an extra billion for development and Adobe has to start back up the thing they couldn't catch Figma with in the first place.
It was pretty much a win/win for Figma regardless of outcome. Though this outcome is a win for Figma and it's users.
Anyway, I agree this turned out phenomenally well for Figma and if I were an employee I’d be really happy about how this all turned out both for Figma and the industry (modulo the delay in cashing out).
Plus, if the best that Figma can do with a billion dollars is just invest it in Treasuries (and I'm not saying that's the case), then they should just give it to their shareholders and see if they can get a better return. I only point this out because many people are often confused by the effects of higher interest rates, e.g. "Why did this company lay off all these people when they're still profitable?" Your example highlights the reason why perfectly - if you're a company with a billion dollars of investment and the best profit you can muster is $50 million a year, you're a great business if Treasuries are only paying 1%, but when they're paying 5% you should just basically close up shop as people can get the same return just sticking their money in Treasuries.
Probably should just compare $1bn cash to their company valuation and what another round of investment might look like. How much equity did they get to “keep”.
That would be very awkward (and even dangerous) to have a competitor as an investor.
As for valuation, same as valuations a purchase or how they get valued whenever there’s a round of investment (basically you do a sophisticated argument over value using comparables as a way to try to establish a baseline). The equity purchased would equal how much cash gets infused vs the valuation established by the deal.
Adobe is the biggest player in the space, so if denied, might put a damper on future acquisition price.
If Adobe can't buy them, what other exit options do they have? Go public?
As you point out, if Figma can build a growing, profitable business, there is no reason they can't IPO at some point. But still, this shows how even the purpose of an IPO these days is completely opposite from the original intention. I.e. the original intention was to get access to public market funds to grow a business. Now it's usually just a method of "exit" to let retail investors take the lion's share of the risk - one only need to look at 95%+ of the past few years' SPAC deals to see how much of a "pump and dump" the market has become.
It's about the expectation of everyone involved.
Eventually every company needs to turn a profit, so for the company it might not make that big of a difference or even be better (if they can turn a profit which I assume Figma can), but for the investors and individuals involved it's a very different situation as it means their capital is pretty much stuck. And I bet a $20B exit would be life changing money for a lot of people involved.
I could even prune that down some more. What's wrong with selling goods and services?
Not as a means to the accumulation of enough wealth to cash out and cease selling goods and services, which is what the startup world is trained to do. There's this hyper-focus on financialization, in that nothing means anything beyond the eventual payout, and all things are designed to either succeed or fail at going public and delivering that jackpot.
What about… doing the thing? Making a good, doing a service? What if that thing is in itself a thing to do, a purpose to have? In that case if you are either breaking even and retaining control, or amortizing the cost against something else, then you're pursuing some kind of idea that is not itself 'money'.
Why not that? Why not, directly, a thing that isn't money? I'm given to understand the idea of money is to accumulate the power and resources to do whatever thing your dream envisions. Well, how about cut out the middlemoney and do the thing?
On a serious note, it's depressing how much a comment like this stands out from the crowd.
Much easier to give things away for free and sell the company.
Unless you are VC-funded. Because VCs expect+need an exit for their LPs.
edit: Got it. I just woke up when I asked.
1. Microsoft acquisition
2. IPO
3. Salesforce acquisition
The above are also in descending order of valuation. Adobe's $20B was pure pandemic-bubble premium; I doubt MSFT would pay much over half that, Salesforce less still, with an IPO somewhere in the middle.
The more interesting thing to me is actually what Adobe is going to do now, given their near-wind-down of XD. Narayen has almost certainly thought of this, and while it may not exactly be Adobe's typical MO... the opportunity they have now is the old "commoditize your complements." Specifically, to become the biggest corporate sponsor of Penpot.
I generally doubt they will, as it's not really in Adobe's DNA, but they could, and it would be quite an interesting turn of events.
Indeed, Adobe's actions will be interesting. They will have to compete, maybe they can buy Sketch or similar?
And they might also just want out of the $20B price tag as you are right that it's a crazy price today.
And that's without needing to give up ownership. Is that not a good 'exit'?
Sure, your hypothetical payout sounds good, especially assuming they don't have to give up anything, but it's still hypothetical and I doubt that anything close to what you described is going to happen with that billion dollars.
I'm still pissed that Morgan Stanley was allowed to buy etrade for some fucking reason and immediately made my entire debit card experience worse, and made absolutely nothing better* for me, the customer.
Someone got paid for something, and that's the only purpose that was accomplished, and that someone wasn't (and never will be) me.
I'm not so sure Figma is in a better spot, even with this new cash in hand.
I just hope Google or Msft doesn't get any funny idea to buy Figma.
If a nothing else, I want people to think "we should try more policy experiments to become wiser" rather than "oh no, effect uncertain, better stick with status quo".
How in the world did it take fifteen months for regulators to reject this? That’s an absurdly long time to be operating a business in limbo, and I have to assume it’s the regulators dragging their feet since the companies have every incentive to move quickly.
I don’t have an opinion on whether or not the merger should be approved, but regulators need to make up their minds quicker or else you can expect a serious chilling effect on M&A. Can you imagine agreeing to get acquired knowing that it can take up to 2 years to close? Anyone operating a real business would be crazy to sign on for the distraction.
That said, for mergers like that a ton of countries are involved which makes things even more complicated and makes it harder to point out where we need to make things smoother.
Your understanding here is fundamentally wrong. Regulators in the US said very early on they were against this merger and were going to fight it. So most of what goes on in the meantime is Adobe and Figma (a) seeing if they can give something up to appease regulators (e.g. it's common for regulators to only sign off on a deal if one of the companies sells off some assets) or (b) decide if they're going to fight the regulators in court.
Your idea of the regulators just "dragging their feet" is incorrect
on the announcement, Sep 15, Adobe stock fell by 17%. the FTC opened some investigation on Nov 2. some EU thing started its process in February (based on filings by refering countries, and of course we have no idea of the details of those country-level processes)
so, all in all, it's likely that relevant authorities quite soon signaled that Adobe-Figma is facing an uphill battle, and now, as they announced, they backed down.
we have no idea of the negotiations, who was fast or not, who recommended what, asked for what guarantees, and so on.
detailed timeline, explanations, submissions etc here from UK’s CMA:
https://www.gov.uk/cma-cases/adobe-slash-figma-merger-inquir...
They didn't. They started seriously investigating it less than a month after the announcement and publicly shared this information just over a month later.
> but regulators need to make up their minds quicker
They did. Adobe and Figma were trying to appease regulators by figuring out if there was a way to handle their concerns. They aren't willing to divest themselves enough from their existing portfolio or offer concessions.
If you want them to make up their minds quicker, then the default answer should be No. With weeks not even being an acceptable time frame for action, anything other than No is harmful.
https://www.politico.com/news/2022/11/02/doj-review-adobe-20...
The DOJ already signaled it wanted to block this on antitrust grounds almost a year ago. If "regulators" had immediately rejected the deal, there'd be a similar "oh, this will have a chilling effect" complaint because they slapped it down without adequate due diligence.
This is one M&A deal out of many. The vast majority -- even some that shouldn't be approved IMO -- sail through or squeak through due to persistence. I just can't find it within myself to feel bad for Adobe in this, since the most likely outcome was to just solidify Adobe's grip on the market and reduce competition. I know quite a few people who use Figma who were absolutely dreading this merger.
Promise?
And with market conditions having changed so much in 15 months, this could just as easily be buyer/sellers remorse before the deal actually closes. For a 15+ month closing, it wouldn’t be the first time!
Actually completing mergers/buyouts takes years anyway.
> you can expect a serious chilling effect on M&A
Oh no, less corporate consolidation. The horror. Won't someone think of the capital class for once?
Presumably regulators in a few countries were interested, each with their own processes, and presumably there's some fairly significant back and forth between the regulators and adobe/figma as adobe/figma tried to convince the regulators that the deal should go ahead.
15 months seems very believable for a deal of this size.
I agree with your overall point that the current regulatory process related to anti-trust M&A very much needs to be improved. While the delay may be the proximate cause, focusing on that risks failing to address the fundamental root cause of the problem, which is A) lack of clarity in regulatory policies and the underlying laws authorizing them, and B) their inconsistent application across different industry contexts and between different international jurisdictions.
The lack of clarity can be improved by regulators adopting clearer public guidelines about how they will interpret and apply the rules (and then establish credibility by actually sticking with those guidelines over time). Improving consistency across jurisdictions is more challenging but still possible if regulators in the largest domains (US and EU) collaborate to harmonize their policies (as is done in many other regulatory contexts).
Recently, Lina Khan in the US has made this problem far worse by aggressively pursuing quite extreme interpretations of anti-trust law, and worse, doing so without establishing any corresponding framework or justification. As a result, this bungling has caused her agency to lose several high-profile cases. So far, much of this bungling seems to be "just for show" (ie political posturing) since it's not working.
Unfortunately, it also has the effect of nerfing the market for entrepreneurial exits via acquisition. While it's true that acquisitions large enough to attract anti-trust scrutiny are outliers, much of the money invested in earlier stage startups (which drives most new job creation in the US), is justified by average returns substantially propped up by a few such >100x acquisitions. Half the extreme high-end outliers being lopped off by regulatory uncertainty around large acquisitions is one reason capital for new business creation and growth is getting scarcer and more expensive. The point being, this matters to our industry and jobs.
This is absolutely not true.
The negotiations took that long, to come to nothing. Clearly Adobe couldn't come up with a solution to the problem of a potential monopoly.
Most M&As happen quite quick, mostly dealing with acquiring companies that are outside of the purview of regulators.
I really doubt regulators are dragging their feet. They are most likely understaffed and overworked. Things this big should take time for all sides.
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I wander if that will make its way to early employees who were hoping for a liquidity event.
“On December 17, 2023, the Company and Figma mutually agreed to terminate the Merger Agreement and entered into a mutual termination agreement effective as of such date (the “Termination Agreement”). The mutual termination of the Merger Agreement was approved by the Company’s and Figma’s respective Boards of Directors. In accordance with the terms of the Termination Agreement, the Company will make a cash payment to Figma in the previously agreed amount of one billion dollars ($1,000,000,000) (the “Termination Fee”) within three business days following the date thereof. The Termination Fee is the sole and exclusive remedy under the Merger Agreement, and the Company and Figma have each waived any and all other claims in connection with the Merger Agreement and the transactions contemplated thereby.”
"He also noted that the original terms call for Adobe to pay a $1 billion break-up fee even if the deal falls through over regulatory issues."
https://www.barrons.com/articles/adobe-stock-figma-acquisiti...
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Employees don't automatically have the same motivations as the investors.
If you want an employee with exactly the same motivation as an investor, hire an embezzler.
Keep an eye out for the IPO, that'll be their next chance to sell out their customers.