In a deal that will greatly pad Avid's low-end consumer line and further enhance some of its broadcast features, Avid Technology (www.avid.com) has entered into a definitive agreement to purchase Mountain View, CA's Pinnacle Systems (www.pinnaclesys.com) in a cash and stock transaction.
Avid president/CEO David Krall says, "We see this acquisition as the next logical step in our long-term strategy. Just as our acquisition of M-Audio in 2004 brought us into the consumer audio business, by acquiring Pinnacle's consumer video business, Avid will be able to tap into the next-generation of video editors while they are still learning their craft. This creates a very large potential customer base for Avid's future. At the same time, we believe that Pinnacle's professional broadcast offerings will fit seamlessly with Avid's business, extending our end-to-end broadcast solutions with servers and on-air graphics products. We think it would be hard to find a more complementary match for these two businesses than what this combination provides.
"As a result of this transaction, we expect to derive savings from a number of sources, including reducing public company expenses, combining infrastructure functions where appropriate, and providing our global sales teams with a broader portfolio of product offerings. Over the past five years, Avid has increased its profitability and shareholder value by growing our top line, expanding our gross margins, and leveraging our talent and technology across the entire company. By working with the dedicated team at Pinnacle, we're confident that, together, we can succeed with this same strategy following the completion of the transaction."
Pinnacle chairman/CEO Patti Hart says, "We believe this creates significant value for our shareholders and provides excellent opportunities for continued growth for the combined company. Avid has built a strong, well-deserved reputation for efficient business management while continuing to live up to its tradition of technological innovation in the video and audio industries. By bringing our own award-winning products to the table, including Pinnacle Studio, Pinnacle Liquid Edition, and our broad array of broadcast systems - we're confident that Pinnacle will strengthen and diversify Avid's business. Our customers can also anticipate a richer set of offerings within an organization that will be even better positioned moving ahead. We see this as the right move for Pinnacle, and we look forward to joining the Avid family."
Under the terms of the agreement, Pinnacle shareholders will receive .0869 shares of Avid stock and $1 in cash for each Pinnacle share. At closing, it is expected that Avid will issue approximately 6.2 million shares and pay $71.3 million in cash, for a total estimated value of $462 million based on Avid's stock price of $62.95 at market close on March 18, 2005. Upon completion of the transaction, the 6.2 million shares to be issued to Pinnacle's former shareholders will represent approximately 15 percent of Avid's outstanding common stock. The acquisition is expected to close in the second or third quarter of '05.
Following the closing, the parties expect that Pinnacle's professional products, - the MediaStream broadcast playout server and the Deko on-air graphics system - will enhance Avid's end-to-end broadcast production pipeline. In addition, Pinnacle's consumer video business will form the basis for a new consumer video division at Avid, providing the company with an immediate avenue into that segment.
About Avid Technology, Inc.
Avid Technology, Inc. is the world leader in digital nonlinear media creation, management and distribution solutions, enabling film, video, audio, animation, games and broadcast professionals to work more efficiently, productively and creatively. For more information about the company's Oscar, Grammy, and Emmy award-winning products and services, please visit:
www.avid.com.