They will go public and can unload then. It’s an opportunity for figma to offer their customers early access to shares before  IPO. Many of us will support them.

Yeah, I do feel a little bad for the employees with equity but honestly I&#x27;m really glad Adobe isn&#x27;t allowed to buy it. I hope they find a much better company to sell to if that&#x27;s what they want to do.

Honestly, as a Figma user and fan, this is great news. For Figma employees probably not so much.

Perhaps it could make an IPO more likely instead? And that would make its way to early employees.

Nope, from Adobe’s 8K filed today with the SEC:“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.”

There seems to be multiple references to the fee being payable if the deal falls through due to regulatory issue.&quot;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.&quot;<a href="https:&#x2F;&#x2F;www.barrons.com&#x2F;articles&#x2F;adobe-stock-figma-acquisition-c61ae469" rel="nofollow noreferrer">https:&#x2F;&#x2F;www.barrons.com&#x2F;articles&#x2F;adobe-stock-figma-acquisiti...</a>

I would expect that to only get paid if solely one side were responsible for blowing up the deal. This is expressly saying both have mutually agreed.

There&#x27;s a $1B fall through fee, I assume that gets paid to Figma now?I wander if that will make its way to early employees who were hoping for a liquidity event.

It’s total madness, isn’t it. Long time user, from 1-5, then everything fell apart with CC, subscriptions and the clusterfuck of shite installed on my Mac.

Same, I miss the ownership of my photos and photographic workflows from the older lightroom days. It&#x27;s sad that the industry rolled over to accept this and it trickled to the consumers.

This part is so true. Adobe under-the-hood SWE feels so shoddy. It feels as if their products, although delivering the good, is strung up by different patchworks. And it spawns files &amp; folders all over your system

I tried the subscription for Lightroom CC and left my computer on at night to sync my meager 50-100GB to their cloud clusterfuck. Trial period ended after 2 weeks and the sync hadn’t finished – and no it wasn’t an issue with my bandwidth.Yeah..

Yeah I miss Adobe Lightroom but you don’t get to install it, adobe takes over your computer

I don’t even use Figma, but I a glad Adobe won’t be owning them.

This is so far from outlawing. And we are soooooo far from having a shortage of tech startups.

This isn&#x27;t that though. This is a company with a clear monopoly trying to hoover up smaller competition to reduce competition. We shouldn&#x27;t incentivise this behaviour, on either end.If this is the liquidity event that Figma were betting on from day 1 that&#x27;s their mistake for not foreseeing regulators being unhappy about it.

I&#x27;m fine with some other company buying-up Figma, just not Adobe. Microsoft could buy them (and hopefully not repeat what happened to Expression Blend) - or maybe Alludo could resurrect the Corel brand and launch Figma under that title?

I think this is net-negative for consumers, in a pretty significant way. If the most incentivised lifecycle is to seek VC investment to make a non-susitainable product in the hope of being acquired and swallowed into The Borg and shut down, we still end up with less good products.- Product life-cycles become short, consumers are weary of anything new. How many times have you seen product launches here on HN where the top comments are worrying about sustainability? That either there will be a rug-pull for consumers in the future, or they just plan to be acquired and shut down.- Larger companies continue to have no incentive to actually improve their product and compete with others if they just purchase everything in the market.

If your only goal in founding a company is to get acquired, you haven&#x27;t made a company; you&#x27;ve made a product, and probably not a profitable one.We should be encouraging way more medium-sized companies, that operate sustainable business models, make money for their founders and employees, and aren&#x27;t subsidized by cheap money. I think if startups actually had to sustain themselves we&#x27;d see a lot less grift and waste in VC.

I think it&#x27;s fine if no one starts vampiric companies that dump free services on the public destroying the perceived value of software for the purpose of a fast unicorn exit. Of course, these companies always look to advertising for funding so they are obtrusive.Unless you are thinking of real companies that would be affected by this ban? Retail stores don&#x27;t care about this ban. Companies that sell real products wouldn&#x27;t care. If they sell real software services and plan to turn a positive profit rather than exit this wouldn&#x27;t impact anyone other than unicorn chasers, which are bad for everyone.

Acquisitions also reduce competition. If competition only exists to be acquired you are only funding an ever-growing oligopoly, the more acquisitions into the oligopoly the more power they have, diminishing the number of available markets to compete in (since one of the oligopolistic companies will certainly have more capital than a newcomer).Anti-trust is not a new thing, it&#x27;s even considered a foundational aspect of competitive capitalism by some thinkers...

I think it&#x27;s the opposite. Because many companies start with the dream of an exit with a high price tag, and what they end up developing is a missing feature from a bigger software suite, which is already enshittified by a big software house to the core.Instead, smaller companies can start and slowly get bigger while getting bigger. Affinity suite is a great example. While their photo tool is not my cup of tea, designer is great, IMHO.

I doubt that is true.Let&#x27;s say you&#x27;re pitching your startup to a potential investor. Would you pitch it as &quot;the next Adobe&quot; or &quot;something Adobe might want to buy&quot;? Which one would you be more likely to invest in?

Just like when there WERE no megacorps to buy smaller companies and we were left with none at all.

Yeah, I get it, some founders start their startup motivated by a potential MA. And this is great for them.However, as a customer, I absolutely hate this. Instead of finding a way to actually make the product&#x2F;service self-sustainable, they just increase the number of (usually) free users. But once they sell, normally the new owner either shuts the service down or turns it into crap.

Tech acquisitions haven&#x27;t been outlawed. And this particular situation is applicable to perhaps 2 or 3 a year (all of which are multi-billion dollar values).I doubt very much if this will stop funding of new companies except perhaps at the level of Uber&#x2F;WeWork.

&quot;Oh no!, this hampers my ability to harm industry competition and hurt society, this isn&#x27;t fair!&quot;How about you go and fling yourself in front of a bus

Except outlawing acquisitions by larger tech companies will absolutely reduce funding and incentives to start companies, and result in less products, less companies, and less competition.

Maybe they failed to find a way round the rules? That seems more likely than a spontaneous desire to &quot;do the right thing&quot;.

This genuinely made me laugh thank you. But no, they&#x27;re not refreshingly &quot;willing to part ways&quot;, just that their extensive legal teams assessed every possible angle to force this through and the big chairs made a call that proceeding in the face of such harsh opposition was going to be too costly.

It is refreshing that they weren&#x27;t able to get away with it, anyway.

They themselves said they spent 15 months trying to manipulate the system and are only doing this because they failed, let&#x27;s not be naive about them doing this out of the goodness of their hearts lol

They were trying to manipulate the system, just failed at that

I agree to be honest, I do find it refreshing too that they&#x27;re both Willing to part ways instead of trying to manipulate the system. I don&#x27;t think this could just customers but even the companies themselves I don&#x27;t see a loss.

I recommend using virtual credit cards for subscriptions. I just cancel the card if the account cancellation process is hostile in anyway.

&gt;hitting you with the cancellation fee is against local law. (It&#x27;s called de wet van Dam for the curious.)I doubt this. The early termination fee is 50% what you were obligated to pay. If Adobe got rid of this than consumers would have to pay 100% of this. De wet van Dam is about the about not being able to cancel the subscription itself and not about being able to pay to get out of what you were suppsoed to pay for a subscription period.Keep in mind there is a normal monthly subscription and when buying the product the three choices of monthly, annual billed monthly, and yearly billed up front are equally displayed.

Adobes cancellation practices are literally illegal in the Netherlands by the way. The deceptive trick of &quot;pay monthly for a full year&quot; and then hitting you with the cancellation fee is against local law. (It&#x27;s called de wet van Dam for the curious.)You have to threaten their customer support with legal complaints to make them comply with it, it&#x27;s super frustrating to deal with. They do fold immediately when you do this though, so they know it&#x27;s illegal but hope the frustration of getting through customer support will deter people (and avoids the legal problems).And yes I know you can just switch subscriptions and use the early cancellation period there to avoid the hit back fee from cancelling. It&#x27;s the principle that&#x27;s scummy.

If Adobe’s a buyer at $20b, they’re a buyer at $20b. I don’t see how selling stock to the public along the way increases fragmentation or prevents monopoly.

Totally agree. I resent the fact that they’d try cash out that way. At least ipo or something. More fragmentation is good for preventing monopoly.

Once upon a time, digital product design happened in Photoshop and Illustrator. Then competitors like Sketch and Figma came out with a better product. This made Adobe create XD to compete, but it was unable to make a good product so instead they tried to purcahse their competition instead of making something better.9 months after Adobe announced it was to purchase Figma (and 3 months before it hoped the deal would close), Adobe discontinued XD.

I&#x27;d bet they&#x27;re hoping to just have an AI alternative by 2025

What Adobe product is intended to compete with Figma, Adobe XD?

I think what you mean to say is Stable Diffusion. CivitAI is primarily a host for SD models to download and run locally.

Worse or not, a meaningful majority of users will never even understand the alternate workflow you just described.

Maybe they are hampered by &quot;doing the right thing&quot; and only training on Adobe Stock content?Firefly (Adobe&#x27;s generative AI) works well if you&#x27;re already stuck in a Photoshop-heavy workflow, for quick successive generations right in the canvas if you&#x27;re editing or extending an existing image. Better than Stable Diffusion Photoshop plugins I&#x27;ve tried.

&gt;Photoshop&#x27;s generative AI is substantially worse than what I can get from models on Tensorart&#x2F;CivitAI + an upscaler.But with Photoshops, I can generate things to be seamlessly placed into my existing scene, with it understanding things like placing the wheels of the car it just inserted on the ground, with a shadow underneath and such, again seamlessly integrated with my existing image.It&#x27;s very much not just about generating an entirely new AI image.Can I do that with Tensorart&#x2F;CivitAI?

I couldn&#x27;t care less about AI in Photoshop but I&#x27;d love AI in Illustrator to generate vector stuff.

Adobe&#x27;s vision is fully supporting the content lifecycle, not only the creative aspect.  In this sense, Figma made far more sense for Experience Cloud rather than what it gives to Creative Cloud.

imo, Adobe is falling behind. Photoshop&#x27;s generative AI is substantially worse than what I can get from models on Tensorart&#x2F;CivitAI + an upscaler.It&#x27;s way easier to produce something that can go live right now without much editing in CivitAI -&gt; Upscale in Magnific -&gt; Add to Canva.

Is not paying an option? Ran into this issue with a large software provider once but they had some actual account management negligence &#x2F; weren&#x27;t responsive so we used that to hang our hat on not paying and eventually they let it go.

Also that their cancellation window has limits on both sides - I told them more than six months I advance to cancel my renewal and the refused and toll me to call up again in a particular 30 day period close to the expiry date...

Many states are cracking down on these practices and no longer consider “sorry you forgot to cancel” as a legal agreement binding you to a renewal. Common sense says you should have to consciously renew vs accidentally doing so via some bogus contract clause.Of course if you’re relying on such gotchas to keep subscription numbers up you’ve already failed and are just on a slow march to irrelevance while leaving pain and destruction in your wake.

One of the key functions of procurement: Checking for automatic renewal clauses in contracts and removing them when found. This is a red flag in many companies.

Got bit by this. It felt absolutely horrible to not have any recourse. We had a yearly adobe sign contract, it was based on a particular usage estimate and quite high. Called in weeks before the renewal and they said we missed the window to cancel. There was no option out of it. No escalation. Had to stomach a massive bill for of a product we weren&#x27;t going to use.

If you like what the FTC has been doing lately, be sure to vote in 11 months...

Glad the FTC is going after them. All predatory subscription practices need to be abolished by law.

Most effective thing to do relative to your time is probably participating in relevant FTC requests for public comments: <a href="https:&#x2F;&#x2F;www.ftc.gov&#x2F;policy&#x2F;public-comments" rel="nofollow noreferrer">https:&#x2F;&#x2F;www.ftc.gov&#x2F;policy&#x2F;public-comments</a>

Looking at your profile, it says you work for Google, so I assume this is in the context of google? You guys probably have the internal legal resources to advice you. If it was not in that context, ChatGPT at least suggest that this is first of all a federal fucking crime (Domestic Bribery Act seems to apply here) and you can contact the Department of Justice, the FBI or report it to the SEC which offers a whistleblower program.Please consider your next steps carefully though and contact legal counsel basically immediately since you just publicly accused adobe representatives of a federal crime! Frankly, I would ask Dan to remove your comment ASAP.Fun Fact: The SEC offers financial incentives to people who report those violations!

Unless you have clear proof of that (saved emails...) and own the company, or you were acting as third party (consultant,...) I would advise not making those accusation in a public place without consulting with their legal representative. It is simply not in your personal interest, and if someone starts an inquiry into this and said company doesn&#x27;t want to help much you might find yourself in the middle of two legal giants in need of a scapegoat.

It’s great to see the FTC is looking into this. Every time I’ve had to deal with Adobe subscriptions it always feels like they put you through some maze which usually ends in being forced to pay a cancellation fee or losing in some other way. I recently lost 160 asset tokens I had saved up in Adobe Stock after canceling my subscription. I’m sure it mentions this in the fine print somewhere but the only reason I had saved that many tokens up was because I couldn’t cancel without paying the fee. So they trapped me, took my money and then took back the tokens I only paid for because they locked me in with a cancellation fee in the first place. At the very least I should be able to keep the asset tokens. The whole thing seemed absolutely ridiculous to me.

&gt; Adobe tried to bribe me personally to not fight their subscription cancellation policies for the company I was representing.Is that even legal?

I looked around, and I can&#x27;t find any names to pin to the investigation. There&#x27;s a very low-tech way to find public staff contact information, but you need a name. I don&#x27;t even have a telephone number for what is probably the correct group (Division of Financial Practices), just their DC mailing address. Regardless, I can tell you that right now that Washington offices are empty. Skeleton crews only. Check back in after the first of the year.

&gt; Adobe says the FTC is looking into its subscription cancellation practicesGreat news, where do I testify? Adobe tried to bribe me personally to not fight their subscription cancellation policies for the company I was representing. Given how obviously unimpressed I was with the whole thing and how I was clearly not the target market of a creative cloud subscription, I can only assume that this is a policy that the sales rep tried to push, rather than a one-off they thought might work.

&gt; Adobe just buying up it&#x27;s competition will only ever directly hurt consumers.I can&#x27;t tell if this is a general statement about monopolies or a statement about Adobe&#x27;s products.

Excellent news. I think there should be more products, more companies, and more competition. Adobe just buying up it&#x27;s competition will only ever directly hurt consumers.See also, &quot;Adobe says the FTC is looking into its subscription cancellation practices.&quot; <a href="https:&#x2F;&#x2F;www.theverge.com&#x2F;2023&#x2F;12&#x2F;15&#x2F;24003532&#x2F;adobe-says-the-ftc-is-looking-into-its-subscription-cancellation-practices" rel="nofollow noreferrer">https:&#x2F;&#x2F;www.theverge.com&#x2F;2023&#x2F;12&#x2F;15&#x2F;24003532&#x2F;adobe-says-the-...</a>

Or we’ll see more IPOs. It might change valuations as expectations might be lower but it won’t dry up the VC market.

The purpose of a for profit company is to provide a good or service and profit from doing so. You don’t need to be acquired to accomplish that.

The entire purpose of antitrust regulation is to prevent monopolization.Both those things can be true and both can be legitimate interests.

&gt; The entire purpose of starting a company is to get acquired.The vast majority of companies are little &quot;lifestyle&quot; businesses without any intention of ever getting acquired by anyone. Your local pizza shop doesn&#x27;t expect to be a unicorn.

&gt; The entire purpose of starting a company is to get acquired.or to make profit. Being acquired used to mean you failed, and had to suck your pride in and let someone else buy you out to pay off your debts.

No it isn’t just about selling out. It’s to unseat incumbents, deliver better products, make a difference. What do you think Google would have turned out like if Yahoo had bought them for $1m in 1996?

An underzealous government (in regards to antitrust) is as bad as the number of potential acquirers is smaller; in such a monopsony environment purchase prices will be smaller too.

There&#x27;s also always a private equity market that is often a middle ground between IPO and acquisition.And in my feeling, I&#x27;ve seen PE getting more active in tech last year (maybe just because valuations went down).

Corporate consolidation is not a good end for capitalism. If you believe in the capitalist system you&#x27;d prefer that less acquisitions happen given that we&#x27;ve empirical data where a lot of these acquisitions are made to stamp out competition.If the business model is to be acquired that will require the business model to change, I&#x27;d prefer that than a bunch of companies only working to be acquired, fucking customers in the process (and all of the externalities deriving from that, like wasted man-hours to move away from products that will be killed).

I think the state of “build to be acquired” is actually pretty gross and I wouldn’t mind it being pruned back a bit. To call this “overzealous government” is a bit ridiculous. Figma being acquired by Adobe was not good for customers, in most cases the government just allows shit like this to happen, this is the exception, not the rule.

Luckily, successful companies can also be started without VC money.

You should send this memo to Musk, Zuck and many other entrepeneurs telling them they doing everything wrong.

&gt; The entire purpose of starting a company is to get acquiredThe entire purpose of starting a company is to make a profit by delivering a product or service that the market will willingly buy. The operative word there is &quot;profit&quot; -- something that seems to have going conspicuously missing from companies that are being built for the purpose of being &quot;exited&quot;.

&gt; The entire purpose of starting a company is to get acquired.Certainly not in terms of expectation value. Most of the value of a startup at any given funding round is driven by the possibility of a public listing. This is true even though most successful startup outcomes are acquisitions.&gt; Of the literally hundreds of companies that YC has invested in, only 5 have gone public.The correct number is 18, not 5. [1][1] <a href="https:&#x2F;&#x2F;www.ycombinator.com&#x2F;topcompanies&#x2F;valuation">https:&#x2F;&#x2F;www.ycombinator.com&#x2F;topcompanies&#x2F;valuation</a> (select the &quot;Public&quot; tab.)

This page indicates that YC invested in 18 companies that went public.<a href="https:&#x2F;&#x2F;www.ycombinator.com&#x2F;topcompanies&#x2F;valuation">https:&#x2F;&#x2F;www.ycombinator.com&#x2F;topcompanies&#x2F;valuation</a>

&gt; The entire purpose of starting a company is to get acquired.I imagine this claim is satire, given how outlandish it is. But if I were to take it at face value for a second... Acquired by whom? Other companies... Who were started to... Get acquired themselves? Where did these other companies get the money to begin with? Etc. This is just a stupendously ridiculous take, I just cannot consider it was made in good faith.&gt; Of the literally hundreds of companies that YC has invested in, only 5 have gone public.YC is a droplet in the ocean of the economy. Even if we just look at the US, about five million businesses were started in 2022 alone. <a href="https:&#x2F;&#x2F;www.census.gov&#x2F;econ&#x2F;bfs&#x2F;index.html" rel="nofollow noreferrer">https:&#x2F;&#x2F;www.census.gov&#x2F;econ&#x2F;bfs&#x2F;index.html</a>

With all respect I think you’re completely wrong - this is not supposed to be the “entire purpose” of starting a company.

The entire purpose of starting a company is to get acquired. Of the literally hundreds of companies that YC has invested in, only 5 have gone public.The VC market will dry up even more if they see their chances of an exit diminishing because of an overzealous government.

What’s the best way to send signals to regulators?

Public approval like this is a good signal to send to the regulators (and disapproval when they fail to do their job) -- it helps counterbalance the pressure from lobbyists and politicians aligned with industries.

Not disagreeing with you, however some mergers can be good for the consumer.With your example, the local stores could have joined forces to compete against their bigger competitor: the supermarket.

I imagine you could look at U.S. banking before and after 1980 to get some sense of what an industry looks like before and after mergers became legal.<a href="https:&#x2F;&#x2F;en.wikipedia.org&#x2F;wiki&#x2F;Depository_Institutions_Deregulation_and_Monetary_Control_Act" rel="nofollow noreferrer">https:&#x2F;&#x2F;en.wikipedia.org&#x2F;wiki&#x2F;Depository_Institutions_Deregu...</a>

coops usually seem like a net-win for everyone. If you ban mergers, that probably also impacts co-operations.Joint-ventures might also be a postive. I can think of ARM, and the alignment in the automotive industry to standardise parts and platforms to lower total costs.

If companies can&#x27;t be sold, there is less reason to start them.In the mainstream economist view, mergers are generally good, both for the companies and society. If they don&#x27;t produce some efficiency surplus, there is no reason for the companies to do them.

I wouldn&#x27;t go that far.If instead of Adobe buying Figma, it was Adobe&#x27;s biggest competitor, that would probably increase competition by making that company a more viable competitor to Adobe.

How about a merger tax?Every time a company merges, say 10% of the combined value of the new company is given to the government (perhaps with a discount if one or other of the merging companies has recently paid the merger tax).The lack of the 10% fee for a company who didn&#x27;t merge is effectively compensation for the fact it has less market control than peers in the same market who did merge.

&gt;The problem is nearly all company mergers, both big and small, are detrimental to competition...Mergers are not the only way in which market concentration happens though. You can&#x27;t ban asset sales and you can&#x27;t ban companies from hiring employees of weaker or defunct competitors.If the owners of Figma decided that Figma wasn&#x27;t viable as a standalone company, they could sell the software and fire all employees so they could be re-hired by whoever bought the software. No regulator in the world would mandate the software to be destroyed and the employees exiled.Also, I don&#x27;t think a market without mergers and acquisitions would necessarily be very competitive. It could well trend towards an equilibrium where a few big incumbants would rule their respective turfs unchallenged and a large number of tiny companies without the capital to do anything big.I think merging legal entities is just a more efficient, less messy way of handling asset sales.

The problem is nearly all company mergers, both big and small, are detrimental to competition...Even my local corner store merging with a corner store in the next town over is bad for suppliers (combined negotiations when buying stock), and bad for consumers (prices set the same between the two towns).I wonder what a world where company mergers were banned would look like?

It seems like the common refrain is to blame Lina Kahn for conservatives stacking the courts against her since before she was born.

At least the European regulators are. Still waiting for US agencies to do their job...case in point: Intuit.

Any policy that disincetivizes growth by unsustainable practices is good policy IMO. We need less companies who&#x27;s end goal is getting acquired, and more that are in it to build a self sustainable business. Having employee motivation hinge on a acquisition is one of the most toxic business practices.My general rule of thumb is that unless the company is putting you in a position where you actually get to drive, stock should be treated only as icing on the cake of an already worth while salary. (Unless it&#x27;s a publicly traded company where you can reasonably assert that stock price will most likely go up or stay around the same)

I really think we should distinguish between people providing goods to the public, for which there is an immediate need for competition, and B2B services like Figma. Monopolization of the former can cause active harm to individuals right now. Monopolization of the latter leads to... businesses having to spend more and provides incentives for other competitors.  In particular, what I think a lot of people are missing is that this could be the end for Figma too. I&#x27;m going to guess the workers there were really hoping for a payout. If they don&#x27;t get that, there&#x27;s going to be de-motivation. Especially having basically been told they&#x27;re too big to acquire. An IPO is possible, but the opportunity costs given the current markets are almost too much to bear. I feel sorry for them.

It looks like regulators are actually doing their job. I would love to see more of this, along with breaking up companies that have gotten too big for their britches.

While I agree that this deal was ultimately bad for consumers, weaker M&amp;A markets, in the long run, may hurt consumers equally as bad. A lot of “copycat” companies get created when they see a particular company doing well. While sheer profitability is the major factor in this, M&amp;A, and the likelihood of a liquidity event play a large role here too.Hopefully future us won’t look back at this deal as the beginning of a weak M&amp;A market

The value accrues in the form of incentivizing new products and companies to enter the market. The two options these founders (and their investors) have to capitalize on building a good company is to either go public or get acquired.Severely limiting the ability to be acquired reduces the incentives for new founders as well as investors in new companies if the only realistic path is waiting for them to go public. Especially since being acquired doesn&#x27;t require you to be in nearly as good a financial position in terms of profit as going public does.

There’s a bigger picture than just the consumer. If there is not a chance to exit then founders won’t be incentivized to create these companies and employees won’t be incentivized to join or stay at these companies. If M&amp;A markets are limited then the only option is IPO which goes through major cycles and probably can’t support the number of companies needed. Plus many companies can’t get big enough to IPO.

Which I think is overall good for the consumer, many of the companies are only merging to lessen competition, not provide any extra value to us.

Do companies like YouTube and Instagram get started and funded less frequently if the climate evolves to “it’s impossible to have large mergers approved”?It’s a bit like asking in 2009 if the secondary mortgage market is a valuable market worth having. It provides significant good (IMO) to support real estate transactions.

In the same way that animal cruelty laws is bad for the cock-fighting market. Is the &quot;M&amp;A market&quot; a valuable market worth having?

And good for users because it means Adobe can&#x27;t nickel and dime creatives by buying out competitors. Tell me you&#x27;re an MBA without saying it.

It&#x27;s sad for the bad part of the M&amp;A market that is against competition. there&#x27;s tons of good M&amp;A that will still get approved. it&#x27;s not bad that companies need to think twice and consider anti-trust before getting deals done

This is sad for the overall M&amp;A market. Companies are going to be scared to enter into these agreements because it’s just a waste of time and money when it inevitably ends up like this.

I’m just shocked that it’s been over a year since this merger was announced, I feel like it was sometime this summer, turns out it was last summer!

That’s a reasonable worry because that’s a reasonable path for the company to take, isn’t it?Try to sell to the buyer who would maximize the return to company [shareholders]; when that falls through, take whatever the next best path for them is.

Thank fucking god. I am worried though that Figma will take the cancellation fee and start the layoffs to maximize it for an eventual IPO, and then blame the merger.

In terms of pricing model Adobe is generous compared to Figma. Someone with their own creative cloud subscription can open my .psd&#x27;s. But if I want to collaborate with someone in Figma, I need to pay for their access even if they have their own paid Figma account.

Yes. Which is why I’m surprised that people seem to think this break-up will prevent Figma from turning into yet another Adobe-like SaaS with heavy upsell.

&gt; Prices will creep up, product segmentation will be introduced, pop-ups pushing expensive service add-ons will eventually appearHave you used Figma lately? All of those things have been happening for years with Figma, even before rumors about the Adobe purchase appeared.

Figma is VC-funded. Now that they’re not going to be part of Adobe, they’ll just more slowly turn into another Adobe because the investors want the exit.Prices will creep up, product segmentation will be introduced, pop-ups pushing expensive service add-ons will eventually appear. And when the revenue number is pumped enough, it goes public or is sold to private equity which has no trouble with antitrust regulators.

I still mourn the end of Freehand. Illustrator’s UI never matched Freehand.

Given how Adobe&#x27;s last purchase of a drawing program (buying Macromedia ten years after being told to wait a decade after buying Aldus and it being split off to be acquired by Macromedia and then off-shoring Freehand&#x2F;MX to India and then burying it), good.

That&#x27;s not how free trade works or not how it&#x27;s supposed to anyway.You can&#x27;t just go after a sector of your trade partner&#x27;s economy just to compensate for your home sector&#x27;s deficiencies.

It’s very easy, just don’t operate in said jurisdictions.

Only if the US wants to lose those pesky UK and EU markets.

EU and UK authorities are not quite as corrupt as the US.

And? Companies aren&#x27;t allowed to make money anymore?

Let&#x27;s forget Europe and let&#x27;s focus on the US market alone.If we do the math, we have to ask - where would those 20 billion dollars come from that were to be paid by Adobe to Figma investors? I&#x27;m sure not from Adobe&#x27;s coffers, their bean counters would place them onto subscription pricing with a time cap to recoup all that cost. For sure.I would assume that regulators aren&#x27;t unaware of that in the said markets (UK&#x2F;Europe) and are not pro investor (few hundreds) rather pro consumers (millions)

The US should start doing something about these foreign governments meddling in US business before it&#x27;s too late.EU and UK and seemingly everyone else is passing laws and setting up bureaucracies specifically to implement unfair trade restrictions and barriers against US companies and they&#x27;re basically doing it unopposed, you&#x27;d think these actions would at least trigger some tariff threats and WTO complains sadly the government is in a self destruct spiral at the moment.

I have the feeling this is only getting worse now that borrowing money is suddenly more expensive..

Great news. Adobe is already the kind of company that should be forcefully closed down for scamming people with their subscription practices.The sign up, and cancelling process of their various services are so &quot;dark design&quot; it&#x27;s criminal. I&#x27;ve had to wait in a chat window for days to have a service cancelled after signing up for something i clearly didn&#x27;t sign up for, a yearly payment instead of a monthly with no warning for a very expensive suit, and many are in the same boat almost bankrupting entire small companies.More and more places does this and they should all banned and their CEO&#x27;s put in jail because they prey on vulnerable people, steal millions and waste everyone else&#x27;s time.I&#x27;m not kidding one bit with the jail thing, lines have been crossed so much it&#x27;s getting ridiculous now, i don&#x27;t care how rich or powerful you are. This is why we need strict regulation and serious consequences for CEO&#x27;s and shareholders of straight up criminal companies.

Agree 100%. Microsoft would actually make the product a lot better and add useful AI elements to it. I just don’t trust Adobe.

That&#x27;s still a better long term outcome than selling to Adobe

It&#x27;s rumored Dylan Field (CEO of Figma) approached Microsoft [1] around the same time they were talking to Adobe but Microsoft declined to make a deal at the time (seemingly due to Microsoft&#x27;s then in-process $69billion acquisition of Activision Blizzard).[1]: <a href="https:&#x2F;&#x2F;www.cnbc.com&#x2F;2023&#x2F;01&#x2F;11&#x2F;microsoft-looked-at-figma-but-didnt-put-in-an-offer-ahead-adobe-deal.html" rel="nofollow noreferrer">https:&#x2F;&#x2F;www.cnbc.com&#x2F;2023&#x2F;01&#x2F;11&#x2F;microsoft-looked-at-figma-bu...</a>

Interesting thought - why do you say Microsoft?

As someone who enjoyed using Figma, this is an excellent news.However, I am afraid they will sell to someone else. Namely, Microsoft.

Yes and no. Everything is fine until you hit the 2gb limit. The average professional laptop has a 16gb ram. Figma is not only the vector app. If someone wants serious vector work, Illustrator and Affinity Designer provide a solution.Figma is more than this, and the complexity of the workflows requires offline support and more memory available to the app.:)

Has performance in Sketch fallen in recent years?  I know it&#x27;s not as popular any more, but years ago when I used Sketch the performance was always top notch.

It&#x27;s amazing though. The performance of Figma is better than all native vector apps out there.

I am opening a bottle of champagne as we speak.It is time to remove electron based app and invest in something that will have a proper memory management. Not only 2gb. My phone has more than this.You have cornered the market. Now deliver.

I&#x27;ve been there too, it turns out to be a battle of persistence.I just kept the chat window open for 3 hours one afternoon while working, replying every 5 minutes that no, it wasn&#x27;t acceptable, and I wouldn&#x27;t pay anything. Slowly they started reducing the amount until they got to 0.At points they got extremely aggressive, but from reading other people&#x27;s stories online, that&#x27;s just part of their training.

I tried to cancel an Adobe CC subscription the other day and they wanted to clawback $60 for a $120 yearly subscription. And their customer support wasn’t helpful at all. Needless to say, we don’t need more of this kind of behavior, especially with Figma!

Figma&#x27;s employees are probably devastated and demotivated. Their exit dollar signs just went poof. And they&#x27;ve probably been working on Adobe&#x27;s roadmap &#x2F; integration for the past 15 months.I&#x27;m not so sure Figma is in a better spot, even with this new cash in hand.

Not to mention the $1 billion termination fee Adobe now owes them.

There was only one company to which Figma was worth $20 billion and that was Adobe, because it was a long term threat.I just hope Google or Msft doesn&#x27;t get any funny idea to buy Figma.

I wonder what this does to their valuation? It&#x27;s not really my area so I don&#x27;t know, but once a company is willing to buy you at a certain price, you&#x27;re kinda &quot;worth&quot; that price right?

Figma got out better than it was before. It&#x27;s still a strong product. And Adobe abandoned XD basically giving up this market to Figma.

Why would you start a business with the end goal of selling it?

Perhaps you could aim to actually make money through your business? As in, selling a product at a profit? Taking dividends? I know it sounds wild, but that&#x27;s how it went down in the olden days.

How is this &#x27;arbitrary&#x27; (&quot;based on random choice or personal whim, rather than any reason or system&quot;)?

Is the main goal for every entrepreneur to be acquired? Also, there is nothing “arbitrary “ about antitrust laws.

What I find most sad about entrepreneurship is that almost all the successful founders appear to have been &#x27;chosen&#x27; by a famous VC or investor. It&#x27;s almost like what you do doesn&#x27;t really matter. I&#x27;ve seen some &#x27;chosen entrepreneurs&#x27; keep failing and they keep getting second, third, fourth chances and eventually succeed. Being chosen seems to be the most important element for success. But how to become chosen? It seems so random, in a world of 8 billion people, you need to be hand-picked by one of maybe 100 people... And the criteria is weird; basically they need to like you and for that to happen, you basically need to remind them of a young version of themselves... Which is not something you can control.If you&#x27;re very different, none of the famous investors will like you (that&#x27;s assuming they even learn about your existence) and your chances in this industry will be very bad.

Ummm. This seems like a huge overreaction. Do you think the founder of Figma -- which is still worth $B&#x27;s, making him obscenely wealthy &#x27;on paper&#x27; (but &#x27;on paper&#x27; in a way that most wealth is counted) -- plus, he likely sold enough via secondaries during the later rounds to be set for life -- is bemoaning his career path?Furthermore, there&#x27;s something like 20k M&amp;A deals &#x2F; yr completed in North America alone, the majority that are still life-changing wealth creation events for the founders.So don&#x27;t despair - 1 problematic anti-competitive M&amp;A deal blocked by the government does not signal the end of entrepreneurship in the US.

Maybe you&#x27;re an aspiring entrepreneur for the wrong reason, then.Start a business to solve a problem.If you really build something users like, with a decent market, you will do fine (as will&#x2F;have the founders of Figma).If you hope to use getting &quot;acquihired&quot; to get rich even if you fail, then sorry, the world doesn&#x27;t need more founders like you.

I am currently working for a company with a few thousands employees around the world.The founder is still the CEO owning a majority of shares and his second and third in command (or their families) hold most of the remaining shares. He&#x27;s getting close to retirement and probably will do so in a few years passing the torch on to his children.AFAIK he came from a very upper middle class background but not real wealth and kept the company alive by being profitable (not Tech margins though). That seems to be a quite sustainable business model that made him, his cofounders wealthy enough to not worry about money even we&#x27;d close tomorrow.Nothing wrong with that and certainly something an aspiring entrepreneur could aim for. It&#x27;s more difficult though and you need to run a tight ship at times and actually think longterm and how to sustain your business.

There seems to be some misconceptions here. This wasn’t arbitrary. Most acquisitions are not blocked. The US government can block a lot of things for companies, but is generally speaking pro-business. That said there’s a longish history of regulating monopolies, in order to benefit consumers and the economy, so no evidence of a new trend wrt Europe based on this case. (Consider whether that history may be part of why the US had a lead in tech entrepreneurship in the first place.)

This really makes me sad as an aspiring entrepreneur.What would be the use of starting a business if the government can arbitrarily block it from being acquired?I understand this happening in Europe but not America.I think America is going to lag behind in tech entrepreneurship just like Europe and I wonder what the next potential tech entrepreneurship hub will be.

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&#x2F;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&#x27;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&#x27;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.

What are you replying to?edit: Got it. I just woke up when I asked.

I think this is my favorite comment of the year. We&#x27;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 &quot;holding the bag&quot;).As you point out, if Figma can build a growing, profitable business, there is no reason they can&#x27;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&#x27;s usually just a method of &quot;exit&quot; to let retail investors take the lion&#x27;s share of the risk - one only need to look at 95%+ of the past few years&#x27; SPAC deals to see how much of a &quot;pump and dump&quot; the market has become.

It doesn&#x27;t make anyone rich quickly.

Well, if you&#x27;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.

Sanity prevails, at least in some HN comments; this is why I come to HN :)

It’s hard work!Much easier to give things away for free and sell the company.

Careful now, you&#x27;ll give someone an aneurism with talk like that, dontchaknow?On a serious note, it&#x27;s depressing how much a comment like this stands out from the crowd.

Unfortunately taking investment means you are accountable to their interests, not just your own. This includes the employees whose investment was opportunity cost.

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.

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&#x27;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.

Nothing.Unless you are VC-funded. Because VCs expect+need an exit for their LPs.

Yes, thank you…I could even prune that down some more. What&#x27;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&#x27;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&#x27;re pursuing some kind of idea that is not itself &#x27;money&#x27;.Why not that? Why not, directly, a thing that isn&#x27;t money? I&#x27;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?

What&#x27;s wrong with selling goods and services for more than they cost?

why not go public? That would also probably be in the public interest.

1 &amp; 3 would be horrible as well.. I think they would ruin it properly.Indeed, Adobe&#x27;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&#x27;s a crazy price today.

Maybe Canva would buy them? Or merge I guess

I doubt we&#x27;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 acquisition2. IPO3. Salesforce acquisitionThe above are also in descending order of valuation. Adobe&#x27;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&#x27;s typical MO... the opportunity they have now is the old &quot;commoditize your complements.&quot; Specifically, to become the biggest corporate sponsor of Penpot.I generally doubt they will, as it&#x27;s not really in Adobe&#x27;s DNA, but they could, and it would be quite an interesting turn of events.

Figma&#x27;s press release doesn&#x27;t mention it, but they&#x27;ve now got an extra $1bn from the merger termination fee to bank, so presumably they could reinvest that into the company and stakeholders.

Is there any reason why you think that the billion dollars will &quot;trickle down&quot; to the people who would have enjoyed the benefits of the merger?Sure, your hypothetical payout sounds good, especially assuming they don&#x27;t have to give up anything, but it&#x27;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&#x27;t the home run that the investors were looking for, but maybe in today&#x27;s environment may be the best they can hope for. That said, they may not want to set that precedent.

I didn&#x27;t realize they had a breakup fee. That&#x27;s is kinda nice.

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&#x27;s without needing to give up ownership. Is that not a good &#x27;exit&#x27;?

If it&#x27;s not Adobe, won&#x27;t it be someone else? It seems ike it&#x27;s just a matter of time. I&#x27;d think of Figma was looking to stick it out as it&#x27;s own company for the long-term they wouldn&#x27;t have entertained Adobe&#x27;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.

For what it&#x27;s worth, it&#x27;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&#x27;s going to do me some kind of harm for no benefit.Someone got paid for something, and that&#x27;s the only purpose that was accomplished, and that someone wasn&#x27;t (and never will be) me.

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 &#x27;enshittification&#x27; of everything?I&#x27;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.

I agree, this is a big win for Figma customers as they aren&#x27;t hampered by “even bigger” corporate politics and can be more nimble. I&#x27;m not so sure about stockholders at the companies, though. Furthermore, I&#x27;m sure they would have liked the boost. I don&#x27;t care much about their stockholders though, they certainly don&#x27;t care about me as a user :) .

Figma will now have $1B of break-up fees. They could distribute part of that cash to stakeholders and employees without diluting the shares.

That is wild. It&#x27;s a good thing as it means Adobe won&#x27;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&#x27;t buy them, what other exit options do they have? Go public?

You are right its not like Facbook&#x2F;Giphy, it&#x27;s worse and we aren&#x27;t talking about a single deal being pulled but multiple.It&#x27;s not clearly anti-competitive in fact if anything in the B2B space M&amp;A done by bigger companies is where products go to die and opens up for a whole new set of competitors.

You&#x27;re surely entitled to your opinion. It doesn&#x27;t mean you&#x27;re right.I tend to agree the CMA is pushing some esoteric arguments in their rulings, but I don&#x27;t thinks deal is at all like Facebook &#x2F; Giphy.&quot;A healthy M&amp;A culture&quot; isn&#x27;t undone by a single deal being pulled, especially when that deal is clearly an anti-competitive one.Also if anything, Adobe overpaid for Figma given it was one of the last deals before Tech stocks properly melted, so even Adobe shareholders can be happy with this outcome

You don&#x27;t measure this on the size of the company but on market share. By that definition of course it should be allowed. There are many powerful competitors in this space Canva being just one of them.

There is no way a company Adobe&#x27;s size should ever be allowed to grow by acquisition. At a certain point that route needs to be cut off forever.

I see a lot of people in the thread thinking this is a good thing, it&#x27;s not.First of all the reason for the UK not allowing the merger is completely absurd and based on a false premise which is most likely based on not understanding the field they are regulating.Regulation based on speculation about the future means that regulators can simply just make up reasons. Thats akin to when kings could just make up reason for their ruling. We were supposed to move away from that so that rule of law was the base.Second, the fact that the UK can kill a deal like this is wildly problematic and unfortunately not the first time. They did the same with Facebook and Giphy where it made no sense either. It&#x27;s immature and they obviously aren&#x27;t understanding the field they regulate. Talk about undermining the growth of society.Lastly I see a lot of people saying exits is not a good thing and shouldn&#x27;t be the purpose. But the fact is that a healthy M&amp;A culture is good for startups as that will encourage investors. Once you start killing the ability for exits by introducing such unquantifiable into the settings you are making investors more nervous of spending their money and much more risk averse.Sad.

How hard is it for Adobe to offer a competing product? It&#x27;s not like the new features are deal breakers.

They were being investigated in the UK, the EU and the US.It seemed very unlikely (to me, at least) that all three would approve.That being said, if valuations hadn&#x27;t changed so much then maybe they&#x27;d have stuck it out.

I dunno, seems like there are massive risks to Figma as a business at this point with the developments in generative AI. I&#x27;m not that confident spending $17bn is justified if its going to take 10-20 years to make it back. Some generative AI startup could easily leapfrog figma.And Adobe already has its own massive trove of copyright images that it can use for much better generative AI.I think the last year has put adobe in a much stronger position and figma in a much worse position.

Nah, I think this is truly a case of regulatory agencies shutting the deal down. Adobe knows Figma is best-in-class in their category, and even in the current market downturn, $20b still feels like a good bet to own the winner in and up and coming category for the next 5-10 years

you are right also with genAI trend adobe is drinking the kool-aid like everyone else and most likely all investment will go to that. to be fair they are the best company to ride this wave and the new photoshop features already proves that

Curious why you are referring to the termination fee as an investment, does Adobe get anything back in return for it?Along those lines, maybe that would have been a better course of action in the first place, give Figma some money as an investor and own a piece of the upside as Figma grows, would probably have faced little or no regulatory resistance

There are multiple factors that could sour this deal from a financial standpoint. ARR multiples have been falling, interest rates have risen, and Adobe&#x27;s performance has been quite strong without Figma.Meanwhile, from what I&#x27;ve observed, Figma is approaching 100% market penetration among designers, so they will need to look beyond their core to sell things like Figjam to &quot;normal&quot; people. With full access to financials, Adobe may have seen the growth curve tapering off much sooner than expected. Just a hunch.

&gt; Adobe makes $17B a year in revenue, they would need some pretty strong growth out of Figma to justify the price tag especially after valuations came down.That&#x27;s not it works.1. Adobe is at $19B in revenue2. Adobe&#x27;s market cap is $272B and just shy of its ATH.3. Acquisitions, especially at this level, are usually paid with debt and equity, not just cash.4. The proposed acquisition smells of both one for value (e.g. we buy you and we add $20B to our market cap...ok thats not exactly how it works, but that&#x27;s the general ide) and one for defense (protect our existing market cap).5. You have no idea what Figma&#x27;s revenue and growth rates our (speculation says $400M rev). If you borrow at 10% interest to acquire the biz and the company is growing their profit annually at 20%, then Adobe can still net out in the long run. (again, not that simple, but illustrative is the point)Could Adobe have overpaid given the timing? Absolutely.Could Adobe have realized this and when it came time to go through anti-trust they just threw the b-team lawyers at it? Totally plausible.&gt; And if it was regulatory, then shouldn&#x27;t those agencies come out and say &quot;We blocked this, no go.&quot;Not necessarily. Behind closed doors, they might have said &quot;during our reviews with regulators we&#x27;ve been advised that the fight with regulators would be too risky and costly if we didn&#x27;t succeed&quot;

I mean, the Fed is a kind of regulatory agency, so it&#x27;s not a total lie :)

&gt; Sure Adobe has the market cornered but it doesn&#x27;t seem like this is where the agencies would suddenly choose to care so much. And if it was regulatory, then shouldn&#x27;t those agencies come out and say &quot;We blocked this, no go.&quot;Both the EU and UK had already provisionally found that the deal was a problem, and the DoJ was expected to file suit. The companies had a meeting with the DoJ last Thursday [0]. They previously met with the EU on the 8th, and had a deadline to submit a settlement offer to them (not sure what that means) on the 21st.Maybe all of those meetings were actually going better than they&#x27;re trying to make it sound, but the regulators certainly appear to have been paying very close attention to this one, and the timing of the deal cancellation is about right for it to be due to regulatory pressure.[0] <a href="https:&#x2F;&#x2F;www.politico.com&#x2F;news&#x2F;2023&#x2F;12&#x2F;15&#x2F;adobe-figma-meet-with-doj-antitrust-leadership-in-bid-to-save-deal-00132133" rel="nofollow noreferrer">https:&#x2F;&#x2F;www.politico.com&#x2F;news&#x2F;2023&#x2F;12&#x2F;15&#x2F;adobe-figma-meet-wi...</a>

It&#x27;s not completely implausible what you&#x27;re getting at is right, even if your numbers don&#x27;t quite make sense.Consider also the fact - news of this merger was almost universally received poorly by Figma users. The internet was awash with &quot;open source equivalents&quot; - &quot;You don&#x27;t need Figma&quot; articles, etc.

What would you want Figma to do that Adobe cannot do itself?In the end 3 probes is way too much legal tape for even Adobe to step into hence the abandoned deal being cheaper in the long run than fighting to acquire Figma.

I could believe this but if so why wouldn’t Figma fight to get the deal through? $20B is a lot to leave on the table, assuming they’d already emotionally accepted to lose control of the company? Why settle for the $1B “fuck off” consolation?

Where are you getting those numbers from? The valuations of small acquisitions are closely held information; afaik there is no place to just look this stuff up.

This sounds on point.In the small startup M&amp;A market, maybe 50% of deals are falling through? Of the 50% that don&#x27;t fall through, the vast majority are closing only after being renegotiated in the last hour, e.g. buyers promising to pay $x, but in the last hour the buyer changes their offer to $x&#x2F;2.(These are deals with zero regulatory review)Most common issues is buyers backing out because they couldn&#x27;t secure the debt to finance the deal like they expected they could, multiples decreasing in the market, investor sentiment shifting away from riskier tech ventures, etc.If those trends in small company M&amp;A also apply to large company M&amp;A, the parent&#x27;s hypothesis is very valid.

Anyone else think this has nothing to do with the regulatory agencies but instead the market has dramatically shifted in the past 15 months in terms of valuations and this is a nice cover to cancel the deal?Figma still gets $1B &quot;investment&quot; without giving up any equity or control and Adobe gets to walk away from a massive $20B fee.Adobe makes $17B a year in revenue, they would need some pretty strong growth out of Figma to justify the price tag especially after valuations came down.But it is nice to &quot;blame&quot; the regulatory agencies for the breakup so that both companies save face.Also just seems unlikely that it was regulatory. Sure Adobe has the market cornered but it doesn&#x27;t seem like this is where the agencies would suddenly choose to care so much. And if it was regulatory, then shouldn&#x27;t those agencies come out and say &quot;We blocked this, no go.&quot;

Figma and Adobe abandon proposed merger