Programmer's Paradise, Inc. To Acquire Programmer's Supershop And Related Businesses From Software Developer's Company, Inc

Business Wire, May 16, 1996

SHREWSBURY, N.J.--(BUSINESS WIRE)--May 16, 1996--PROGRAMMER'S PARADISE(TM), INC. (NASDAQ/NMS: PROG), a leading international direct marketer, distributor and publisher of products for the PC software development community, announced today that it has reached a definitive agreement to acquire the catalog and related businesses of The Programmer's SuperShop(TM) from the Software Developer's Company, Inc. (NASDAQ: SDEV; BSE: SDC) of Pembroke, Massachusetts.

The agreement was announced by Roger Paradis, President and CEO of Programmer's Paradise, who said the $11 million cash transaction involves acquisition of certain assets and liabilities of The Programmer's SuperShop Catalog and businesses. He said that in addition to The Programmer's SuperShop Catalog and businesses, Programmer's Paradise will receive net assets of approximately $1.5 million in software inventory and receivables.

Software Developer's Company markets and distributes PC software, targeting a well-defined market of technical and professional PC users, software developers, engineers and scientists, through its Programmer's SuperShop computer catalog business. According to Mr. Paradis, the fourth quarter calendar '95 revenue run rate for the Programmer's SuperShop portion of Software Developer's Company, Inc.'s revenue was approximately $50 million. Software Developer's Company, Inc. will be exiting the catalog business.

Following the approval of this transaction, both catalog operations will be located at Programmer's Paradise headquarters in New Jersey. The consolidation will offer the resulting catalog operation considerable operating benefits going forward, including a favorable cost and run rate and overhead structure. The international functions of SDC's subsidiary in Germany would be merged with Programmer's growing international activities. Today's move continues the growth of Programmer's Paradise through increased sales and by acquisition of leading direct marketers and direct marketing vehicles worldwide.

Mr. Paradis continued, "Since the mid-1980's, Programmer's Paradise and Software Developer's Company, Inc. have shared recognition as leading suppliers of technical products to commercial and corporate software developers around the globe. Now, through this acquisition, Programmer's Paradise is poised to continue the mission, previously shared by both companies, as the 'worldwide resource of choice for technical software for PCs' for the professional software developer."

"The acquisition enhances our ability to use the Internet along with traditional specialized catalogs to serve the growing worldwide software development industry. Programmer's Paradise employs a wide range of new and existing channels to serve vendors and their developer customers, and is at the leading edge in pioneering software distribution on the Internet with our innovative Dan Bricklin's(R) TimeLOCK(TM) product which we introduced earlier this year."

"The success of our Corporate Developer Catalog(R), published since 1994 and targeted at corporate customers and institutions including major blue-chip technology firms, led to interest in bringing The Programmer's SuperShop Catalog under the same corporate umbrella," said Mr. Paradis. The catalogs would be combined, with the first issue scheduled for late summer. The Company's flagship marketing vehicle, The Programmer's Paradise Catalog(R), featuring the well known man on the island under a palm tree front cover, will continue to be targeted to independent software developers and programmers.

"We view the independent developer and corporate developer as unique customer constituencies that require different product suites and different breadths of offerings, service and support. Accordingly, in the future, The Programmer's Paradise Catalog for independent developers and The Programmer's SuperShop Catalog for corporate developers, will continue to be marketed separately to this respective set of disparate customers as well as to our software industry vendor partners. Vendors, and advertisers in our catalogs, will gain from economies of scale and a greater distribution of catalogs to target customer lists, while developer customers will benefit by having an even wider range of products available," concluded Mr. Paradis.

Programmer's Paradise is also expanding its sales reach to the professional programmer and developer through its newly developed Web site, http://www.pparadise.com and through the formation of Internet specific catalog operations.

Certain of the statements made in this release are forward-looking. There can be no assurance that actual results will not differ materially from the Company's expectations. Factors which could cause actual results to differ from expectations include risks and uncertainties associated with the following: the effect of publicity (including this announcement) on the demand for the Company's products; general economic conditions; continued competitive pressures, and the Company's ability to develop new products and catalogs cost-effectively and on a timely basis; and others risks detailed in the Company's filings with the Securities and Exchange Commission.