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Zoom Telephonics To Purchase Tribe Computer Works
Launches Zoom Into Remote Access Systems Market

Boston, MA, June 17, 1996 - Zoom Telephonics (NASDAQ: ZOOM), a high-volume manufacturer of faxmodems and other personal computer communications products, today announced that it has entered into an agreement to purchase substantially all of the assets and to assume limited liabilities of Tribe Computer Works, Incorporated, a privately held California corporation.

Founded in 1990, Tribe Computer designs, produces, and markets remote access systems and routers for branch office environments. The company initially developed switching hub products including the TribeStar™, and in 1995 began shipping its line of eight-port and two-port TribeLink™ remote access products. These products generated most of Tribe's approximately $4 million in revenues in 1995. Tribe's products have been well-reviewed, and are noted for their ease of installation, superior price/performance, and intuitive Internet-based management software - WebManage™.

"This purchase is a great strategic fit for Zoom Telephonics," said Frank Manning, Zoom's President. "It accelerates us into the remote access systems market, which grew approximately 120% last year. We plan to couple Tribe's remote access and router technology with our modem and ISDN capabilities to create powerful, easy-to-use products that link local area networks to the Internet and to remote users. Remote access products fit well into our Zoom Business Products line, which also includes the Zoom/MultiLine Faxmodem products and advanced single-line faxmodems targeted to the Value Added Reseller market. In the future we also expect to move remote access products in high-volume through the retail channel, where Zoom already has significant brand equity and shelf space."

"This was more than a technology acquisition," said Manning. "We're also very impressed with the Tribe team, and we can leverage their talents with Zoom's financial, engineering, marketing, sales, and production strengths."

"We have looked carefully at a number of options for entering the remote access market, including in-house development, OEM purchases, and other acquisitions," said Eugene Chang, Zoom's Vice President of Strategic Business Development, "and we are excited about the potential of Tribe's hardware and software technology."

The transaction will be accounted for using the purchase method and is scheduled to close later this month. Zoom will issue shares of its common stock to Tribe in exchange for the purchased assets. The exact number of shares to be issued will be based upon the purchase price to be paid to Tribe and the closing price of Zoom's common stock on the day prior to the closing of the transaction. The purchase price is subject to adjustment based upon the value of purchased inventory and equipment on the date of closing. A registration statement covering the purchase shares has been filed with the Securities and Exchange Commission.

Zoom expects the cost of the acquisition and related expenses to reduce net income less than 10% during the second half of 1996. "Considering our prospects for growth in the remote access systems market, this investment should yield a substantial return in 1997 and beyond," said Manning.

Zoom Telephonics designs, produces, and markets products that link people and their personal computers through the world's largest network, the international telephone network, and connected networks including the Internet and corporate local area networks.

The Zoom Internet Web Site is www.zoomtel.com

The Tribe Web Site is www.tribe.com

This press release contains certain forward-looking statements, including without limitation statements relating to the effect of the acquisition on Zoom's business, prospects, and results of operations. These forward-looking statements involve risks and uncertainties, including that Zoom will not be able to successfully integrate and exploit Tribe's business and technology, that the costs and expenses relating to the acquisition will not be higher than anticipated by Zoom, and other risks and uncertainties indicated from time to time in Zoom's filings with the Securities and Exchange Commission.

 

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