S.I.N.C.L.A.R.E. Group Inc. declares stock dividend; S.I.N.C.L.A.R.E. transfers ownership of Internet News Network to Cyberlinx Corp.; S.I.N.C.L.A.R.E. transfers exclusive license to hot new Internet computer game to Cyberlinx Corp

Business Wire, June 6, 1996

SWANTON, Vt.--(BUSINESS WIRE)--June 6, 1996--The S.I.N.C.L.A.R.E. Group Inc. (OTC:SNCG) declared a stock dividend today.

The ex-dividend date is set for June 26, 1996, with the payable date of July 29, 1996. Sinclare's Cyberlinx Corp.. will be spun-off as a separate operating public company and Sinclare shareholders of record as of June 26, 1996, will receive one share of Cyberlinx stock for each share held in Sinclare. The transaction has been structured as a tax-free exchange. The intent of the Cyberlinx spin-off is to establish an independent company and public market in the Cyberlinx shares after the payable date of July 29, 1996. Sinclare's Internet Website is www.sncg.com.

Cyberlinx Corp., a wholly owned subsidiary of Sinclare, was formed to consolidate various non-financial service and processing activities. Cyberlinx subsequently acquired Trackers'(TM) Sports Network Inc. for costs valued at $550,000. Additionally, Cyberlinx sold a 30 percent interest in Trackers' for $500,000. The proceeds and the funds advanced by Sinclare have been allocated to complete development and produce and the commercial product to be known as Win-Line(TM). Trackers' designs, develops, markets and supports specialized software products that provide computerized handicapping information for thoroughbred racing fans at race tracks, off-track betting facilities, casino sport books and other selected outlets. Cyberlinx proposes direct sales of Trackers' handicapping information to downloading services such as AT&T Worldnet, Microsoft, MCI, Compuserve, AOL, ESPN Sportszone and the World Wide Web Internet through Sinclare's other on-line services.

The potential Internet market alone is projected at 6 million users and the Trackers' system is strategically positioned to solicit the entire market. Based on preliminary estimates, Cyberlinx should attract 1 million responses per week through its new Internet service. The services will commence on Sept. 1, 1996, and be offered at the initial rate of $5 per month. Beta testing is scheduled for the second week of July and will be offered to 100,000 select users on a discount basis to evaluate new protocols. Potential users will be able to review Cyberlinx's new thoroughbred handicapping system on a trial basis during the month of July 1996.

Future products will include quarter horse racing, harness racing and dog racing to further expand Trackers' Internet service.

Effective May 31, 1996, Sinclare transferred ownership of Internet News Network to Cyberlinx Corp. INN supplies technical support to create an Internet connectivity service outside of Canada and the United States.

The arrangement provides customers with one source of consistent, intercontinental Internet service. INN will attempt to address the strategic international Internet needs to allow for the FlexQuote(TM) and Win-Line systems to be fully integrated from a single provider. The INN also compliments Sinclare's and Cyberlinx's existing programs and allows for world-class, end-to-end, managed telecommunications networks, providing global solutions for their clients to broadcast data on the worldwide web and to interact with external databases or to create new personalized protocols. INN's proprietary wireless communications systems allow users a direct mobile and wireless access to the Internet signals.

Based on preliminary projections, Cyberlinx should be profitable within three months from formal introduction of its Win-Line service. The company's first fiscal year will commence July 1, 1996, and all four business segments should be fully integrated by Sept. 30, 1996.

By Cyberlinx receiving the INN properties, it will be a significant earnings performer especially with its proprietary middleware architecture.

Middleware allows businesses functionality by being able to share and re-use different front-end systems and to off-load the requirements for network processing. INN will perform with Web servers to execute real-time transactions with any mainframe at minimal custom cost.

This facility will allow Cyberlinx to "jump-start" its Trackers' Sports Network and the Win-Line system. Because of INN's planned leadership position, rapid growth of its computerized thoroughbred handicapping service is likely.

Projected revenue for the fiscal period ending June 30, 1997, should exceed $12 million and profits are anticipated at 19 percent of gross sales. Cyberlinx intends to use the surplus cash flow to enhance INN's middleware activities to incorporate various databases and maintain them on a single platform. All data acquisition can be considered without reservation because of INN's exclusive architecture.

Additionally, INN will supply the technology for high-speed backbone access and make it available to the Sinclare family of companies. Faster response time by direct dial-up voice and data transmission through high-speed cable modems and wireless access to the Internet will enhance product marketability. With the wireless access system, INN will be able to supply live correspondence to the Internet signal and be available for Sinclare's FlexQuote system and Cyberlinx's Trackers' Sports Network under Win-Line.