SportsClick Inc.
TSX VENTURE : SCV

SportsClick Inc.

April 28, 2009 15:34 ET

SportsClick Inc. and Green Swan Capital Corp. Announce the Acquisition of Green Swan

HALIFAX, NOVA SCOTIA--(Marketwire - April 28, 2009) - SPORTSCLICK INC. (TSX VENTURE:SCV), ("SportsClick" or the "Company") listed on the TSX Venture Exchange Inc. (the "TSXV") under the trading symbol "SCV" is pleased to announce that it has entered into a Letter of Intent ("LOI") to purchase all of the issued and outstanding shares ("Green Swan Shares") of GREEN SWAN CAPITAL CORP. ("Green Swan") listed on the TSXV as a capital pool company ("CPC") under the trading symbol GSW.P (the "Proposed Transaction"). The Proposed Transaction is an arm's length transaction and is subject to the policies of the TSXV. It is expected that when the Proposed Transaction is completed, it will constitute Green Swan's Qualifying Transaction as a CPC.

About the Acquisition

SportsClick and Green Swan have agreed to the terms of an LOI whereby SportsClick will acquire Green Swan by way of a share exchange where all of the issued and outstanding Green Swan Shares will be acquired from the holders thereof (the "Green Swan Shareholders") by SportsClick in exchange for the issuance of common shares in the capital of SportsClick (each a "SportsClick Common Share"), on a one point five (1.5) Green Swan Shares for each one (1) SportsClick Common Share basis, the result being that each Green Swan Shareholder will become a shareholder of SportsClick or the "Resulting Issuer" as such term is defined by TSXV policy 2.4 (the "Proposed QT"). In addition, subject to the policies of the TSXV, all options and warrants of Green Swan (each a "Green Swan Convertible Security") will be exchanged for options or warrants in the Resulting Issuer (each a "Resulting Issuer Convertible Security") on a one (1) Green Swan Convertible Security for each one (1) Resulting Issuer Convertible Security basis, each Resulting Issuer Convertible Security shall be exercisable for one common share of the Resulting Issuer (each a "Resulting Issuer Convertible Security Common Share") at an exercise price of $0.18 per Resulting Issuer Convertible Security Common Share at any time before the date that is 18 months from the Closing Date, as hereinafter defined. The Proposed QT will occur as soon as is reasonably practical after receipt of all necessary securityholder, court, regulatory and other third party approvals for the Proposed QT, but in any event not later than 18th day of August, 2009 (the "Closing Date").

It is contemplated that the Board of Directors of the Resulting Issuer will consist of six members, including five of the present members of the SportsClick Board of Directors along with one nominee from Green Swan. In addition, the management and officers of the Resulting Issuer will be the same as the current officers and management of SportsClick.

The Proposed QT is an arms length transaction as none of the directors or officers of Green Swan have any interest whatsoever in SportsClick and visa versa.

Completion of the Proposed QT is subject to a number of conditions in favor of Green Swan and SportsClick, respectively, including the execution and delivery of a formal agreement, board approval of such formal agreement, completion of satisfactory due diligence inquiries, receipt of all necessary regulatory approvals (including the consent of the TSXV), receipt of third party approvals, approval of the shareholders of Green Swan.

It is contemplated that, subject to TSXV approval in accordance with TSXV Policy 2.4, Green Swan shall make a refundable deposit to SportsClick in the gross amount of $250,000.

Information About SportsClick Inc.

SportsClick is a leading wholesaler of licensed, authentic sports merchandise and apparel across Canada. Its distribution network includes both independent and leading retailers including Ultramar and Petro-Canada convenience Stores, Husky Markets, Loblaws, London Drugs and Calgary Co-Op stores. The company is committed to expansion through strategic acquisitions of leading businesses in the specialty apparel and promotional merchandising sectors. Copies of SportsClick's documents may be obtained electronically from the SEDAR system at www.sedar.com or on the SportsClick's website www.sportsclick.ca.

SportsClick is listed on the TSX Venture Exchange under the symbol "SCV".

Information Green Swan Capital Corp.

Green Swan is a capital pool company which was listed on the TSXV on October 7 2008, following the completion of its initial public offering of $400,000, including $104,000 raised from founders, Benoit Robitaille (Chief Executive Officer and Director), Chris Skaarup (Director), Morgan Cowl (Director), Dan Hilton (Chief Financial Officer and Director), Sean Caulfeild (Corporate Secretary and Director) and Stephan May (Director). Copies of Green Swan's documents may be obtained electronically from the SEDAR system at www.sedar.com.

Green Swan is listed on the TSX Venture Exchange under the symbol "GSW.P".

This news release does not constitute an offer to sell or the solicitation of an offer to buy the securities, or a solicitation of proxies, in any jurisdiction, including but not limited to, the United States. The SportsClick shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold in the United States except in certain transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws.

Except for the historical and present factual information contained herein, the matters set forth in this news release, including words such as "expects", "projects", "plans", "anticipates" and similar expressions, are forward-looking information that represents management of SportsClick's and/or Green Swan's internal projections, expectations or beliefs concerning, among other things, future operating results and various components thereof or the economic performance of SportsClick and/or Green Swan. The projections, estimates and beliefs contained in such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause SportsClick's and/or Green Swan's actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, those described in SportsClick's and/or Green Swan's filings with the Canadian securities authorities. Accordingly, holders of SportsClick shares and/or Green Swan shares and potential investors are cautioned that events or circumstances could cause results to differ materially from those predicted. SportsClick and Green Swan disclaim any responsibility to update these forward-looking statements.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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