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XL TechGroup, Inc. (XLT)

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Friday 09 May, 2008

XL TechGroup, Inc.

IP Assignment

XL TechGroup, Inc.
09 May 2008


Press Release                                                         9 May 2008

                               XL TechGroup, Inc.
                       ('XL TechGroup' or 'the Company')


              AgCert assigns patents and other IP to XL TechGroup


XL TechGroup (AIM: XLT), the creator of companies that solve identified, global
unmet market needs, advises that AgCert International plc ('AgCert') has
assigned all of its patents and patent applications, together with certain other
Intellectual Property ('IP'), to XL TechGroup.

AgCert has been the subject of an examinership process in Ireland.  This
followed months of negotiations between AgCert and its creditors and customers,
which ultimately proved unsuccessful in terms of achieving unanimous creditor
agreement.  XL TechGroup, in an attempt to preserve value for shareholders,
became directly involved in those negotiations during the latter stages,
resulting in the cash payment and loan note agreements that were announced on 21
February 2008.  As consideration for reaching these agreements, which resulted
in AgCert having only one secured creditor, and thereby enhancing the
possibility of avoiding examinership, AgCert agreed to assign certain IP to XL
TechGroup.  This agreement has been reviewed by the Irish Examiner.

The IP assigned to XL TechGroup consists of all of AgCert's patents and patent
applications, as well as the EnviroCert trademarks, software and data management
system.  The latter facilitates the creation and delivery of quantified,
verified, and registered emission reduction credits.  Under the terms of the
assignment agreement, AgCert has the right to buy back all of the assigned IP
for a total of approximately US$7.9 million plus interest and costs by 4 January
2009.  If this were to happen, the payment to XL TechGroup would at least match
the difference between the loan note of US$17.8 million with Laurus and the
US$9.9 million cash payment received from an AgCert creditor under the deals
announced on 21 February 2008.  XL TechGroup's previously announced
participation right with the secured AgCert creditor becomes void as part of the
IP assignment agreement.

Dr. John Scott, CEO of XL TechGroup, said: 'This assignment agreement gives us
the most important AgCert IP or, if the buy-back option is exercised, we would
receive an amount of cash equivalent to the value of the participation right
that the assignment effectively replaces.  With reference to AgCert, we
understand that the Irish Examiner is submitting his proposals to the High Court
in Dublin shortly and we would expect to comment further after the full
examinership process is completed.'


                                    - Ends -



For further information:
 XL TechGroup
 Dr. John Scott / Harold Gubnitsky                          Tel: +1 321 409 7403
 [email protected]
 Chris Munden, Director of Investor Relations          Tel: +44 (0) 20 7398 7720
 [email protected]                                            www.xltechgroup.com

 Nomura Code Securities
 Richard Potts, Corporate Finance                      Tel: +44 (0) 20 7776 1200
 Giles Balleny                                                www.nomuracode.com

 XL TechGroup media enquiries:
 Abchurch Communications
 Heather Salmond                                       Tel: +44 (0) 20 7398 7704
 [email protected]
 Gareth Mead                                           Tel: +44 (0) 20 7398 7710
 [email protected]                           www.abchurch-group.com


NOTES TO EDITORS


About XL TechGroup, Inc. (www.xltechgroup.com)

XL TechGroup is in the business of significant value creation.  Working with
major international corporate and technology partners, XL TechGroup first
identifies global unmet market needs and then targets and exploits these by the
systematic creation of successful, disruptive technology businesses.  These new
companies are built from scratch, and are then managed, developed and funded by
XL TechGroup through to the point of a trade sale or a stock market listing.

XL TechGroup's unique, proven methodology selects the best opportunities in
order to create one-to-two new companies annually, where it is anticipated that
each company could achieve a realisable valuation of at least US$400 million
within four years from its creation.  It is XL TechGroup's aim to deliver
significant shareholder distributions at the final exit from each company or
from other liquidity events.

XL TechGroup's companies to date are:

•         PetroAlgae LLC (www.petroalgae.com)
•         TyraTech, Inc. (AIM: TYR, www.tyratech.com)
•         DxTech LLC (www.dxtech.com)
•         QuoNova LLC (www.quonova.com)
•         AgCert International plc (www.agcert.com)

XL TechGroup has also established GenXL LLC (www.gnxl.com) as a joint venture to
capture the value of those prospects that do not fully meet XL TechGroup's
company selection criteria but still demonstrate considerable potential worth.
Over and above XL TechGroup's core business model, GenXL reviews a flow of
opportunities from both its parent companies in order to generate new companies,
standalone product lines and technology licensing opportunities or an
appropriate mix of these.



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