Establishment of depository interest facility to enable holding and settlement in CREST
19 July 2006
XL TechGroup (AIM: XLT), the systematic architect and builder of an ongoing stream of high value new companies, announces that it has established, in conjunction with Computershare Investor Services PLC acting as depository (“Depository”), a depository interest arrangement to facilitate the holding of interests, and settlement of trades, in its common stock (USU984051008) in CREST, the UK's electronic settlement system. The distribution and compliance period under Regulations S of the US Securities Act expired with respect to the Company's common stock on October 12, 2005.
As the shares in the Company's common stock are foreign securities, the shares cannot be admitted to CREST directly; instead, CREST members may, if they wish, transfer their shares to the Depository (see below) in exchange for the Depository issuing to them an equivalent number of (paperless) depository interests (“DIs”) in CREST, each of which represent a share of common stock in the Company. The terms of issue of the DIs are set out in a declaration of trust executed by the Depository which is referred to as the “Deed Poll”. Copies of the Deed Poll are available from the Depository.
Existing CREST members who wish to exchange their share certificates for DIs in CREST should refer to the CREST operational bulletin issued on 12 June 2006 for details as to how to effect this exchange. Shareholders who are not CREST members or who will not have access to CREST functionality but would like to hold DIs in CREST should contact either CREST or Computershare for further information.
For further information:
Computershare Investor Services
Tel: +44 (0) 870 707 1478
XL Tech Group media enquiries:
heather.salmond@abchurch-group.com
www.abchurch-group.com
Notes to Editors
About XL TechGroup
XL TechGroup identifies unmet market needs in the Biotech, Ecotech and Medtech sectors and then systematically creates and develops successful disruptive technology businesses to exploit these needs. The Company has developed a unique proven method to rapidly bring companies from inception to liquidity, matching unexploited IP from a group of corporate and technology partners to the identified unmet market need. XL TechGroup employs its own predictive algorithm to ensure the market will rapidly adopt the identified solution and then moves to scale the company specifically created to exploit the opportunity.
Before forming XL TechGroup, the management team created substantial value for shareholders over a twelve year period, successfully exiting six technology businesses at an average market valuation of approximately US$500 million.
The listing of the first company created under the XL TechGroup banner, AgCert International, continues to validate the systematic approach to value creation.
AgCert International was created by XL TechGroup in May 2002 and is a global leader in the production and sale of agriculturally derived greenhouse gas emission reductions, with business in Europe, Asia, North America and South America. AgCert was listed on the London Stock Exchange in June 2005 and XL TechGroup maintains a 24.7% interest in AgCert. www.agcert.com
The second and third companies in the new generation of XL TechGroup businesses are:
TyraTech LLC, which was created by XL TechGroup in July 2004, is developing a new class of insecticides utilizing all natural active ingredients. TyraTech is able to quickly evaluate natural ingredient combinations by utilizing a patent-pending high throughput chemoreceptor screening process that accurately predicts effectiveness levels. TyraTech's development is progressing rapidly in both insecticidal and related human healthcare applications. TyraTech, which is 66.7% owned by XL TechGroup, is continuing discussions with companies in North America, Asia and Europe as well as numerous national public health programs about the licensing and distribution rights for its patent-pending formulations in relation to natural insecticide and personal care products. www.tyratech.com
DxTech LLC was created by XL TechGroup in July 2005, and is developing a unique micro-fluidic platform that replaces essentially all biological tests currently performed at reference laboratories with a fully-automated, point-of-care device. This technology has applications in significantly lowering costs and increasing efficiency for major pharmaceutical companies in their clinical trials, the provision of diagnostics in developing countries and delivering a new revenue stream for doctors in the USA. DxTech is currently 88% owned by XL TechGroup.
XL TechGroup has a number of other opportunities already at an advanced stage in its business creation pipeline, and expects to create one-to-two new companies annually that can each achieve a liquidity event worth at least US$400 million within four years from inception.
For further information, see www.xltechgroup.com
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