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Xenos Acquires XML Global’s Business Assets

TORONTO, Ontario, August 21, 2003 - Xenos Group Inc. (TSX: XNS), the data to e-content company™, today announced the signing of a definitive purchase agreement with XML-Global Technologies, Inc. (OTC BB: XMLG) to acquire all of the business assets of XML-Global Technologies, Inc, a software developer and vendor of XML middleware products with operations in Vancouver, Canada. Xenos will acquire XML Global’s intellectual property, customer relationships, and operating assets and will retain all employees.

XML Global’s GoXML™ eBusiness product line is a set of intuitive, modular solutions for data transformation, communication and storage of structured data for e-business requirements, written entirely in the Java language. XML Global products are a strategic set of technologies that will position Xenos for scalable growth in new horizontal, vertical and geographic markets.

"XML Global is a great fit with Xenos, the data to e-content company," said Stuart Butts, Chairman and CEO of Xenos Group Inc. "This acquisition takes Xenos into the end-to-end data transformation space, with best-of-breed products for both document and now data transformation, repurposing and delivery.”

"We are very enthusiastic to join forces with an established and growing organization like Xenos," said Garry Kupecz, Chief Operating Officer of XML Global. "It was important to us to find a Company that would support our products and people, and allow us to continue to grow. Xenos has a history of acquiring companies and continuing to operate them within the Xenos group of companies. This evolution is good news for our products, our people, and our customers. There will be no other company in the industry with the combined product positioning, technical know-how and market coverage of Xenos with the addition of XML Global. With this acquisition, Xenos is now prepared to move to a position of leadership as a provider of complete middleware solutions. Systems integrators typically encounter a gap in solving 'the last mile problem of data integration' where data structures must be mapped in a repeatable way between dynamic data sources. Xenos will be able to provide that solution with the GoXML product line."

"XML Global is a natural complementary next step for Xenos and we will integrate its products and personnel into our operations very quickly," said Jim Farmer, President and COO of Xenos. "We anticipate keen interest in this technology from many of our current customers and it opens up important new vertical markets for Xenos."

The terms of the transaction call for Xenos to pay US $1,250,000 and to issue 1,000,000 common shares to XML Global in exchange for the purchased assets, including the GoXML eBusiness product line. Xenos will provide a price guarantee on the Xenos shares to XML Global such that Xenos under certain conditions may make additional cash payments to XML Global, not to exceed C$1,340,000, in the event that Xenos shares are trading below $3.50 prior to the anniversary date of the closing.

It is anticipated that this acquisition will be accretive to Xenos’ top line and to EBITDA in fiscal 2004.

All of the current XML Global employees will remain working out of XML Global offices in Vancouver.

XML Global has agreed to pay Xenos a cancellation fee of US$500,000 in the event that prior to closing it receives an alternative bid for the business which it decides to accept.

The transaction is subject to all requisite regulatory approvals and the approval of XML Global’s shareholders. A majority of XML Global shareholders have agreed to vote in favour of the transaction.

Closing is expected to occur before the end of October, 2003.
Xenos and XML Global have entered into a co-marketing agreement allowing Xenos to market and sell XML Global’s products and services prior to the completion of the acquisition.

About Xenos

Xenos (www.xenos.com) provides software and solutions that enable organizations to transform, re-purpose and distribute electronic content to support their e-business and print strategies.

Xenos d2e Platform™transforms and re-purposes legacy printstreams into standard electronic formats (e-content) supporting both e-business and print strategies for applications such as electronic statement presentment, enterprise content management/archiving, print automation and customer relationship management.

Xenos d2e Vision™is our next-generation transformation software suite. Written in Java, d2e Vision supports Asian languages that use double-byte character sets. It is designed to be scalable and extensible for dynamic e-business solutions.
infoWEB™software enables organizations to extract, publish and disseminate critical business information throughout the enterprise. Once processed by infoWEB, clients can access this information using any standard Web Browser regardless of what platform, application or format the information was generated with.

Xenos partners with industry-leading software companies, such as IBM, to provide end-to-end solutions to customers. Xenos products are deployed at organizations worldwide, in industries including Banking, Financial Services, Insurance, Telecommunications, Utilities, Service Bureaus, Healthcare, Pharmaceuticals, Manufacturing and Government. Xenos is headquartered in Toronto, Canada, with offices in Dallas, Texas and the United Kingdom. Xenos trades on The Toronto Stock Exchange under the trading symbol "XNS", with approximately 8.9 million shares outstanding.

About XML Global

XML-Global Technologies, Inc. (www.xmlglobal.com) is a software developer and vendor of XML middleware solutions. Founded in May 1999 as a Colorado Corporation, XML Global has offices in Vancouver, Canada. In November 2000, XML Global was accepted by the OTCBB for trading on its exchange and currently trades under the symbol XMLG. The company's GoXML™ Transform product line provides an intuitive, modular solution for integration of structured data.

For more information, please contact:

Cory Pala
Investor Relations
Tel: +1 (416) 657-2400
Fax: +1 (416) 657-2300
E-mail: cpala@xenos.com

Jim Farmer
President and COO
Tel: +1 (214) 969-5341 ext. 5308
Fax: +1 (905) 709-1023
E-mail: jfarmer@xenos.com
Web: www.xenos.com

© 2003 Xenos Group Inc. All rights reserved