Universal Guardian to Spin-off Its Systems Business

As Tagistics Corporation, the spin-off will continue to operate under existing management in place since 2004 providing RFID on-demand solutions.

November 07, 2007: 06:00 AM EST

NEWPORT BEACH, Calif., Nov. 7 /PRNewswire-FirstCall/ – Universal Guardian Holdings, Inc. , an emerging global leader in non-lethal protection products and strategic security services to protect against terrorist, criminal, and security threats, today announced that it has entered into a definitive agreement to spin-off its systems business.

The transaction is expected to close by the end of November and consists of the transfer and sale of Universal Guardian’s systems group’s RFID business assets to Tagistics Corporation. “The spin-off will allow each company to focus on its core business – Tagistics on RFID on-demand solutions and Universal Guardian on security through its products and services divisions,” said Kevin Westcott, President and COO of Universal Guardian.

“Tagistics’ mission remains unchanged following the spin-off,” stated Herbert P. Goertz, CEO of Tagistics. “Tagistics is superbly positioned as the only RFID on-demand solution provider in the United States. We have secured financing with new strategic partners and will operate the company with a management team that has been working together in the RFID technology sector since 2004.”

The terms include $1,000,000.00 in cash and a secured note, an assumption and release of certain liabilities as well as the provision of hosting services by Tagistics. Universal Guardian will also own 5% of Tagistics Corporation. “We are extremely excited about retaining an equity stake in Tagistics with the tremendous opportunities which we believe exist in the RFID market,” Westcott said. “With the business in the hands of former Universal Guardian’s Systems Group senior executives, we believe that Tagistics has the ability to develop significant value.”

After the spin-off, Universal Guardian will consist of two business groups:

-- UG Services Group which provides integrated strategic and tactical
   security solutions which generated over $20 million in revenue in 2006;
   and,
-- UG Products Group which designs, manufactures, and distributes
   non-lethal products for law enforcement, military, professional
   security, and consumers.  The Group's first product, the Cobra
   StunLight(TM) is being sold globally.

About Universal Guardian Holdings, Inc.

Universal Guardian Holdings, Inc. (UGHO) and its subsidiaries provide a range of security products and services designed to mitigate terrorist and security threats worldwide. Universal Guardian’s global risk mitigation group includes strategic and tactical security services, as well as non-lethal and tactical products for law enforcement, military, professional security and consumer markets.

Universal Guardian Holdings website: http://www.UniversalGuardian.com About Tagistics Corporation

Founded in January 2004 as a subsidiary of Hong Kong and Beijing based MeiDa Information Technology Ltd, the company provides RFID-on-Demand solutions and services. The company was acquired on October 7, 2005 by Universal Guardian Holdings Inc., based in Newport Beach, CA. In October 2007 the company was spun-off and re-incorporated as a Florida Corporation.

RFID-on-Demand; TAG3; TAGeasy; TAGstation; TAGcentral and Performance Beyond Compliance; are trademarks of Tagistics Corporation.