Green Earth Group NV — Interim / Quarterly Report 2015

May 13, 2015

PRESS RELEASE

Business update Q1 2015

• Better first quarter than same period in 2014
• Acquisition of Roto Smeets Group B.V. by major shareholders reaches final stage

First quarter of 2015

The first quarter of 2015 got off to a better start than the first quarter of 2014 across all divisions. The sharp decline in the magazine segment which confronted us last year is beginning to level off. In addition, the market is becoming increasingly aware of the wide range of services provided by the divisions of Roto Smeets Group (RSG).

Last year's results prompted us to accelerate the strategic measures aimed at creating compact, powerful and flexible divisions. We chose to concentrate on the segments in which RSG plays a leading role. For that reason we are closing the Roto Smeets GrafiServices division at the end of June.

On 30 March RSG received an offer for the shares of its subsidiary Roto Smeets Group B.V. (RSG BV). The offer was made by a group of major shareholders in Roto Smeets Group N.V. (RSG NV) collectively holding more than 85% of the shares of RSG NV at the time of the offer. The offer amounts to €4 per RSG NV share. The Management Board and the Supervisory Board (the Board) requested NIBC Bank to examine the fairness of the offer. On 30 April NIBC Bank informed the Board that it considered the offer 'fair', after which the Board issued a statement of its position on the same day, expressing its support for the offer. In the statement shareholders are being recommended to approve the offer at the Annual General Meeting to be held 13 May.

On 7 May the Management Board and the Supervisory Board received an increased offer in connection with the sale of the major shareholders' interests in RSG NV. As a result of the increase, the sale of RSG BV to a company controlled by the six major shareholders will lead to a payment of €4.124 per RSG NV share. The result of the vote will be announced in a press release after the end of the Annual General Meeting.

In contrast to the previous offer, this increased offer will not involve the liquidation of RSG NV. After the proceeds of the sale of RSG BV have been paid out, RSG NV will instead be continued under a different name by a company controlled by Mr Geert Schaaij.

Financial position

RSG's financial position remains unchanged compared to the situation described in the 2014 annual report. An agreement was signed with ABN AMRO Bank on 13 March 2015 extending the credit facility to 31 December 2017. This multi-year financing arrangement reflects ABN AMRO Banks confidence in RSG.

The credit agreement with ING Bank has now been extended to 31 March 2016. The bare ownership of the land and buildings of the former Roto Smeets Utrecht printing plant was sold on 16 March 2015. €3.5 million of the loan from ING Bank was repaid with the proceeds.

Developments in the divisions

Commercial Print Division

A reduction in the available capacity in the Commercial Print Divison meant that around 8% less paper was processed than in the first quarter of 2014. The trend in the sterling/euro exchange rate improved the competitive position compared to local British suppliers.

The recent opening up of perfect binding capacity for the Commercial Print Division at its Deventer site is having a positive impact on the order intake. The division can now handle the entire process from data right through to delivery of the end product. The associated winding down of De Wit Binders in Eindhoven, leading to the final closure of this site, took place in a structured and controlled way.

The decision to generate more added value, both for customers and the Commercial Print Divison itself, by actively marketing response triggers and added-value propositions for products where these are not traditionally used has been well received by customers and prospects alike. It has proved to be an effective means of generating traffic (both in physical stores and webshops). This avenue will be pursued further where possible. The imbalance between demand and supply, particularly for inline finishing products, is as great as ever and is affecting the trend in prices for this type of order.

The 2015 financial year started well overall, with the Commercial Print Divison achieving a better result than in the same period last year.

Publishing Services Divison

Despite the challenging market conditions in the publishing market, the print portfolio performed well. The German market in particular is a source of significant growth for the Publishing Services Divison. More than 30 periodical titles were acquired in the first quarter. Targeted marketing has yielded results. A key event in The Netherlands was the highly successful launch of FNV Magazine, in 16 editions. The expansion of the contracts with Hearst Magazines, Sanoma Regional and Veen Media also had a beneficial impact on market share in the home market.

The changes announced at Roto Smeets Weert were delayed by several months because in the first instance not all redundancy applications were approved by the UWV social security agency.

PSH Groep got off to a good start in 2015. It welcomed the VEB investors' association and the Charim care group as new customers and is starting to work for a new title, Maximum Speed (a new magazine centred on Max Verstappen), published by Sport International. PSH Groep sees increasing opportunities for marketing communications work, particularly with its advertisers. This includes both online marketing and the rollout of wide-ranging marketing communications services. PSH Groep is very positive about this new business model, which compensates for the decline in spending in the print segment.

X-Media Solutions maintained the 2014 growth trend in the first quarter of 2015. The company further consolidated its strong position in the creation of new websites and magazine apps. Various new concepts and innovations were also developed, such as applications in which digital magazine content is geared to the user's profile, and applications in which up-to-date website or social media content is integrated with periodicals.

Marketing Communications Divison

MediaPartners Group (MPG) also had a good first quarter. The positive approach to the market following the 2014 reorganisation is beginning to bear fruit. MPG added Rituals, Aegon and ABN Mees Pierson to its portfolio as new customers. Work started on the construction of a professional video studio to meet the growing demand for video productions. A repositioning of the MPG brand was also initiated and will be implemented in the second quarter.

Leads to Loyals, the RSG subsidiary that develops and manages effective and distinctive loyalty and subscription programmes, has recently moved from Capelle a/d IJssel to Amstelveen. This type of digital solution is increasingly in demand and can now be offered on the basis of a single proposition. MPG can provide added strategic and creative knowledge for the established customers of Leads to Loyals, while MPG customers can now be supported with knowledge of loyalty and online marketing. Both companies are convinced that this cooperation can lay a stronger foundation for the future in 2015.

The subsidiary MPG Concepts Inc. opened in New York at the beginning of this year. The company caters for customers with international operations and achieves MPG's ambition of offering a 'one-stop-shop' solution. A company-owned office within this international content marketing hub fulfils both the demand and the ambitions of MPG. In addition to its own workforce, MPG Concepts Inc. can access a flexible base of local freelancers.

Outlook

We have taken a series of fundamental measures over the past three years: the cost structure has been substantially improved with the 'Faster, Better, Higher' programme, productivity has risen and flexibility has increased. Our capacity and workforce have been adjusted in line with the decline of the market and the organisation has been restructured into three marketfocused divisions. Greater responsibility has been devolved to the divisions and sales have been moved closer to production and services. The renewed vigour with which the divisions are presenting themselves is beginning to bear fruit.

The Management Board expects that the shareholders will approve the offer for Roto Smeets Group B.V. at the Annual General Meeting, thereby ending the company's stock-market listing. As an unlisted company with shareholders having a greater involvement in financial and other matters, RSG will have better prospects of achieving its strategic objectives.

Deventer, 12 May 2015

Roto Smeets Group NV Management Board

This is an interim report in accordance with section 5:25e of the Financial Supervision Act.

About Roto Smeets Group

Roto Smeets Group NV is listed on Euronext Amsterdam and is one of the leading graphics media companies in Western Europe. Roto Smeets Group comprises four divisions specialising in multimedia communication. Each division specialises in part of the communication chain (from creation to distribution), allowing seamless integration of the overall service offering. For further information go to www.rotosmeetsgroup.nl, Brands and Services.

Hunneperkade 4, 7418 BT Deventer, +31 570 69 49 00, info@rotosmeetsgroup.com, www.rotosmeetsgroup.com