Green Earth Group NV — M&A Activity 2010

Oct 5, 2010

This is a joint press release by Printing Holding B.V. (the "Offeror") and Roto Smeets Group N.V. ("RSG") pursuant to the provisions of Section 7 paragraphs 1(a) and 4 of the Dutch Decree on Public Takeover Bids (Besluit openbare biedingen Wft, the "Decree"). This announcement and related materials do not constitute an offer for the issued and outstanding ordinary shares in the capital of RSG (the "RSG Shares") or any other legal offer, contract or agreement, or create any legally valid or binding obligation for the Offeror or RSG in respect of the RSG Shares. The distribution of this announcement may in certain jurisdictions be restricted by law. Persons into whose possession this announcement comes should inform themselves of and observe any such restrictions. In particular, this announcement is not for release, publication or distribution, in whole or in part, in or into directly or indirectly the United States, Canada, Australia or Japan.

Amsterdam, 5 October 2010

Good progress on the preparations of the public offer for all ordinary shares of Roto Smeets Group

Good progress

Reference is made to the joint public announcement by the Offeror and RSG dated 8 September 2010, in respect of the intention of the Offeror to make a public offer (the "Offer") for all RSG Shares, pursuant to which all holders of RSG Shares will be given the opportunity to elect between (i) a consideration in cash of EUR 14 for each RSG Share tendered (the "Cash Consideration"), or (ii) alternatively, at the discretion of the relevant (tendering) holder of RSG Shares, one (1) depositary receipt for shares in the capital of the Offeror issued by a foundation (stichting administratiekantoor) for each RSG Share tendered (the "Share Consideration").

The Offeror and RSG confirm that good progress is being made on the preparations of the Offer. The Dutch Merger Committee (SER Fusiecommissie), the works council of RSG and the relevant trade unions have been and are being provided with information regarding the Offer in accordance with the applicable rules and regulations.

The Offeror expects to submit a request for approval of the offer memorandum to the Dutch Financial Markets Authority (stichting Autoriteit Financiële Markten) prior to the end of October 2010.

Certain funds

With reference to section 7, paragraph 4 of the Decree, the Offeror announces that it will finance the Cash Consideration payable under the Offer out of financial resources available to the Offeror pursuant to a loan provided by Riva Investments B.V. ("Riva"), the incorporator of the Offeror. The Offeror also confirms that all preparations are in place to fulfil its obligations to the holders of RSG Shares who elect to tender their RSG Shares in exchange for the Share Consideration.

More information:

Riva Investments B.V. Joost Rijper e-mail: j.rijper@wagram.nl

Roto Smeets Group N.V. John Caris, CEO Tel.: +31 (0)570 69 49 05

About Riva

Riva Investments B.V. is a professional investment vehicle focusing on long term investment opportunities. Riva has been a shareholder in Roto Smeets Group over a period of approximately 10 years now.

About RSG

Roto Smeets Group NV is listed on NYSE Euronext Exchange with Amsterdam as market entry. RSG is an organisation of service supply companies, transforming the clients' communications – with added value – into printed and multimedia products. The companies are clustered into two business lines: (i) Print Productions, providing efficient, full-service, rotary printing and (ii) Marketing Communications, ensuring the optimum facilitation of the client's own communications channels by means of effective, cross-media communications concepts.

This announcement will also be published in Dutch. The English version will prevail over the Dutch version.