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RLF - Rolfes Technology Holdings Limited - Transfer to the main board

Release Date: 02/11/2011 11:06:51      Code(s): RLF
RLF - Rolfes Technology Holdings Limited - Transfer to the main board           
and acquisition of Amazon Colours                                               
ROLFES TECHNOLOGY HOLDINGS LIMITED                                              
(Incorporated in the Republic of South Africa)                                  
(Registration Number:  2000/002715/06)                                          
JSE Share Code:  RLF                                                            
ISIN:  ZAE000096202                                                             
("Rolfes" or "the Company")                                                     
TRANSFER TO THE MAIN BOARD AND acquisition of AMAZON COLOURS (Pty) Ltd          
1.   TRANSFER TO THE MAIN BOARD                                                 
Shareholders are advised that the JSE Limited ("JSE") has approved          
    the transfer of the listing of the company`s ordinary shares from           
    the Alternative Exchange "Speciality Chemicals" sector to the Main          
    Board of the JSE (under the sector "1357 Speciality Chemicals"),            
with effect from Monday, 21 November 2011.                                  
2.   ACQUISITION OF AMAZON                                                      
    Shareholders are further advised that Rolfes has concluded a                
    transaction in terms of which it acquired 70% of the equity                 
interest in and shareholders` claims against Amazon for a total             
    cash consideration of R5.25 million, effective 1 November 2011              
    ("the acquisition"). The acquisition is subject to normal terms and         
    conditions for a transaction of this nature, including standard             
warranties, indemnities and a restraint of trade for the exiting            
    shareholder. Comprehensive shareholders` and employment agreements          
    have been concluded with the remaining 30% and founding                     
    shareholder, Andrew James Reay. He will be retained in the business         
as an executive director for a minimum period of 3 years, and is            
    also subject to a three year restraint of trade on exit.                    
    Amazon is a well known manufacturer of water-based pigment                  
    dispersions for the paint industry, specifically supplying the              
point of sale dispersions market, a market which Rolfes as yet has          
    not entered. The acquisition will:                                          
    *    expand Rolfes` dispersions offering into the point of sale             
*    expands Rolfes` limited capacity for manufacturing water-based         
         pigment dispersions for the coatings industry;                         
    *    result in improved product quality and potentially realise             
         manufacturing cost-savings;                                            
*    provide Rolfes with access to Amazon`s  comprehensive                  
         intellectual property and well respected name and brand in the         
         market place;                                                          
    *    present a good strategic fit with Rolfes` export business into         
Africa; and                                                            
    *    allow Rolfes to expand its dispersion business into other              
         international markets, such as South America.                          
    The acquisition is not categorised for purposes of the Listings             
Requirements of the JSE.                                                    
2 November 2011                                                                 
Corporate Advisor and Designated Advisor:                                       
Grindrod Bank Limited                                                           
Date: 02/11/2011 11:06:51 Supplied by www.sharenet.co.za                     
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