RCG Holdings Limited

('RCG' or the 'Company')

Appointment of placing agent in Hong Kong

RCG Holdings Limited (AIM:RCG, HKSE:802), an international provider of biometric and RFID products and solution services with a primary focus in the Asia Pacific markets, is pleased to announce that on 25 September 2009, the Company entered into a framework agreement (the 'Placing Agreement') with SBI E2-Capital Securities Limited (the 'Placing Agent'), pursuant to which the Placing Agent has conditionally agreed to act as agent for the Company, on a best endeavours basis, to seek to procure independent placees for up to 20,000,000 new ordinary shares of HK$0.01 each in the Company (the 'Placing Shares'), representing up to 7.89 per cent of the existing issued share capital of the Company. The Placing Shares will be placed at a price 78.15 pence (HK$9.69) (the 'Placing Price') per Placing Share. Placing Shares are to be issued pari passu with the Company's existing issued ordinary shares. The Placing Agreement expires on 20 October 2009. 

It is intended that the net proceeds of issuing the Placing Shares will be used for financing potential expansion into government sector projects, research and development operations and the Group's potential operational expansion into Southeast Asia, the Middle East and PRC markets.  

The Directors consider that the Placing Price and the terms of the Placing Agreement are fair and reasonable and are in the best interests of the Company and RCG's shareholders as a whole.

Further announcements will be made upon placees being procured for part or all of the Placing Shares. Completion of the Placing is conditional upon the listing approval being granted by the Hong Kong Stock Exchange in respect of the Placing Shares and application for admission to trading on AIM will be made concurrently.

The Placing Shares will be allotted and issued pursuant to the Company's existing authorities granted at the Company's annual general meeting held on 21 April 2009 which provide for up to 49,575,000 new ordinary shares to be issued.

The Company will comply with the applicable requirements of the AIM Rules and the Hong Kong Listing Rules in relation to any future investments. The Directors also hope that liquidity of trading in the Company's shares, particularly in Hong Kong, will be enhanced by the admission to trading of the Placing Shares.

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About RCG 

RCG, a leading global provider of integrated biometrics and RFID security solutions, is publicly quoted and its shares are listed on the Main Board of the Stock Exchange of Hong Kong Limited and admitted to trading on the AIM Market of the London Stock Exchange and the PLUS market.  The Company has an aggressive growth strategy with a clear focus on developing new applications and revenue streams for global roll-out, particularly in the security applications industry.