Executive Directors Select Haywood Securities to Provide Standby Commitment for Fair Rights Offering



    VANCOUVER, June 11 /CNW/ - The Executive Directors of Rockwell Diamonds
Inc. (TSX: RDI; JSE: RDI; OTCBB: RDIAF) today announced the Company has
entered into a letter agreement with Haywood Securities Inc. ("Haywood") to
act as dealer manager and to provide a standby commitment, often referred to
as a "back-stop", for the planned Fair Rights Offering. Under the terms of a
letter agreement signed today, Haywood will back-stop the rights offering to a
maximum of C$3.6 million.  The rights exercise price will be determined in the
context of the market subsequent to the June 17, 2009 shareholders meeting.
The Haywood offer is subject to Rockwell board approval and subject to Pala
Investments Holdings Limited's initiatives not succeeding at the June 17
meeting. Under the terms of the offer Haywood would, for a fee of under 2% of
the amount back-stopped, manage the rights offering of up to 60 million shares
and will exercise any rights not subscribed for by existing Rockwell
shareholders.
    The Fair Rights Offering does not require compromise of the Shareholders
Rights Plan and therefore no shareholder can use the rights offering to cement
control above 20%. Haywood's letter offer is subject to definitive agreements
containing customary conditions, termination rights and regulatory approval.
    "We are very pleased to have the support of Haywood for the Fair Rights
Offering," commented David Copeland, chairman and one of the Executive
Directors. "While I am confident that this Rights Offering will be heavily
subscribed by current shareholders who will want to maintain their equity
position, we are pleased that we will have the funds in place in about eight
weeks after the shareholders meeting. We believe the recent market volume and
prices are indicative of a recognition that Rockwell's shares are
undervalued."
    "Proceeds of the Fair Rights Offering will provide operational
flexibility until average diamond prices recover further and it will do so
while maintaining the Shareholder Rights Plan," added Mr Copeland. "Market
analysts have recently confirmed that in their view terminating the
Shareholder Rights Plan, as proposed by Pala, is not in the best interests of
all shareholders."
    The Executive Directors of Rockwell have established a purpose-specific
web site where additional information, including the Executive Directors'
Information Circular and Proxy, is available to shareholders relating to the
issues concerning the Special Meeting at www.executivedirectorsrockwell.com.

    
           THE FUTURE OF ROCKWELL DIAMONDS INC. WILL BE DETERMINED
       BY THE OUTCOME OF THIS VOTE. DO NOT ALLOW A DISSIDENT MINORITY
         SHAREHOLDER TO TAKE CONTROL OF ROCKWELL AND YOUR INVESTMENT.

                     THE EXECUTIVE DIRECTORS URGE YOU TO
                          VOTE ONLY THE GREEN PROXY
                      AS RECOMMENDED ON THE GREEN PROXY

    For further information, contact:

    The Laurel Hill Advisory Group by email at rockwellinfo@
    laurelhillag.com or by phone at:

                    Toll free            Or Collect

    North America   1-888-882-6737
    Europe          00-800-8655-1111     1-416-637-4661
    South Africa    0-800-982-179
    

    The comments of the Executive Directors in this news release and on the
website are solely their own and not of any other director. For general
information about Rockwell please visit its own website at
www.rockwelldiamonds.com or contact Investor Services at (604) 684-6365 or
within North America at 1-800-667-2114. Investor Services deals with Company
information and is not authorized to discuss matters or answer questions
relating to the contested special shareholders meeting. Questions relating to
the Executive's Director's positions in respect of the Meeting should be
directed to Laurel Hill Advisory Group as per above.

    
    No regulatory authority has approved or disapproved the information
    contained in this news release.
    





For further information:

For further information: The Laurel Hill Advisory Group by email at
rockwellinfo@laurelhillag.com or by phone at: North America, Toll free
1-888-882-6737; Europe, Toll free 00-800-8655-1111 Or Collect (416) 637-4661;
South Africa, Toll free 0-800-982-179

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ROCKWELL EXECUTIVE DIRECTORS

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