CLS Holdings PLC

Prospectus • Aug 29, 2012

The information contained herein may only be released, published or distributed in the United Kingdom, Jersey and Guernsey and Isle of Man. The information contained herein is not for release, publication or distribution in or into the United States, Australia, Canada, Japan, South Africa, Republic of Ireland or in any other jurisdiction where it is unlawful to distribute this document. The bonds may only be sold in Jersey in compliance with the provisions of the Control of Borrowing (Jersey) Order 1958.

CLS Holdings plc

("CLS", the "Issuer", the "Company" or the "Group")

Issue of Sterling-denominated 5.50 per cent. Bonds due December 2019 (the "Bonds")

Early closure of Offer Period relating to the Bonds.

Terms used herein shall have the meaning given to them in the Prospectus dated 22 August 2012 (the "Prospectus") relating to the Bonds.

In accordance with the terms and conditions of the offer set out in the Prospectus, the Issuer hereby announces that the Offer Period relating to the Bonds, which commenced on Wednesday 22 August 2012 and which was originally scheduled to close at 5pm (London time) on 4 September 2012 will close early at 10am (London time) on Thursday 30 August 2012.

Subscriptions for Bonds received after the issue of this announcement may or may not be accepted and if accepted, may be scaled back.

The Bond issue will be for no less than £50 million in aggregate principal amount.

For media enquiries please contact:

CLS Holdings plc www.clsholdings.com Sten Mortstedt, Executive Chairman Henry Klotz, Executive Vice Chairman Richard Tice, Chief Executive Officer	+44 (0)20 7582 7766
Smithfield Consultants Alex Simmons Andrew Wilde	+44 (0)20 7360 4900
Canaccord Genuity Mark Glowrey Henrietta Podd	+44 (0)20 7523 8000

Notes to editors:

• The bonds may not be suitable for all investors. Investors should ensure they fully understand the risks and seek independent financial advice.
• Investors should note that the price of the bonds can rise and fall during the life of the investment and the price of the bonds could fall below the issue price of £100.
• In the event that CLS Holdings plc defaults, becomes insolvent or goes out of business investors may lose some or all of their investment.

Disclaimer

This announcement is not a prospectus for the purposes of EU Directive 2003/71/EC (the "Directive") and/or Part VI of the Financial Services and Markets Act 2000. Investors should not subscribe for any bonds referred to in this announcement except on the basis of information in the Prospectus. Full information on CLS Holdings plc and the offer of the bonds is only available on the basis of the combination of the Prospectus published in respect to the bonds and the Sizing Announcement. Investors may obtain copies of the Prospectus and the Sizing Announcement on the website of the Regulatory News Services operated by the London Stock Exchange and the Company's website www.clsholdings.com.

The offering and the distribution of this announcement and other information in connection with the offer in certain jurisdictions may be restricted by law and persons into whose possession this announcement or any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement does not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase. Any purchase of bonds pursuant to the offer should only be made on the basis of the information contained in the Prospectus, available as described above.

The bonds have not been and will not be registered under the US Securities Act of 1933 (the "Securities Act") and, subject to certain exceptions, may not be offered, sold or delivered within the United States. The bonds are being offered and sold outside of the United States in reliance on Regulation S of the Securities Act, and are subject to certain U.S. tax law requirements.