CLS Holdings PLC

M&A Activity • Apr 16, 2014

NOT FOR DISTRIBUTION IN OR TO THE U.S., CANADA, AUSTRALIA, OR JAPAN, OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW

CLS Holdings plc ('CLS' or 'the Company')

Result of Tender Offer

Following today's announcement regarding the passing of the resolution at the Annual General Meeting authorising the Company to undertake Tender Offers during 2014, CLS is pleased to confirm that it has received acceptances for the Tender Offer, as set out in the Circular dated 14 March 2014, in full from its shareholders.

Tenders for up to and including the pro rata entitlement of 1 Ordinary Share for every 66 Ordinary Shares at 1495 pence per share will be met in full. Tenders received for excess Ordinary Shares will be subject to scale back at the rate of 0.00183396 Ordinary Shares for each excess Ordinary Share tendered over and above the pro rata entitlement of 1 for 66, rounded down to the nearest whole Ordinary Share.

The Ordinary Shares purchased by the Company pursuant to the Tender Offer will be cancelled. Cheques will be dispatched for certificated Ordinary Shares and payment will be made through CREST for uncertificated Ordinary Shares pursuant to the Tender Offer by 2 May 2014.

Enquiries:

CLS Holdings plc +44 (0) 207 582 7766 David Fuller Company Secretary www.clsholdings.com

Jonathan Gray

Kinmont Limited +44 (0) 207 087 9100

Notes:

• 1. The total number of the Company's Ordinary Shares in issue, excluding shares held in treasury, at the time of this announcement is 43,953,790.
• 1. Defined terms used in this announcement shall have the same meaning as set out in the Tender Offer circular and Notice of General Meeting dated 14 March 2014.