Tender Offer

CLS Holdings PLC
15 April 2005


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE
UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA, THE REPUBLIC OF IRELAND OR JAPAN

                   CLS Holdings plc ('CLS' or 'the Company')
 Proposed purchase of 1 in every 41 ordinary shares of 25p each in the Company
('Ordinary Shares') at 485 pence per share by way of a tender offer ('the Tender
                                    Offer')

On 25 February 2005, the board of CLS announced in its preliminary results for
the year to 31 December 2004 that the Company intends to purchase 1 in every 41
Ordinary Shares by way of a tender offer at 485p per share.

CLS is today posting a circular to shareholders in relation to the Tender Offer
on the terms set out above. The Tender Offer is being made in lieu of the final
dividend for the year to 31 December 2004. If the maximum number of 2,045,926
Ordinary Shares under the Tender Offer is acquired, this will result in an
amount of £9,922,741 being paid by the Company to participating shareholders.

The Tender Offer is open to all shareholders on the Company's register at 5.00
p.m. on 9 May 2005, who may participate by tendering all or a proportion of
their holdings of Ordinary Shares at the above price. No Ordinary Shares will be
purchased in relation to the Tender Offer unless the relevant resolutions to be
proposed at the annual general meeting of the Company to be held on 10 May 2005
(the 'AGM') are passed. The Tender Offer will be void if less than 0.1 per cent.
of the issued ordinary share capital of the Company (excluding treasury shares)
in aggregate is tendered.

Acceptances of the Tender Offer, which may only be made on the tender form
accompanying the circular to shareholders, should be returned as soon as
possible and, in any event, so as to be received by 5.00 p.m. on 9 May 2005, the
latest time and date for receipt of the tender forms. Forms of proxy for the AGM
must be completed and returned so as to reach the Company's registrars by not
later than 2.00 p.m. on 9 May 2005.


Enquiries:

CLS Holdings plc
Sten Mortstedt     Executive Chairman                         020 7582 7766
Tom Thomson        Chief Executive and Vice Chairman          020 7582 7766


                      This information is provided by RNS
            The company news service from the London Stock Exchange