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Monday 05 November, 2012

Tetragon Financial Group Limit

Tetragon Financial Group Master Fund Limited

    TFG and its subsidiary, the Tetragon Financial Group Master Fund Limited 
(the "Master
Fund") today announced the commencement of a tender offer (the "Offer") to 
purchase a
portion of the outstanding non-voting shares of TFG for a maximum aggregate 
payment of
$150,000,000 in cash. The Offer, which was initially announced by TFG on October
29, 2012,
will be conducted as a "modified Dutch auction" with shareholders able to tender
their TFG
non-voting shares at prices ranging from $9.25 up to and including $10.65 per 
share (in
increments of $0.10). The Offer is expected to expire at 5:30 CET on December 4,
unless terminated earlier. Deutsche Bank AG, London Branch ("Deutsche Bank") 
will act as
dealer manager for the Offer and KAS BANK N.V. will act as tender agent for the

    Eligible shareholders will be able to indicate how many TFG non-voting 
shares and at
what price or prices within the specified range they wish to tender. Based on 
the number
of shares tendered and the prices specified by the tendering shareholders, 
Deutsche Bank
will determine the lowest price per share within the range that will enable the
Fund to purchase $150,000,000 in value of TFG non-voting shares, or a lower 
amount if the
Offer is not fully subscribed. All shares purchased by the Master Fund in the 
Offer will
be purchased at the same price. The determined purchase price, as well as the 
factor (if applicable) is expected to be announced on or about December 10, 
2012, and TFG
expects the purchase of shares in the Offer would be settled promptly 

    The Offer is not conditioned upon the receipt of any minimum number of 
shares being

    This release is for informational purposes only and is neither an offer to 
buy nor the
solicitation of an offer to sell any shares of TFG. The full details of the 
tender offer,
including complete instructions on how to tender shares, are included in the 
offer to
purchase which is available on TFG's website (

    Shareholders should read carefully the offer to purchase because it contains
information. Shareholders may obtain electronic copies of this document free of
charge by
calling the dealer manager for the Offer, Deutsche Bank, at +44 207 54 75393. 
are urged to read these materials carefully prior to making any decision with 
respect to
the Offer.

    About TFG

    TFG is a Guernsey closed-ended investment company traded on NYSE Euronext in
under the ticker symbol "TFG". TFG currently invests primarily through long-term
vehicles such as collateralized loan obligations in selected securitized asset 
classes and
aims to provide stable returns to investors across various credit, equity, 
interest rate
and real estate cycles. TFG maintains two key business segments: an investment 
and an asset-management platform. TFG invests its capital through the Master 

    Forward-Looking Statements

    This press release contains forward-looking statements. These 
statements include all matters that are not historical facts. These 
statements are made based upon TFG and the Master Fund's expectations and 
concerning future events impacting TFG and therefore involve a number of risks 
uncertainties. Forward-looking statements are not guarantees of future 
performance, and
TFG's actual results of operations, financial condition and liquidity may differ
materially and adversely from the forward-looking statements contained in this 
release. Forward-looking statements speak only as of the day they are made and 
TFG does
not undertake to update its forward-looking statements unless required by law.

    This release does not contain or constitute an offer to sell or a 
solicitation of an
offer to purchase securities in the United States or any other jurisdiction. The
securities of TFG have not been and will not be registered under the US 
Securities Act of
1933 (the "Securities Act"), as amended, and may not be offered or sold in the 
States or to U.S. persons unless they are registered under applicable law or 
exempt from
registration. TFG does not intend to register any portion of its securities in 
the United
States or to conduct a public offer of securities in the United States. In 
addition, TFG
has not been and will not be registered under the US Investment Company Act of 
1940, and
investors will not be entitled to the benefits of such Act. TFG is registered in
public register of the Netherlands Authority for the Financial Markets under 
Section 1:107
of the Financial Markets Supervision Act ("FMSA") as a collective investment 
scheme from a
designated country. This release constitutes regulated information 
informatie") within the meaning of Section 1:1 of the FMSA.


    Deutsche Bank: Raymond Daamen (+44-207-54-75393)


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