TIDMCQS TIDMCQSU

RNS Number : 9079E

CQS Diversified Fund Limited

15 April 2014

CQS Diversified Fund Limited

15 April 2014

US Dollar Share Redemption Offer

and

Conditional Class Closure Conversion Offer

The Company has today issued a Circular detailing a Redemption Offer in respect of the US Dollar Share Class ("the Shares"). This follows from the Company's Class Meeting for the Shares held on 4(th) March 2014 where the Continuation Resolution put to the Shareholders by the Board was not approved. As a consequence, pursuant to Article 129(e)(i) of the Articles, the Company is required to put forward proposals to offer to redeem the Shares within two months of the Continuation Resolution not being passed.

Redemption Offer for Qualifying Shareholders

Accordingly, the Company is giving those Shareholders who were on the Register as at 5.00 p.m. on 4(th) March 2014 (the "Qualifying Shareholders") an opportunity to elect to redeem all or part of their Shareholding at the Redemption Price or, alternatively, to remain invested.

Conditional Class Closure Conversion Offer for all Shareholders

Furthermore, in accordance with Article 129(e)(iv) of the Articles, the Company may, at its discretion, elect to close the Share class by redeeming all of the remaining Shares, if the Directors determine that, immediately following the implementation of the Redemption Offer:

(i) the Shares that would then remain in issue would: (a) represent less than 25 per cent of the Shares (immediately prior to such implementation of the Redemption Offer); or (ii) would have an aggregate Net Asset Value of less than GBP5million (or the equivalent in US Dollars); or the conditions for the continued listing of the Shares would no longer be fulfilled,

(the "Class Closure Conditions").

If the Company elects to redeem such remaining Shares then, pursuant to the Articles, it is required to provide all remaining Shareholders with an opportunity to convert all or part of their Shareholding into another class of share in the Company.

Accordingly, if the Directors determine that the Class Closure Conditions would be met: (i) all Qualifying Shareholders who do not make a Redemption Election in respect of all or part of their Shareholding; and (ii) other all Shareholders, will have the opportunity to convert (the "Conversion Election") all or part of their Shareholding (that would be outstanding following the implementation of the Redemption Offer) into the Continuing Class (the "Conditional Class Closure Conversion Offer") and if such Shareholders do not make a Conversion Election, they will be deemed to have made a Redemption Election in respect of their entire Shareholding.

Monthly Conversions under the Articles

Nothing in this document affects the ability of Shareholders to convert some or part of their Shareholding into shares of the Sterling share class in the normal way in accordance with Article 3(m) save that, if the Class Closure Conditions are satisfied and the Directors elect to close the Share class, the NAV Calculation Date immediately preceding the Conversion Date i.e., of 30 May 2014, will be the final Conversion Calculation Date in respect of the Share class. Any such conversion instruction will be acted upon and any election or deemed election will operate in respect of the balance of your holding.

Further Information

Further details of the US Dollar Share Redemption Offer and Conditional Class Closure Conversion Offer and other information which Shareholders should take into consideration in deciding what action to take, are set out in the Circular.

Expected Timetable

 
                                                                    2014* 
 Record Date                                         5.00 p.m. on 4 March 
 Latest time and date for settlement of               1.00 p.m. on 15 May 
  TTE Instructions 
 Announcement of results of Redemption Offer                       23 May 
  and the Conditional Class Closure Conversion 
  Offer 
 Date for determination of NAV for the Conditional                 30 May 
  Class Closure Conversion Offer 
 Conversion Date                                                   2 June 
 Date for determination of NAV for the Redemption          29 August 2014 
  Offer 
 Redemption Date                                              1 September 
 Payment of Redemption Offer redemption                week commencing 22 
  monies by                                                    September*

Enquiries

Craig Cleland

CQS

T: 020 7201 5368

Douglas Mackay

Secretary, Citco Fund Services (Guernsey) Limited

T: 01481 706796

Terms used in this announcement shall, unless the context otherwise requires, bear the meanings given to them in the Circular dated 15 April 2014.

A copy of the Circular will shortly be submitted to the National Storage Mechanism and will shortly be

   available    for   inspection    at:  www.Hemscott.com/nsm.do

This information is provided by RNS

The company news service from the London Stock Exchange

END

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