Character Regulatory News (CCT)

25 January 2018

The Character Group plc

("Character Group" or the "Company")

Transaction in Own Shares

In continuing its stated objective to enhance shareholder value, the Company announces that it has yesterday bought-back for cancellation 21,200 ordinary shares of 5p each in the capital of the Company ("Ordinary Shares") in the market at a price of 455 pence per Ordinary Share. The Ordinary Shares acquired for cancellation represent approximately 0.10 per cent. of the current issued share capital of the Company (excluding shares held in treasury).

For the purposes of the Financial Conduct Authority's Disclosure and Transparency Rules, the total number of Ordinary Shares in issue as at the date of this notice (taking into account the Ordinary Shares purchased for cancellation by the Company announced above and excluding Ordinary Shares held in treasury) is 21,009,502 ("Revised Issued Voting Share Capital").

The Company has an unutilised capacity to buy back up to a further 3,120,700 Ordinary Shares under the authority granted at the Annual General Meeting on 19 January 2018.

Character Group holds 2,869,406 Ordinary Shares in treasury which do not carry voting rights, and these represent approximately 13.7 per cent. of the Revised Issued Voting Share Capital.

The figure of 21,009,502 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest, or change to their interest, in the Company under the Disclosure and Transparency Rules.

In accordance with Article 5(1)(b) of Regulation (EU) No 596/2014 (the Market Abuse Regulation), the schedule below contains a summary of and detailed information about the purchases made by Panmure Gordon (UK) Limited on behalf of the Character Group as part of the buy-back programme.

Schedule 1: Summary of buy-back transactions

Schedule 2: Details of buy-back transactions