Wh Smith Regulatory News (SMWH)

WH SMITH PLC - PURCHASES OF SHARES DURING OPEN/CLOSED PERIODS

WH Smith PLC (the "Company") announces its intention to commence a £25 million share buy-back programme (the "Programme"). The Company announces today that it has instructed Barclays Bank PLC, acting through its investment bank, to purchase its shares (acting as principal) for immediate on-sale to the Company up to the value of £25 million in aggregate, commencing from close of business on 8 December 2017.

The Company's shareholders at its Annual General Meeting held on 25 January 2017 generally authorised the Company to purchase up to a maximum of 11,293,415 of its ordinary shares during the period commencing on 25 January 2017 and ending on the conclusion of its next Annual General Meeting to be held on 24 January 2018 ("2018 AGM"). The Company intends to request a similar general authority from shareholders at the 2018 AGM and confirms that the Programme will end no later than 28 February 2019. The aggregate number of shares acquired by the Company pursuant to the Programme shall not exceed the maximum number of shares which the Company is authorised to purchase pursuant to such general authorities.

Any share purchases effected pursuant to the arrangement will be subject to the terms of the arrangement with Barclays and in any case will be effected in a manner consistent with both the general authority vested in the Company to repurchase shares and Chapter 12 of the United Kingdom Listing Rules, which require that the maximum price paid be limited to be no more than the higher of (i) 105 per cent of the average middle market closing price of the Company's ordinary shares for the five business days before the purchase is made, and (ii) the higher of the price of the last independent trade and the highest current independent bid on the trading venue where the purchase is carried out. The aggregate purchase price under this arrangement, together with any other Shares purchased on the Company's behalf pursuant to its buyback programme, will not exceed £25 million.

The sole purpose of these share purchases is to reduce the Company's share capital.

Further information on the Company can be found on our Internet site: www.whsmithplc.co.uk.