Wh Smith Regulatory News (SMWH)

RIS Announcement

WH SMITH PLC PURCHASES OF SHARES DURING OPEN PERIODS

WH Smith PLC (the "Company") announces that it has entered into an arrangement with J.P. Morgan Securities plc, acting through its UK investment bank ("J.P. Morgan Cazenove"). The arrangement allows J.P. Morgan Cazenove to purchase, together with any other ordinary shares in the Company (the "Shares") purchased on the Company's behalf pursuant to its buyback programme, a maximum of 11,293,415 of its ordinary shares up to £10 million during the open period of the Company arising between the date hereof and 8 December 2017. These share purchases will be made on the Company's behalf and in accordance with the arrangement.

Any share purchases effected pursuant to the arrangement will be subject to the terms of the arrangement with J.P. Morgan Cazenove 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 will not exceed £10 million. The sole purpose of these share purchases is to reduce the Company's share capital.