Holding(s) in Company
Smith WH PLC
11 July 2005
SCHEDULE 10
NOTIFICATION OF MAJOR INTERESTS IN SHARES
1) NAME OF COMPANY
WH SMITH PLC
2) NAME OF SHAREHOLDER HAVING A MAJOR INTEREST
SILCHESTER INTERNATIONAL INVESTORS LIMITED
3) Please state whether notification indicates that it is in respect of
holding of the Shareholder named in 2 above or in respect of a
non-beneficial interest or in the case of an individual holder if it is a
holding of that person's spouse or children under the age of 18
SEE LETTER BELOW DATED 8TH JULY 2005
4) Name of the registered holder(s) and, if more than one holder, the
number of shares held by each of them.
SEE LETTER BELOW DATED 8TH JULY 2005
5) Number of shares/amount of stock acquired.
N/A
6) Percentage of issued Class
7) Number of shares/amount of stock disposed
N/A
8) Percentage of issued Class
9) Class of security
ORDINARY SHARES OF 2 13/81 PENCE EACH
10) Date of transaction
N/A
11) Date company informed
8TH JULY 2005
12) Total holding following this notification
32,244,558
13) Total percentage holding of issued class following this notification
17.86%
14) Any additional information
15) Name of contact and telephone number for queries
MISS A LAM
(01793) 562489
16) Name and signature of authorised company official responsible for
making this notification
Date of Notification ....K E SWANN - DIRECTOR 8TH JULY 2005.....
Letter to WH Smith plc dated 8th July 2005
SILCHESTER INTERNATIONAL INVESTORS LIMITED
Silchester International Investors Limited ('Silchester') acts as an Investment
Manager for a number of commingled funds (our 'Clients'). In acting for our
Clients, we are given full discretion over their investments, and are empowered
to vote on their behalf. However, we do not act as their Custodian, and
therefore shares are not held in our name, but in the nominee name of our
Clients' Custodian bank.
In addition, Silchester holds 49.9% of the issued share capital of Sanderson
Asset Management Limited ('Sanderson') a UK limited company that also acts as an
Investment Manager for a number of commingled funds and separate accounts. In
acting for its clients, Sanderson are given full discretion over their
investments, and are empowered to vote on their behalf. However, Sanderson do
not act as its clients' Custodian and therefore shares are not held in
Sanderson's name, but in the nominee name of Sanderson's clients' Custodian bank.
Silchester's share ownership in Sanderson does not allow Silchester to exercise
any direct or indirect control over Sanderson's investment strategy, philosophy
or implementation, the investments that Sanderson may purchase or sell on behalf
of its clients, or the manner in which Sanderson may vote proxies that arise
from its Client investments. However, Silchester is deemed to have an 'interest'
in shares that Sanderson controls by virtue of Section 203(2)(b) of the
Companies Act 1985.
Recent purchases/sales of shares in your company by Silchester, on behalf of its
clients, have resulted in Silchester having an interest in the following shares
(also see below):
SILCHESTER 28,262,192
Recent purchases/sales of shares in your company by Sanderson, on behalf of its
clients, have resulted in Sanderson having an interest in the following shares,
and Silchester having an interest over the same shares for the purposes of
Section 203(2)(6) of the Companies Act 1985 (also see below):
SANDERSON 3,982,366
Our records show that you have the following shares in that class:
WH SMITH PLC 180,522,752
As such, Silchester has an interest over 17.86% of the shares of that class.
One of Silchester's clients controls 9.98% of the shares of that class and
another client controls 4.36%. This interest is being notified in fulfillment of
the obligations imposed by Sections 198-202 of the Companies Act 1985.
Silchester does not have an interest mentioned in Section 2O8(5) of the
Companies Act 1985 in any of the shares to which this notification relates.
Please note that the Takeover Panel has advised Silchester that it is not
required to report its Clients' shareholdings in aggregate with Sanderson for
purposes of the SARs. In addition, the Takeover Panel has advised that
Silchester is not required, to report its Clients' shareholdings in aggregate
with Sanderson for purposes of Rule 8.3 of the Takeover Code.
Timothy J. Linehan. Compliance Officer
Company: WH Smith Plc
Share Class: ORD
Issued Shares: 180,522,752
Total Interest: 32,244,558
Total % 17.86
SILCHESTER INTERNATIONAL INVESTORS LIMITED SII Client % Date: 7th July 2005
CLIENT OWNERSHIP 15.66
SII Account Name Nominee Share Holding Voting Authority
Silchester Int'l Investors
International Value Equity Group Trust Northern Trust Co 4.36 7,871,703 YES
Silchester Int'l Investors Tobacco Free
International Value Equity Trust Northern Trust Co 0.70 1,269,903 YES
Silchester Int'l Investors
International Value Equity Trust Northern Trust Co 9.98 18,016,749 YES
The Calleva Trust Northern rust Co 0.61 1,103,837 YES
28,262,192
Please refer below for information on Sanderson Asset Management Limited's
('Sanderson's') client holdings. Under the terms of Sanderson's privacy
policy, the names, addresses or other identifying information of Sanderson's
client accounts are not shared with Silchester employees.
SANDERSON ASSET MANAGEMENT LIMITED SAM Client % Date: 7th July 2005
CLIENT OWNERSHIP 2.21
SAM Account Trading Name Nominee Share Holding Voting Authority
BUST Northern Trust Co 0.78 1,412,000 YES
GRIT Northern Trust Co 0.34 605,000 YES
OCEAN Northern Trust Co 0.04 68,000 YES
PEARL Northern Trust Co 0.01 23,760 YES
RIVAL Northern Trust Co 0.02 45,000 YES
STAMP Northern Trust Co 0.04 75,600 YES
TRAY Northern Trust Co 0.20 350,100 YES
WINDY Northern Trust Co 0.05 98,000 YES
CAT Pictet & Cie 0.05 82,000 YES
DYN State Street 0.04 67,000 YES
EUF State Street 0.18 317,026 YES
IVF State Street 0.00 0 YES
MINI State Street 0.13 230,400 YES
GOLF Bank of New York 0.03 56,000 YES
TIME Bank of New York 0.02 29,000 YES
INGOT Mellon Trust 0.08 139,680 YES
OVAL Mellon Trust 0.07 131,800 YES
WHEAT Mellon Trust 0.08 143,000 YES
RAIN Citigroup 0.06 109,000 YES
TOTAL 3,982,366
Under the terms of Sanderson Asset Management Limited's ('Sanderson's') privacy
policy, the names, addresses or other identifying information of Sanderson's
client accounts are not shared with Silchester employees.
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