- WHSmith has renegotiated the terms of the sale of its UK high street business with Modella Capital, reducing expected gross cash proceeds by £12 million.
- The new deal will see WHSmith receive up to £40 million from the transaction, down from the previously expected £52 million.
- The sale marks WHSmith's exit from the UK high street market, completing its transformation into a global travel retail business.
WHSmith has reduced its expected gross cash proceeds from the sale of its UK high street business by £12 million, after renegotiating the deal terms with private investment firm Modella Capital.
The revised terms come after a softer trading period and increased uncertainty around the future of the high street operation prompted Modella to seek changes to the original agreement, first announced in March.
Under the new deal, WHSmith will receive up to £40 million from the transaction, down from the previously expected £52 million. This includes £10 million in upfront consideration, up to £20 million in deferred payments linked to business performance through August 2026, and a further £10 million contingent on the realisation of certain tax assets.
The group said it opted to renegotiate rather than risk derailing the deal, citing “the value to the group and its shareholders of ensuring a successful completion of the transaction.”
The sale marks WHSmith’s formal exit from the UK high street market and completes its transformation into a global travel retail business, with operations spanning airports, train stations and hospitals across more than 30 countries.
Over the past decade, WHSmith has increasingly focused on its travel business, which in the last financial year, accounted for 75 per cent of the group's revenue and 85 per cent of its trading profit.
Transaction and separation costs remain unchanged at £27 million. WHSmith now expects headline net debt to stand at around £425 million by 31 August 2025.
The group added that its travel division is currently trading in line with expectations as it heads into the crucial summer period.
Under the new ownership, the high street business will be led by Sean Toal, the current CEO of the high street business, and will eventually rebrand as TGJones, following a short transitional period operating under the WHSmith brand.
The company will continue to trade under its historic 233-year-old brand name within its travel divisions.