EX-FILING FEES 2 tm248861d6_ex-filingfees.htm EX-FILING FEES

 

Exhibit 107

 

Calculation of Filing Fee Tables

Form 424(b)(1)
(Form Type)

HALEON PLC
(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

  Security
Type
Security Class
Title
Fee
Calculation or
Carry Forward
Rule
Amount
Registered
Proposed
Maximum
Offering Price
Per Unit
Maximum
Aggregate Offering
Price
Fee Rate Amount of
Registration
Fee
Carry
Forward
Form
Type
Carry
Forward
File
Number
Carry
Forward
Initial
Effective
Date
Filing Fee Previously
Paid in Connection
with Unsold
Securities to be
Carried Forward
Newly Registered Securities
Fees to be Paid Equity Ordinary shares, nominal value £0.01 per share ("Ordinary Shares") 457(r) and 457(c)  790,554,820(1) $ 4.02(2) $ 3,178,030,376.40(2) 0.0001476 $ 469,077.28        
Fees Previously Paid                        
Carry Forward Securities
Carry Forward Securities                        
    Total Offering Amounts:   $ 3,178,030,376.40   $ 469,077.28        
    Total Fees Previously Paid:              
    Total Fee Offsets:       $ 469,977.28        
    Net Fee Due:       $ 0.00        

 

Offering
Note
 

 

(1) Includes (i) 594,000,000 Ordinary Shares and (ii) 196,554,820 Ordinary Shares represented by 98,277,410 American depositary shares ("ADSs"). ADSs issuable upon deposit of the Ordinary Shares registered hereby have been registered under a separate registration statement on Form F-6 (File No. 333-265343). Each ADS represents two Ordinary Shares.
(2) In accordance with Rule 457(c) under the Securities Act of 1933, as amended (the "Securities Act"), for the purpose of calculating the registration fee, the Proposed Maximum Offering Price Per Unit is based on the average of the high and low prices for the Registrant's Ordinary Shares represented by ADSs as reported on the New York Stock Exchange on March 18, 2024.

 

 

 

 

Table 2: Fee Offset Claims and Sources

 

  Registrant or
Filer Name
Form
or
Filing
Type
File
Number
Initial
Filing
Date
Filing
Date
Fee Offset
Claimed
Security
Type
Associated
with Fee
Offset
Claimed
Security
Title
Associated
with Fee
Offset
Claimed
Unsold
Securities
Associated with
Fee Offset
Claimed
Unsold Aggregate
Offering Amount
Associated with
Fee Offset Claimed
Fee Paid with
Fee Offset
Source
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims                      
Fee Offset Sources                      
Rule 457(p)
Fee Offset Claims Haleon plc F-1 333-266358 07/28/2022   $ 469,977.28(3) Equity Ordinary Shares 3,910,383,736 $ 14,312,004,473.76  
Fee Offset Sources Haleon plc F-1 333-266358   07/28/2022           $ 1,326,722.81
                         

 

 

(3) Haleon plc ("Haleon") previously filed a registration statement on Form F-1 (File No. 333-266358), initially filed on July 28, 2022 and initially declared effective on August 9, 2022 (the "Prior Registration Statement"), which registered 4,150,383,736 Ordinary Shares (including Ordinary Shares represented by ADSs) for issuance by the selling securityholders identified therein (the "Selling Securityholders" and, together with Haleon, the "Registrants") for a proposed maximum aggregate offering price of $15,200,888,343.08. The Prior Registration Statement was not used, resulting in an unsold aggregate offering amount of $15,200,888,343.08 thereunder, in respect of which Haleon had previously paid $1,326,772.81 in registration fees. This unused amount results in a currently available fee offset of $1,326,772.81, which was carried forward in reliance on Rule 415(a)(6) under the Securities Act to Haleon's shelf registration statement on Form F-3ASR (File No. 333-273103), pursuant to which these securities are being offered. In reliance on Rule 457(p) under the Securities Act, the Registrants are offsetting the entirety of the fees associated with this offering from the filing fee previously paid by Haleon associated with the unsold securities. The Registrants have terminated any offerings that included the unsold securities under the Prior Registration Statement.