EX-FILING FEES 6 tm227186d1_ex-filingfees.htm EX-FILING FEES

 

Exhibit 107

 

CALCULATION OF FILING FEE TABLE

 

FORM S-8

(Form Type)

 

Vertical Aerospace Ltd.

(Exact Name of Registrant as Specified in its Charter) 

 

Table I: Newly Registered Securities

                                   
Security
Type
  Security Class
Title
  Fee
Calculation
Rule
  Amount
Registered(1)
    Proposed
Maximum
Offering Price
Per Unit
    Maximum
Aggregate
Offering Price
  Fee Rate   Amount of
Registration Fee
 
Equity   Ordinary Shares, $0.0001 par value per share — 2021 Incentive Award Plan   Rule 457(c) and 457(h)     12,427,964 (2)    $ 7.28 (4)    $  90,475,577.92   $92.70 per million dollars   $ 8,387.09  
Equity   Ordinary Shares, $0.0001 par value per share — EMI Option Agreements   457(h)     21,656,655 (3)    $ 0.24 (5)    $ 5,197,597.20   $92.70 per million dollars   $ 481.82  
Total Offering Amounts                 $ 95,673,175.12       $ 8,868.91  
Total Fees Previously Paid                            
Total Fee Offsets                            
Net Fee Due                         $ 8,868.91  

 

(1) Pursuant to Rule 416 of the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional ordinary shares, par value $0.0001 per share (“Ordinary Share”), of Vertical Aerospace Ltd. (the “Company”) that become issuable under the Company’s 2021 Incentive Award Plan (the “Incentive Plan”) by reason of any future share dividend, share split, recapitalization or other any similar transaction.
(2) Represents 12,427,964 Ordinary Shares reserved for issuance under the 2021 Incentive Award Plan.  
(3) Represents 21,656,655 Ordinary Shares reserved for issuance which are intended to be tax qualifying enterprise management incentive options under Schedule 5 of the UK Income Tax (Earnings and Pensions) Act 2003 (the “EMI Option Agreements”).
(4) Estimated solely for purposes of calculating the registration fee pursuant to Rules 457(c) and 457(h) of the Securities Act, the proposed maximum offering price per share and proposed maximum aggregate offering price are based upon the average of the high and low prices of the Company’s Ordinary Shares as reported on the New York Stock Exchange on March 17, 2022, which date is within five business days prior to the filing of this Registration Statement.
(5) Estimated solely for purposes of calculating the registration fee pursuant to 457(h) of the Securities Act, the proposed maximum offering price per share and proposed maximum aggregate offering price are based upon the weighted average price of £0.183 and converted to $0.24 at the noon buying rate of the Federal Reserve Bank of New York of £1.00 to $1.3063 on March 11, 2022, at which the options pursuant to the EMI Option Agreements may be exercised in exchange for the Company’s Ordinary Shares.