EX-FILING FEES 11 tm2319659d2_ex-filingfees.htm EX-FILING FEES

 

Exhibit 107

 

Calculation of Filing Fee Table

 

Form F-3

(Form Type)

 

HALEON PLC
HALEON US CAPITAL LLC
HALEON UK CAPITAL 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(1)
Amount
Registered(1)
Proposed
Maximum
Offering
Price Per
Unit(1)
Maximum
Aggregate
Offering
Price(1)
Fee
Rate(1)
Amount of
Registration
Fee(1)
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
  Haleon plc
Fees to Be Paid Equity Ordinary Shares, nominal value £0.01 per share(1) Rule 456(b) and Rule 457(r)         (2)        
  Other Guarantees of Debt Securities of Haleon US Capital LLC Rule 456(b) and Rule 457(r)     (3)   (3)        
  Other Guarantees of Debt Securities of Haleon UK Capital plc Rule 456(b) and Rule 457(r)     (3)   (3)        
  Haleon US Capital LLC
  Debt Debt Securities Rule 456(b) and Rule 457(r)         (2)        
  Haleon UK Capital plc
  Debt Debt Securities Rule 456(b) and Rule 457(r)         (2)        
Fees Previously Paid N/A N/A N/A N/A N/A N/A N/A N/A        
Carry Forward Securities
Carry Forward Securities N/A N/A N/A N/A N/A N/A     N/A N/A N/A N/A
                         
  Total Offering Amounts   Indeterminate   N/A        
  Total Fees Previously Paid       N/A        
  Total Fee Offsets(4)       $1,326,722.81        
  Net Fee Due       N/A        

 

 

 

 

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 Form F-1 333-266358 July 28, 2022   $1,326,722.81 Equity Ordinary Shares, nominal value £0.01 per share(4) (5)(6) $14,312,004,473.76  

 

Fee Offset Sources

 

Haleon plc Form F-1 333-266358   July 28, 2022           $1,326,722.81

 

 

 

(1)

An indeterminate aggregate initial offering price or number of the securities of each identified class is being registered as may from time to time be offered at indeterminate prices. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities or that are represented by depositary shares.

 

(2)

In accordance with Rules 456(b) and 457(r) under the Securities Act of 1933, as amended (the “Securities Act”), each Registrant is deferring payment of all of the registration fee, except for $1,326,722.81 that has already been paid with respect to $14,312,004,473.76 aggregate principal amount of securities that were previously registered pursuant to a registration statement on Form F-1 (File No. 333-266358), were not sold thereunder and which the Registrants are carrying forward to this Registration Statement pursuant to Rule 415(a)(6) under the Securities Act. See (5) below.

 

(3) Pursuant to Rule 457(n), no separate fee for the guarantees is payable.
   
(4)

Includes (i) 3,319,371,012 Ordinary Shares and (ii) 591,012,724 Ordinary Shares represented by 295,506,362 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. 333-2). Each ADS represents two Ordinary Shares. See Table 2.

 

(5) The Registrants previously filed a registration statement on Form F-1 (File No. 333-266358), initially filed on July 28, 2022, amended on August 5, 2022 and initially declared effective on August 9, 2022 (the “Prior Registration Statement”), which registered 4,150,383,736 Ordinary Shares for issuance by the Registrants for a proposed maximum aggregate offering price of $15,200,888,343.08. The Prior Registration Statement was not used and, accounting for the transaction set out in (6) below, 3,910,383,736 Ordinary Shares have not been sold, resulting in an unsold aggregate offering amount of $14,312,004,473.76. This unused amount results in an available fee offset of $1,326,722.81. Pursuant to Rule 457(p) under the Securities Act, the Registrants are offsetting $1,326,722.81 of the fees associated with this Registration Statement from the filing fee previously paid by the registrant associated with the unsold securities. The Registrants have terminated any offerings that included the unsold securities under the Prior Registration Statement.
   
(6) On May 11, 2023, GSK plc resold an aggregate amount of 240,000,000 previously registered Ordinary Shares outside the United States pursuant to Regulation S under the Securities Act. As a result, the number of Ordinary Shares registered for resale pursuant to this registration statement has been reduced accordingly and is lower than the 4,150,383,736 Ordinary Shares registered under the Prior Registration Statement. See also footnote (4).