Security

Type

Security

Class

Title

Fee

Calculation

or Carry

Forward

Rule

Amount

Registered(1)

Proposed

Maximum

Offering

Price Per

Unit(2)

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 (par) value £0.20 per share

457(c)

19,910,181

$13.14

$261,619,778.34

0.00015310

$40,053.99

Fees

Previously

Paid

Carry Forward Securities

Carry

Forward

Securities

-

-

-

-

-

-

-

-

-

-

-

-

Total Offering Amounts

$261,619,778.34

$40,053.99

Total Fees Previously Paid

-

Total Fee Offsets

-

Net Fee Due

$40,053.99

(1)

Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares being registered hereunder include such indeterminate number of ordinary shares as may be issuable with respect to the ordinary shares being registered hereunder, as a result of stock splits, stock dividends or other similar transactions.

(2)

Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the registrant’s ordinary shares as reported on the New York Stock Exchange on May 9, 2025, which was $13.14.