FILLING FEE TABLE
Published on March 9, 2026
Exhibit 107
CALCULATION OF FILING FEE TABLES
Form S-3ASR
(Form Type)
(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 to be 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 | ||||||||||||
| | | | | | $ | $ | | $ | ||||
| | | | Rule 456(b) and | — | — | — | —(4) | —(4) | ||||
| | | | Rule 456(b) and | — | — | — | —(4) | —(4) | ||||
| | | | Rule 456(b) and | — | — | — | —(4) | —(4) | ||||
| | | | Rule 456(b) and | — | — | — | —(4) | —(4) | ||||
| Fees Previously Paid | — | — | — | — | — | — | — | |||||
| Carry Forward Securities | ||||||||||||
| Carry Forward Securities | — | — | — | — | — | — | — | — | — | — | ||
| Total Offering Amounts | $ | $ | ||||||||||
| Total Fees Previously Paid | $ | |||||||||||
| Total Fee Offsets | $ | |||||||||||
| Net Fee Due | $ | |||||||||||
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 | |
| | |||||||||||
| | | | | $ | | | $ | ||||
| | | | | $ | |||||||
| (1) | In accordance with Rules
456(b) and 457(r) under the Securities Act of 1933 (the “Securities Act”), as
amended, the shares of common stock being registered hereunder include such
indeterminate number of common stock as may be issuable with respect to the
common stock being registered hereunder, as a result of stock splits, stock
dividends or other similar transactions. This registration statement also
covers an indeterminate amount of securities as may be issued in exchange for,
or upon conversion or exercise of, as the case may be, the securities issued
hereunder. |
|
(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 common stock as reported on the New York Stock Exchange on March
3, 2026, which was $14.44.
|
| (3) | There is being registered
hereunder such indeterminate number or amount of common stock, preferred stock,
warrants and units as may from time to time be issued by the registrant at
indeterminate prices and as may be issuable upon conversion, redemption,
exchange, exercise or settlement of any securities registered hereunder,
including pursuant to the exercise of any warrants previously issued by the
registrant and under any applicable antidilution provisions. |
|
(4)
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In accordance with Rules
456(b) and 457(r) under the Securities Act, the registrant is deferring payment
of all of the registration fee and will pay the registration fee on a
“pay-as-you-go” basis. The registrant will calculate the registration fee applicable
to an offer of securities pursuant to this registration statement based on the
fee payment rate in effect on the date of such fee payment.
|
| (5) | On November 21, 2025, the
redomiciliation of Diversified Energy Company PLC (“DEC PLC”), a public company
incorporated under the laws of England and Wales, was implemented by way of a
UK court-sanctioned scheme of arrangement under Part 26 of the Companies Act
2006 (the “Scheme”). Pursuant to the Scheme, the registrant was inserted as the
ultimate parent company of DEC PLC and its consolidated subsidiaries. Pursuant
to Rule 12g-3(a) under the Securities Exchange Act of 1934, the registrant is
the successor issuer to DEC PLC. |
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(6)
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On May 16, 2025, DEC PLC
filed a registration statement on Form F-3ASR (File No. 333-287373) (the “Prior
Registration Statement”), which registered the resale of up to 19,910,181 ordinary
shares of DEC PLC in a secondary offering. On November 24, 2025, the registrant
filed a registration statement on Form POSASR (File No.: 333-287373), which
terminated the Prior Registration Statement. Pursuant to Rule 457(p) under the
Securities Act, the registrant hereby applies $14,959.39 of the registration fee previously paid in connection with
the Prior Registration Statement to offset the registration fees that are
payable in connection with the registration of securities on this registration
statement, and as a result the registrant will have $11,876.79 registration
fee remaining.
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