| 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 | |
| | | | | | N/A | $ | | $ |
| Fees Previously Paid | - | - | - | - | - | - | $0.00 | |
| Total Offering Amounts | $ | $ | ||||||
| Total Fees Previously Paid | | |||||||
| Total Fee Offsets | | |||||||
| Net Fee Due | $ | |||||||
| (1) | Represents the estimated
maximum number of shares of common stock, par value $1.00 per share, of The
Brink’s Company (“Brink’s” and such stock, “Brink’s Common Stock”)
to be issued upon the completion of the transactions contemplated by the
Agreement and Plan of Merger, dated as of February 26, 2026, by and between Brink’s,
NCR Atleos Corporation, a Maryland corporation (“NCR Atleos”), Novus
Merger Sub, Inc., a Maryland corporation and wholly owned subsidiary of Brink’s,
and Novus Merger Sub II, LLC, a Maryland limited liability company and wholly
owned subsidiary of Brink’s (as amended from time to time, the “merger
agreement”), and is based upon the product of (x) the maximum number of
shares of common stock, par value $0.01 per share, of NCR Atleos (“NCR
Atleos Common Stock”) outstanding as of April 22, 2026 or issuable or
expected to be exchanged (including in respect of equity-based awards) in
connection with the First Merger (as defined in the merger agreement),
collectively equal to 78,879,657, and (y) the exchange ratio of 0.1574 shares of
Brink’s Common Stock for each share of NCR Atleos Common Stock. |
|
(2)
|
The maximum aggregate
offering price of $1,216,324,310.94 is estimated solely for the purpose of calculating the
registration fee required by Section 6(b) of the Securities Act of 1933, as
amended (the “Securities Act”) and calculated pursuant to Rules 457(c), 457(f)(1),
and 457(f)(3) promulgated thereunder. The proposed maximum aggregate offering
price is equal to the product of (x) $45.42, the average of the high and low
prices of NCR Atleos Common Stock as reported on the New York Stock Exchange on
April 22, 2026 and (y) 78,879,657, the estimated maximum number of shares of NCR
Atleos Common Stock that may be converted in the First Merger, minus $2,366,389,710.00, the
estimated amount of cash to be paid by Brink’s to NCR Atleos stockholders.
|
| Amount of Securities to be Received or Cancelled | Value per Share of Securities to be Received or Cancelled | Total Value of Securities to be Received or Cancelled | Cash Consideration Received by the registrant | Cash Consideration (Paid) by the registrant | Maximum Aggregate Offering Price |
| | $ | $ | $ | $ |