EX-FILING FEES 6 d810578dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form S-3

(Form Type)

Heritage Insurance Holdings, Inc.

(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
Registered
  Proposed
Maximum 
Offering
Price Per
Unit
 

Maximum
Aggregate
Offering

Price

 

Fee

Rate

 

Amount of
Registration

Fee

 
Newly Registered Securities
                 

Fees to Be

Paid

  Equity  

Common Stock, par 

value $0.0001 per

share

  Rule 457(o)    (1)   (1)   (1)(2)    
                 
    Equity  

Preferred Stock, par 

value $0.0001 per

share

  Rule 457(o)   (1)   (1)   (1)(2)    
                 
    Debt   Debt Securities   Rule 457(o)   (1)   (1)   (1)(2)    
                 
    Other   Warrants   Rule 457(o)   (1)   (1)   (1)(2)    
                 
    Other   Subscription Rights   Rule 457(o)   (1)   (1)   (1)(2)    
                 
    Other  

Stock Purchase

contracts

  Rule 457(o)   (1)   (1)   (1)(2)    
                 
    Other  

Stock Purchase

Units

  Rule 457(o)   (1)   (1)   (1)(2)    
                 
   

Unallocated 

(Universal)

Shelf

 

Unallocated 

(Universal) Shelf

  Rule 457(o)   $100,000,000    N/A   $100,000,000    $0.00014760    $14,760.00
                 

Fees

Previously

Paid

               
 
Carry Forward Securities
                 

Carry

Forward

Securities 

               
         
Total Offering Amounts      $100,000,000     $14,760.00
         
Total Fees Previously Paid         
         
Total Fee Offsets          $19,076.34(4)
         
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

 
Rule 457(p)
                       

Fee

Offset

Claims 

 

Heritage 

Insurance 

Holdings, 

Inc.

  S-3   333-254091   

March 10, 

2021

    $19,076.34(3)  

Unallocated 

(Universal)

Shelf

  (3)   (3)   $174,851,856.80     
                       

Fee

Offset

Sources 

 

Heritage 

Insurance 

Holdings, 

Inc.

  S-3   333-254091       

March 10, 

2021

                      $19,076.34(3)

 

(1)

An indeterminate amount of securities of each identified class is being registered as may from time to time be offered hereunder at indeterminate prices that shall have an aggregate initial offering price not to exceed $100,000,000. For debt securities issued with an original issue discount, the amount to be registered is calculated as the initial accreted value of such debt securities. The securities registered hereunder also include an indeterminate number of securities that may be issued upon exercise, settlement, exchange or conversion of the securities offered or sold hereunder. Separate consideration may or may not be received for securities that are issuable upon conversion, exercise, or exchange of other securities. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also covers any additional securities that may be offered or issued in connection with any stock split, stock dividend, or pursuant to anti-dilution provisions of any of the securities.

(2)

The proposed maximum aggregate offering price has been estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) of the Securities Act.

(3)

The registrant previously registered securities issuable by the registrant with an aggregate maximum offering price of $200,000,000 pursuant to a shelf registration statement on Form S-3, as amended (File No. 333-254091) filed with the Securities and Exchange Commission on March 10, 2021 (the “Prior Registration Statement”). In connection with the Prior Registration Statement, the registrant paid a registration fee in the amount of $21,820.00.

Under the Prior Registration Statement, the registrant sold an aggregate of $25,148,143.20 of the registrant’s Common Stock and the filing fee attributable to such sale was $2,743.66 (calculated at the fee rate in effect on the filing date of the Prior Registration Statement, or $0.00010910), leaving $19,076.34 in previously paid and unused fees available as an offset against the registration fee due hereunder.

 

(4)

Pursuant to Rule 457(p) under the Securities Act, the registrant is offsetting the registration fees due under this registration statement by $14,760.00, which represents a portion of the registration fees previously paid and unused with respect to the Prior Registration Statement, as described above. Concurrently with the filing of this registration statement, any offering of unsold Securities pursuant to the Prior Registration Statement is hereby terminated and the full unused amount of the registration fees paid under the Prior Registration Statement are hereby transferred to this registration statement.