EX-FILING FEES 4 founderspac_ex107.htm EX-FILING FEES

 

Exhibit 107

 

Calculation of Filing Fee Tables

 

S-4

…………..

(Form Type)

 

FOUNDER SPAC

……………………………………………………..…

(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
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 Common Stock Fee Calculation Rule 148,914,153(1) $9.96(4) $1,483,184,963.88 $0.0000927 $137,491.25 - - - -
Fees to Be
Paid
Equity Common Stock Fee Calculation Rule 31,625,000(2) $9.96(4) $314,985,00.00 $0.0000927 $29,199.11 - - - -
Fees to Be
Paid
Equity Common Stock Fee Calculation Rule 15,812,500 - - - - - - - -
Fees to Be
Paid
Equity Common Stock Fee Calculation Rule 15,812,500(3) $11.50 $181,843,750.00 $0.0000927 $16,856.27 - - - -
Fees
Previously
Paid
                       
Carry Forward Securities
Carry
Forward
Securities
                       
  Total Offering Amounts                
  Total Fees Previously Paid                
  Total Fee Offsets                
  Net Fee Due                

 

(1)Based on the number of shares of Class A Common Stock, par value $0.0001 per share (“Domestication Class A Common Stock”), of New Rubicon (as defined below) to be issued pursuant to the certificate of incorporation of New Rubicon and in connection with the Business Combination (as defined herein), comprising (a) 19,930,813 shares of Domestication Class A Common Stock to be issued upon consummation of the Business Combination (as described herein), (b) 118,593,980 shares of Domestication Class A Common Stock issuable upon conversion of the 118,593,980 Class B Units of Rubicon Technologies Holdings, LLC (“Class B Units”) to be issued upon consummation of the Business Combination (as described herein), (c) up to 1,494,811 shares of Domestication Class A Common Stock issuable as contingent earn-out consideration following consummation of the Business Combination (as described herein), and (d) up to 8,894,549 shares of Domestication Class A Common Stock issuable upon conversion of the 8,894,549 Class B Units issuable as contingent earn-out consideration following consummation of the Business Combination (as described herein), in each case, pursuant to that certain Merger Agreement (as described herein).

(2)Based on the number of shares of Domestication Class A Common Stock to be issued upon conversion of 31,625,000 Founder Class A Shares, par value $0.0001 per share (including Founder Class A Shares included in units), issued by the registrant in its initial public offering (“IPO”) registered on Form S-1 (SEC File No. 333-258158).

(3)Represents the number of shares of Domestication Class A Common Stock issuable upon exercise of warrants pursuant to their terms. Each whole warrant will entitle the warrant holder to purchase one share of Domestication Class A Common Stock at a price of $11.50 per share.

(4)Calculated pursuant to Rule 457 of the Securities Act and solely for the purpose of calculating the registration fee, the proposed maximum offering price is equal to the average high and low prices of Founder Class A Shares reported on Nasdaq as of January 26, 2022.

 

 

 

 

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

                     

Fee

Offset

Sources

                     

 

Table 3: Combined Prospectuses

 

Security Type Security
Class
Title
Amount of
Securities
Previously
Registered
Maximum Aggregate
Offering Price of
Securities Previously
Registered
Form
Type
File
Number
Initial Effective
Date