EX-FILING FEES 4 d251968dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form S-1

(Form Type)

BrightSpring Health Services, 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(1)

  Fee Rate  

Amount of

Registration

Fee(2)

  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,

$0.01 par value

per share(3)

  Rule 457(o)   —    —    $100,000,001   0.00014760   $14,761          
                         
    Other  

% Tangible Equity

Units(4)

  Rule 457(o)   —    —    $100,000,001   0.00014760   $14,761          
                         
    Equity  

Stock Purchase

Contracts included

as part of the

Tangible Equity Units

  Rule 457(i)     —    —      (5)          
                         
    Equity  

Common stock,

$0.01 par value per share

underlying the Stock

Purchase Contracts

  Rule 457(i)     —    —      (5)          
                         
    Debt  

Amortizing Notes

included as part of the Tangible

Equity Units

  Rule 457(i)     —    —      (5)          
                         

Fees

Previously

Paid

  Equity  

Common stock,

$0.01 par value per

share(3)

  Rule 457(o)   —    —    $100,000,000     $9,270          
                         
    Other  

% Tangible

Equity Units(4)

  Rule 457(o)   —    —    $100,000,000     $9,270          
                   
    Total Offering Amounts      $200,000,002     $29,521          
                   
    Total Fees Previously Paid          18,540          
                   
    Total Fee Offsets          —           
                   
    Net Fee Due                $10,981                

 

(1)

Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(o) under the Securities Act of 1933, as amended.

(2)

On October 18, 2021, the Registrant filed a registration statement on Form S-1 (File No. 333-260334), as amended (the “Prior Registration Statement”), and paid a registration fee of $18,540. The Prior Registration Statement was not declared effective, and no securities were sold thereunder. The Prior Registration Statement was withdrawn by filing a Form RW on November 23, 2022. In accordance with Rule 457(p) under the Securities Act, the Registrant is offsetting the registration fee for this registration statement against the fees previously paid in connection with the Prior Registration Statement.

(3)

Includes    shares of common stock that the underwriters’ have the option to purchase.

(4)

Includes    Tangible Equity Units that are subject to the underwriters’ option to purchase additional Tangible Equity Units. Each Tangible Equity Unit is comprised of a stock purchase contract and an amortizing note. This registration statement also registers an estimated    shares of the Registrant’s common stock that are issuable upon settlement of the purchase contracts that are a component of the Tangible Equity Units registered hereby, at the initial rate of    shares of common stock per purchase contract, based on the assumed initial public offering price of $    per share, which is the midpoint of the estimated price range set forth on the cover page of the common stock prospectus which forms a part of this registration statement and assuming the maximum number of shares issuable upon automatic settlement of such purchase contracts. Under Rule 457(i), there is no additional filing fee payable with respect to the shares of common stock issuable upon settlement of the purchase contracts because no additional consideration will be received in connection with the settlement. The number of shares of the Registrant’s common stock issuable upon such settlement will vary based on the public offering price of the common stock registered hereby. The number of the Registrant’s shares issuable upon settlement of the purchase contracts is subject to anti-dilution adjustments upon the occurrence of certain events described herein. Pursuant to Rule 416 under the Securities Act, the number of the Registrant’s shares to be registered includes an indeterminable number of shares that may become issuable upon settlement of the purchase contracts as a result of such anti-dilution adjustment, solely to the extent permitted by Rule 416.

(5)

No fee pursuant to Rule 457(i) under the Securities Act.