EX-FILING FEES 4 d891055dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

CALCULATION OF FILING FEE TABLE

Form S-3

(Form Type)

Kura Sushi USA, Inc.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities

 

               
Security Type   Title of
Each Class of Securities to be
Registered(1)
  Fee
Calculation
or Carry
Forward
Rule
  Amount
Registered
  Proposed
Maximum
Offering
Price Per
Unit
  Proposed
Maximum
Aggregate
Offering Price
  Fee Rate   Amount of
Registration
Fee
               
Equity   Class A Common Stock, par value $0.001 per share   457(o)            
               
Equity   Preferred Stock, par value $0.001 per share   457(o)            
               
Equity   Depositary Shares(2)   457(o)            
               
Other   Warrants(3)   457(o)            
               
Other   Subscription Rights(4)   457(o)            
               
Other   Share Purchase Contracts   457(o)            
               
Other   Share Purchase Units   457(o)            
               
Unallocated (Universal Shelf)     457(o)       $11,338,000   $0.0001531   $1,735.85
           
Total offering amounts       $11,338,000     $1,735.85
           
Total Fees Previously Paid          

$0.00

           
Total Fee Offsets           — 
           
Net Fee Due                   $1,735.85

 

 

 

(1) 

The Registrant previously registered an indeterminate number of shares of the Registrant’s Class A common stock, preferred stock, depositary shares, warrants, subscription rights, share purchase contracts and share purchase units with an initial aggregate offering price not to exceed $125,000,000 to be offered and sold by the Registrant on a registration statement on Form S-3 (File No. 333-269040), which was declared effective on January 6, 2023 (the “Initial Registration Statement”) and for which a filing fee of $13,775 was previously paid. Of the securities registered for offer and sale by the Registrant, a balance of $56,690,000 of such securities remains available for offer and sale by the Registrant under the Initial Registration Statement as of the date hereof. In accordance with Rule 462(b) under the Securities Act of 1933, as amended (the “Securities Act”), an additional indeterminate number of shares of Class A common stock of the Registrant having a proposed maximum aggregate offering price of $11,338,000 is hereby registered, representing no more than 20% of the maximum aggregate offering price of unsold securities remaining available for issuance by the Registrant under the Initial Registration Statement. The proposed maximum offering price per share will be determined from time to time by the Registrant in connection with, and at the time of, the issuance by the Registrant of the Class A common stock registered hereunder. Pursuant to Rule 457(i) under the Securities Act, the securities registered hereunder include such indeterminate amount of securities as may be issued upon exercise, conversion or exchange of, pursuant to anti-dilution adjustments, or pursuant to a stock dividend, stock split or similar transaction with respect to securities that provide for such issuance, exercise, conversion, exchange, adjustment, stock split or similar transaction. Separate consideration may or may not be received for any of these securities.

(2) 

Each depositary share registered hereunder will be issued under a deposit agreement and will represent an interest in a fractional share or multiple shares of Class A common stock or preferred stock and will be evidenced by a depositary receipt.

(3) 

Warrants represent rights to purchase Class A common stock or preferred stock registered under this registration statement.

(4) 

The subscription rights to purchase shares of Class A common stock or preferred stock will be offered without additional consideration.