0001377630N/AN/AEX-FILING FEES000137763052025-08-052025-08-05000137763022025-08-052025-08-05000137763092025-08-052025-08-05000137763012025-08-052025-08-05000137763042025-08-052025-08-05000137763072025-08-052025-08-0500013776302025-08-052025-08-05000137763032025-08-052025-08-05000137763082025-08-052025-08-05000137763062025-08-052025-08-05xbrli:pureiso4217:USD

 

EXHIBIT 107

Calculation of Filing Fee Tables

Form S-3

(Form Type)

National CineMedia, Inc.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities

Security

Type

 

Security

Class

Title

 

Fee

Calculation

or Carry Forward Rule

Amount

Registered (1)

Proposed

Maximum

Offering

Price per

Unit (2)

Maximum

Aggregate

Offering

Price (1)

Fee

Rate

Amount of Registration Fee

Primary Offering

 

Fees to Be Paid

Debt

 

Debt Securities

 

457(o)

-

-

-

-

-

Equity

 

Common Stock, par value $0.01 per share

 

457(o)

-

-

-

-

-

Equity

 

Preferred Stock, par value $0.01 per share

 

457(o)

-

-

-

-

-

Other

 

Warrants (3)

 

457(o)

-

-

-

-

-

Other

 

Depositary Shares (4)

 

457(o)

-

-

-

-

-

Other

 

Purchase Contracts

 

457(o)

-

-

-

-

-

Other

 

Units (5)

 

457(o)

-

-

-

-

-

Unallocated (Universal) Shelf

 

Unallocated (Universal) Shelf

 

457(o)

$300,000,000 (1)

(2)

$300,000,000 (1)

$153.10 per million

$45,930.00

Secondary Offering

 

 

 

Equity

 

Common Stock, par value $0.01 per share

 

457(c)

 

26,664,349

 

$4.68 (6)

 

$124,789,153

 

$153.10 per million

 

$19,105.22

Total Offering Amounts

$424,789,153

$65,035.22

Total Fees Previously Paid

-

Total Fee Offsets

-

Net Fee Due

$65,035.22

 

 


 

 

(1)

Includes an indeterminate aggregate principal amount and number of securities of each identified class of securities up to a proposed aggregate offering price of $300,000,000, which may be offered by the registrant from time to time in unspecified numbers and at indeterminate prices, and as may be issued upon conversion, redemption, repurchase, exchange or exercise of any securities registered hereunder. Separate consideration may or may not be received for securities that are issuable upon conversion, exchange or exercise of other securities. In addition, pursuant to Rule 416 under the Securities Act of 1933, as amended, or the Securities Act, this registration statement also covers any additional securities that may be offered, issued or become issuable in connection with any stock split, stock dividend or similar transaction or pursuant to anti-dilution provisions of any of the securities.

(2)

The proposed maximum offering price per unit will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security. Such amount will be set forth in U.S. dollars or the equivalent thereof for any security denominated in one or more, or units of two or more, foreign currencies or composite currencies based on the exchange rate at the time of sale. Debt securities may be issued with original issue discount such that the aggregate initial public offering price will not exceed $300,000,000 together with the other securities issued hereunder.

(3)

The warrants covered by this registration statement may be debt warrants, common stock warrants or preferred stock warrants.

(4)

To be represented by depositary receipts and representing an interest in all or a specified portion of a share of preferred stock.

(5)

Any of the securities registered hereunder may be sold separately or as units with other securities registered hereunder.

(6)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act based on the average of the high and low prices of the registrant’s common stock reported on The Nasdaq Stock Market LLC on August 1, 2025, which is within five business days prior to filing this registration statement.