EX-FILING FEES 2 exhibit107filingfee.htm EX-FILING FEES Document

Exhibit 107
Calculation of Filing Fee Tables

FORM S-3
(Form Type)

AGROFRESH SOLUTIONS, INC.
(Exact Name of Registrant as Specified in its Charter)


Table 1: Newly Registered and Carry Forward Securities
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Security Type
Security
Class
Title
Fee
Calculation
or Carry
Forward Rule
Amount
Registered
(1)
Proposed
Maximum
Offering Price
Per Unit
(1)
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------$0.0000927$0
Fees Previously Paid-------
Carry Forward Securities
Carry Forward SecuritiesEquityCommon stock, par value $0.0001415(a)(6)(2)(2)S-3333-229002February 11, 2019$24,240.00
EquityPreferred stock, par value $0.0001415(a)(6)(2)(2)
OtherWarrants415(a)(6)(2)(2)
OtherRights415(a)(6)(2)(2)
OtherUnits415(a)(6)(2)(2)
DebtDebt Securities415(a)(6)(2)(2)
Unallocated (Universal) Shelf-457(o)(2)$200,000,000 (3)(4)
Total Offering Amounts$200,000,000$0
Total Fees Previously Paid$0
Total Fee Offsets$0
Net Fee Due$0


Table 2: Fee Offset Claims and Sources
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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
-
-
-
-
-
-
-

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(1)
An indeterminate amount of securities of each identified class is being registered as may from time to time be offered pursuant to this registration statement at indeterminate prices, along with an indeterminate number of shares that may be issued upon exercise, settlement, exchange or conversion of securities offered or sold hereunder. These securities may also be sold separately, together or as units with the other securities registered hereunder. The securities registered hereunder will have an aggregate offering price that does not exceed $200,000,000 or the equivalent in any other currency. Separate consideration may or may not be received for securities that are issuable upon exercise, settlement, conversion or exchange of other securities or that are issued in units. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement shall also cover any additional shares of the Registrant’s securities that become issuable by reason of any stock split, stock dividends, recapitalization, or other similar transactions.
  
(2)Omitted pursuant to General Instruction II.D. of Form S-3.
  
(3)The proposed maximum aggregate offering price has been estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act.
(4)In accordance with Rule 415(a)(6) of the Securities Act, the registrant is hereby including in this registration statement (the "Registration Statement") securities that were previously registered on the registration statement on Form S-3, File No. 333-229002 (the "Prior Registration Statement"), which became effective with the SEC on February 11, 2019, but that have not yet been sold by the registrant. In accordance with Rule 415(a)(6) of the Securities Act, offerings of securities on the Prior Registration Statement will be deemed terminated as of the effective date of this Registration Statement.

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