EX-FILING FEES 4 d654052dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form F-4

(Form Type)

JBS B.V.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities 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

 
Newly Registered Securities
                 

Fees to be

Paid

  Equity   Class A
common shares, 
par value of
€0.01 per
share(1)
  457(c)
and
457(f)(1)
  572,981,486(2)(3)     US$6,829,939,313.12(4)   0.0001531   US$1,045,663.71
                 

Fees to be

Paid

  Equity   Class B

common shares, 
par value of
€0.10 per
share(5)

  457(i)   572,981,486(3)(5)         (6)
                 

Fees Previously

Paid

  Equity   Class A
common shares, 
par value of
€0.01 per
share(1)
  457(c)
and
457(f)(1)
  571,348,236(3)(7)     US$5,953,448,619.12(8)   0.0001476    US$878,729.02
                 

Fees Previously

Paid

  Equity   Class B

common shares, 
par value of
€0.10 per
share(9)

  457(i)   571,348,236(3)(9)         (6)
 
Carry Forward Securities
                 

Carry

Forward

Securities

               
           
    Total Offering Amounts      US$876,490,694.00(10)     US$134,190.73(11)
           
    Total Fees Previously Paid         
           
    Total Fee Offsets         
           
    Net Fee Due                US$134,190.73

 

(1)

Each Class A common shares, par value €0.01 per share, of JBS N.V. (as the registrant is expected to be known upon its renaming and conversion into a public limited liability company (naamloze vennootschap) under Dutch law)(“JBS N.V. Class A Common Shares”) will be initially issued in the form of Brazilian Depositary Receipts (“JBS N.V. BDRs”). The JBS N.V. BDRs will be issuable upon deposit of JBS N.V. Class A Common Shares with the depositary for the BDR program.

(2)

Represents the estimated maximum number JBS N.V. Class A Common Shares issuable upon completion of the Proposed Transaction (as defined in this registration statement) and is calculated by multiplying (a) 1,145,962,972issued and outstanding shares of common stock of JBS S.A. (“JBS S.A. Common Shares”) held by JBS S.A.’s non-controlling shareholders on November 14, 2024, by (b) 0.5, which is the exchange ratio under the Proposed Transaction. The amount to be registered includes the JBS N.V. Class A Common Shares to be held by the depositary of the JBS N.V. BDRs to be issued by the registrant as part of the consideration in the Proposed Transaction.


(3)

Pursuant to Rule 416 promulgated under the Securities Act of 1933, as amended (“Securities Act”), this registration statement also covers an indeterminate number of additional JBS N.V. Class A Common Shares and JBS N.V. Class B Common Shares (as defined below) as may be issuable as a result of stock splits, stock dividends or similar transactions.

(4)

Pursuant to Rules 457(c) and 457(f)(1) promulgated under the Securities Act and solely for the purpose of calculating the registration fee, the proposed aggregate maximum offering price is calculated by multiplying (a) US$5.96 (the average of the high and low prices of JBS S.A. Common Shares as reported on the B3 S.A. – Brasil, Bolsa, Balcão on June 17, 2024, calculated at the exchange rate of R$5.8173for every US$1.00 (which is the selling rate of Brazilian reais as reported by the Central Bank of Brazil (Banco Central do Brasil) on November 21, 2024, which is within five business days prior to the date of the filing of this amendment to the registration statement), by (b) 1,145,962,972, the number of JBS S.A. Common Shares to be received by the registrant in the Proposed Transaction (assuming the ownership structure of JBS S.A. on the Last Trading Day (as defined in this registration statement) is the same as on November 14, 2024).

(5)

The number of Class B common shares, par value €0.10 per share, of JBS N.V. (“JBS N.V. Class B Common Shares”) to be registered is based on the maximum number of JBS N.V. Class B Common Shares into which up to 572,981,486 JBS N.V. Class A Common Shares can be converted, at a ratio of one JBS N.V. Class B Common Share for each JBS N.V. Class A Common Share held.

(6)

Pursuant to Rule 457(i) under the Securities Act, there is no additional filing fee payable with respect to the JBS N.V. Class B Common Shares issuable upon conversion of the JBS N.V. Class A Common Shares because no additional consideration will be received in connection with the exercise of the conversion privilege.

(7)

Represents the estimated maximum number JBS N.V. Class A Common Shares issuable upon completion of the Proposed Transaction (as defined in this registration statement) on the date of the first amendment to the registration statement and was calculated by multiplying (a) 1,142,696,472 issued and outstanding shares of common stock of JBS S.A. (“JBS S.A. Common Shares”) held by JBS S.A.’s non-controlling shareholders on June 15, 2024, by (b) 0.5, which is the exchange ratio under the Proposed Transaction. The amount registered included the JBS N.V. Class A Common Shares to be held by the depositary of the JBS N.V. BDRs to be issued by the registrant as part of the consideration in the Proposed Transaction.

(8)

Pursuant to Rules 457(c) and 457(f)(1) promulgated under the Securities Act and solely for the purpose of calculating the registration fee, the proposed aggregate maximum offering price is calculated by multiplying (a) US$5.21 (the average of the high and low prices of JBS S.A. Common Shares as reported on the B3 S.A. – Brasil, Bolsa, Balcão on June 17, 2024, calculated at the exchange rate of R$5.4130 for every US$1.00 (which is the selling rate of Brazilian reais as reported by the Central Bank of Brazil (Banco Central do Brasil) on June 17, 2024, which is within five business days prior to the date of the filing of this amendment to the registration statement), by (b) 1,142,696,472, the number of JBS S.A. Common Shares to be received by the registrant in the Proposed Transaction (assuming the ownership structure of JBS S.A. on the Last Trading Day (as defined in this registration statement) is the same as on June 15, 2024).

(9)

The number of Class B common shares, par value €0.10 per share, of JBS N.V. (“JBS N.V. Class B Common Shares”) to be registered was based on the maximum number of JBS N.V. Class B Common Shares into which up to 571,348,236JBS N.V. Class A Common Shares could be converted, at a ratio of one JBS N.V. Class B Common Share for each JBS N.V. Class A Common Share held.

(10)

Represents the additional maximum aggregate offering price being registered. Calculated as the difference between US$6,829,939,313.12 and US$5,953,448,619.12.

(11)

The amount of registration fee is calculated by multiplying the additional maximum aggregate offering price of US$876,490,694.00 by the current filing fee rate of US$153.10 per US$1,000,000.