EX-FILING FEES 5 tm247707d3_ex-filingfees.htm EX-FILING FEES

 

Exhibit 107

 

Calculation of Filing Fee Tables

 

Form S-3

(Form Type)

 

Assertio Holdings, 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 

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 Equity

Common stock, $0.001

par value per share(1)

 

Rule 457(o) (1) (2) (3)            
                         
Fees to Be Paid Equity Preferred stock, $0.001 par value per share(1) Rule 457(o) (1) (2) (3)            
                         
Fees to Be Paid Debt Debt Securities Rule 457(o) (1) (2) (3)            
                         
Fees to Be Paid Other Warrants(1) Rule 457(o) (1) (2) (3)            
                         
Fees to Be Paid Other Units(1) Rule 457(o) (1) (2) (3)            
                         
Fees to Be Paid Unallocated (Universal)
Shelf
Unallocated (Universal)
Shelf
Rule 457(o) (1) (2) $150,000,000 0.00014760 $22,140.00        
                   
  Total Offering Amounts   $150,000,000   $22,140.00        
                   
  Total Fees Previously Paid                
                   
  Total Fee Offsets       $4,828.48(4)        
                   
  Net Fee Due       $17,311.52(4)        

 

 

 

 

Table 2: Fee Offset Claims and Sources

                       
 

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 

 
Rule 457(p)
Fee Offset Claims Assertio Holdings, Inc. S-3 333-252368 January 25, 2021   $4,828.48(4) Unallocated (Universal) Shelf Unallocated (Universal) Shelf (4) $44,257,384(4)  
Fee Offset Sources Assertio Holdings, Inc. S-3 333-252368   January 25, 2021           $4,828.48(4)

 

(1) The amount to be registered consists of up to $150,000,000 of an indeterminate amount of common stock, preferred stock, debt securities, warrants and/or units. There is also being registered hereunder such currently indeterminate number of (i) shares of common stock or other securities of the registrant as may be issued upon conversion of, or in exchange for, convertible or exchangeable debt securities and/or preferred stock registered hereby, or (ii) shares of preferred stock, common stock, debt securities or units as may be issued upon exercise of warrants registered hereby, as the case may be. Any securities registered hereunder may be sold separately or as units with the other securities registered hereunder.

 

(2) The proposed maximum aggregate 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 pursuant to General Instruction II.D. of Form S-3 under the Securities Act of 1933, as amended (the “Securities Act”).

 

(3) Estimated solely for purposes of computing the registration fee pursuant to Rule 457(o) under the Securities Act. In no event will the aggregate offering price of all securities sold by the registrant from time to time pursuant to this registration statement exceed $150,000,000. No separate consideration will be received for (i) common stock or other securities of the registrant that may be issued upon conversion of, or in exchange for, convertible or exchangeable debt securities and/or preferred stock registered hereby, or (ii) preferred stock, common stock, debt securities or units that may be issued upon exercise of warrants registered hereby, as the case may be.

 

(4) The registrant has previously registered the offer and sale of up to $100,000,000 of securities pursuant to a registration statement on Form S-3 (File No. 333-252368), which was initially filed with the Securities and Exchange Commission on January 25, 2021 and became effective on February 4, 2021 (the “Prior Registration Statement”). In connection with the filing of the Prior Registration Statement, the registrant made a contemporaneous fee payment in the amount of $10,910.00. Of the $100,000,000 of securities registered under the Prior Registration Statement, $44,257,384 of securities remains unsold (the “Unsold Securities”). Pursuant to Rule 457(p) under the Securities Act, the registration fee of $4,828.48 that has already been paid and remains unused with respect to the Unsold Securities is hereby offset against the registration fee of $22,140.00 due for this offering. The remaining balance of the registration fee, $17,311.52, has been paid in connection with this offering. The offering that includes the Unsold Securities under the Prior Registration Statement is hereby terminated.