EX-FILING FEES 5 ex_375437.htm EXHIBIT FILING FEES ex_375437.htm

Exhibit 107 

 

Calculation of Filing Fee Tables

 

Form S-1

(Form Type)

 

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered 

 

 

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

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

Class A Common Stock, $0.0001 par value per share

457(c)

58,399,724(2) 

$7.95(3)

$464,277,805.80

0.0000927

$43,038.55        

Fees

Previously

Paid

                       

Carry Forward Securities

Carry

Forward Securities

                       
 

Total Offering Amounts

  $464,277,805.80   $43,038.55        
 

Total Fees Previously Paid

               
 

Total Fees Offsets

               
 

Net Fee Due

  $464,277,805.80   $43,038.55        

 


(1)

In accordance with Rule 416 under the Securities Act of 1933, as amended, this registration statement shall be deemed to cover any additional securities that may from time to time be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions.

 

(2)

Consists of (i) 5,500,000 shares of Class A Common Stock originally issued to BOC YAC Funding LLC (“BOC YAC”) in respect of the Sky Common Units that were converted at the closing of the Business Combination, (ii) 4,500,000 shares of Class A Common Stock issued to BOC YAC in a private placement that closed simultaneously with the closing of the Business Combination, (iii) 3,399,724 shares of Class A Common Stock issued upon conversion of shares held by BOC Yellowstone LLC (the “Sponsor”) and its certain affiliates in connection with the Business Combination, (iv) up to an aggregate of 42,192,250 shares of Class A Common Stock that are issuable upon redemption of 42,192,250 Sky Common Units and (v) 2,807,750 shares of Class A Common Stock issuable upon redemption of 2,807,750 shares of Sky Common Units, which are issuable upon conversion of outstanding Sky Equity Incentive Units at the election of the holders (as such defined terms are defined in the Registration Statement on Form S-1 that this fee table relates to (the “Registration Statement”)).

 

(3)

Estimated in accordance with Rules 457(c) and (h) under the Securities Act, solely for the purpose of computing the amount of the registration fee and is equal to $7.95, the average of the high and low prices of the Registrant’s Class A Common Stock as reported on the NYSE American LLC on May 13, 2022.