EX-FILING FEES 5 d791997dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form S-1

(Form Type)

Sable Offshore Corp.

(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(1)

 

Proposed

Maximum

Offering

Price

Per Unit

 

Maximum

Aggregate

Offering

Price

 

Fee

Rate

 

Amount of

Registration Fee

                 
Fees to be Paid   Equity   Common Stock, $0.0001 par value per share   457(c)   1,919,900   $10.95(2)   $21,022,905   $0.00014760   $3,102.98
                 
Fees to be Paid   Other   Warrants to purchase Common Stock   Other   1,024,900         (3)
                 
Fees Previously Paid   Equity   Common Stock, $0.0001 par value per share   457(g)   25,431,370   $11.50(4)   $292,460,755   $0.00014760   $43,167.21
                 
Fees Previously Paid   Equity   Common Stock, $0.0001 par value per share   457(c)   65,268,780   $10.88(5)   $710,124,327   $0.00014760   $104,814.35
                 
Fees Previously Paid   Other   Warrants to purchase Common Stock   Other   11,056,370         (3)
 
Carry Forward Securities
                 
Carry Forward Securities   N/A   N/A   N/A   N/A     N/A      
           
    Total Offering Amounts     $1,023,607,987     $151,084.54
           
    Total Fees Previously Paid         $147,981.56
           
    Total Fee Offsets        
           
    Net Fee Due               $3,102.98

 

(1)

Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also covers any additional number of shares of Common Stock (as defined below) issuable upon stock splits, stock dividends or other distribution, recapitalization or similar events with respect to the shares of Common Stock being registered pursuant to this registration statement.

(2)

With respect to the secondary offering, the registration fee has been calculated in accordance with Rule 457(c) under the Securities Act, based on the average high and low prices reported for the registrant’s Common Stock on April 10, 2024.

(3)

In accordance with Rule 457(g), the entire registration fee for the Warrants is allocated to the shares of Common Stock underlying the Warrants, and no separate fee is payable for the Warrants.

(4)

Calculated pursuant to Rule 457(g) under the Securities Act, based on the exercise price of the warrants ($11.50).

(5)

With respect to the secondary offering, the registration fee has been calculated in accordance with Rule 457(c) under the Securities Act, based on the average high and low prices reported for the registrant’s Common Stock on February 8, 2023.