EX-FILING FEES 12 d459793dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

S-4

(Form Type)

enGene 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(1)

 

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   Class A Common Shares   Rule 457(c) (Based on the market prices on August 4, 2023 on the Nasdaq Stock Market LLC of the FEAC Class A ordinary shares   27,090,013   $10.78(2)(5)   $292,030,340   $0.00011020   $32,182          
                         
    Equity   Warrants o Acquire Class A Common Shares   Rule 457(c) (Based on the market prices on August 4, 2023 on the Nasdaq Stock Market LLC of FEAC Warrants)   6,896,099(6)   $0.5642(3)   $3,890,779   $0.00011020   $429          
                         
    Equity   Class A Common Shares (issuable on exercise of Warrants)   Rule 457(g) (No separate registration fee required)   6,896,099(3)   $11.50(4)(5)   N/A   N/A   $0          
 
Carry Forward Securities
                         

Carry

Forward

Securities

  N/A   N/A   N/A   N/A   N/A   N/A   N/A   N/A   N/A   N/A   N/A   N/A
                   
    Total Offering Amounts      $295,921,119   $0.00011020   $32,611          
                   
    Total Fees Previously Paid          $0          
                   
    Total Fee Offsets          $0          
                   
    Net Fee Due                $32,611                

(1) All securities being registered will be issued by enGene Holdings Inc., a corporation incorporated under the laws of Canada (“New enGene”) in connection with the consummation of the Business Combination pursuant to Business Combination Agreement, dated as of May 16, 2023 (as it may be amended and/or restated from time to time, the “Business Combination Agreement”) among (i) New enGene, (ii) enGene Inc., a corporation incorporated under the laws of Canada (“enGene”), and (iii) Forbion European Acquisition Corp., a Cayman Islands exempted company (“FEAC”). For information relating to the Business Combination and the transactions pursuant to which the securities registered hereunder will be issued, see “Proposal No. 1 — The Business Combination Proposal — Transaction Structure” in the proxy statement/prospectus included herein. All capitalized terms used but not defined in this Exhibit 107 will have the meanings assigned to such terms in the proxy statement/prospectus.

(2) Based on the market prices on August 4, 2023 on Nasdaq of the FEAC Class A Shares (FEAC is the company to which the registrant will succeed after the transactions described in this registration statement and the proxy statement/prospectus included herein). Consists of (i) 12,650,000 New enGene Shares to be issued in respect of FEAC Class A Shares, (ii) 1,373,496 New enGene Shares to be issued in respect FEAC Class B Shares that will convert into FEAC Class A shares in connection with the consummation of the Business Consummation, and (iii) 13,065,983 New enGene Shares to be issued to holders of enGene Shares (inclusive of 6,379,822 New enGene Shares to be issued in respect of enGene Shares that will be issued upon conversion of enGene Convertible Notes immediately prior to the Business Combination).

(3) Based on the market prices on August 4, 2023 on the Nasdaq Stock Market LLC (“Nasdaq”) of the FEAC Public Warrants (FEAC is the company to which the registrant will succeed after the transactions described in this registration statement and the proxy statement/prospectus included herein). Consists of (i) 4,216,666 New enGene Warrants to be issued in respect of 4,216,666 FEAC Public Warrants, and (iii) 2,679,432 New enGene Warrants to be issued in respect of enGene Warrants issued to the lenders of the Convertible Bridge Financing.

(4) Consists of New enGene Shares issuable upon exercise of New enGene Warrants. Each warrant will entitle the warrant holder to purchase one New enGene Share at a price of $11.50 per share (subject to adjustment). Pursuant to Rule 457(g), no separate registration fee required for these securities.

(5) Pursuant to Rule 416(a), there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from stock splits, stock dividends or similar transactions.

 

1