EX-FILING FEES 5 ex_563286.htm EXHIBIT FILING FEES ex_563286.htm

Exhibit 107

 

Calculation of Filing Fee Table

 

Form S-3

(Form Type)

 

Genasys Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered Securities

                                 
 

Security Type

 

Security

Class

Title

 

Fee

Calculation

Rule

 

Amount

Registered

 

Proposed

Maximum

Offering

Price Per

Unit

 

Maximum

Aggregate

Offering

Price

 

Fee

Rate

 

Amount of

Registration

Fee

Filing Fee

Previously

Paid In

Connection

with

Unsold

Securities

to be

Carried

Forward

Newly Registered Securities

Fees to Be Paid

Equity

 

Common

Stock,

$0.00001

par value

 

457(o)

 

(1)

 

(2)

 

(1)

     

 
 

Equity

 

Preferred

Stock,

$0.00001

par value

 

457(o)

 

(1)

 

(2)

 

(1)

     

 
 

Debt

 

Debt

Securities

 

457(o)

 

(1)

 

(2)

 

(1)

     

 
 

Other

 

Warrants

 

457(o)

 

(1)

 

(2)

 

(1)

     

 
 

Other

 

Units

 

457(o)

 

(1)

 

(2)

 

(1)

     

 
 

Unallocated

(Universal)

Shelf

 

Unallocated

(Universal)

Shelf

 

457(o)

 

(1)

 

(2)

 

$100,000,000.00

 

0.0001102

 

$11,020.00(3)

 
 

Total Offering Amounts

     

$100,000,000.00

     

 
 

Total Fees Previously Paid

             

$11,020.00(4)

 
 

Total Fee Offsets

                 
 

Net Fee Due

             

$0.00

 

 

 

 

 

 

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

Rules 457(b) and 0-11(a)(2)

Fees

Offset

Claims

Fees

Offset

Sources

 

 

 

Rule 457(p)

Fees

Offset

Claims

Genasys

Inc.

S-3

333-243703

August 10, 2020

 

 

$12,980.00

Unallocated

(Universal)

Shelf

 

Unallocated

(Universal)

Shelf

Unallocated

(Universal)

Shelf

$100,000,000.00

 

Fees

Offset

Sources

Genasys

Inc.

S-3

333-243703

 

August 10, 2020

             

$12,980.00(4)

(1)

The amount to be registered consists of up to $100,000,000 of an indeterminate amount of debt securities, common stock, preferred stock, warrants, and/or units that may be offered and sold from time to time in one or more offerings. 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 debt securities, common stock, preferred stock or units as may be issued upon exercise of warrants registered hereby, as the case may be, including under any applicable anti-dilution provision. Any securities registered hereunder may be sold separately or together with other securities registered hereunder. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also covers any additional securities that may be offered or issued in connection with any stock split, stock dividend or pursuant to anti-dilution provisions of any of the securities. Separate consideration may or may not be received for securities that are issuable upon conversion, exercise or exchange of other securities.

(2)

The proposed maximum offering price per security 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.

(3)

The registration fee has been calculated in accordance with Rule 457(o) under the Securities Act.

(4)

Genasys previously registered securities having a maximum aggregate offering price of $100,000,000 pursuant to a Registration Statement on Form S-3 (File No. 333-243703), filed on August 10, 2020 (the “Prior Registration Statement”). In respect of the Prior Registration Statement, Genasys paid a registration fee of $12,980.00 (the “Prior Filing Fee”). As of the date of this registration statement, securities having an aggregate offering price of $100,000,000 were not sold under the Prior Registration Statement. Pursuant to Rule 457(p) promulgated under the Securities Act, $11,020.00 of the Prior Filing Fee that has already been paid and remains unused with respect to the securities that were previously registered pursuant to the Prior Registration Statement and were not sold thereunder is being offset against the registration fee due for this registration statement. Genasys has terminated the offering that included the unsold securities under the Prior Registration Statement.