Exhibit 107
Calculation of Filing Fee Tables
Form S-3
(Form Type)
ImmunityBio, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities 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 (4) | Amount of Registration Fee (4) | 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, $0.0001 par value per share | Rule 456(b) and Rule 457(r) | (1)(2) | (3) | (3) | (4) | (4) | ||||||||||||||||
Fees to be Paid | Equity | Preferred Stock, $0.0001 par value per share | Rule 456(b) and Rule 457(r) | (1)(2) | (3) | (3) | (4) | (4) | ||||||||||||||||
Fees to be Paid | Debt | Debt Securities | Rule 456(b) and Rule 457(r) | (1)(2) | (3) | (3) | (4) | (4) | ||||||||||||||||
Fees to be Paid | Other | Depositary Shares | Rule 456(b) and Rule 457(r) | (1)(2) | (3) | (3) | (4) | (4) | ||||||||||||||||
Fees to be Paid | Equity | Warrants | Rule 456(b) and Rule 457(r) | (1)(2) | (3) | (3) | (4) | (4) | ||||||||||||||||
Fees to be Paid | Other | Subscription Rights | Rule 456(b) and Rule 457(r) | (1)(2) | (3) | (3) | (4) | (4) | ||||||||||||||||
Fees to be Paid | Other | Purchase Contracts | Rule 456(b) and Rule 457(r) | (1)(2) | (3) | (3) | (4) | (4) | ||||||||||||||||
Fees to be Paid | Other | Units | Rule 456(b) and Rule 457(r) | (1)(2) | (3) | (3) | (4) | (4) | ||||||||||||||||
Fees to be Paid | Equity | Common Stock, $0.0001 par value per share | Rule 457(o) | $92,000,000 | 0.00014760 | $13,579.20 | ||||||||||||||||||
Carry Forward Securities | ||||||||||||||||||||||||
Carry Forward Securities | Equity | Common Stock, $0.0001 par value per share | Rule 415(a)(6) | N/A | $208,785,011 (5) | S-3 | 333-255699 | April 30, 2021 | $22,778.44 | |||||||||||||||
Total Offering Amounts | $300,785,011 | $36,357.64 | ||||||||||||||||||||||
Total Fees Previously Paid | $22,778.44 | |||||||||||||||||||||||
Net Fee Due | $13,579.20 |
(1) | The securities registered hereunder include such indeterminate number of (a) shares of common stock, (b) shares of preferred stock, (c) debt securities, (d) depositary shares, (e) warrants to purchase common stock, preferred stock or other securities of the registrant, (f) subscription rights, (g) purchase contracts, and (h) units consisting of some or all of these securities in any combination, as may be sold from time to time by the registrant. There are also being registered hereunder an indeterminate number of shares of common stock and preferred stock as shall be issuable upon conversion, exchange or exercise of any securities that provide for such issuance. |
(2) | Pursuant to Rule 416 under the Securities Act of 1933, as amended, or the Securities Act, this registration statement shall also cover any additional shares of the registrant’s securities that become issuable by reason of any stock splits, stock dividend or similar transaction. |
(3) | The proposed maximum per security and aggregate offering prices per class of securities 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. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities, or that are issued in units. |
(4) | In accordance with Rules 456(b) and 457(r) under the Securities Act, the registrant is deferring payment of the entire registration fee other than the registration fee due in connection with $92,000,000 of shares of common stock that may be issued and sold from time to time under the sales agreement prospectus included herein, as well as $208,785,011 of shares of common stock of the Unsold ATM Securities being carried forward (see footnote 5 below). Any subsequent registration fees will be paid on a pay-as-you-go basis. |
(5) | Pursuant to 415(a)(6) under the Securities Act, the securities registered pursuant to this registration statement include unsold securities previously registered by the registrant on the registrant’s shelf registration statement on Form S-3 (File No. 333-255699), originally filed on April 30, 2021 (the “Prior Registration Statement”). The Prior Registration Statement registered the offer and sale of up to $500,000,000 in shares of the registrant’s common stock that may be issued and sold under a certain Open Market Sale AgreementSM with Jefferies LLC. The registrant previously paid a fee of $54,550.00 related to such $500,000,000 in shares of common stock, of which $208,785,011 remain unsold (the “Unsold ATM Securities”). The registrant has determined to include in this registration statement the Unsold ATM Securities, and no additional filing fee is due with respect to the Unsold ATM Securities in connection with the filing of this registration statement. |