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. |