Exhibit (h)
Calculation of Filing Fee Table
Table 1 - Transaction Valuation
| Transaction valuation |
Fee Rate |
Amount of Filing Fee | ||||
| Fees to be Paid |
$308,755,728(1) | 0.0000927 | $28,621.66(2) | |||
| Fees Previously Paid |
$0 | $0 | ||||
| Total Transaction Valuation |
$308,755,728 | |||||
| Total Fees Due for Filing |
$28,621.66 | |||||
| Total Fees Previously Paid |
$0 | |||||
| Total Fee Offsets |
$28,621.66(3) | |||||
|
Net Fee Due |
$0 | |||||
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 |
Fee Paid with Fee Offset Source |
||||||||||||
| Fee Offset Claims |
PREM 14A |
001-33503 | June 1, 2022 | $ | 28,621.66 | |||||||||||||
|
Fee Offset Sources |
Blueknight Energy Partners, L.P. |
PREM 14A |
001-33503 | June 1, 2022 | $ | 28,621.66 | (3) | |||||||||||
| (1) | Calculated solely for the purpose of determining the filing fee in accordance with Rule 0-11(b)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The transaction valuation (the “Transaction Valuation”) is calculated based on the sum of (a) the product of 39,157,178 common units (“Common Units”) representing limited partner interests in Blueknight Energy Partners, L.P. (the “Partnership”) held by the public unitholders (calculated based on 41,903,015 total outstanding Common Units less 2,745,837 Common Units held by Ergon Asphalt & Emulsions, Inc. (“Parent”)) multiplied by the per Common Unit merger consideration of $4.65; (b) the product of 1,641,236 outstanding unvested phantom units and restricted units granted under the Partnership’s Long-Term Incentive Plan multiplied by the per Common Unit merger consideration of $4.65; and (c) the product of 13,604,926 Series A Preferred Units (“Preferred Units”) representing limited partner interests in the Partnership held by the public unitholders (calculated based on 34,406,683 total outstanding Preferred Units less 20,801,757 Preferred Units held by Parent) multiplied by the per Preferred Unit merger consideration of $8.75. |
| (2) | The filing fee, calculated in accordance with Rule 0-11 of the Securities Exchange Act of 1934, is calculated by multiplying the Transaction Valuation by 0.0000927. |
| (3) | The Partnership previously paid $28,621.66 upon the filing of its Preliminary Proxy Statement on Schedule 14A on June 1, 2022 in connection with the transaction reported hereby. |