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Exhibit 107

Calculation of Filing Fee Tables

Form S-3

(Form Type)

Agios Pharmaceuticals, 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
  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   Common Stock, par value $0.001 per share   457(r)   (1)   (1)   (1)   (1)   (1)        
                         

Fees to Be

Paid

  Equity   Preferred Stock   457(r)   (1)   (1)   (1)   (1)   (1)        
                         

Fees to Be

Paid

  Debt   Debt Securities   457(r)   (1)   (1)   (1)   (1)   (1)        
                         

Fees to Be

Paid

  Other   Warrants   457(r)   (1)   (1)   (1)   (1)   (1)        
                         

Fees to Be

Paid

 

Other

  Units (2)   457(r)   (1)   (1)   (1)   (1)   (1)        
                         

Fees Previously

Paid

                       
 
Carry Forward Securities
                         
Carry Forward Securities   Equity   Common Stock, par value $0.001 per share   415(a)(6)   (3)     $250,000,000       S-3ASR   333-237930   April 30, 2020   $32,450.00
                   
    Total Offering Amounts      $250,000,000(1)(3)     $0          
                   
    Total Fees Previously Paid          $0          
                   
    Total Fee Offsets          $0          
                   
    Net Fee Due                $0                

(1) Pursuant to Instruction 2.A.iii.c. of Item 16(b) of Form S-3, this information is not required to be included. An indeterminate amount of the securities of each identified class is being registered as may from time to time be offered under this registration statement at indeterminate prices, along with an indeterminate number of securities that may be issued upon exercise, settlement, exchange or conversion of securities offered or sold under this registration statement. 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. In accordance with Rules 456(b) and 457(r) under the Securities Act, the Registrant is deferring payment of all registration fees other than as specified in footnote (3) below. Any subsequent registration fees will be paid on a pay-as-you-go basis.

(2) Units may be issued under a unit agreement and will represent an interest in one or more securities registered under this registration statement including shares of common stock or preferred stock, debt securities or warrants, in any combination, which may or may not be separable from one another.

(3) Pursuant to Rule 415(a)(6) under the Securities Act, the securities registered pursuant to this registration statement include $250,000,000 of unsold shares of common stock (the “Unsold Securities”) previously registered pursuant to the Registration Statement on Form S-3 (File No. 333-237930), which was automatically effective on April 30, 2020 (the “Prior Registration Statement”). The Prior Registration Statement registered common stock for offerings under the sales agreement with Cowen and Company, LLC with a proposed maximum aggregate offering price of $250,000,000. The Registrant sold no such securities under the Prior Registration Statement, leaving the balance of $250,000,000 of Unsold Securities, in respect of which the Registrant paid an aggregate registration fee of $32,450 (based on the filing fee rate in effect at the time of the filing of the Prior Registration Statement) in connection with the filing of the Prior Registration Statement. Pursuant to Rule 415(a)(6), the filing fee of $32,450 associated with the offering of the Unsold Securities is hereby carried forward to be applied to $250,000,000 of Unsold Securities registered hereunder, and as a result, no additional filing fee is due with respect to the Unsold Securities included in this registration statement. Pursuant to Rule 415(a)(6), the offering of securities under the Prior Registration Statement will be deemed terminated as of the time of filing of this registration statement.