Exhibit 107
CALCULATION OF FILING FEE TABLES
Schedule 13E-3
(Form Type)
Squarespace, Inc.
Spaceship Purchaser, Inc.
Spaceship Group MergerCo Inc.
Accel Leaders 3 L.P.
Accel Leaders 3 Entrepreneurs L.P.
Accel Leaders 3 Associates L.P.
Accel Leaders 3 Investors (2020) L.P.
Accel Leaders 3 GP Associates L.L.C.
General Atlantic, L.P.
General Atlantic Partners 100, L.P.
GAP Coinvestments III, LLC
GAP Coinvestments IV, LLC
GAP Coinvestments V, LLC
GAP Coinvestments CDA, L.P.
General Atlantic (SPV) GP, LLC
General Atlantic GenPar, L.P.
General Atlantic (SQRS II), L.P.
Anthony Casalena
Casalena Foundation
(Exact Name of Registrant and Name of Person Filing Statement)
Table 1: Transaction Valuation
| Proposed Maximum Aggregate Value of Transaction |
Fee Rate |
Amount of Filing Fee |
||||||||||
| Fees to be Paid | $ | 6,094,925,343.06 | (1) | 0.00014760 | $ | 899,610.98 | (2) | |||||
| Fees Previously Paid | $ | 0 | $ | 0 | ||||||||
| Total Transaction Valuation | $ | 6,094,925,343.06 | ||||||||||
| Total Fees Due for Filing | $ | 899,610.98 | ||||||||||
| Total Fees Previously Paid | $ | 0 | ||||||||||
| Total Fee Offsets | $ | 899,610.98 | (3) | |||||||||
| Net Fee Due | $ | 0 | ||||||||||
| (1) | Aggregate number of securities to which transaction applies: As of May 31, 2024, the maximum number of shares of Squarespace, Inc.’s common stock to which this transaction applies is estimated to be 138,562,597, which consists of (1) 137,877,917 shares of common stock entitled to receive the per share merger consideration of $44.00; (2) 632,846 shares of common stock underlying vested stock options, which may be entitled to receive the per share merger consideration of $44.00 minus any applicable exercise price; and (3) 51,834 shares of common stock underlying outstanding restricted stock units, which may be entitled to receive the per share merger consideration of $44.00. |
| (2) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): Estimated solely for the purposes of calculating the filing fee, as of May 31, 2024, the underlying value of the transaction was calculated based on the sum of (1) the product of 137,877,917 shares of common stock and the per share merger consideration of $44.00; (2) the product of 632,846 shares of common stock underlying vested stock options and $41.11 (which is the difference between the per share merger consideration of $44.00 and the weighted average exercise price of approximately $2.89); and (3) the product of 51,834 shares of common stock underlying outstanding restricted stock units and the per share merger consideration of $44.00. In accordance with Section 14(g) of the Securities Exchange Act of 1934, as amended, the filing fee was determined by multiplying the sum calculated in the preceding sentence by .00014760. |
| (3) | Squarespace, Inc. previously paid $899,610.98 upon the filing of its Preliminary Proxy Statement on Schedule 14A on June 17, 2024 in connection with the transaction reported hereby. |
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 | Schedule 14A | 001-40393 |
June 17, 2024 | $899,610.98 | ||||||||||||||
| Fee Offset Sources | Squarespace, Inc. | Schedule 14A | 001-40393 |
June 17, 2024 | $899,610.98 (3) | |||||||||||||