Please wait

Exhibit 107

Calculation of Filing Fee Tables

FORM S-3
(Form Type)

AGROFRESH SOLUTIONS, INC.
(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

1

ACTIVE 62868963v3

---

			Security Type			Security Class Title			Fee Calculation or Carry Forward Rule			Amount Registered(1)			Proposed Maximum Offering Price Per Unit(1)			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			-			-			-			-			-			-			$0.0000927			$0
Fees Previously Paid			-			-			-			-			-			-						-
Carry Forward Securities
Carry Forward Securities			Equity			Common stock, par value $0.0001			415(a)(6)			(2)						(2)									S-3			333-229002			February 11, 2019			$24,240.00
			Equity			Preferred stock, par value $0.0001			415(a)(6)			(2)						(2)
			Other			Warrants			415(a)(6)			(2)						(2)
			Other			Rights			415(a)(6)			(2)						(2)
			Other			Units			415(a)(6)			(2)						(2)
			Debt			Debt Securities			415(a)(6)			(2)						(2)
			Unallocated (Universal) Shelf			-			457(o)			(2)						$200,000,000 (3)(4)
			Total Offering Amounts															$200,000,000						$0
			Total Fees Previously Paid																					$0
			Total Fee Offsets																					$0
			Net Fee Due																					$0

Table 2: Fee Offset Claims and Sources

2

ACTIVE 62868963v3

---

Registrant or Filer Name

Form or Filing Type

File Number

Initial Filing Date

Filing Date

Fee Offset Claimed

Security Type Associated with Fee Offset Claimed

Security Title Associated with Fee Offset Claimed

Unsold Securities Associated with Fee Offset Claimed

Unsold Aggregate Offering Amount Associated with Fee Offset Claimed

Fee Paid with Fee Offset Source

Rules 457(b) and 0-11(a)(2)

Fee Offset Claims

-

-

-

-

Fee Offset Sources

-

-

-

-

-

Rule 457(p)

Fee Offset Claims

-

-

-

-

-

-

-

-

-

Fee Offset Sources

-

-

-

-

-

Table 3: Combined Prospectuses

Security Type

Security Class Title

Amount of Securities Previously Registered

Maximum Aggregate Offering Price of Securities Previously Registered

Form Type

File Number

Initial Effective Date

-

-

-

-

-

-

-

3

ACTIVE 62868963v3

---

(1)			An indeterminate amount of securities of each identified class is being registered as may from time to time be offered pursuant to this registration statement at indeterminate prices, along with an indeterminate number of shares that may be issued upon exercise, settlement, exchange or conversion of securities offered or sold hereunder. These securities may also be sold separately, together or as units with the other securities registered hereunder. The securities registered hereunder will have an aggregate offering price that does not exceed $200,000,000 or the equivalent in any other currency. Separate consideration may or may not be received for securities that are issuable upon exercise, settlement, conversion or exchange of other securities or that are issued in units. Pursuant to Rule 416 under the Securities Act of 1933, as amended (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 split, stock dividends, recapitalization, or other similar transactions.
(2)			Omitted pursuant to General Instruction II.D. of Form S-3.
(3)			The proposed maximum aggregate offering price has been estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act.
(4)			In accordance with Rule 415(a)(6) of the Securities Act, the registrant is hereby including in this registration statement (the "Registration Statement") securities that were previously registered on the registration statement on Form S-3, File No. 333-229002 (the "Prior Registration Statement"), which became effective with the SEC on February 11, 2019, but that have not yet been sold by the registrant. In accordance with Rule 415(a)(6) of the Securities Act, offerings of securities on the Prior Registration Statement will be deemed terminated as of the effective date of this Registration Statement.

4

ACTIVE 62868963v3