Proposed Maximum Aggregate Value of Transaction

 

 

Fee Rate

 

 

Amount of Filing Fee

 

Fees to be Paid

 

$

66,128,990

⁽¹⁾ 

 

 

0.00014760

 

 

$

9,761

⁽²⁾ 

Fees Previously Paid

 

$

0

 

 

 

 

 

 

$

0

 

Total Transaction Valuation

 

$

66,128,990

 

 

 

 

 

 

 

 

 

Total Fees Due for Filing

 

 

 

 

 

 

 

 

 

$

9,761

 

Total Fees Previously Paid

 

 

 

 

 

 

 

 

 

$

0

 

Total Fee Offsets

 

 

 

 

 

 

 

 

 

$

0

 

Net Fee Due

 

 

 

 

 

 

 

 

 

$

9,761

 

(1)

Aggregate number of securities to which transaction applies: As of November 10, 2023, the maximum number of shares of Company common stock to which this transaction applies is estimated to be 4,533,791, which consists of (a) 3,545,889 shares of Company common stock entitled to receive the per share merger consideration of $16.26; (b) 730,893 shares of Company common stock underlying outstanding stock options, entitled to receive the per share merger consideration of $16.26 minus any applicable exercise price; and (c) 257,009 stock appreciation rights, entitled to receive the per share merger consideration of $16.26 minus any applicable exercise price.

(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 November 10, 2023, the underlying value of the transaction was calculated based on the sum of (a) the product of 3,545,889 shares of Company common stock and the per share merger consideration of $16.26 (b) the product of 730,893 shares of Company common stock underlying stock options and $8.92 (which is the difference between the per share merger consideration of $16.26 and the weighted average exercise price of $7.34); and (c) the product of 257,009 stock appreciation rights and $7.60 (which is the difference between the per share merger consideration of $16.26 and the SAR Price of $8.66). 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 0.00014760.