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EX-FILING FEES

 

Calculation of Filing Fee Tables

 

FORM F-10
(Form Type)

 

CURAlEAF Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered and Carry Forward Securities

 

   Security Type  Security Class
Title
(1) 
  Fee
Calculation
or Carry
Forward
Rule
   Amount
Registered
   Proposed
Maximum
Offering
Price
Per Unit
   Maximum
Aggregate
Offering Price
   Fee Rate   Amount of
Registration Fee
 
Newly Registered Securities
Fees to be Paid  Unallocated (Universal) Shelf  Subordinate Voting Shares, Debt Securities Subscription Receipts, Warrants and Units   Rule 457(o)   $1,000,000,000(1)    (1)   $1,000,000,000(1)(2)   $0.0001102   $110,200(1)(2) 
Fees Previously Paid  -  -   -    -    -    -    -    - 
   Total Offering Amounts                 $1,000,000,000        $110,200 
   Total Fees Previously Paid                           $0 
   Total Fee Offsets                           $110,200 
   Net Fee Due                           $0 

 

(1)There are being registered under this Registration Statement such indeterminate number of subordinate voting shares, debt securities, subscription receipts, warrants, and units of the Registrant, and a combination of such securities, separately or as units, as may be sold by the registrant from time to time, which collectively shall have an aggregate initial offering price not to exceed USD$1,000,000,000. The securities registered hereunder also include such indeterminate number of each class of identified securities as may be issued upon conversion, exercise or exchange of any other securities that provide for such conversion into, exercise for or exchange into such securities. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities. In addition, pursuant to Rule 416 under the Securities Act of 1933 (the “Securities Act”), as amended, the common shares being registered hereunder include such indeterminate number of common shares as may be issuable with respect to the shares being registered hereunder as a result of stock splits, stock dividends, or similar transactions. The proposed maximum initial offering price per security will be determined, from time to time, by the registrant in connection with the sale of the securities under this Registration Statement.

 

(2)Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) of the Securities Act.

 

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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
  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
 
Rule 457(p)  
Fees Offset Claims   Curaleaf Holdings, Inc.   F-10   333-249081(3)    09/28/2020       $ 110,200   Unallocated (Universal) Shelf   Unallocated (Universal) Shelf   Unallocated (Universal) Shelf   $ 848,998,459        
Fees Offset Sources   Curaleaf Holdings, Inc.   F-10   333-249081(3)        09/28/2020                         $ 110,200

 

(1)The Registrant previously paid $129,800 in registration fees with respect to the Registration Statement on Form F-10 (333-249081) on September 28, 2020 (the “Prior Registration Statement”), all of which remains unutilized and therefore, available for future registration fees pursuant to Rule 457(p) under the Securities Act. $110,200 of the previously paid fees attributable to US$848,998,459 of unsold securities that were previously registered under the Prior Registration Statement may be applied to the filing fees payable pursuant to this Registration Statement, and the Prior Registration Statement and the offering of the unsold securities registered under the Prior Registration Statement will be deemed terminated as of the effective date of this Registration Statement.

 

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