Exhibit 107
Exhibit 107
Calculation of Filing Fee Table
Registration Statement on Form S-3
(Form Type)
P3 HEALTH PARTNERS 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(2) |
Maximum Aggregate Offering Price(2) |
Fee Rate | Amount
of Registration Fee |
|||||||||||||||||
Fees to Be Paid | Equity | Class A Common Stock,
par value $0.0001 per share |
457(c) | 134,768,734 | (1) | $ | 0.6202 | $ | 83,583,568.80 | 0.00014760 | $ | 12,336.93 | ||||||||||||
Total Offering Amounts | $ | 83,583,568.80 | $ | 12,336.93 | ||||||||||||||||||||
Total Fees Previously Paid | - | |||||||||||||||||||||||
Total Fee Offsets | - | |||||||||||||||||||||||
Net Fee Due | $ | 12,336.93 |
(1) | Consists of (i) 41,604,337 shares of our Class A common stock issued to the selling stockholders, (ii) 67,384,367 shares of our Class A common stock issuable to the selling stockholders upon exercise of warrants to purchase Class A common stock, and (iii) 25,780,030 shares of our Class A common stock issuable to certain of the selling stockholders upon exercise of pre-funded warrants to purchase Class A common stock. Pursuant to Rule 416 under the Securities Act of 1933, as amended, the shares of Class A common stock being registered hereunder include such indeterminate number of shares of Class A common stock as may be issuable with respect to the shares of Class A common stock being registered hereunder as a result of stock splits, stock dividends or similar transactions. |
(2) | Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(c) of the Securities Act, on the basis of the average of the high and low prices for a share of the registrant’s common stock as reported on the Nasdaq Capital Market on June 12, 2024, which date is a date within five business days prior to the filing of this registration statement. |