Exhibit 107
Calculation of Filing Fee Tables
FORM S-3
REGISTRATION STATEMENT
(Form Type)
RiceBran Technologies
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security Type | Security | Fee | Amount Registered | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of | Carry | Carry | Carry Forward Initial effective date | Filing Fee | |||||||||||||||||
Newly Registered Securities | ||||||||||||||||||||||||||||
Fees to Be Paid | Equity | Common Stock, no par value per share | ||||||||||||||||||||||||||
Equity | Preferred Stock, no par value per share | |||||||||||||||||||||||||||
Other | Warrants | |||||||||||||||||||||||||||
Other | Units(4) | |||||||||||||||||||||||||||
Unallocated (Universal) Shelf | 457(o) | (1) | (2) | $50,000,000 | .0000927 | $4,635(3) | ||||||||||||||||||||||
Fees Previously Paid | ||||||||||||||||||||||||||||
| Carry Forward Securities | ||||||||||||||||||||||||||||
Carry Forward Securities | ||||||||||||||||||||||||||||
Total Offering Amounts | $50,000,000 | $4,635(3) | ||||||||||||||||||||||||||
Total Fees Previously Paid | $0 | |||||||||||||||||||||||||||
Total Fee Offsets | $4,284(5) | |||||||||||||||||||||||||||
Net Fee Due | $351 | |||||||||||||||||||||||||||
(1) Pursuant to General Instruction II.C. of Form S-3, the table lists each of the classes of securities being registered and the aggregate proceeds to be raised, but does not specify by each class information as to the amount to be registered, proposed maximum offering price per unit, and proposed maximum aggregate offering price. There are being registered under this registration statement such indeterminate number of shares of common stock and preferred stock; such indeterminate number of warrants to purchase common stock, preferred stock, and/or units; and such indeterminate number of units as may be sold by the registrant from time to time, which together shall have an aggregate offering price not to exceed $50,000,000. Any securities registered hereunder may be sold separately or in combination or as units with other securities registered hereunder. The securities registered hereunder also include such indeterminate number of shares of common stock and preferred stock, as may be issued upon conversion of or exchange for preferred stock that provide for conversion or exchange, or upon exercise, conversion or exchange of warrants or units pursuant to the anti‑dilution provisions of any such securities. In addition, pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares being registered hereunder include such indeterminate number of securities that may be offered or issued in connection with or as a result of stock splits, stock dividends, or similar transactions.
(2) The proposed maximum offering price per security will be determined from time to time by the Registrant in connection with, and at the time of, the issuance of the securities and is not specified as to each class of security pursuant to General Instruction II.D. of Form S-3, as amended.
(3) Calculated pursuant to Rule 457(o) under the Securities Act based on the proposed maximum aggregate offering price of all securities listed.
(4) Consisting of some or all of the securities listed above, in any combination, including shares of common stock, shares of preferred stock, and warrants and units consisting of shares of common stock, shares of preferred stock, and warrants or a combination thereof, which may or may not be separable from one another.
(5) As set forth in Table 2, on June 28, 2019, the Registrant filed a Registration Statement on Form S-3 (No. 333-232447), which became effective on July 11, 2019 (the “Prior Registration Statement”) with the SEC and paid a registration fee of $6,060. An amount of $35,344,507 remained unsold under the Prior Registration Statement; such offering has been terminated and all of such securities remain unsold. Pursuant to Rule 457(p) under the Securities Act, the Registrant hereby offsets the total registration fee due under this Registration Statement against the fees previously paid in connection with the unsold amount of securities on the Prior Registration Statement. Accordingly, a fee of $351 is being paid in connection with the filing of this Registration Statement after an offset amount of $4,284 is applied to this Registration Statement’s registration fee.
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 | |||||||||||||||||||||||||
Fee Offset Claims | RiceBran Technologies | Form S-3 | 333-232447 | June 28, 2019 | $4,284 | Unallocated (Universal) Shelf | $35,344,507 | ||||||||||||||||||||||||||||
Fee Offset Sources | RiceBran Technologies | Form S-3 | 333-232447 | June 28, 2019 | $4,284 | ||||||||||||||||||||||||||||||
