Exhibit 107
CALCULATION OF FILING FEE TABLES
FORM S-3
(Form Type)
Madrigal Pharmaceuticals, 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 (1) | Amount Registered (2) | Proposed Maximum Offering Price Per Unit (2) | Maximum Aggregate Offering Price (2) | Fee Rate | Amount of Registration Fee (1) | Carry Forward Form Type | Carry File | 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 | Debt | Debt Securities | Rule 456(b) and Rule 457(r) | |||||||||||||||||||||
| Equity | Preferred Stock, $0.0001 par value per share | Rule 456(b) and Rule 457(r) | ||||||||||||||||||||||
| Equity | Common Stock, $0.0001 par value per share | Rule 456(b) and Rule 457(r) | ||||||||||||||||||||||
| Other | Warrants | Rule 456(b) and Rule 457(r) | ||||||||||||||||||||||
| Other | Units | Rule 456(b) and Rule 457(r) | ||||||||||||||||||||||
Fees Previously Paid | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | ||||||||||||||||
| Carry Forward Securities(3) | ||||||||||||||||||||||||
Carry Forward Securities | Equity | Common Stock, $0.0001 par value per share | 415(a)(6) | $174,825,893 | N/A | $174,825,893 | 424(b)(5) | 333-56666 | May 9, 2023 | $19,266 | ||||||||||||||
Carry Forward Securities | Equity | Common Stock, $0.0001 par value per share | 415(a)(6) | 3,914,910 | $186.10 | $731,305,188 | 424(b)(3) | 333-56666 | August 8, 2023 | $80,590 | ||||||||||||||
| Total Offering Amounts | $906,131,081 | N/A | ||||||||||||||||||||||
| Total Fees Previously Paid | N/A | |||||||||||||||||||||||
| Total Fee Offsets | N/A | |||||||||||||||||||||||
| Net Fee Due | $0 | |||||||||||||||||||||||
| (1) | In accordance with Rules 456(b) and 457(r) under the Securities Act of 1933, as amended, Madrigal Pharmaceuticals, Inc. (the “Company”) is deferring payment of all of the registration fee. Registration fees will be paid subsequently on a “pay as you go” basis. The Company will calculate the registration fee applicable to an offer of securities pursuant to this Registration Statement based on the fee payment rate in effect on the date of such fee payment. |
| (2) | An indeterminate aggregate initial offering price and number or amount of the securities of each identified class is being registered as may from time to time be issued at indeterminate prices pursuant to this Registration Statement. Separate consideration may or may not be received for securities that are issuable upon exercise, conversion or exchange of other securities. Pursuant to Rule 416 under the Securities Act of 1933, as amended, this Registration Statement shall also cover any additional shares of the Company’s securities that become issuable by reason of any stock splits, stock dividend or similar transaction. |
| (3) | In accordance with Rule 415(a)(6) of the Securities Act, this Registration Statement carries forward $174,825,893 and $731,305,188 of unsold securities previously registered under the Company’s former Registration Statement on Form S-3 (File No. 333-256666) and related prospectus supplements dated May 9, 2023 and August 8, 2023, respectively (the “Prior Prospectuses”). In connection with the registration of such unsold securities on the Prior Prospectuses, the Registrant paid registration fees of $19,266 and $80,590, respectively, which are being carried forward to this Registration Statement. Pursuant to Rule 415(a)(6), the offerings of the unsold securities registered under the Prior Prospectuses are deemed terminated as of the date of effectiveness of this Registration Statement. |
