Exhibit 107
Calculation of Filing Fee Table
Form S-3
(Form Type)
Dycom Industries, Inc.
Dycom Investments, Inc.
See Table of Additional Registrants
(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 | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | Carry Forward Form Type | Carry Forward File Number | 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 | Equity | Common Stock, $0.33 1/3 par value | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (1) | (1) | ||||
Equity | Preferred Stock, $1.00 par value | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (1) | (1) | |||||
Debt | Senior Debt Securities(2) | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (1) | (1) | |||||
Debt | Subordinated Debt Securities(2) | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (1) | (1) | |||||
Other | Guarantees(2)(3) | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (1) | (1) | |||||
Equity | Depositary Shares | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (1) | (1) | |||||
Other | Warrants | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (1) | (1) | |||||
Other | Securities Purchase Contracts | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (1) | (1) | |||||
Other | Securities Purchase Units | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (1) | (1) | |||||
Fees Previously Paid | N/A | N/A | N/A | N/A | N/A | N/A | N/A | |||||
Carry Forward Securities | ||||||||||||
Carry Forward Securities | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | |||
Total Offering Amounts | N/A | N/A | ||||||||||
Total Fees Previously Paid | N/A | |||||||||||
Total Fee Offsets | 46,440(4) | |||||||||||
Net Fee Due | N/A |
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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) | |||||||||||
Fee Offset Claims | Dycom Industries, Inc., Dycom Investments, Inc. and the additional registrants listed therein | S-3 | 333-173059 | March 25, 2011 | $46,440 (4) | Unallocated | $400,000,000 | ||||
Fee Offset Sources | Dycom Industries, Inc., Dycom Investments, Inc. and the additional registrants listed therein | S-3 | 333-173059 | March 25, 2011 | $46,440 |
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(1) | The registrants are registering an indeterminate amount of securities of each identified class for offer and sale from time to time at indeterminate offering prices. Separate consideration may or may not be received for securities that are issuable upon conversion of, or in exchange for, or upon exercise of, convertible or exchangeable securities. In accordance with Rules 456(b) and 457(r), the registrants are deferring payment of the registration fee. Any registration fees will be paid subsequently on a pay-as-you-go basis. |
(2) | The debt securities may be issued by Dycom Industries, Inc. or Dycom Investments, Inc. Debt securities issued by Dycom Industries, Inc. may be guaranteed by Dycom Investments, Inc. and one or more of the registrants named under “Table of Additional Registrants.” Debt securities issued by Dycom Investments, Inc. may be guaranteed by Dycom Industries, Inc. and one or more of the registrants named under “Table of Additional Registrants.” |
(3) | The guarantees of debt securities will be issued without consideration. Pursuant to Rule 457(n), no registration fee is payable with respect to any such guarantees. |
(4) | The registrants previously registered an indeterminate amount of securities of each identified class for offer and sale from time to time with an aggregate initial offering price not to exceed $400,000,000 pursuant to a Registration Statement on Form S-3 (No. 333-173059), which was filed on March 25, 2011 (as subsequently amended, the “2011 Registration Statement”). In connection with the 2011 Registration Statement, a registration fee in the amount of $46,440 was paid and no securities were sold thereunder. The registration fee was consequently transferred in full to subsequent registration statements of the registrants as follows: to the Registration Statement on Form S-3 (No. 333-198651), filed on September 9, 2014 (the “ 2014 Registration Statement”); then to the Registration Statement on Form S-3 (No. 333-220322), filed on September 1, 2017 (the “ 2017 Registration Statement”); and then to the Registration Statement on Form S-3 (No. 333-248445), filed on August 27, 2020 (the “2020 Registration Statement”), with the offering of the unsold securities registered on the 2011 Registration Statement terminating upon the effectiveness of the 2014 Registration Statement, the offering of the unsold securities registered on the 2014 Registration Statement terminating upon the effectiveness of the 2017 Registration Statement and the offering of the unsold securities registered on the 2017 Registration Statement terminating upon the effectiveness of the 2020 Registration Statement. As of the date of this registration statement, no securities have been sold under the 2020 Registration Statement and the registrants therefore have not used any of the registration fee paid in connection with the 2011 Registration Statement. The offering of the unsold securities registered on the 2020 Registration Statement terminates upon the effectiveness of this registration statement. In accordance with Rule 457(p) under the Securities Act, that full unused amount of the registration fee paid in connection with the 2011 Registration Statement shall be applied to off-set any registration fees due from time to time for this registration statement. |
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