Exhibit 107
Calculation of Filing Fee Tables
Form S-1
(Form Type)
Palisade Bio, 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 | | | Maximum Aggregate Offering Price(1)(2)(3) | | | Fee Rate | | | Amount of Registration Fee | |
| | | | | | | | | | | | | | | | | | | | | |
Fees to Be Paid | | Equity | | Class A Units, each unit consisting of (i) one share of common stock, par value $0.01 per share and (ii) one warrant to purchase one share of common stock (“Common Warrant”) (4) | | 457(o) | | | - | | | | - | | | $ | 5,750,000.00 | | | | 0.00015310 | | | $ | 880.33 | |
Fees to Be Paid | | Equity | | Class B Units, each unit consisting of (i) one prefunded warrant to purchase one share of common stock (“Prefunded Warrant”) and (ii) one Warrant (4) | | 457(o) | | | - | | | | - | | | | Included above | | | | - | | | | - | |
Fees to Be Paid | | Equity | | Common Stock included in the Class A Units (4) | | 457(o) | | | - | | | | - | | | | Included above | | | | - | | | | - | |
Fees to Be Paid | | Equity | | Prefunded Warrants included in the Class B Units (4)(6) | | 457(o) | | | - | | | | - | | | | Included Above | | | | - | | | | - | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Fees to Be Paid | | Equity | | Shares of Common Stock issuable upon exercise of the Common Warrants | | 457(o) | | | | | | | | | | $ | 5,750,000.00 | | | | 0.00015310 | | | $ | 880.33 | |
Fees to Be Paid | | Equity | | Shares of Common Stock issuable upon exercise of Prefunded Warrants (4) | | 457(o) | | | - | | | | - | | | | Included above | | | | - | | | | - | |
Fees to Be Paid | | Equity | | Representative Warrants (5) | | 457(g) | | | - | | | | - | | | | - | | | | - | | | | - | |
Fees to Be Paid | | Equity | | Shares of Common Stock issuable upon exercise of Representative Warrants (6) | | 457(o) | | | - | | | | - | | | $ | 569,250.00 | | | | 0.00015310 | | | $ | 87.16 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Offering Amounts | | | | | $ | 12,069,250.00 | | | | | | | $ | 1,847.82 | |
| | Total Fees Previously Paid | | | | | $ | | | | | | | | $ | 967.46 | |
| | Total Fee Offsets | | | | | | — | | | | | | | | — | |
| | Net Fee Due | | | | | | | | | | | | | $ | 880.36 | |
(1) | Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). |
(2) | Pursuant to Rule 416 under the Securities Act, the securities registered hereby also include an indeterminate number of additional securities as may from time to time become issuable by reason of stock splits, stock dividends, recapitalizations, or other similar transactions. |
(3) | Includes the price of additional shares of common stock and Common Warrants that may be issued upon exercise of the over-allotment option granted to the underwriters to cover over-allotments, if any. |
(4) | The proposed maximum aggregate offering price of the Class A Units will be reduced on a dollar-for-dollar basis based on the offering price of any Class B Units issued in the offering, and the proposed maximum aggregate offering price of the Class B Units to be issued in the offering will be reduced on a dollar-for-dollar basis based on the offering price of any Class A Units issued in the offering. Accordingly, the proposed maximum aggregate offering price of the Class A Units, and Class B Units (including the common stock issuable upon exercise of the Prefunded Warrants contained in the Class B Units), if any, is $5,750,000. |
(5) | No fee pursuant to Rule 457(g) of the Securities Act. |
(6) | The registrant has agreed to issue upon the closing of this offering, warrants (the “Representative Warrants”) to the representative of the underwriters entitling it to purchase up to 6% of the number of shares of common stock and pre-funded warrants sold in this offering. The exercise price of the Representative Warrants is equal to 165% of the public offering price of the securities offered hereby. As estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act, the proposed maximum aggregate offering price of the Representative Warrants is $569,250, which is equal to 165% of $345,000 (6% of $5,750,000). |