Exhibit 107
Calculation of Filing Fee Table
Form S-3
(Form Type)
Century Aluminum Company
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities and Carry Forward Securities
| Security Type | Security Class Title(1) | Fee Calculation Rule or Carry Forward Rule | Amount Registered | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee(3) | 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 | Rule 457(o) | |||||||||
| Equity | Preferred Stock | Rule 457(o) | ||||||||||
| Equity | Depositary Shares | Rule 457(o) | ||||||||||
| Other | Subscription Rights | Rule 457(o) | ||||||||||
| Debt | Debt Securities | Rule 457(o) | ||||||||||
| Other | Guarantees of Debt Securities | Rule 457(o) | ||||||||||
| Other | Warrants | Rule 457(o) | ||||||||||
| Other | Stock Purchase Contracts | Rule 457(o) | ||||||||||
| Other | Stock Purchase Units | Rule 457(o) | ||||||||||
| Unallocated (Universal Shelf) | (1) | Rule 457(o) | $350,000,000 | (2) | $350,000,000 | 0.0001102 | $38,570 | |||||
| Fees Previously Paid | — | — | — | — | — | — | — | |||||
| Carry Forward Securities | ||||||||||||
| Carry Forward Securities | — | — | — | — | — | — | — | — | — | |||
| Total Offering Amounts | $350,000,000 | $38,570 | ||||||||||
| Total Fees Previously Paid | — | |||||||||||
| Total Fee Offsets | $36,360 | |||||||||||
| Net Fee Due | $2,210 | |||||||||||
| (1) | The amount to be registered consists of up to $350,000,000 of an indeterminate amount of each security class listed in Table 1. In addition, pursuant to Rule 416 under the Securities Act, the securities being registered hereunder include such indeterminate number of securities as may be issuable in respect thereof as a result of stock splits, stock dividends or similar transactions. Any securities registered hereunder may be sold separately or in combination with other securities registered hereunder. Separate consideration may or may not be received for securities that are issuable upon exercise, conversion or exchange of other securities or that are offered in units. Each depositary share will be evidenced by depositary receipts issued pursuant to a deposit agreement. In the event the Registrant elects to offer to the public whole or fractional interests in shares of preferred stock registered hereunder, depositary shares will be distributed to those persons purchasing such interests and such shares of preferred stock will be issued to the depositary under the deposit agreement. The debt securities may be guaranteed pursuant to guarantees by one or more subsidiaries of the Registrant. Pursuant to Rule 457(n), no separate fee for the guarantees is payable. The warrants covered by this registration statement may be warrants for debt securities, common stock, preferred stock, depositary shares or securities of third parties or other rights. |
| (2) | The proposed maximum aggregate offering price per unit will be determined from time to time by the Registrant in connection with, and at the time of, issuance by the Registrant of the securities registered hereunder. |
Table 2: Fee Offset Claims and Sources
Registrant or Filer Name |
Form or |
File Number |
Initial Filing |
Filing Date |
Fee Offset |
Security |
Security Title |
Unsold Securities Associated |
Unsold Aggregate Claimed |
Fee Paid with | |
| Rule 457(p) | |||||||||||
| Fee Offset Claims | Century Aluminum Company | POSASR | 333-219556 | Feb. 14, 2019 | $36,360 | Unallocated (Universal) Shelf | (3) | (3) | $300,000,000 | ||
| Fee Offset Sources | Century Aluminum Company | POSASR | 333-219556 | Feb. 14, 2019 | $11,185(3) | ||||||
| Fee Offset Sources | Century Aluminum Company | Form S-3 | 333-209966 | March 7, 2016 | (3) | ||||||
| Fee Offset Sources | Century Aluminum Company | POSASR | 333-200001 | Feb. 16, 2016 | $25,175(3) | ||||||
| (3) | On February 14, 2019, the Registrant filed Post-Effective Amendment No. 1 to Registration Statement on Form S-3 (File No. 333-219556), which automatically went effective on such date, that identified and registered an aggregate principal amount of $300,000,000 of an indeterminate amount of securities to be offered by the Registrant from time to time for which a contemporaneous filing fee of $36,360 was due, which paid through a fee offset of $25,175 and a payment of $11,185. On March 7, 2016, the Registrant filed a Registration Statement on Form S-3 (File No. 333-209966) for which a filing fee of $25,175 was due, which was paid through a fee offset of $25,175. On February 16, 2016, the Registrant filed Post-Effective Amendment No. 1 to Registration Statement on Form S-3 (File No. 333-200001) for which a filing fee of $25,175 was paid. No securities were offered and sold under any of these prior Registration Statements. In accordance with Rule 457(p) under the Securities Act of 1933, as amended, the Registrant is allocating the $36,360 of the unused filing fees to offset the filing fee payable in connection with this filing. |
