Exhibit 107
Calculation of Filing Fee Tables
Form S-3
(Form Type)
Avinger, 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
Share | 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 | | | | | | | | | | | | |
Fees Previously Paid | Equity | Common Stock, par value $0.001 per share | | | | | | | | | | |
| | Equity | Preferred Stock, par value $0.001 per share | | | | | | | | | | |
| | Other | Warrants | | | | | | | | | | |
| | Debt | Debt Securities | | | | | | | | | | |
| | Other | Subscription Rights | | | | | | | | | | |
| | Other | Units(1) | | | | | | | | | | |
| | Unallocated (Universal) Shelf | - | 457(o) | (2) | (3) | $50,000,000.00(3) | 0.0000927 | $4,635.00(4) | | | | |
| | Equity | Common Stock, par value $0.001 per share to be offered and sold by the Selling Security Holders identified herein(5) | Other | 45 | $3.72(5) | $167.40 | 0.0000927 | $0.02 | | | | |
Carry Forward Securities |
Carry Forward Securities | | | | | | | | | - | - | - | - |
| | | | | | | | | | | | | |
| | Total Offering Amounts | | $50,000,167.40 | | $4,635.02 | | | | |
| | Total Fees Previously Paid | | | | - | | | | |
| | Total Fee Offsets | | | | - | | | | |
| | Net Fees Due | | | | $4,635.02 | | | | |
(1) | Consisting of some or all of the securities listed above, in any combination, including common stock, preferred stock, debt securities, warrants and subscription rights. |
(2) | With respect to the primary offering, the securities registered hereunder include such indeterminate (a) number of shares of common stock, (b) number of shares of preferred stock, (c) number of depository shares, (d) warrants to purchase common stock, preferred stock or debt securities of the Registrant, (e) debt securities, (f) subscription rights to purchase common stock, preferred stock or debt securities of the Registrant, and (g) units, consisting of some or all of these securities, as may be sold from time to time by the Registrant. Any securities registered hereunder may be sold separately or as units with other securities registered hereunder. There are also being registered hereunder an indeterminate number of shares of common stock, preferred stock and debt securities as shall be issuable upon conversion, exchange or exercise of any securities that provide for such issuance. In no event will the aggregate offering price of all types of securities issued by the Registrant pursuant to this registration statement exceed $50,000,000. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also covers such indeterminate number of securities as may be issuable with respect to the securities being registered hereunder as a result of stock splits, stock dividends or similar transactions. |
(3) | The proposed maximum aggregate offering price per class of security will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security pursuant to General Instruction II.D. of Form S-3 under the Securities Act. |
(4) | Calculated pursuant to Rule 457(o) under the Securities Act. |
(5) | Estimated solely for the purpose of calculating the registration fee required by Section 6(b) of the Securities Act and computed pursuant to 457(c) under the Securities Act based on the average of the high and low prices of the registrant’s common stock on the Nasdaq Capital Market on March 24, 2022. |
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 |
Rules 457(b) and 0-11(a)(2) |
Fee Offset Claims | | - | - | - | | - | | | | | |
Fee Offset Sources | - | - | - | | - | | | | | | - |
Rule 457(p) |
Fee Offset Claims | - | - | - | - | | - | - | - | - | - | |
Fee Offset Sources | - | - | - | | - | | | | | | - |
Table 3: Combined Prospectuses
| | | | | | | | | | | | | | | | | | | | | |
Security Type | Security Class Title | Amount of Securities
Previously Registered | Maximum Aggregate
Offering Price
of Securities
Previously Registered | Form
Type | File
Number | Initial
Effective Date |
- | - | - | - | - | - | - |
