EXHIBIT 107
Calculation of Filing Fee Tables
424(b)(5)
(Form Type)
Xenon 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 | 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 Shares, no par value per share | 457(o)(1) | — | — | $250,000,000 | $92.70 per $1,000,000
| $23,175 | — | — | — | — |
Fees Previously Paid | — | — | — | — | — | — | — | — | — | — | — | — |
Carry Forward Securities | ||||||||||||
Carry Forward Securities | — | — | — | — | — | — | — |
| — | — | — | — |
| Total Offering Amounts |
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| $23,175(1) |
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| Total Fees Previously Paid |
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| — |
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| Total Fee Offsets |
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| $16,354.14(2) |
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| Net Fee Due |
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| $6,820.86 |
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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(b) and 0-11(a)(2) | |||||||||||
Fee Offset Claims | — | — | — | — | — | — | — | — | — | — | — |
Fee Offset Sources | — | — | — | — | — | — | — | — | — | — | — |
Rule 457(p) | |||||||||||
Fee Offset Claims | Xenon Pharmaceuticals Inc. | S-3 | 333-238896 | 6/3/2020 | — | $16,354.14(2) | Unallocated (Universal) Shelf | Common Shares, no par value per share | — | $124,005,112.11 | — |
Fee Offset Sources | Xenon Pharmaceuticals Inc. | S-3 | 333-238896 | — | 6/3/2020 | — | — | — | — | — | $32,450(2) |
| (1) | In accordance with Rules 456(b) and 457(r) under the Securities Act of 1933, as amended (the “Securities Act”), the registrant initially deferred payment of all of the registration fees for the Registration Statement on Form S-3ASR (File No. 333-260010), filed on October 4, 2021. |
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| (2) | The registrant has previously registered the offer and sale of $250,000,000 of securities pursuant to a universal shelf Registration Statement on Form S-3 (File No. 333-238896), filed with the Securities and Exchange Commission (the “SEC”) on June 3, 2020 (the “Prior Registration Statement”). In connection with the filing of the Prior Registration Statement, the registrant made a contemporaneous fee payment in the amount of $32,450, including by using $3,757 previously paid by the registrant attributable to unsold securities registered on Form S-3 (File No. 333-233056), filed by the registrant with the SEC on August 6, 2019. Of the $250,000,000 of securities registered under the Prior Registration Statement, $124,005,112.11 of securities remains unsold (the “Unsold Securities”). Pursuant to Rule 457(p) under the Securities Act, the registration fee of $16,354.14 that has already been paid and remains unused with respect to the Unsold Securities is offset against the registration fee of $23,175 due for this offering. The remaining balance of the registration fee, $6,820.86, has been paid in connection with this offering. The offering that includes the Unsold Securities under the Prior Registration Statement is hereby terminated. |
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