Exhibit 107
Calculation of Filing Fee Tables
424(b)(7)
(Form Type)
Establishment Labs Holdings 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 | 457(c) | 2,000,000 (1)(2) | $35.65 (3) | $71,300,000 | 0.00014760 | $10,523.88 (4) | — | — | — | — |
Fees Previously Paid: | — | — | — | — | — | — | — | — | — | — | — | — |
|
Carry Forward Securities |
Carry Forward Securities | — | — | — | — | — | — | — | — | — | — | — | — |
| Total Offering Amounts | | $71,300,000 | 0.00014760 | $10,523.88 | | | | |
| Total Fees Previously Paid | | | | — | | | | |
| Total Fee Offsets | | | | $8,204.69 (5) | | | | |
| Net Fee Due | | | | $2,319.19 | | | | |
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 |
| | | | | | | | | | | |
Fee Offset Claims | | Establishment Labs Holdings Inc. | | S-3 | | 333-234649 | | 11/12/2019 | | | | $8,204.69 (5) | | Unallocated (Universal) Shelf | | (5) | | (5) | | $140,000,007 | | |
| | | | | | | | | | | |
Fee Offset Sources | | Establishment Labs Holdings Inc. | | S-3 | | 333-234649 | | | | 11/12/2019 | | | | | | | | | | | | $25,960 |
(1) | Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration also covers any additional number of common shares issuable upon share splits, share dividends, or other distribution, recapitalization or similar events with respect to the common shares being registered. |
(2) | This prospectus supplement registers the resale by the selling shareholders named in the prospectus supplement of up to 2,000,000 common shares of the Registrant, which consists of (i) 1,101,565 common shares and (ii) 898,435 common shares issuable upon the exercise of outstanding pre-funded warrants to purchase common shares. |
(3) | Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based on the average of the high and low prices of the common shares on The Nasdaq Capital Market on January 25, 2024. |
(4) | In accordance with Rules 456(b) and 457(r) under the Securities Act, the registrant initially deferred payment of all of the registration fees for the Registration Statement (File No. 333-271418) filed by the registrant on April 24, 2023 (the “ASR Registration Statement”). |
(5) | On November 12, 2019, the registrant filed a Registration Statement on Form S-3 (File No. 333-234649) (the “Prior Registration Statement”), which registered an aggregate amount of $200,000,000 of common shares, debt securities, warrants and units to be offered by the registrant from time to time. In connection with the filing of the Prior Registration Statement, the registrant made a contemporaneous fee payment in the amount of $25,960. The Prior Registration Statement has expired and all offerings thereunder have been completed or terminated. Securities having an aggregate offering price of $140,000,007 were not sold under the Prior Registration Statement. As a result, the registrant had $18,172 in unused filing fees associated with the Prior Registration Statement. On April 26, 2023, in connection with the filing of a prospectus supplement to the ASR Registration Statement, $9,967.31 of the unused filing fee was used to offset the filing fee for such offering in accordance with Rule 457(p) under the Securities Act, leaving $8,204.69 remaining to be applied to this prospectus supplement’s filing fee from the fee offset source. |