Exhibit 107
Calculation of Filing Fee Tables
S-3
(Form Type)
SEACOR Marine Holdings Company
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security Type | Security | 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 | Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward | |||||||||||||
| Newly Registered Securities | ||||||||||||||||||||||||
Fees to Be Paid | Equity | Common Stock, $0.01 par value per share | 457(c) | 1,272,301 | (1) | $5,267,326.14 | 0.0000927 | $488.28(2) | ||||||||||||||||
| Equity | Common Stock, $0.01 par value per share | 457(o) | (2) | (3) | ||||||||||||||||||||
| Equity | Preferred Stock, $0.01 par value per share | 457(o) | (2) | (3) | ||||||||||||||||||||
| Debt | Debt Securities | 457(o) | (2) | (3) | ||||||||||||||||||||
| Debt Convertible into Equity | Warrants | 457(o) | (2) | (3) | ||||||||||||||||||||
| Debt Convertible into Equity | Units | 457(o) | (2) | (3) | ||||||||||||||||||||
Unallocated (Universal) Shelf | $200,000,000.00 | $18,540.00(2)(3) | ||||||||||||||||||||||
TOTAL: | $205,267,326.14 | $19,028.28(2) | ||||||||||||||||||||||
(1) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act on the basis of the average of the high and low sales prices of the registrant’s shares of common stock on January 28, 2022 (date that was within 5 business days prior to the filing of the registrant’s original Form S-3 filing) of $4.14, as reported on the New York Stock Exchange (“NYSE”). (2) Pursuant to Rule 457(p) promulgated under the Securities Act, the fee that remained unused on the Registrant’s registration statement on Form S-3 (File No. 333-225686) (the “Expired Registration Statement”) originally filed with the Securities and Exchange Commission (the “SEC”) on July 26, 2018, declared effective by the SEC on August 1, 2018 and expired on August 1, 2021 is being used to offset the fee due upon the registration of the securities registered hereby. The Expired Registration Statement registered the offer and sale by the Registrant of an indeterminate number or amount of common stock, preferred stock, debt securities, warrants and units to purchase any combination of the foregoing securities, and rights, having an aggregate offering price of $200,000,000. The registrant has determined to include in this registration statement an indeterminate number or amount of newly issued common stock, preferred stock, debt securities, warrants and units to purchase any combination of the foregoing securities, and rights, having an aggregate offering price of $200,000,000 (the “Primary Securities”) and up to 1,272,301 shares of our currently outstanding common stock (the “Secondary Securities”). Pursuant to Rule 457(p) promulgated under the Securities Act, the Registrant is applying the previously paid filing fee associated with the Expired Registration Statement to this registration statement. Accordingly, the previously paid filing fee of $24,900.00 relating to the Expired Registration Statement is offset against the currently due filing fee of $19,028.28, which includes the filing fee of $488.28 for the Secondary Securities and the filing fee of $18,540.00 for the newly issued Primary Securities. | ||||||||||||||||||||||||
| (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. |
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Table 2: Fee Offset Claims and Sources
Registrant | Form | File Number | Initial Filing Date | Filing Date | Fee Offset Claimed | Security Type | Security | Unsold Securities Associated with Fee Offset Claimed | Unsold Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source | ||||||||||||
| Rule 457(p) | ||||||||||||||||||||||
Fee Offset Claims | SEACOR Marine Holdings Inc. | S-3 | 333— | February 1, 2022 | (1) | Equity | Common Stock, $0.01 par value per share | (1) | ||||||||||||||
| SEACOR Marine Holdings Inc. | S-3 | 333— | February 1, 2022 | (1) | Equity | Preferred Stock, $0.01 par value per share | (1) | |||||||||||||||
| SEACOR Marine Holdings Inc. | S-3 | 333— | February 1, 2022 | (1) | Debt | Debt Securities | (1) | |||||||||||||||
| SEACOR Marine Holdings Inc. | S-3 | 333— | February 1, 2022 | (1) | Debt Convertible into Equity | Warrants | (1) | |||||||||||||||
| SEACOR Marine Holdings Inc. | S-3 | 333— | February 1, 2022 | (1) | Debt Convertible into Equity | Units | (1) | |||||||||||||||
Fee Offset Source | SEACOR Marine Holdings Inc. | S-3 | 333-225686 | August 1, 2018 | $24,900.00 | $18,540.00 | ||||||||||||||||
| (1) | Pursuant to Rule 457(p) promulgated under the Securities Act, this registration statement includes all of the Primary Securities and Secondary Securities and the Registrant is applying the previously paid filing fee associated with the Primary Securities to this registration statement. Accordingly, the previously paid filing fee of $24,900.00 relating to the Primary Securities is offset against the currently due filing fee of $19,028.28 which includes the filing fee of $488.28 for the currently outstanding shares of Common Stock and the filing fee of $18,540.00 for the newly issued Primary Securities. |
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