| Proposed Maximum Aggregate Value of Transaction | Fee rate | Amount of Filing Fee | |
| Fees to be Paid | $429,513,788.25(1)(2) | .0000927 | $39,815.93 |
| Fees Previously Paid | $0 | $0 | |
| Total Transaction Valuation | $429,513,788.25 | ||
| Total Fees Due for Filing | $39,815.93 | ||
| Total Fees Previously Paid | $0 | ||
| Total Fee Offsets | $0 | ||
| Net Fee Due | $39,815.93 |
| (1) | Aggregate number of securities to which transaction applies: As of the close of business on August 4, 2022, the maximum number of shares of common stock, par value $0.01 per share (the “Common Stock”) to which this transaction applies is estimated to be 124,765,155.7753, which consists of: (a) 118,752,924 shares of Common Stock outstanding; (b) 5,267,836 shares of Common Stock issuable pursuant to outstanding stock options; (c) 488,340 shares of restricted Common Stock; and (d) 256,055.7753 shares of Common Stock underlying outstanding phantom units. |
| (2) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): Estimated solely for the purposes of calculating the filing fee, the maximum aggregate value of the transaction was determined based upon the sum of: (a) 118,752,924 shares of Common Stock outstanding multiplied by $3.50 per share; (b) 5,267,836 shares of Common Stock issuable pursuant to outstanding stock options multiplied by $2.14 per share (which is the difference between $3.50 and the weighted average exercise price of $1.36 for such shares); (c) 488,340 shares of restricted Common Stock multiplied by $3.50 per share; and (d) 256,055.7753 shares of Common Stock underlying outstanding phantom units multiplied by $3.50 per share. |
