Exhibit 107
Calculation of Filing Fee Tables
Form F-3
(Form Type)
X3 HOLDINGS CO., LTD.
(Exact name of registrant as specified in its charter)
Table 1 – Newly Registered 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 | | | | 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 | | Class A Ordinary Shares, US$0.40 par value per share, Preferred Shares, Debt Securities, Warrants, Rights, and Units (1) | | Rule 457(o) | | | | (2) | | | – | | | $ | 277,700,000 | (3) | | $147.60 per $1,000,000 (4) | | $ | 40,988.52 | | | | | | | | | | | | | | | | | |
Fees to be Paid | | Equity | | Class A Ordinary Shares, par value $0.40 per share | | Rule 457(o) | | | | (5) | | | – | | | $ | 30,300,000 | (3) | | $147.60 per $1,000,000 (4) | | $ | 4,472.28 | | | | | | | | | | | | | | | | | |
Fees Previously Paid | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Carry Forward Securities | |
Carry Forward Securities | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Offering Amounts | | | | | | | $ | 308,000,000 | | | | | $ | 45,460.8 | | | | | | | | | | | | | | | | | |
| | Total Fees Previously Paid | | | | | | | | | | | | | | 45,460.8 | | | | | | | | | | | | | | | | | |
| | Total Fee Offsets | | | | | | | | | | | | | | – | | | | | | | | | | | | | | | | | |
| | Net Fee Due | | | | | | | | | | | | | $ | 0 | | | | | | | | | | | | | | | | | |
(1) | Pursuant to General Instruction II.C. of Form F-3, the table lists each of the classes of securities being registered and the aggregate proceeds to be raised, but does not specify by each class information as to the amount registered, proposed maximum offering price per unit, and maximum aggregate offering price. |
(2) | With respect to the primary offering, the registrant is registering an indeterminate number of securities for offer and sale from time to time at indeterminate prices, which shall have an aggregate offering price not to exceed US$277,700,000. In addition, pursuant to Rule 416(a) under the Securities Act of 1933, as amended, this registration statement shall be deemed to cover any additional number of securities that may be issued from time to time to prevent dilution as a result of a distribution, split, combination or similar transaction. Securities registered hereunder may be sold separately, or together with other securities registered hereunder. |
(3) | Estimated solely for the purpose of computing the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). |
(4) | The fee rate used for the purpose of computing the amount of the registration fee is the effective fee rate since October 1, 2023. |
(5) | With respect to the secondary offering, the registrant is registering an indeterminate number of securities for offer and sale from time to time at indeterminate prices, which shall have an aggregate offering price not to exceed US$30,300,000. In addition, pursuant to Rule 416(a) under the Securities Act of 1933, as amended, this registration statement shall be deemed to cover any additional number of securities that may be issued from time to time to prevent dilution as a result of a distribution, split, combination or similar transaction. Securities registered hereunder may be sold separately, or together with other securities registered hereunder. |