Exhibit 107
CALCULATION OF REGISTRATION FEE
FORM S-1
(Form Type)
Faraday Future Intelligent Electric Inc.
(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(1) | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | ||||
| Fees Previously Paid | Equity | Class A Common Stock, par value $0.0001 per share(2) | 457(c) | 236,226,156 | $ | 10.32(3) | $ | 2,437,853,929.92 | 0.0001091 | $ | 265,969.86 |
| Fees to be Paid | Equity | Class A Common Stock, par value $0.0001 per share(4) | 457(c) | 19,901,731 | $ | 2.86(5) | $ | 56,918,950.66 | 0.0000927 | $ | 5,276.39 |
| Fees Previously Paid | Equity | Class A Common Stock, par value $0.0001 per share(6) | 457(g) | 23,652,119 | $ | 11.50(7) | $ | 271,999,368.50 | 0.0001091 | $ | 29,675.13 |
| Fees Previously Paid | Equity | Class A Common Stock, par value $0.0001 per share(8) | 457(g) | 10,196,249 | $ | 10.00(9) | $ | 101,962,490.00 | 0.0001091 | $ | 11,124.11 |
| Fees Previously Paid | Equity | Warrants to purchase Class A Common Stock(10) | 457(g) | 674,551 | — | — | — | —(11) | |||
| $ | 312,045.49 | ||||||||||
| Total Offering Amounts $312,045.49 | |||||||||||
| Total Fees Previously Paid $306,769.10 | |||||||||||
| Total Fee Offsets — | |||||||||||
| Net Fee Due $5,276.39 | |||||||||||
| * | Capitalized terms used herein and not otherwise defined herein have the meanings assigned to them in Faraday Future Intelligent Electric Inc.’s Registration Statement on Form S-1 to which this exhibit relates. |
| (1) | Pursuant to Rule 416(a), there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from share splits, share dividends or similar transactions. |
| (2) | Consists of shares of Class A Common Stock registered for resale by the selling securityholders named in this registration statement other than the Founding Future Creditor Trust. |
| (3) | Pursuant to Rule 457(c) under the Securities Act, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share is $2.86, which is the average of the high and low prices of the Class A Common Stock on June 8, 2021 on The Nasdaq Stock Market. |
| (4) | Consists of shares of Class A Common Stock registered for resale by the Founding Future Creditor Trust. |
| (5) | Pursuant to Rule 457(c) under the Securities Act, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share is $10.32, which is the average of the high and low prices of the Class A Common Stock on August 18, 2021 on The Nasdaq Stock Market. |
| (6) | Consists of (i) 22,977,568 shares of Class A Common Stock issuable upon exercise of the Public Warrants and (ii) 674,551 shares of Class A Common Stock issuable upon exercise of the Private Warrants. |
| (7) | Calculated pursuant to Rule 457(g) under the Securities Act based on the fixed exercise price of $11.50 per share of the Class A Common Stock issuable upon exercise of the Public Warrants and Private Warrants. |
| (8) | Consists of (i) 9,009,166 shares of Class A Common Stock issuable upon conversion of the Notes (as defined herein) and (ii) 1,187,083 shares of Class A Common Stock issuable upon exercise of the ATW NPA Warrants (as defined herein). |
| (9) | Calculated pursuant to Rule 457(g) under the Securities Act based on the fixed conversion or exercise price of $10.00 per share of the Class A Common Stock issuable upon conversion of the Notes or exercise of the ATW NPA Warrants. |
| (10) | Represents the resale of 674,551 Private Warrants to purchase shares of Class A Common Stock, which represent warrants to acquire 674,551 shares of Class A Common Stock. |
| (11) | In accordance with Rule 457(g), no separate registration fee is required with respect to the Private Warrants. |
