Exhibit 107
Calculation of Filing Fee Tables
Schedule TO
(Form Type)
PARDES BIOSCIENCES, INC.
(Name of Subject Company (Issuer))
MEDIPACIFIC SUB, INC.
(Name of Filing Person — Offeror)
a wholly-owned subsidiary of
MEDIPACIFIC, INC.
(Name of Filing Person — Parent of Offeror)
an affiliate of
FS DEVELOPMENT HOLDINGS II, LLC,
FORESITE CAPITAL MANAGEMENT V, LLC,
FORESITE CAPITAL OPPORTUNITY FUND V, L.P.,
FORESITE CAPITAL OPPORTUNITY MANAGEMENT V, LLC,
FORESITE CAPITAL FUND V, L.P. and
JAMES TANANBAUM
(Names of Filing Persons — Other)
Table 1 – Transaction Value
| | | |
Fees to Be Paid | $132,350,817.00 (1) | .0001102 | $14,585.06 (2) |
Fees Previously Paid | $136,088,312.78 | | $14,996.93 |
Total Transaction Valuation | $132,350,817.00 | | |
Total Fees Due for Filing | | | $14,585.06 |
Total Fees Previously Paid | | | $14,996.93 |
Total Fee Offsets | | | $14,585.06 |
Net Fee Due | | | $0.00 |
| (1)
| Estimated solely for the purpose of calculating the filing fee. The transaction value was calculated by adding (i) the product of (a) $2.13, which is the price per share of common stock of Pardes Biosciences, Inc. (the “Company”) (each, a “Share”), and (b) 62,054,756 Shares issued and outstanding (including restricted Shares) and (ii) the product of (a) the difference between (1) $2.13 and (2) an exercise price of $2.04 (the weighted-average exercise price of the outstanding options) and (b) stock options representing the right to purchase an aggregate of 1,935,408. The calculation of the transaction value is based on information provided by the Company as of August 15, 2023. |
| | |
| (2)
| The amount of the filing fee was calculated by multiplying the transaction value by 0.0001102. |
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 | Fee Paid with Fee Offset Source |
Fee Offset Claims | | Schedule TO | 231123926 | July 28, 2023 | | $14,585.06 | |
Fee Offset Sources | MediPacific Sub, Inc; MediPacific, Inc.; FS Development Holdings II, LLC; Foresite Capital Management V, LLC; Foresite Capital Opportunity Fund V, L.P.; Foresite Capital Opportunity Management V, LLC; Foresite Capital Fund V, L.P.; James Tananbaum | Schedule TO | 231123926 | | July 28, 2023 | | $14,585.06 |