Exhibit 107
Calculation of Filing Fee Tables
Form S-1
(Form Type)
CONX Corp.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security | Security | Fee | Amount | Proposed | Maximum | Fee | Amount of | |||||||||
Newly Registered Securities | ||||||||||||||||
Fees to | Equity | Secondary Offering: | 457(c) | 30,000(2) | $6.51(3) | $195,300.00 | 0.0001476 | $28.83 | ||||||||
Fees to | | Equity | | Primary Offering: | | 457(g) | | 30,083,285(4) | | $11.50(5) | | $345,957,778.00 | | 0.0001476 | | $51,063.37 |
Carry Forward Securities | ||||||||||||||||
Carry | ||||||||||||||||
Total Offering Amounts | $346,153,078 | $51,092.20 | ||||||||||||||
Total Fees Previously Paid | $0.00 | |||||||||||||||
Total Fee Offsets | $0.00 | |||||||||||||||
Net Fee Due | $51,092.20 |
(1) | Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), there are also being registered an indeterminable number of additional securities as may be issued as a result of stock splits, stock dividends or similar transactions. |
(2) | Consists of 30,000 shares of Class A Common Stock issued to independent directors of CONX, which vested on the date of the consummation of the Business Combination. |
(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 $6.51, which is the last over-the-counter sale price reported of Class A Common Stock on May 28, 2024, which date is within five business days prior to filing this Registration Statement. |
(4) | Consists of (i) 18,749,952 shares of Class A Common Stock issuable upon exercise of Public Warrants (as defined in this Registration Statement) and (ii) 11,333,333 shares of Class A Common Stock issuable upon exercise of Private Placement Warrants (as defined in this Registration Statement). |
(5) | Pursuant to Rule 457(g) under the Securities Act, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share for Class A Common Stock issuable upon the exercise of Warrants is $11.50, which is the exercise price for the Warrants. |