Exhibit 107
Calculation of Filing Fee Tables
FORM S-3
(Form Type)
Sky Harbour Group Corporation
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
N/A
Table 2: Fee Offset Claims and Sources
N/A
Table 3: Combined Prospectuses
Security Type | Security Class Title | Amount of Securities Previously Registered(1) | Maximum Aggregate Offering Price of Securities Previously Registered | Form Type | File Number | Initial Effective Date |
Primary Offering |
Equity | Class A Common Stock, $0.0001 par value per share (2) | 14,519,218 | $362,254,489.10 | S-1 | 333-263905 | May 5, 2022 |
Equity | Class A Common Stock, $0.0001 par value per share (3) | 45,000,000 | $357,750,000 | S-1 | 333-264998 | May 25, 2022 |
Secondary Offering |
Equity | Class A Common Stock, $0.0001 par value per share (4) | 58,399,724 | $464,277,805.80 | S-1 | 333-264998 | May 25, 2022 |
Equity | Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share (5) | 7,719,779 | - (6) | S-1 | 333-263905 | May 5, 2022 |
(1) In accordance with Rule 416 under the Securities Act of 1933, as amended, this registration statement shall be deemed to cover any additional securities that may from time to time be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions.
(2) Consists of (i) up to 7,719,779 shares of Class A Common Stock that are issuable upon the exercise of the Private Placement Warrants, and (ii) up to 6,799,439 shares of Class A Common Stock issuable upon the exercise of Public Warrants originally issued in the initial public offering of YAC (as such terms are defined in the registration statement on Form S-1 (File No. 333-263905) (the “First Registration Statement”).
(3) Consists of (i) up to an aggregate of 42,192,250 shares of Class A Common Stock that are issuable upon redemption of 42,192,250 Sky Common Units and (v) 2,807,750 shares of Class A Common Stock issuable upon redemption of 2,807,750 shares of Sky Common Units, which are issuable upon conversion of outstanding Sky Equity Incentive Units at the election of the holders (as such terms are defined in the registration statement on Form S-1 (File No. 333-264998) (the “Second Registration Statement”).
(4) Consists of 58,399,724 shares of Class A Common Stock originally registered for sale by the Selling Securityholders on the First Registration Statement.
(5) Consists of 7,719,779 Private Placement Warrants originally registered for sale by the Selling Securityholders on the First Registration Statement.
(6) In accordance with Rule 457(i), the entire registration fee for the Warrants is allocated to the shares of Class A Common Stock underlying the Warrants, and no separate fee is payable for the Warrants (as such terms are defined in the First Registration Statement).
