Exhibit 107
Calculation of Filing Fee Tables
Form S-1
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(Form Type)
indie Semiconductor, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered (1) | Proposed Maximum Offering Price Per Security | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee (1) | Carry Forward Form Type | 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 | ||||||||||||
Fees Previously Paid | Equity | Class A common stock, par value $0.0001 per share | 457(c) | 13,229,944 (2) | $10.37 (5) | $137,194,520 | $0.0000927 | $12,717.93 | ||||
Fees Previously Paid | Equity | Class A common stock, par value $0.0001 per share | 457(c) | 5,805,144 (3) | $10.37 (5) | $60,199,343 | $0.0000927 | $5,580.48 | ||||
Fees Previously Paid | Equity | Class A common stock, par value $0.0001 per share | 457(c) | 5,000,000 (4) | $10.37 (5) | $51,850,000 | $0.0000927 | $4,806.50 | ||||
Carry Forward Securities | ||||||||||||
Carry Forward Securities | ||||||||||||
Total Offering Amounts | $249,243,863 | $23,104.91 | ||||||||||
Total Fees Previously Paid | $23,104.91 | |||||||||||
Total Fee Offsets | $6,834.34 | |||||||||||
Net Fee Due | $0 |
(1) | This registration statement (this “Registration Statement”) also covers an indeterminate number of additional shares of Class A common stock, par value $0.0001 per share (the “Class A common stock”), and warrants to purchase Class A common stock, of indie Semiconductor, Inc. (the “Registrant”) that may be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions in accordance with Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”). |
(2) | Represents the resale of 13,229,944 shares of Class A common stock to be resold by certain other selling stockholders named in the Registration Statement, that were previously issued by us. |
(3) | Represents the resale of 5,805,144 shares of Class A common stock issued to selling stockholders in connection with our acquisition of TeraXion, Inc., that were previously issued by us. |
(4) | Represents the resale of 5,000,000 shares of Class A common stock issued to selling stockholders as Earn Out Shares in connection with the Registrant’s business combination that were previously issued by us. |
(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 of common stock is $10.37, which is the average of the high and low prices of the Class A common stock on the Nasdaq Capital Market (“Nasdaq”) on December 20, 2021, such date being within five business days of the date that this Registration Statement was filed with the SEC. |
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 | Security Type Associated with Fee Offset Claimed | Security Title Associated with Fee Offset Claimed | Unsold Securities Associated with Fee Offset Claimed | Unsold Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source | |
Rules 457(b) and 0-11(a)(2) | |||||||||||
Fee Offset Claims | |||||||||||
Fee Offset Sources | |||||||||||
Rule 457(p) | |||||||||||
Fee Offset Claims | indie Semiconductor, Inc. | Form S-1 | 333-261057 (1) | 11/15/2021 | $6,834.34 | Class A common stock, par value $0.0001 per share | Class A common stock, par value $0.0001 per share | $73,725,328.80 | $73,725,328.80 | ||
Fee Offset Sources | indie Semiconductor, Inc. | Form S-1 | 333-261057 (1) | 11/15/2021 | $6,834.34 |
(1) | On November 15, 2021, the Registrant filed a registration statement on Form S-1 (File No. 333-261057), as amended (the “Prior Registration Statement”), and paid a registration fee of $6,834.34. The Prior Registration Statement was not declared effective, and no securities were sold thereunder. The Prior Registration Statement was withdrawn by filing a Form RW on November 22, 2021. In accordance with Rule 457(p) under the Securities Act, the Registrant is offsetting the registration fee for this registration statement against the fees previously paid in connection with the Prior Registration Statement. |