Exhibit 107
Calculation of Filing Fee Tables
Form S-1
(Form Type)
TRUGOLF HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
| Security Type | Security Class Title(1) | Fee Calculation or Carry Forward Rule | Amount Registered(2) | Proposed Maximum Offering Price Per Unit (7) | Maximum Aggregate Offering Price(1) | Fee Rate | Amount of Registration Fee(2) | |||||||||||||||||
| Newly Registered Securities | ||||||||||||||||||||||||
| Fees to be paid | Equity | Class a Common Stock | Rule 457(o) | 4,246,702 | $ | 1.6 | $ | 6,794,723 | 0.0001476 | $ | 1,003 | |||||||||||||
| Fees to be paid | Equity | Class A Common Stock issuable under the Convertible Promissory Note (3) | Rule 457(o) | 40,185,185 | $ | 1.6 | $ | 64,296,296 | 0.0001476 | 9,490 | ||||||||||||||
| Fees to be paid | Equity | Class A Common Stock underlying Representative warrants (4) | Rule 457(o) | 632,500 | $ | 1.6 | $ | 1,012,000 | 0.0001476 | 149.3712 | ||||||||||||||
| Fees to be paid | Equity | Class A Common Stock underlying Series A warrants (5) | Rule 457(o) | 9,870,684 | $ | 1.6 | $ | 15,793,094 | 0.0001476 | $ | 2,331 | |||||||||||||
| Fees to be paid | Equity | Class A Common Stock underlying Series B warrants (6) | Rule 457(o) | 19,375,000 | $ | 1.6 | $ | 31,000,000 | 0.0001476 | $ | 4,576 | |||||||||||||
| Carry Forward Securities | ||||||||||||||||||||||||
| Carry Forward Securities | — | — | — | — | — | — | — | — | ||||||||||||||||
| Total Offering Amounts | — | $ | 118,896,114 | — | — | |||||||||||||||||||
| Total Fees Previously Paid | — | $ | — | — | ||||||||||||||||||||
| Total Fee Offsets | — | 0 | — | — | ||||||||||||||||||||
| Net Fee Due | — | $ | 17,549.07 | — | — | |||||||||||||||||||
| (1) | Estimated solely for the purpose of calculating the amount of the registration fee in accordance with Rule 457(o) under the Securities Act, if any. |
| (2) | Calculated pursuant to Rule 457(o) under the Securities Act, based on an estimate of the proposed maximum aggregate offering price. |
| (3) | We had previously provided I-Bankers (the “Representative”) warrants to purchase shares of Class A Common Stock (the “Representative Warrant”) in relation to the Company’s initial public offering, at an exercise price of $12.00 per shares. |
| (4) | Includes up to 40,185,185 shares of Class A Common Stock issuable upon the conversion of the convertible promissory notes. |
| (5) | Including up to 2,818,182 shares of Class A Common Stock issuable upon the exercise of Series A Warrants with an exercise price of $13.00 per share. |
| (6) | Including up to up to 7,750,000 shares of Class A Common Stock issuable upon the exercise of Series B Warrants with an exercise price of $10.00 per share. |
| (7) | The closing price of the Company’s Class A Common Stock as of February 9, 2024. |
