Exhibit 107
Calculation of Filing Fee Tables
Form S-1
(Form Type)
BrightSpring Health Services, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security Type | Security Class Title | Fee Calculation Forward | Amount Registered | Proposed Price Per Unit | Maximum Aggregate Offering Price(1) | Fee Rate | Amount of Registration Fee(2) | Carry Forward Form Type | Carry Forward File | Carry Date | Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward | |||||||||||||
Newly Registered Securities | ||||||||||||||||||||||||
Fees to be Paid | Equity | Common stock, $0.01 par value per share(3) | Rule 457(o) | — | — | $100,000,001 | 0.00014760 | $14,761 | ||||||||||||||||
Other | % Tangible Equity Units(4) | Rule 457(o) | — | — | $100,000,001 | 0.00014760 | $14,761 | |||||||||||||||||
Equity | Stock Purchase Contracts included as part of the Tangible Equity Units | Rule 457(i) | — | — | —(5) | |||||||||||||||||||
Equity | Common stock, $0.01 par value per share underlying the Stock Purchase Contracts | Rule 457(i) | — | — | —(5) | |||||||||||||||||||
Debt | Amortizing Notes included as part of the Tangible Equity Units | Rule 457(i) | — | — | —(5) | |||||||||||||||||||
Fees Previously Paid | Equity | Common stock, $0.01 par value per share(3) | Rule 457(o) | — | — | $100,000,000 | $9,270 | |||||||||||||||||
Other | % Tangible Equity Units(4) | Rule 457(o) | — | — | $100,000,000 | $9,270 | ||||||||||||||||||
Total Offering Amounts | $200,000,002 | $29,521 | ||||||||||||||||||||||
Total Fees Previously Paid | 18,540 | |||||||||||||||||||||||
Total Fee Offsets | — | |||||||||||||||||||||||
Net Fee Due | $10,981 |
(1) | Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(o) under the Securities Act of 1933, as amended. |
(2) | On October 18, 2021, the Registrant filed a registration statement on Form S-1 (File No. 333-260334), as amended (the “Prior Registration Statement”), and paid a registration fee of $18,540. 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 The Prior Registration Statement was withdrawn by filing a Form RW on November 23, 2022. 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. |
(3) | Includes shares of common stock that the underwriters’ have the option to purchase. |
(4) | Includes Tangible Equity Units that are subject to the underwriters’ option to purchase additional Tangible Equity Units. Each Tangible Equity Unit is comprised of a stock purchase contract and an amortizing note. This registration statement also registers an estimated shares of the Registrant’s common stock that are issuable upon settlement of the purchase contracts that are a component of the Tangible Equity Units registered hereby, at the initial rate of shares of common stock per purchase contract, based on the assumed initial public offering price of $ per share, which is the midpoint of the estimated price range set forth on the cover page of the common stock prospectus which forms a part of this registration statement and assuming the maximum number of shares issuable upon automatic settlement of such purchase contracts. Under Rule 457(i), there is no additional filing fee payable with respect to the shares of common stock issuable upon settlement of the purchase contracts because no additional consideration will be received in connection with the settlement. The number of shares of the Registrant’s common stock issuable upon such settlement will vary based on the public offering price of the common stock registered hereby. The number of the Registrant’s shares issuable upon settlement of the purchase contracts is subject to anti-dilution adjustments upon the occurrence of certain events described herein. Pursuant to Rule 416 under the Securities Act, the number of the Registrant’s shares to be registered includes an indeterminable number of shares that may become issuable upon settlement of the purchase contracts as a result of such anti-dilution adjustment, solely to the extent permitted by Rule 416. |
(5) | No fee pursuant to Rule 457(i) under the Securities Act. |