Exhibit 107
Calculation of Filing Fee Table
Form F-3
(Form Type)
CASI Pharmaceuticals, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
| Security Type | Security Class Title | Fee Calculation Rule | Amount Registered (1) (2) | Proposed Maximum Offering Price Per Unit (3) | Maximum Aggregate Offering Price(3) | Fee Rate | Amount of Registration Fee |
Fees to be Paid | Equity | Ordinary Shares | 457(o) | — | — | — | — | — |
| Equity | Preferred Shares | 457(o) | — | — | — | — | — |
| Other | Warrants | 457(o) | — | — | — | — | — |
| Other | Subscription Rights | 457(o) | — | — | — | — | — |
| Other | Units | 457(o) | — | — | — | — | — |
| Unallocated (Universal) Shelf | Unallocated (Universal) Shelf | 457(o) | — | — | $150,000,000(4) | 0.00015310 | $22,965 |
| | | | | |
| Total Offering Amounts | | $150,000,000 | | $22,965 |
| Total Fees Previously Paid | | | | — |
| Total Fee Offsets | | | | — |
| Net Fee Due | | | | $22,965 |
| (1) | On May 3, 2024, CASI Pharmaceuticals, Inc. (the “Company”) filed a registration statement (the “Prior Registration Statement”) on Form F-3 (File No. 333-279096) with the U.S. Securities and Exchange Commission related to the offer and sale of up to an aggregate of $50.0 million of any combination of the securities described in the prospectus relating to the Prior Registration Statement (the “Prior Securities”). The Prior Registration Statement was subsequently declared effective on May 10, 2024. Pursuant to Rule 429 under the Securities Act of 1933, as amended (the “Securities Act”), the registration statement with which this Calculation of Filing Fee Table is being filed, (the “New Registration Statement” and together with the Prior Registration Statement, the “Combined Registration Statement”), combines the Prior Securities from the Prior Registration Statement, all of which remain unissued as of the date hereof, with the additional securities registered by the New Registration Statement for offer and sale by the Company, to enable the offer and sale of up to an aggregate of $200.0 million of the Company’s ordinary shares, preferred shares, warrants, subscription rights, and/or units, from time to time in one or more offerings, pursuant to a combined base prospectus. |
| (2) | There are being registered under the New Registration Statement such indeterminate number of ordinary shares, preferred shares, warrants, subscription rights, and units as shall have an aggregate initial offering price not to exceed $150 million. Any securities registered under the New Registration Statement may be sold separately or in combination with other securities registered under the Combined Registration Statement. In addition, pursuant to Rule 416 under the Securities Act, the shares being registered under the New Registration Statement also include such indeterminate number of shares as may be issuable with respect to the shares being registered hereunder as a result of stock splits, stock dividends or similar transactions. |
| (3) | The Proposed Maximum Offering Price Per Unit and Maximum Aggregate Offering Price per class of securities will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered under the Combined Registration Statement and is not specified as to each class of security pursuant to General Instruction II.C. of Form F-3 under the Securities Act. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities, or that are issued in units. |
| (4) | Estimated solely for the purpose of calculating the registration fee of the New Registration Statement. Subject to Rule 462(b) under the Securities Act, the aggregate maximum offering price of all securities sold by the registrant from time to time pursuant to the New Registration Statement will not exceed $150 million. The aggregate maximum offering price of all securities sold by the registrant from time to time pursuant to the Combined Registration Statement will not exceed $200.0 million. |
Table 3: Combined Prospectuses
Security Type | Security Class Title | Amount of Securities Previously Registered (1) (2) | Maximum Aggregate Offering Price of Securities Previously Registered (3) | Form Type | File Number | Initial Effective Date |
Equity | Ordinary Shares | — | — | F-3 | 333-279096 | May 10, 2024 |
Equity | Preferred Shares | — | — | F-3 | 333-279096 | May 10, 2024 |
Other | Warrants | — | — | F-3 | 333-279096 | May 10, 2024 |
Other | Subscription Rights | — | — | F-3 | 333-279096 | May 10, 2024 |
Other | Units | — | — | F-3 | 333-279096 | May 10, 2024 |
Unallocated (Universal) Shelf | Unallocated (Universal) Shelf | — | $50,000,000 (4) | F-3 | 333-279096 | May 10, 2024 |
| (1) | See Note 1 to Table 1 above. |
| (2) | The Prior Registration Statement includes such indeterminate number of ordinary shares, preferred shares, warrants, subscription rights, and units as shall have an aggregate initial offering price not to exceed $50 million. Any securities registered thereunder may be sold separately or in combination with other securities registered under the Combined Registration Statement, pursuant to Rule 429 of the Securities Act. In addition, pursuant to Rule 416 under the Securities Act, the shares registered under the Prior Registration Statement also include such indeterminate number of shares as may be issuable with respect to the shares being registered thereunder as a result of stock splits, stock dividends or similar transactions. |
| (3) | The Proposed Maximum Offering Price Per Unit and Maximum Aggregate Offering Price per class of securities will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered under the Combined Registration Statement and is not specified as to each class of security pursuant to General Instruction II.C. of Form F-3 under the Securities Act. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities, or that are issued in units. |
| (4) | Estimated in the Prior Registration Statement solely for the purpose of calculating the registration fee previously paid in connection therewith. Subject to Rule 462(b) under the Securities Act, the aggregate maximum offering price of all securities sold by the registrant from time to time pursuant to the Prior Registration Statement will not exceed $50 million. The aggregate maximum offering price of all securities sold by the registrant from time to time pursuant to the Combined Registration Statement will not exceed $200.0 million. |