Calculation of Filing Fee Tables
Form S-3
(Form Type)
Comtech Telecommunications Corp.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
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Security Type | | Security Class Title | | Fee Calculation or Carry Forward Rule | | Amount Registered (1) | | Proposed Maximum Offering Price Per Share | | Maximum Aggregate Offering Price | | Fee Rate | | Amount of Registration Fee | |
Equity | | Common Stock, $0.10 par value per share | | 457(c) | | 606,302 | | $9.23(2) | | $5,596,167.46(2) | | 0.0000927 | | $ | 518.76 | | |
Total Offering Amounts | | | | $5,596,167.46 | | | | $ | 518.76 | | |
Total Fees Previously Paid | | | | | | | | $ | — | | |
Total Fee Offsets | | | | | | | | $ | 518.76 | | (3) |
Net Fee Due | | | | | | | | $ | — | | |
Table 2: Fee Offset Claims and Sources
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| 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 |
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Rule 457(p) |
Fee Offset Claims | Comtech Telecommunications Corp. | S-4 | 333-236840 | March 2, 2020 | - | $518.76 | (3) | (3) | (3) | - | - |
Fee Offset Sources | Comtech Telecommunications Corp. | S-4 | 333-236840 | - | March 2, 2020 | - | - | - | - | - | $18,400 (3) |
Table 3: Combined Prospectuses
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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 |
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Equity | | Common Stock(4) | | 1,381,567 (5) | | $37,620,069.41 | | S-3 | | 333-253827 | | March 15, 2021 |
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| (1) | Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also registers such indeterminate number of additional shares of common stock that may become issuable as a result of stock splits, stock dividends, recapitalizations or other similar transactions. |
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| (2) | Estimated solely for the purpose of calculating the registration fee, based on the average of the high and low prices of the shares of common stock on The Nasdaq Global Select Market on July 12, 2022 (such date being within five business days of the date that this registration statement was first filed with the Securities and Exchange Commission (the “SEC”), in accordance with Rule 457(c) under the Securities Act. |
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| (3) | A filing fee of $18,400 was previously paid in connection with the registrant’s March 2, 2020 filing of a registration statement on Form S-4 (File No. 333-236840), which filing was subsequently withdrawn on October 15, 2020. In accordance with Rule 457(p) of the Securities Act, such previously paid filing fee will offset the filing fee of $518.76 currently due pursuant to this registration statement. |
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| (4) | No registration fee is payable in connection with the 1,381,567 shares of common stock that were previously registered under Form S–3 (File No. 333-253827), originally filed with the SEC on March 3, 2021 and subsequently declared effective (the “Prior Registration Statement,” as amended and/or supplemented), because such shares are being transferred from the Prior Registration Statement pursuant to Rule 429 under the Securities Act. A registration fee is only payable in connection with the 606,302 shares of common stock that were not previously registered under the Prior Registration Statement, with a proposed maximum aggregate offering price of $5,596,167.46. See “Statement Pursuant to Rule 429” in this registration statement. |
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| (5) | 1,381,567 shares of common stock registered under the Prior Registration Statement are included in this registration statement. Pursuant to Rule 429(b) under the Securities Act, this registration statement, upon effectiveness, will constitute post-effective amendments to the Prior Registration Statement, which post-effective amendments shall hereafter become effective concurrently with the effectiveness of this registration statement and in accordance with Section 8(c) of the Securities Act. |