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 (2) | | Proposed Maximum Offering Price Per Share | | Maximum Aggregate Offering Price | | Fee Rate | | Amount of Registration Fee (3) | |
| Equity (1) | | Common Stock, $0.10 par value per share | | - | | - | | - | | - | | - | | - | |
| Equity (1) | | Preferred Stock, $0.10 par value per share | | - | | - | | - | | - | | - | | - | |
| Other (1) | | Debt Securities | | - | | - | | - | | - | | - | | - | |
| Other (1) | | Warrants | | - | | - | | - | | - | | - | | - | |
| Other (1) | | Purchase Contracts | | - | | - | | - | | - | | - | | - | |
| Other (1) | | Units | | - | | - | | - | | - | | - | | - | |
| Unallocated (Universal) Shelf (1) | |
- | | 457(o) | | (2) | | (2) | | $ | 200,000,000 | | | .0000927 | | $ | 18,540 | | |
| Total Offering Amounts | | | | $ | 200,000,000 | | | | | $ | 18,540 | | |
| Total Fees Previously Paid | | | | | | | | $ | — | |
| Total Fee Offsets | | | | | | | | $ | 18,540 | | (3) |
| Net Fee Due | | | | | | | | $ | — | |
(1) Represents securities that may be offered and sold from time to time, separately, together or as units, in one or more offerings by Comtech Telecommunications Corp.
(2) This registration statement covers an indeterminate amount and number of securities of each identified class of securities up to a proposed maximum aggregate offering price of $200,000,000, which may be offered from time to time in unspecified numbers and at indeterminate prices, and as may be issued upon conversion, redemption, repurchase, exchange or exercise of any securities registered hereunder, including under any applicable anti-dilution provisions. Separate consideration may or may not be received for securities that are issuable on conversion, redemption, repurchase, exchange or exercise of other securities. Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended, this registration statement also covers an indeterminate number of securities that may become issuable as a result of stock splits, stock dividends or similar transactions relating to the securities registered hereunder.
(3) The registrant previously paid a registration fee of $48,480 in connection with the registration of an indeterminate number of common stock, preferred stock, debt securities, warrants, purchase contracts and units with an aggregate offering price not to exceed $400,000,000 previously registered on a registration statement on Form S-3 (Registration No. 333-228691) filed with the Securities and Exchange Commission on December 6, 2018 and declared effective on December 14, 2018 (the “Prior Registration Statement”). No securities were sold under the Prior Registration Statement, which has been terminated. Pursuant to Rule 457(p) of the Securities Act, the registrant is offsetting $18,540.00 of the unused registration fee paid in connection with the Prior Registration Statement against the $18,540.00 registration fee due for this registration statement (resulting in a balance of $29,940.00 of unused registration fee paid in connection with the Prior Registration Statement).
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-3 | 333-228691 | December 6, 2018 | - | $18,540 | (3) | (3) | (3) | $400,000,000 (3) | - |
| Fee Offset Sources | Comtech Telecommunications Corp. | S-3 | 333-228691 | - | December 6, 2018 | - | - | - | - | - | $48,480 (3) |
