Form S-3 - Registration Statement Under The Securities Act Of 1933 - United States Securities And Exchange Commission Page 3

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CALCULATION OF REGISTRATION FEE
Proposed
Proposed
Maximum
Maximum
Offering
Aggregate
Amount of
Amount to be
Price Per
Offering
Registration
Title of Each Class of Securities to be Registered
Registered(1)(2)
Share(3)
Price
Fee(4)
Shares of Common Stock, $0.0001 par value per share
142,279,057 $
9.6218
$1,368,980,631(2) $ 158,664.86
(1)
In accordance with Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement shall be deemed
to cover an indeterminate number of additional shares to be offered or issued from stock splits, stock dividends or similar transactions with
respect to the shares being registered.
(2)
Includes (i) 103,123,858 shares of Common Stock, par value $0.0001 per share, of the Registrant (“Common Stock”) registered for resale by
the Selling Stockholders named in this registration statement, (ii) up to 12,081,895 shares of Common Stock issuable upon the exercise of
warrants issued in the Registrant’s initial public offering (the “Warrants”) (iii) up to 19,573,304 shares of Common Stock issuable to certain
of our Selling Stockholders upon the Company’s achieving certain milestones (the “Contingent Shares”) and (iv) up to 7,500,000 restricted
shares of Common Stock issuable to certain of our Selling Stockholders upon the Company’s achieving certain milestones (the “Restricted
Stock”).
(3)
Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based on the average of
the high and low prices of the Common Stock on The Nasdaq Capital Market (“Nasdaq”) on August 28, 2017.
(4)
Calculated by multiplying the estimated aggregate offering price of the securities being registered by 0.0001159.

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