Exhibit 107

 

Calculation of Filing Fee Tables

 

Form S-1 

(Form Type)

 

Chromocell Therapeutics Corporation  

(Exact Name of Registrant as Specified in its Charter)

                 
  Security
Type
Security Class Title Fee
Calculation
Rule
Amount to
be Registered(1)
Proposed
Maximum
Offering

Price Per
Share
Proposed
Maximum Aggregate
Offering Price(1)(2)
Fee Rate Amount of
Registration Fee
 
Newly Registered Securities
Fees to Be Paid  Equity Shares of common stock, par value $0.0001 per share Rule 457(a) 2,002,159 $5.50 $11,011,874.50 0.0001476 $1,625.35
  Equity Representative’s warrants to purchase shares of common stock(3)(4) Rule 457(g)
  Equity Shares of common stock issuable upon exercise of Representative’s warrants(4) Rule 457(g) 100,108 $5.50   $550,593.73 0.0001476 $81.27
  Equity Shares of common stock, par value $0.0001 per share(5) Rule 457(c) 2,686,554 $5.50 $14,776,047.00 0.0001476 $2,180.94
                 
  Total Offering Amounts   $26,338,515.23   $3,887.56
  Total Fees Previously Paid       $4,792.10
  Total Fee Offsets        $0
  Net Fee Due       $0

 

(1) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), there is also being registered hereby such indeterminate number of additional shares of common stock, par value $0.0001 per share, of the registrant (the “Common Stock”), as may be issued or issuable because of stock splits, stock dividends and similar transactions. Includes 261,151 additional shares of Common Stock that the underwriters have the option to purchase to cover over-allotments, if any.
(2) Estimated solely for the purpose of computing the amount of registration fee pursuant to Rule 457(a) under the Securities Act. Includes the offering price of 239,964 additional shares of Common Stock that the underwriters have the option to purchase to cover over-allotments, if any.
(3) No additional registration fee is payable pursuant to Rule 457(g) of the Securities Act.

(4) The registrant will issue to Titan Partners Group LLC, a division of American Capital Partners, LLC, the representative of the underwriters, warrants to purchase up to a number of shares of Common Stock equal to 5.0% of the IPO Shares. The exercise price of the warrants is equal to 100% of the offering price of the IPO Shares offered hereby.

(5) Represents the resale under a separate resale prospectus (the “Resale Prospectus”) by selling stockholders of the registrant of up to 2,671,554 Stockholder Shares previously issued to the selling shareholders named in the Resale Prospectus. Estimated solely for purposes of calculating the registration fee pursuant to Rule 457(c) under the Securities Act. The proposed maximum aggregate offering price of such Stockholder Shares is based on the high end of the price range, or $5.50 per share, of the shares of Common Stock offered in the registrant’s initial public offering and being registered on this registration statement.