EX-FILING FEES 9 d578776dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form S-3

(Form Type)

CERUS CORPORATION

(Exact name of Registrant as specified in its charter)

Table 1: Newly Registered and Carry Forward Securities

 

                         
    

Security

Type

  

Security

Class

Title

   Fee
Calculation
or Carry
Forward
Rule		   Amount
Registered		   Proposed
Maximum
Offering
Price Per
Unit		   Maximum
Aggregate
Offering Price(1)(2)		  

Fee

Rate

   Amount of
Registration
Fee(3)		   Carry
Forward
Form
Type		   Carry Forward
File Number		   Carry Forward
Initial effective
date		   Filing Fee
Previously
Paid In
Connection
with
Unsold
Securities
to be
Carried
Forward
 
Newly Registered Securities
                         
Fees to Be Paid   Equity   Common Stock, $0.001 par value per share                      
                         
    Equity   Preferred Stock, $0.001 par value per share                      
                         
    Debt   Debt Securities                      
                         
    Other   Warrants                      
                         
    Unallocated (Universal) Shelf   —    457(o)   —    —    $150,000,000   0.00014760   $22,140          
 
Carry Forward Securities
                         

Carry Forward

Securities

   Common Stock, $0.001 par value per share     415(a)(6)   —    —    $96,800,000   —      —    S-3   333-251302   December 11, 2020   $10,560
                   
    Total Offering Amounts      $150,000,000   0.00014760   $22,140          
                   
    Total Fees Previously Paid          $10,560          
                   
    Total Fee Offsets                —                 
                   
    Net Fee Due                $11,580                

 

(1)

There are being registered hereunder such indeterminate number of shares of common stock, such indeterminate number of shares of preferred stock, such indeterminate principal amount of debt securities and such indeterminate number of warrants to purchase common stock, preferred stock or debt securities as shall have an aggregate initial offering price not to exceed $150,000,000. If any debt securities are issued at an original issue discount, then the principal amount of such debt securities shall be in such greater amount as shall result in an aggregate initial offering price not to exceed $150,000,000, less the aggregate dollar amount of all securities previously issued hereunder. The securities registered also include such indeterminate amount of all securities previously issued hereunder. The securities registered also include such indeterminate number of shares of common stock, preferred stock and amount of debt securities as may be issued upon conversion of or exchange for debt securities that provide for conversion or exchange, upon exercise of warrants or pursuant to the antidilution provisions of any such securities. In addition, pursuant to Rule 416 under the Securities Act of 1933, as amended, or the Securities Act, the shares being registered hereunder include such indeterminate number of shares of common stock and preferred stock as may be issuable with respect to the shares being registered hereunder as a result of stock splits, stock dividends or similar transactions.

(2)

The proposed maximum aggregate offering price per class of security will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security pursuant to General Instruction II.D. of Form S-3 under the Securities Act.

(3)

Pursuant to Rule 415(a)(6) under the Securities Act, the securities registered pursuant to this registration statement include $96,800,000 of unsold securities (the “Unsold Securities”) previously registered pursuant to the registration statement on Form S-3 (File No. 333-251302), which initially became effective upon filing with the U.S. Securities and Exchange Commission on December 11, 2020, as amended by Post-Effective Amendment No. 1 thereto that became effective upon filing with the U.S. Securities and Exchange Commission on March 1, 2023 and by Post-Effective Amendment No. 2 thereto that was declared effective by U.S. Securities and Exchange Commission on May 3, 2023 (the “Prior Registration Statement”). The registrant paid filing fees for the Unsold Securities in an aggregate amount of $10,560. Such aggregate amount of filing fees associated with the offering of the Unsold Securities is hereby carried forward to be applied to the Unsold Securities registered hereunder, and no additional filing fee is due with respect to the Unsold Securities in connection with the filing of this registration statement. To the extent that, after the filing date hereof and prior to the effectiveness of this registration statement, the registrant sells any Unsold Securities pursuant to the Prior Registration Statement, the registrant will identify in a pre-effective amendment to this registration statement the updated number of Unsold Securities from the Prior Registration Statement to be included in this registration statement pursuant to Rule 415(a)(6) and the updated amount of new securities to be registered on this registration statement. Pursuant to Rule 415(a)(6), the offering of securities under the Prior Registration Statement will be deemed terminated as of the date of effectiveness of this registration statement.