EX-FILING FEES 17 ny20030653x1_ex107.htm EXHIBIT 107

 

 

Exhibit 107

 

CALCULATION OF FILING FEE TABLES

 

Schedule 13E-3

(Form Type)

 

Squarespace, Inc.

Spaceship Purchaser, Inc.

Spaceship Group MergerCo Inc.

Accel Leaders 3 L.P.

Accel Leaders 3 Entrepreneurs L.P.

Accel Leaders 3 Associates L.P.

Accel Leaders 3 Investors (2020) L.P.

Accel Leaders 3 GP Associates L.L.C.

General Atlantic, L.P.

General Atlantic Partners 100, L.P.

GAP Coinvestments III, LLC

GAP Coinvestments IV, LLC

GAP Coinvestments V, LLC

GAP Coinvestments CDA, L.P.

General Atlantic (SPV) GP, LLC

General Atlantic GenPar, L.P.

General Atlantic (SQRS II), L.P.

Anthony Casalena

Casalena Foundation

 

(Exact Name of Registrant and Name of Person Filing Statement)

 

 

Table 1: Transaction Valuation

    Proposed
Maximum
Aggregate Value of
Transaction
    Fee
Rate
    Amount of
Filing Fee
 
Fees to be Paid   $ 6,094,925,343.06 (1)      0.00014760     $ 899,610.98 (2) 
Fees Previously Paid   $ 0             $ 0  
Total Transaction Valuation   $ 6,094,925,343.06                  
Total Fees Due for Filing                   $ 899,610.98  
Total Fees Previously Paid                   $ 0  
Total Fee Offsets                   $ 899,610.98 (3) 
Net Fee Due                   $ 0  

 

(1) Aggregate number of securities to which transaction applies: As of May 31, 2024, the maximum number of shares of Squarespace, Inc.’s common stock to which this transaction applies is estimated to be 138,562,597, which consists of (1) 137,877,917 shares of common stock entitled to receive the per share merger consideration of $44.00; (2) 632,846 shares of common stock underlying vested stock options, which may be entitled to receive the per share merger consideration of $44.00 minus any applicable exercise price; and (3) 51,834 shares of common stock underlying outstanding restricted stock units, which may be entitled to receive the per share merger consideration of $44.00.

(2) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): Estimated solely for the purposes of calculating the filing fee, as of May 31, 2024, the underlying value of the transaction was calculated based on the sum of (1) the product of 137,877,917 shares of common stock and the per share merger consideration of $44.00; (2) the product of 632,846 shares of common stock underlying vested stock options and $41.11 (which is the difference between the per share merger consideration of $44.00 and the weighted average exercise price of approximately $2.89); and (3) the product of 51,834 shares of common stock underlying outstanding restricted stock units and the per share merger consideration of $44.00. In accordance with Section 14(g) of the Securities Exchange Act of 1934, as amended, the filing fee was determined by multiplying the sum calculated in the preceding sentence by .00014760.

(3) Squarespace, Inc. previously paid $899,610.98 upon the filing of its Preliminary Proxy Statement on Schedule 14A on June 17, 2024 in connection with the transaction reported hereby.

 

Table 2: Fee Offset Claims and Sources  

                                     
    Registrant or Filer
Name
  Form or
Filing Type
 
File
Number
  Initial Filing Date   Filing Date   Fee Offset
Claimed
    Fee Paid with
Fee Offset
Source
 
Fee Offset Claims       Schedule 14A   001-40393
  June 17, 2024         $899,610.98          
Fee Offset Sources   Squarespace, Inc.   Schedule 14A   001-40393
      June 17, 2024             $899,610.98 (3)