EX-FILING FEES 6 tmb-20230808xexfilingfees.htm EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form S-3 

(Form Type)

Butterfly Network, Inc.

(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 (1)

Proposed
Maximum
Offering
Price Per
Unit (2)

Maximum
Aggregate
Offering

Price

Fee Rate

Amount of
Registration
Fee

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

Primary Offering of Securities:

Fees to Be Paid

Equity

Class A Common Stock,

par value
$0.0001 per
share (3)

457(o)

Fees to Be Paid

Equity

Preferred Stock,

par value
$0.0001 per
share (4)

457(o)

Fees to Be Paid

Debt

Debt
Securities (5)

457(o)

Fees to Be Paid

Equity

Warrants (6)

457(o)

Fees to Be Paid

Equity

Units (7)

457(o)

Fees to Be Paid

Unallocated

(Universal)

Shelf

(1)

457(o)

$300,000,000

0.00011020

$33,060

Fees to Be Paid

Total Registration Fee:

N/A

N/A

$300,000,000

$33,060

Carry Forward Securities

Carry

Forward

Securities

Total Offering Amounts

$300,000,000

$33,060

Total Fees Previously Paid

Total Fee Offsets

Net Fee Due

$33,060


(1)

The amount to be registered consists of up to $300,000,000 of an indeterminate amount of Class A common stock, preferred stock, debt securities, warrants and/or units. There is also being registered hereunder such currently indeterminate number of (i) shares of Class A common stock or other securities of the registrant as may be issued upon conversion of, or in exchange for, convertible or exchangeable debt securities and/or preferred stock registered hereby, or (ii) shares of debt securities, Class A common stock, preferred stock or units as may be issued upon exercise of warrants registered hereby, as the case may be, including under any applicable antidilution provisions. Any securities registered hereunder may be sold separately or together with other securities registered hereunder. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also covers any additional securities that may be offered or issued in connection with any stock split, stock dividend or pursuant to anti-dilution provisions of any of the securities. Separate consideration may or may not be received for securities that are issuable upon conversion, exercise or exchange of other securities.

(2)

The proposed maximum offering price per 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)

Including such indeterminate amount of Class A common stock as may be issued from time to time at indeterminate prices or upon conversion of debt securities and/or preferred stock registered hereby, or upon exercise of warrants registered hereby, as the case may be.

(4)

Including such indeterminate amount of preferred stock as may be issued from time to time at indeterminate prices or upon conversion of debt securities and/or preferred stock registered hereby, or upon exercise of warrants registered hereby, as the case may be.

(5)

Including such indeterminate principal amount of debt securities as may be issued from time to time at indeterminate prices or upon exercise of warrants registered hereby, as the case may be.

(6)

Warrants may be sold separately or together with any of the securities registered hereby and may be exercisable for shares of Class A common stock, preferred stock, debt securities, or units registered hereby. Because the warrants will provide a right only to purchase such securities offered hereunder, no additional registration fee is required.

(7)

Each unit will be issued under a unit agreement and will represent an interest in two or more securities registered pursuant to this registration statement, which may or may not be separable from one another. Because the units will provide a right only to purchase such securities offered hereunder, no additional registration fee is required.