EX-FILING FEES 4 fs12023ex-fee_intuitmac.htm FILING FEE TABLE

Exhibit 107

 

Calculation of Filing Fee Table

 

Form S-1

(Form Type)

 

INTUITIVE MACHINES, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered Securities

 

   Security
Type
  Security Class Title  Fee
Calculation
or Carry
Forward
Rule
   Amount
Registered(1)
   Proposed
Maximum
Offering
Price Per
Unit
   Maximum
Aggregate
Offering
Price
   Fee
Rate
   Amount of
Registration
Fee
 
Fees to Be Paid  Equity   Class A Common Stock, par value $0.0001 per share    457(c)    9,411,766(2)  $4.19(3)  $39,435,299.54   $0.00011020   $4,345.78 
Fees to Be Paid  Equity   Class A Common Stock, par value $0.0001 per share   457(c)     14,117,649(4)  $4.19(3)  $59,152,949.31   $0.00011020   $6,518.66 
   Total Offering Amounts       $98,588,248.85        $10,864.44 
   Total Fees Previously Paid                  
   Total Fee Offsets                  
   Net Fee Due                $10,864.44 

 

(1) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), Intuitive Machines, Inc. (the “Registrant”) is also registering an indeterminate number of additional shares of common stock that may become issuable as a result of any stock dividend, stock split, recapitalization or other similar transaction.
(2) Represents the sum of the shares of the Registrant’s Class A common stock, par value $0.0001 per share (“Class A Common Stock”) issuable upon the exercise of (a) that certain that certain Series A Common Stock Purchase Warrant, which entitles the holder thereof to purchase up to 4,705,883 shares of Class A Common Stock at an exercise price of $4.75 per share (the “Series A Warrant”), and (b) that certain Series B Common Stock Purchase Warrant, which entitles the holder thereof to purchase up to 4,705,883 shares of Class A Common Stock at an exercise price of $4.75 per share (the “Series B Warrant” and, together with the Series A Warrant, the “PIPE Warrants”), by the holders thereof.
(3) Estimated solely for the purpose of calculating as the registration fee pursuant to Rule 457(c) promulgated under Securities Act based on the average of the high and low sales prices of shares of the Registrant’s Class A Common Stock on The Nasdaq Stock Market LLC (“Nasdaq”) on September 19, 2023 (such date being within five business days prior to the date that this registration statement was filed with the U.S. Securities and Exchange Commission).
(4) Represents the sum of (a) 4,705,883 shares of Class A Common Stock issued to Armistice Capital Master Fund Ltd. (“Armistice”) in connection with the closing a private placement pursuant to that certain Securities Purchase Agreement, dated as of August 30, 2023, by and between the Registrant and Armistice, and (b) 9,411,766 shares of Class A Common Stock issuable upon the exercise of the PIPE Warrants.