EX-FILING FEES 5 d226205dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Calculation of Filing Fee Tables

Form S-4

(Form Type)

Digital World Acquisition Corp.

(Exact Name of Registrant as Specified in its Charter)

CALCULATION OF REGISTRATION FEE

 

 

Security Type   Security Class Title   Fee
  Calculation  
or Carry
Forward
Rule
  Amount
    Registered    
  Proposed
Maximum
    Offering Price    
Per Security
  Maximum
Aggregate
    Offering Price(3)    
      Fee Rate       Amount of
  Registration Fee  

Equity

  Shares of common stock,
$0.0001 par value(1)
  Other   88,948,023   0.00000033(2)   $29.649   0.0000927   $0.003
    Total Offering Amounts       88,948,023       $29.649       $0.003
    Total Fee Offsets                       $0.00
    Net Fee Due                       $0.003

 

 

 

(1)

Based on the maximum number of shares of common stock, $0.0001 par value per share (“Common Stock”), of the registrant, Digital World Acquisition Corp. (“Digital World”), issuable in connection with the business combination (the “Business Combination”) to be effected pursuant to an Agreement and Plan of Merger, dated as of October 20, 2021 and as amended, among the registrant, Trump Media & Technology Group Corp., a Delaware corporation (“TMTG”), and certain other parties. This number is based on $875,000,000, subject to adjustments for TMTG’s closing debt, net of cash and unpaid transaction expenses, plus the additional contingent right to receive certain earnout shares after the closing of the Business Combination and excluding any additional shares issuable after Closing upon conversion of certain TMTG convertible notes.

(2)

Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(f)(2) of the Securities Act of 1933, as amended. TMTG is a private company, no market exists for its securities, and TMTG has an accumulated deficit. Therefore, the proposed maximum aggregate offering price of TMTG shares is one-third of the aggregate par value of the TMTG shares expected to be exchanged in the Business Combination.

(3)

Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(o).