EX-FILING FEES 8 tm2231032d2_ex-filingfees.htm EX-FILING FEES

 

Exhibit 107

 

Calculation of Filing Fee Tables

 

Form F-3
(Form Type)

 

Lilium N.V.
(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered

 

  Security Type   Security Class
Title
  Fee Calculation or
Carry Forward
Rule
  Amount
Registered
  Proposed
Maximum
Offering Price Per
Unit
  Maximum
Aggregate
Offering Price
  Fee Rate   Amount of
Registration Fee
Newly Registered Securities
  Primary Offering

 

Fees to be Paid

Equity   Class A Shares underlying Warrants   Other(1)   34,512,464(2)   $1.46(1)   $50,388,197.44   $110.20 per $1,000,000   $5,552.78
Secondary Offering
Equity   Class A Share   Other(1)   69,024,938(3)   $1.46(4)   $100,776,409.48   $110.20 per $1,000,000   $11,105.56
Other   Warrants   Other   34,512,464(5)         (6)
Total Offering Amounts   $151,164,606.92       $16,658.34
Total Fees Previously Paid          
Total Fee Offsets           $16,658.34
Net Fee Due           $0.00

 

*Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the Registrant is also registering an indeterminate number of additional securities as may be issued to prevent dilution resulting from share dividends, share splits or similar transactions.

 

(1)Estimated solely for the purpose of the calculation of the registration fee pursuant to Rule 457(g) on the basis of $1.46 per share, which is the average of the high and low prices of the Registrant’s Class A Shares (as defined in the Registration Statement) as reported on the Nasdaq Global Select Market as of November 22, 2022 (which is greater than the exercise price of the Warrants of $1.30 per Class A Share).

 

(2)Consists of 34,512,464 Class A Shares issuable upon exercise of the Warrants (as defined in the Registration Statement) issued to the selling securityholders in connection with the PIPE (as defined in the Registration Statement).

 

(3)Consists of 69,024,938 Class A Shares issued to the selling securityholders in connection with the PIPE.

 

(4)Estimated in accordance with Rule 457(c) of the Securities Act solely for the purpose of calculating the registration fee on the basis of $1.46 per share, which is the average of the high and low prices of the Class A Shares, as reported on the Nasdaq Global Select Market as of November 22, 2022.

 

(5)Represents the resale of the Warrants.

 

(6)In accordance with Rule 457(g), the entire registration fee for the Warrants is allocated to the Class A Shares underlying the Warrants, and no separate fee is payable for the Warrants.

 

 

 

 

Table 2 – Fee Offset Claims and Sources

 

  Registrant or
Filer Name
  Form or
Filing
Type
  File
Number
  Initial
Filing
Data
  Filing
Date
  Fee Offset
Claimed
  Security Type
Associated
with Fee
  Security Title
Associated
with Fee
Offset
Claimed
  Unsold
Securities
Associated
with Fee
Offset
Claimed
  Unsold
Aggregate
Offering Amount
Associated with
Fee Offset
Claimed
  Fee Paid
with Fee
Offset
Source
Rule 457(p)
Fee Offset Claims Lilium N.V.   F-1   333-259889   September 29, 2021   N/A   $16,658.34   Equity   Class A Shares   (1)   $2,222,648,203.48    
Fees Offset Sources Lilium N.V.   F-1   333-259889       September 29, 2021                       $264,738

 

(1)The Registrant previously filed a registration statement on Form F-1 (File No. 333-259889), initially filed on September 29, 2021, amended on March 31, 2022 and initially declared effective on April 11, 2022 (the “Prior Registration Statement”), which registered (i) 52,143,054 Class A Shares for issuance by the Registrant in connection with the exercise or conversion of certain of its securities (the “Primary Shares”) for a proposed maximum aggregate offering price of $493,827,499 and (ii) and 201,805,118 Class A Shares for resale by the applicable selling security holder (the “Secondary Shares”) for a proposed maximum aggregate offering price of $1,938,872,941. The Prior Registration Statement was not fully used and 51,663,116 Primary Shares and 193,560,280 Secondary Shares were not sold, resulting in unsold aggregate offering amounts of $2,222,648,203.48. These unused amounts result, in the aggregate, in an available fee offset of $242,490.92 (the “Fee Offset”), representing approximately 91.6% of the registration fees on the Prior Registration Statement. Pursuant to Rule 457(p) under the Securities Act, the Registrant is offsetting $16,658.34 of the fees associated with this Registration Statement from the filing fee previously paid by the registrant associated with the unsold securities. The Registrant has terminated any offerings that included the unsold securities under the Prior Registration Statement. Inclusive of the fee offset associated with this Registration Statement, the Registrant has used $113,686.08 of the Fee Offset.