EX-FILING FEES 8 d518910dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form S-3

(Form Type)

The Macerich Company

(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
  Proposed
Maximum
Offering
Price Per
Unit
  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
                         

Fees to Be

Paid

  Equity   Common stock,

par value $0.01
per share

  457(r)   (3)   (3)   (3)   (4)   (4)   —     —     —     —  
                         
    Equity   Preferred stock,

par value $0.01
per share

  457(r)   (3)   (3)   (3)   (4)   (4)   —     —     —     —  
                         
    Equity   Depositary
shares (1)
  457(r)   (3)   (3)   (3)   (4)   (4)   —     —     —     —  
                         
    Debt   Debt securities   457(r)   (3)   (3)   (3)   (4)   (4)   —     —     —     —  
                         
    Other   Warrants   457(r)   (3)   (3)   (3)   (4)   (4)   —     —     —     —  
                         
    Other   Rights   457(r)   (3)   (3)   (3)   (4)   (4)   —     —     —     —  
                         
    Other   Stock purchase

contracts

  457(r)   (3)   (3)   (3)   (4)   (4)   —     —     —     —  
                         
    Other   Units (2)   457(r)   (3)   (3)   (3)   (4)   (4)   —     —     —     —  
                         

Fees

Previously

Paid

  —     —     —     —     —     —     —     —     —     —     —     —  
 
Carry Forward Securities
                         

Carry

Forward

Securities

  Equity   Common stock,

par value $0.01
per share

  415(a)(6)   122,595   —     $8,696,240.60   —     —     S-3   333-240975   August 5,
2020
  $482.53(4)(5)
                         

Carry

Forward

Securities

  Equity   Common stock,

par value $0.01
per share

  415(a)(6)   159,474   —     $31,830,772.53   —     —     S-3   333-240975   August 5,
2020
  $1,891.40(4)(6)
                         

Carry

Forward

Securities

  Equity   Common stock,

par value $0.01
per share

  415(a)(6)   8,042,613   —     $603,624,284.52   —     —     S-3   333-240975   August 5,
2020
  $54,481.49(4)(7)
                         

Carry

Forward

Securities

  Equity   Common stock,

par value $0.01
per share

  415(a)(6)   (8)   —     $151,698,560   —     —     S-3   333-240975   August 5,
2020
  $16,550.31(4)(8)
                   
    Total Offering Amounts      (3)     $(3)(4)          
                   
    Total Fees Previously Paid          $(4)          
                   
    Total Fee Offsets          —            
                   
    Net Fee Due                $(4)                


(1)

Each depositary share will represent an interest in a fractional share or multiple shares of preferred stock and will be evidenced by a depositary receipt.

(2)

Any securities registered hereunder may be sold separately or as units with other securities registered hereunder.

(3)

This registration statement registers an unspecified amount of securities of each class that may be offered from time to time in amounts and at offering prices to be determined. It also includes securities that may be issued on exercise, conversion or exchange of other securities with regard to which additional consideration may or may not be required. Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also covers such additional securities as may hereafter be offered or issued with respect to the shares registered hereby resulting from stock splits, stock dividends, recapitalizations or similar capital adjustments.

(4)

In accordance with Rules 456(b) and 457(r) promulgated under the Securities Act, The Macerich Company (the “Company”) is deferring the payment of all of the registration fees, except for filing fees aggregating $73,405.73 that have already been paid with respect to:

 

  (i)

126,265 shares of common stock covered by a prospectus supplement filed pursuant to Rule 424(b)(2) on August 5, 2020 to the prospectus dated August 5, 2020 included in the Company’s registration statement on Form S-3 that it filed with the Securities and Exchange Commission (the “SEC”) on August 5, 2020 (File No. 333-240975) (the “Prior Registration Statement”), of which 122,595 shares of common stock remain unsold;

 

  (ii)

285,610 shares of common stock covered by a prospectus supplement filed pursuant to Rule 424(b)(2) on August 5, 2020 to the prospectus dated August 5, 2020 included in the Prior Registration Statement, of which 159,474 shares of common stock remain unsold;

 

  (iii)

11,501,104 shares of common stock covered by a prospectus supplement filed pursuant to Rule 424(b)(7) on August 5, 2020 to the prospectus dated August 5, 2020 included in the Prior Registration Statement, of which 8,042,613 shares of common stock remain unsold; and

 

  (iv)

shares of common stock having an aggregate offering price of up to $500,000,000 covered by a prospectus supplement filed pursuant to Rule 424(b)(5) on March 26, 2021 to the prospectus dated August 5, 2020 included in the Prior Registration Statement, as supplemented by supplement no. 1 filed pursuant to Rule 424(b)(5) on May 17, 2021, of which shares of common stock having an aggregate offering price of up to $151,698,560 remain unsold.

Pursuant to Rule 415(a)(6), the filing fees previously paid in connection with such unsold shares, a portion of which were previously carried over from Registration Statement Nos. 333-130993, 333-155742, 333-176762, 333-198260 and 333-219872 pursuant to Rule 415(a)(6), will continue to be applied to such unsold shares which are being carried forward from the Prior Registration Statement to this registration statement.

 

(5)

The securities registered under the Prior Registration Statement included 122,595 unsold shares of common stock originally registered on (i) the Company’s registration statement on Form S-3 that it filed with the SEC on January 12, 2006 (File No. 333-130993) relating to a prospectus supplement filed pursuant to Rule 424(b)(2) on May 3, 2006, (ii) the Company’s registration statement on Form S-3 that it filed with the SEC on November 26, 2008 (File No. 333-155742) relating to prospectus supplements filed pursuant to Rule 424(b)(2) on June 19, 2009, September 18, 2009, December 18, 2009 and March 19, 2010 and (iii) the Prior Registration Statement relating to a prospectus supplement filed pursuant to Rule 424(b)(2) on August 5, 2020. The registration fees with respect to such securities, totaling $482.53, were previously paid in connection with the filing of the prospectus supplements relating to such securities and will continue to be applied to such unsold securities.

Pursuant to Rule 415(a)(6), the filing fees previously paid in connection with such unsold shares, a portion of which were previously carried over from Registration Statement Nos. 333-130993, 333-155742, 333-176762, 333-198260 and 333-219872 pursuant to Rule 415(a)(6), will continue to be applied to such unsold shares which are being carried forward from the Prior Registration Statement to this registration statement.

 

(6)

The securities registered under the Prior Registration Statement included 159,474 unsold shares of common stock originally registered on the Company’s registration statement on Form S-3 that it filed with the SEC on November 26, 2008 (File No. 333-155742) relating to prospectus supplements filed pursuant


  to Rule 424(b)(2) on May 22, 2009, August 18, 2009, November 18, 2009 and February 18, 2010. The registration fees with respect to such securities, totaling $1,891.40, were previously paid in connection with the filing of the prospectus supplements relating to such securities and will continue to be applied to such unsold securities.

Pursuant to Rule 415(a)(6), the filing fees previously paid in connection with such unsold shares, a portion of which were previously carried over from Registration Statement Nos. 333-155742, 333-176762, 333-198260 and 333-219872 pursuant to Rule 415(a)(6), will continue to be applied to such unsold shares which are being carried forward from the Prior Registration Statement to this registration statement.

 

(7)

The securities registered under the Prior Registration Statement included 8,042,613 unsold shares of common stock originally registered on (i) the Company’s registration statement on Form S-3 that it filed with the SEC on November 26, 2008 (File No. 333-155742) relating to a prospectus supplement filed pursuant to Rule 424(b)(7) on July 2, 2010, (ii) the Company’s registration statement on Form S-3 that it filed with the SEC on August 20, 2014 (File No. 333-198260) relating to a prospectus supplement filed pursuant to Rule 424(b)(7) on August 20, 2014 and (iii) the Company’s registration statement on Form S-3 that it filed with the SEC on August 10, 2017 (File No. 333-219872) relating to a prospectus supplement filed pursuant to Rule 424(b)(7) on August 10, 2017 and (iv) the Prior Registration Statement relating to a prospectus supplement filed pursuant to Rule 424(b)(7) on August 5, 2020. The registration fees with respect to such securities, totaling $54,481.49, were previously paid in connection with the filing of the prospectus supplements relating to such securities and will continue to be applied to such unsold securities.

Pursuant to Rule 415(a)(6), the filing fees previously paid in connection with such unsold shares, a portion of which were previously carried over from Registration Statement Nos. 333-155742, 333-176762, 333-198260 and 333-219872 pursuant to Rule 415(a)(6), will continue to be applied to such unsold shares which are being carried forward from the Prior Registration Statement to this registration statement.

 

(8)

The securities registered under the Prior Registration Statement included unsold shares of common stock having an aggregate offering price of up to $151,698,560 originally registered on the Prior Registration Statement relating to a prospectus supplement filed pursuant to Rule 424(b)(5) on March 26, 2021, as supplemented by supplement no. 1 filed pursuant to Rule 424(b)(5) on May 17, 2021. The registration fee with respect to such securities, totaling $16,550.31, was previously paid in connection with the filing of the prospectus supplement relating to such securities and will continue to be applied to such unsold securities.

Pursuant to Rule 415(a)(6), the filing fees previously paid in connection with such unsold shares will continue to be applied to such unsold shares which are being carried forward from the Prior Registration Statement to this registration statement.