| | |
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 $0.0001 per share | |
| Rule
457(o) | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| | | |
| | | |
| | | |
| | |
| | |
Equity | |
Preferred Stock, par value $0.0001 per share | |
| Rule
457(o) | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| | | |
| | | |
| | | |
| | |
| | |
Other | |
Warrants | |
| Rule
457(o) | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| | | |
| | | |
| | | |
| | |
| | |
Other | |
Debt Securities | |
| Rule
457(o) | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| | |
Other | |
Subscription Rights | |
| Rule
457(o) | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| | |
Other | |
Units | |
| Rule
457(o) | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| | | |
| | | |
| | | |
| | |
| | |
Unallocated (Universal) Shelf | |
Unallocated (Universal) Shelf | |
| Rule
457(o) | | |
| | (1) | |
| | (2) | |
$ | 115,145,504 | | |
| 0.0001381 | | |
$ | 15,901.60 | | |
| | | |
| | | |
| | | |
| | |
| Carry Forward Securities | |
| Carry Forward Securities | |
Equity | |
Common Stock, par value $0.0001 per share | |
| Rule
415(a)(6) | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| | |
Equity | |
Preferred Stock, par value $0.0001 per share | |
| Rule
415(a)(6) | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| | |
Other | |
Warrants | |
| Rule
415(a)(6) | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| | |
Other | |
Debt Securities | |
| Rule
415(a)(6) | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| | |
Other | |
Subscription Rights | |
| Rule
415(a)(6) | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| | |
Other | |
Units | |
| Rule
415(a)(6) | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| | |
Unallocated (Universal) Shelf | |
Unallocated (Universal) Shelf | |
| Rule
415(a)(6) | | |
| | (3) | |
| | | |
$ | 84,854,496 | (3) | |
| | | |
| | | |
| S-3 | | |
| 333-269104 | | |
| January 13, 2023 | | |
$ | 9,351.00 | (3) |
| | |
Total Offering Amounts | | |
$ | 200,000,000 | | |
| | | |
$ | 15,901.60 | | |
| | | |
| | | |
| | | |
| | |
| | |
Total Fees Previously Paid | | |
| | | |
| | | |
| — | | |
| | | |
| | | |
| | | |
| | |
| | |
Total Fee Offsets | | |
| | | |
| | | |
| — | | |
| | | |
| | | |
| | | |
| | |
| | |
Net Fee Due | | |
| | | |
| | | |
$ | 15,901.60 | | |
| | | |
| | | |
| | | |
| | |
| (1) |
The
amount to be registered consists of up to $200,000,000 of an indeterminate amount of common stock, preferred stock, debt securities,
warrants, subscription rights and/or units. There is also being registered hereunder such currently indeterminate number of (i) shares
of 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 preferred stock, common stock, debt securities, subscription
rights or units as may be issued upon exercise of warrants registered hereby, as the case may be. Any securities registered hereunder
may be sold separately or as units with the other securities registered hereunder. The securities registered hereunder also include
an indeterminate number of securities as may be issued pursuant to anti-dilution provisions of any of such securities. In addition,
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 splits, stock dividends or similar
transactions. |
| |
|
| (2) |
The
proposed maximum aggregate offering price per share 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 Instruction
2.A.ii.b. to Item 16(b) of Form S-3 under the Securities Act. |
| |
|
| (3) |
The
Registrant previously filed a Registration Statement on Form S-3 with the Securities and Exchange Commission (the “SEC”)
on January 3, 2023 (File No. 333-269104) (the “Prior Registration Statement”), which was declared effective on January
13, 2023, that registered $100,000,000 of securities to be offered by the Registrant from time to time. Pursuant to Rule 415(a)(6)
under the Securities Act, this Registration Statement includes $84,854,496 of unsold securities (the “Unsold Securities”)
that were previously registered on the Prior Registration Statement. In connection with the registration of the Unsold Securities
on the Prior Registration Statement, the Registrant paid a filing fee of $11,020.00 (calculated at the filing fee rate in effect
at the time of the filing of the Prior Registration Statement). The Registrant is not required to pay any additional fee with respect
to the Unsold Securities being included in this Registration Statement in reliance on Rule 415(a)(6), because such Unsold Securities
(and associated fees) are being moved from the Prior Registration Statement to this Registration Statement. Accordingly, the Amount
of Registration Fee in the table above reflects only the registration fee attributable to the $115,145,504 of new securities registered
on this Registration Statement. The registration fee previously paid by the Registrant relating to the Unsold Securities included
on this Registration Statement will continue to be applied to such Unsold Securities. During the grace period afforded by Rule 415(a)(5)
under the Securities Act, the Registrant may continue to offer and sell under the Prior Registration Statement the Unsold Securities
being registered hereunder. To the extent that, after the filing date hereof and prior to the effectiveness of this Registration
Statement, the Registrant sells any such Unsold Securities pursuant to the Prior Registration Statement, the Registrant will identify
in a pre-effective amendment to this Registration Statement the updated amount of Unsold Securities from the Prior Registration Statement
to be included in this Registration Statement pursuant to Rule 415(a)(6). Pursuant to Rule 415(a)(6), the offering of the Unsold
Securities under the Prior Registration Statement will be deemed terminated as of the date of effectiveness of this Registration
Statement. |