Exhibit 107

Calculation of Filing Fee Tables

Schedule TO

(Form Type)

Amprius Technologies, Inc.

(Exact Name of Registrant as Specified in its Charter)

Table 1 – Transaction Valuation

 

       
      Transaction
value(1)
  

Fee

rate

   Amount of
filing fee(2)
       

Fees to Be Paid

   $7,850,000    $0.00014760    $1,158.66
       

Fees Previously Paid

          
       

Total Transaction Valuation

   $7,850,000          
       

Total Fees Due for Filing

             $1,158.66
       

Total Fees Previously Paid

            
       

Total Fee Offsets

             $1,158.66(3)
       

Net Fee Due

             $—

Table 2 – Fee Offset Claims and Sources

 

               
     

Registrant

or filer

name

  

Form

or
filing
type

  

File

number

   Initial
filing
date
  

Filing

date

  

Fee

offset
claimed

 

Fee

paid

with
fee

offset

source

               
Fee Offset Claims    Amprius
Technologies,
Inc.
   S-4    333-280445    June 24,
2024
      $1,158.66(3)    
               
Fee Offset Sources    Amprius
Technologies,
Inc.
   S-4              June 24,
2024
       $1,158.66(3)

 

(1)

The transaction valuation is estimated solely for purposes of calculating the amount of the filing fee. Amprius Technologies, Inc. (the “Company”) is offering (the “Offer”) holders the Company’s outstanding private placement warrants (the “Private Warrants”) to purchase up to 15,900,000 shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), outstanding as of June 18, 2024 (excluding the 200,000 Private Warrants held by Justin Mirro, a member of the Company’s board of directors, who has waived his right to participate in the Offer) the opportunity to exchange such warrants and receive 0.197 of a share of Common Stock in exchange for each Private Warrant. The transaction value was determined pursuant to Rule 0-11(a)(4) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is equal to the sum of the product of: (a) 15,700,000, which is the maximum number of Private Warrants to be acquired in the Offer; and (b) $0.50, which is the book value of a Private Warrant, as computed as of March 31, 2024.

 

(2)

The amount of the filing fee is calculated pursuant to Rule 0-11(b) of the Exchange Act, which equals $147.60 for each $1,000,000 of the aggregate amount of the transaction valuation. The amount of the filing fee assumes that all outstanding Private Warrants of the Company will be exchanged for a maximum amount of 15,700,000 shares of Common Stock in the Offer.

 

(3)

The Company previously paid $1,158.66 upon the initial filing of its Registration Statement on Form S-4, filed with the U.S. Securities and Exchange Commission on June 24, 2024, in connection with the transaction reported hereby.