Calculation of Filing Fee Table
Form S-3
(Form Type)
APPLIED DIGITAL CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
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Security Type | | Security Class Title | | Fee Calculation Rule (1) | | Amount Registered (2) | | Proposed Maximum Offering Price Per Unit (1) | | Maximum Aggregate Offering Price (1) | | Fee Rate | | Amount of Registration Fee |
Equity | | Common Stock, par value $0.001 per share | | 457(c) | | 23,585,000 (3) | | $ | 2.95 | | | $ | 69,575,750 | | | 0.0001476 | | $ | 10,269 | |
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Total Offering Amounts | | | | | | | | | | $ | 69,575,750 | | | | | $ | 10,269 | |
Total Fee Offsets | | | | | | | | | | | | | | — | |
Net Fee Due | | | | | | | | | | | | | | $ | 10,269 | |
(1)Pursuant to Rule 457(c) under the Securities Act, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share is the average of the high and low prices reported for the registrant’s Common Stock quoted on The Nasdaq Global Select Market on April 8, 2024.
(2)Pursuant to Rule 416(a) under the Securities Act, this registration statement also covers an indeterminate number of additional shares as may be issuable as a result of stock splits, stock dividends or similar transactions.
(3)Consists of 23,585,000 shares of the registrant’s Common Stock issuable to the selling stockholder in accordance with the terms and conditions of a certain Prepaid Advance Agreement, dated March 27, 2024 between the registrant and the selling stockholder and the promissory notes issued thereunder to the selling stockholder. The shares issuable upon the conversion of such promissory notes are being registered for resale on this registration statement.