EX-FILING FEES 8 d654052dexfilingfees.htm EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form F-4

(Form Type)

JBS B.V.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities 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
Newly Registered Securities
Fees to be Paid |  | Equity |  | Class A common shares, par value of €0.01 per share(1) |  | 457(c) and 457(f)(1) |  | 572,981,486(2)(3) |  | — |  | US$6,486,150,421.52(4) |  | 0.0001531 |  | US$993,029.63
Fees to be Paid |  | Equity |  | Class B common shares, par value of €0.10 per share(5) |  | 457(i) |  | 572,981,486(3)(5) |  | — |  | — |  | — |  | — (6)
Fees Previously Paid |  | Equity |  | Class A common shares, par value of €0.01 per share(1) |  | 457(c) and 457(f)(1) |  | 572,981,486(3)(7) |  | — |  | US$6,829,939,313.12(8) |  | 0.0001531 |  | US$1,045,663.71
Fees Previously Paid |  | Equity |  | Class B common shares, par value of €0.10 per share(5) |  | 457(i) |  | 572,981,486(3)(5) |  | — |  | — |  | — |  | — (6)
Fees Previously Paid |  | Equity |  | Class A common shares, par value of €0.01 per share(1) |  | 457(c) and 457(f)(1) |  | 571,348,236(3)(9) |  | — |  | US$5,953,448,619.12(10) |  | 0.0001476 |  | US$878,729.02
Fees Previously Paid |  | Equity |  | Class B common shares, par value of €0.10 per share(9) |  | 457(i) |  | 571,348,236(3)(11) |  | — |  | — |  | — |  | — (6)
Carry Forward Securities
Carry Forward Securities |  | — |  | — |  | — |  | — |  |  |  | — |  |  |  | —
|  | Total Offering Amounts |  |  |  | US$532,701,802.40(12) |  |  |  | US$81,556.65(13)
|  | Total Fees Previously Paid |  |  |  |  |  |  |  | US$134,190.73(14)
|  | Total Fee Offsets |  |  |  |  |  |  |  | —
|  | Net Fee Due |  |  |  |  |  |  |  | —

(1) | Each Class A common shares, par value €0.01 per share, of JBS N.V. (as the registrant is expected to be known upon its renaming and conversion into a public limited liability company (naamloze vennootschap) under Dutch law)(“JBS N.V. Class A Common Shares”) will be initially issued in the form of Brazilian Depositary Receipts (“JBS N.V. BDRs”). The JBS N.V. BDRs will be issuable upon deposit of JBS N.V. Class A Common Shares with the depositary for the BDR program.

(2) | Represents the estimated maximum number JBS N.V. Class A Common Shares issuable upon completion of the Proposed Transaction (as defined in this registration statement) and is calculated by multiplying (a) 1,145,962,972 issued and outstanding shares of common stock of JBS S.A. (“JBS S.A. Common Shares”) held by JBS S.A.’s non-controlling shareholders on January 15, 2025, by (b) 0.5, which is the exchange ratio under the Proposed Transaction. The amount to be registered includes the JBS N.V. Class A Common Shares to be held by the depositary of the JBS N.V. BDRs to be issued by the registrant as part of the consideration in the Proposed Transaction.

(3) | Pursuant to Rule 416 promulgated under the Securities Act of 1933, as amended (“Securities Act”), this registration statement also covers an indeterminate number of additional JBS N.V. Class A Common Shares and JBS N.V. Class B Common Shares (as defined below) as may be issuable as a result of stock splits, stock dividends or similar transactions.

(4) | Pursuant to Rules 457(c) and 457(f)(1) promulgated under the Securities Act and solely for the purpose of calculating the registration fee, the proposed aggregate maximum offering price is calculated by multiplying (a) US$5.66 (the average of the high and low prices of JBS S.A. Common Shares as reported on the B3 S.A. – Brasil, Bolsa, Balcão on January 22, 2025, calculated at the exchange rate of R$5.9674 for every US$1.00 (which is the selling rate of Brazilian reais as reported by the Central Bank of Brazil (Banco Central do Brasil) on January 22, 2025, which is within five business days prior to the date of the filing of this amendment to the registration statement), by (b) 1,145,962,972, the number of JBS S.A. Common Shares to be received by the registrant in the Proposed Transaction (assuming the ownership structure of JBS S.A. on the Last Trading Day (as defined in this registration statement) is the same as on January 15, 2025).

(5) | The number of Class B common shares, par value €0.10 per share, of JBS N.V. (“JBS N.V. Class B Common Shares”) to be registered is based on the maximum number of JBS N.V. Class B Common Shares into which up to 572,981,486 JBS N.V. Class A Common Shares can be converted, at a ratio of one JBS N.V. Class B Common Share for each JBS N.V. Class A Common Share held.

(6) | Pursuant to Rule 457(i) under the Securities Act, there is no additional filing fee payable with respect to the JBS N.V. Class B Common Shares issuable upon conversion of the JBS N.V. Class A Common Shares because no additional consideration will be received in connection with the exercise of the conversion privilege.

(7) | Represents the estimated maximum number JBS N.V. Class A Common Shares issuable upon completion of the Proposed Transaction (as defined in this registration statement) and is calculated by multiplying (a) 1,145,962,972 issued and outstanding shares of common stock of JBS S.A. (“JBS S.A. Common Shares”) held by JBS S.A.’s non-controlling shareholders on November 14, 2024, by (b) 0.5, which is the exchange ratio under the Proposed Transaction. The amount to be registered includes the JBS N.V. Class A Common Shares to be held by the depositary of the JBS N.V. BDRs to be issued by the registrant as part of the consideration in the Proposed Transaction.

(8) | Pursuant to Rules 457(c) and 457(f)(1) promulgated under the Securities Act and solely for the purpose of calculating the registration fee, the proposed aggregate maximum offering price is calculated by multiplying (a) US$5.96 (the average of the high and low prices of JBS S.A. Common Shares as reported on the B3 S.A. – Brasil, Bolsa, Balcão on November 21, 2024, calculated at the exchange rate of R$5.8173 for every US$1.00 (which is the selling rate of Brazilian reais as reported by the Central Bank of Brazil (Banco Central do Brasil) on November 21, 2024, which is within five business days prior to the date of the filing of Amendment No. 4 to this registration statement), by (b) 1,145,962,972, the number of JBS S.A. Common Shares to be received by the registrant in the Proposed Transaction (assuming the ownership structure of JBS S.A. on the Last Trading Day (as defined in this registration statement) is the same as on November 14, 2024).

(9) | Represents the estimated maximum number JBS N.V. Class A Common Shares issuable upon completion of the Proposed Transaction (as defined in this registration statement) and is calculated by multiplying (a) 1,142,696,472 issued and outstanding shares of common stock of JBS S.A. (“JBS S.A. Common Shares”) held by JBS S.A.’s non-controlling shareholders on June 15, 2024, by (b) 0.5, which is the exchange ratio under the Proposed Transaction. The amount registered included the JBS N.V. Class A Common Shares to be held by the depositary of the JBS N.V. BDRs to be issued by the registrant as part of the consideration in the Proposed Transaction.

(10) | Pursuant to Rules 457(c) and 457(f)(1) promulgated under the Securities Act and solely for the purpose of calculating the registration fee, the proposed aggregate maximum offering price is calculated by multiplying (a) US$5.21 (the average of the high and low prices of JBS S.A. Common Shares as reported on the B3 S.A. – Brasil, Bolsa, Balcão on June 17, 2024, calculated at the exchange rate of R$5.4130 for every US$1.00 (which is the selling rate of Brazilian reais as reported by the Central Bank of Brazil (Banco Central do Brasil) on June 17, 2024, which is within five business days prior to the date of the filing of Amendment No. 3 to this registration statement), by (b) 1,142,696,472, the number of JBS S.A. Common Shares to be received by the registrant in the Proposed Transaction (assuming the ownership structure of JBS S.A. on the Last Trading Day (as defined in this registration statement) is the same as on June 15, 2024).

(11) | The number of Class B common shares, par value €0.10 per share, of JBS N.V. (“JBS N.V. Class B Common Shares”) to be registered was based on the maximum number of JBS N.V. Class B Common Shares into which up to 571,348,236 JBS N.V. Class A Common Shares could be converted, at a ratio of one JBS N.V. Class B Common Share for each JBS N.V. Class A Common Share held.

(12) | Represents the additional maximum aggregate offering price being registered. Calculated as the difference between US$6,486,150,421.52 and US$5,953,448,619.12.

(13) | The amount of registration fee is calculated by multiplying the additional maximum aggregate offering price of US$532,701,802.40 by the current filing fee rate of US$153.10 per US$1,000,000.

(14) | Previously paid in connection with a prior pre-effective amendment to this registration statement.