EX-FILING FEES 5 ecx-20220630xexfilingfees.htm EX-FILLING FEES

Exhibit 107

​

Calculation of Filing Fee Table

​

F-1

(Form Type)

​

ECARX Holdings Inc.

(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 Maximum Aggregate Offering Price Per Unit |  | Maximum Aggregate Offering Price |  | Fee Rate |  | Amount of Registration Fee
Fees to be Paid |  |  |  |  |  |  |  | ​ |  |  |  | ​ |  |  |  |  |  |  |
|  | Equity |  | Class A Ordinary Share, par value $0.000005 per share (Secondary Offering)(10) |  | Rule 457(a) and Rule 457(c) |  | 5,155,389 |  | $ | 7.925 | (11)​ |  | 40,856,457.83 |  | 0.0001102 |  | $ | 4,502.38
Previously Paid | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
|  | Equity |  | Class A Ordinary Share, par value $0.000005 per share, underlying Warrants (Primary Offering)(2) |  | Other |  | 8,872,000 |  | $ | 11.50 | (3)​ |  | 102,028,000.00 |  | 0.0001102 |  | $ | 11,243.49
|  | Equity |  | Class A Ordinary Share, par value $0.000005 per share, underlying Warrants (Primary Offering)(4) |  | Other |  | 14,999,971 |  | $ | 11.50 | (3)​ |  | 172,499,666.50 |  | 0.0001102 |  | $ | 19,009.46
​ | ​ | Equity | ​ | Class A Ordinary Share, par value $0.000005 per share (Secondary Offering)(5) | ​ | Rule 457(c) | ​ | 277,652,283 | ​ | $ | 4.85 | (6)​ | ​ | 1,346,613,572.55 | ​ | 0.0001102 | ​ | $ | 148,396.82
|  | Equity |  | Warrants to purchase Class A Ordinary Share (Secondary Offering)(7) |  | Other |  | 8,872,000 |  |  | - | ​ | ​ | - | ​ | - | ​ | ​ | -(8)
|  | Equity |  | Class A Ordinary Share, par value $0.000005 per share, underlying Warrants (Secondary Offering)(9) |  | Other |  | 8,872,000 |  |  | - | ​ | ​ | - | ​ | - | ​ | ​ | -(8)
Carry forward | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | Total Offering Amounts | ​ | ​ | ​ | ​ | ​ | ​ |  | 1,661,997,696.88 | ​ | ​ | ​ | $ | 183,152.15
​ | ​ | ​ | ​ | ​ | ​ | Total Fees Previously Paid | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | $ | 147,046.76
​ | ​ | ​ | ​ | ​ | ​ | Total Fee Offsets | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | $ | 31,603.00
​ | ​ | ​ | ​ | ​ | ​ | Net Fee Due | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | $ | 4,502.39

​

​

(1) | Pursuant to Rule 416(a) under the Securities Act, this Registration Statement shall also cover any additional Class A ordinary shares of the Registrant (“Class A Ordinary Shares”) that become issuable as a result of any stock dividend, stock split, recapitalization, or other similar transaction effected without the receipt of consideration that results in an increase to the number of outstanding Class A Ordinary Shares, as applicable.

​

(2) | Consists of 8,872,000 Class A Ordinary Shares issuable by the Registrant upon the exercise of the Sponsor Warrants (as defined in this Registration Statement).

​

(3) | Calculated pursuant to Rule 457(g) under the Securities Act, based on the exercise price of the warrants.

​

(4) | Consists of 14,999,971 Class A Ordinary Shares issuable by the Registrant upon the exercise of Public Warrants (as defined in this Registration Statement).

​

(5) | Consists of an aggregate of 277,652,283 outstanding Class A Ordinary Shares registered for resale by the Selling Securityholders named in this Registration Statement.

​

(6) | Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) under the Securities Act, based on the average of the high and low prices of Class A Ordinary Share as reported on May 11, 2023, which was approximately $4.85 per share.

​

(7) | Consists of 8,872,000 Sponsor Warrants registered for resale by the Selling Securityholders named in this Registration Statement.

​

(8) | Pursuant to Rule 457(g) of the Securities Act, no separate fee is recorded for the warrants and the entire fee is allocated to the underlying Class A Ordinary Share.

​

(9) | Consists of 8,872,000 Class A Ordinary Shares issuable upon exercise of the Sponsor Warrants registered for resale by the Selling Securityholders named in this Registration Statement.

​

(10) | Consists of an aggregate of 5,155,389 outstanding Class A Ordinary Shares registered for resale by the Selling Securityholders named in this Registration Statement.

​

(11) | Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) under the Securities Act, based on the average of the high and low prices of Class A Ordinary Share as reported on June 12, 2023, which was approximately $7.925 per share.

​

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 |  | Security Type Associated with Fee Offset Claimed |  | Security Title Associated with Fee Offset Claimed |  | Unsold Securities Associated with Fee Offset Claimed |  | Unsold Aggregate Offering Amount Associated with Fee Offset Claimed |  | Fee Paid with Fee Offset Source
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Fee Offset Sources |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Rule 457(p)
Fee Offset Claims |  | ECARX Holdings Inc. |  | Form F-4 |  | 333-267813(1) |  | 10/11/2022 |  | ​ |  | $ | 31,603.00 |  | Equity |  | Shares underlying Warrants included as part of the Units |  | 24,872,000 |  | $ | 286,774,160 |  | ​
Fee Offset Sources |  |  |  |  |  |  |  |  |  | ​ |  |  |  |  |  |  |  |  | ​ |  |  |  |  |

​

2

(1) | The Registrant previously registered 24,872,000 Class A Ordinary Shares issuable on the exercise of the Public Warrants and Sponsor Warrants under a registration statement on Form 4 (File No. 333-267813) (the “Prior Registration Statement”). None of these warrants have been exercised and, consequently, none of those Class A Ordinary Shares have been issued or sold under the Prior Registration Statement. The Registrant has completed the offering that included these unissued Class A Ordinary Shares under the Prior Registration Statement.

3