EX-FILING FEES 7 tm2119195d8_ex107.htm EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form S-1

(Form Type)

Austin Gold Corp.

(Exact Name of Registrant as Specified in Charter)

Table 1: Newly Registered and Carry Forward Securities

| Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered (1) | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee
Fees Previously Paid | Equity | Units consisting of(1): | Rule 457(o) | — | — | $20,700,000(2)(3) | 0.0000927 | $1,918.89
Fees Previously Paid | Equity | (i) Common Shares, without par value included in Units(4) | Rule 457(g) | — | — | (5) |  | —
Fees Previously Paid | Equity | (ii) Warrants to purchase Common Shares, without par value, included in Units(6) | Rule 457(g) | — | — | (5) |  | —
To Be Paid Herewith | Equity | Common Shares, without par value, underlying warrants included in Units(4)(6)(7) | Rule 457(o) | — | — | $17,250,000(2)(7) | 0.0000927 | $1,599.08
Fees Previously Paid | Equity | Underwriter Warrants(8) | Rule 457(g) | — | — | (9) |  | —
Fees Previously Paid | Equity | Common Shares underlying Underwriter Warrants, without par value(4) | Rule 457(o) | — | — | $1,593,900(10) | 0.0000927 | $147.75
| Total Offering Amounts |  |  | $39,543,900 |  | $3,665.72
| Total Fees Previously Paid |  |  |  |  | $2,066.64(11)
| Total Fee Offsets |  |  |  |  | $0.00
| Net Fee Due |  |  |  |  | $1,599.08(11)

| (1) | Each unit includes (i) one common share, without par value and (ii) one warrant to purchase one common shares, without par value.
| (2) | Estimated solely for purposes of computing the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933 based on the proposed maximum aggregate offering price.
| (3) | Includes the aggregate offering price of additional shares and/or additional warrants to purchase shares that the underwriter has the option to purchase, if any. See “Underwriting.”
| (4) | Pursuant to Rule 416 under the Securities Act the securities being registered hereunder include such indeterminate number of additional securities as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.
| (5) | Included in the price of the units. No additional registration fee is payable pursuant to Rule 457(g) under the Securities Act.
| (6) | There will be issued warrants to purchase one common share. The warrants are exercisable at a per share exercise price equal to the public offering price of one common share.
| (7) | Pursuant to Staff Compliance and Disclosure Interpretation 240.06, equals the aggregate exercise price of the warrants included in the Units (assuming an initial public offering price of $5.00 per unit (which is the midpoint of the price range set forth on the cover page of this prospectus)).
| (8) | The Registrant has agreed to issue to the underwriter warrants to purchase up to 7% in the aggregate of our common shares (the “Underwriter Warrants”) to be issued and sold in this offering. The Underwriter Warrants are exercisable for a price per share equal to 110% of the public offering price.
| (9) | No additional registration fee is payable pursuant to Rule 457(g) under the Securities Act.
| (10) | Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(g) under the Securities Act. The warrants are exercisable at a per share exercise price equal to 110% of the public offering price. As estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(g) under the Securities Act, the proposed maximum aggregate offering price of the Underwriter Warrants is $1,593,900, which is equal to 110% of $1,449,000 (7% of $20,700,000).
| (11) | The Registrant previously paid a fee of $1,497.57 with the filing of its initial S-1 on October 21, 2021, a fee of $299.10 with the filing of Amendment No.1 on November 9, 2021 and a fee of $269.97 with the filing of Amendment No. 2 on January 4, 2021. The remaining balance of $1,599.08 is being paid concurrently herewith.