Exhibit 107

 

Calculation of Filing Fee Tables

 

Amendment No. 1 to Form S-1

(Form Type)

 

YOSHIHARU GLOBAL CO.

(Exact Name of Registrant as Specified in its Charter)

 

  Security
Type
Security
Class
Title
Fee
Calculation
or Carry
Forward Rule
Amount
Registered
Proposed
Maximum
Offering
Price Per
Unit(1)
Maximum
Aggregate
Offering
Price(1)
Fee
Rate
Amount of
Registration
Fee
Fees
Previously
Paid
Other Units consisting of one share of Class A common stock, par value $0.0001 per share, and a warrant to purchase one share of Class A common stock(2)(3) Rule 457(a) and/or (o) 4,000,000 $4.13 $ 23,000,000 0.0000927 $ 2,132.10
N/A Equity Class A common stock included as part of the units(4)(6) Rule 457(g) 4,000,000  — (4)
N/A Equity Warrants included as part of the units(4) Rule 457(g) 4,000,000 (4)
Fees
Previously
Paid
Equity Class A common stock underlying the warrants included in the units(6)       $ 28,750,000   $ 2,665.13
N/A Equity Representative’s warrants(5) Rule 457(g)   (4)
Fees
Previously
Paid
Equity Class A common stock underlying the Representative’s warrants(5)(6)       $ 1,437,500   $ 133.26
  Total Offering Amounts     $ 53,187,500  
  Total Fees Previously Paid     $ 4,930.49(7)  
  Total Fee Offsets      
  Net Fee Due      

 

(1) There is no current market for the securities or price at which the shares are being offered. Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended.
(2) Each unit consists of one share of Class A common stock and a warrant to purchase one share of Class A common stock at an exercise price per share equal to 125% of the unit offering price.
(3) Includes shares of Class A common stock and/or warrants to purchase shares of Class A common stock that may be purchased by the underwriters pursuant to their over-allotment option.
(4) Included in the price of the units. No separate registration fee required pursuant to Rule 457(g) under the Securities Act of 1933, as amended.
(5) We have agreed to issue to the representative of the several underwriters warrants to purchase the number of shares of Class A common stock in the aggregate equal to five percent (5%) of the shares of Class A common stock to be issued and sold in this offering (including any shares of Class A common stock sold upon exercise of the over-allotment option). The warrants are exercisable for a price per share equal to 125% of the public offering price. The warrants are exercisable at any time and from time to time, in whole or in part, during the four-and-a-half-year period commencing six (6) months from the date of commencement of sales of the offering. This registration statement also covers such shares of Class A common stock issuable upon the exercise of the representative’s warrants. 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 representative’s warrants is $1,437,500.00, which is equal to 125% of $1,150,000.00 (5% of $23,000,000.00). “Underwriting” contains additional information regarding underwriter compensation.
(6) Pursuant to Rule 416 under the Securities Act of 1933, as amended, there is also being registered hereby such indeterminate number of additional shares as may be issued or issuable because of stock splits, stock dividends and similar transactions.
(7) Previously paid.

 

 

 

 

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
   
Fee Offset
Sources
           

 

Table 3: Combined Prospectuses

 

Security Type Security Class Title Amount of Securities
Previously Registered
Maximum Aggregate
Offering Price of Securities
Previously Registered
Form
Type
File
Number
Initial Effective
Date