Exhibit 107

Calculation of Filing Fee Tables

Form F-1

(Form Type)

NewAmsterdam Pharma Company N.V.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

 

               
Security Type   Security Class Title   Fee
Calculation
Rule		   Amount
Registered (1)		   Proposed
Maximum
Offering
Price Per
Share		   Maximum Aggregate
Offering Price		   Fee Rate   Amount of
Registration
Fee (2)
 
Primary Offering
               
Equity    Ordinary Shares, nominal value EUR 0.12(3)   Other   1,736,545   9.63   $16,722,928.35(4)   0.00011020   $1,842.87
 
Secondary Offering
               
Equity    Ordinary Shares, nominal value EUR 0.12(5)   Other   72,325,642   9.63   $696,495,932.46(6)   0.00011020   $76,753.86
               
Equity    Ordinary Shared underlying Public Warrants(7)   Other   4,600,000   11.50   $52,900,000(8)   0.00011020   $5,829.58
               
Equity    Private Placement Warrants to purchase Ordinary Shares (9)   Other   167,000   12.31   —   0.00011020   —
               
Equity    Ordinary Shares underlying Private Placement Warrants   Other   167,000   12.31   $2,055,770 (10)   0.00011020   $226.55
         
Total Offering Amounts      $768,174,630.81     $84,652.86
         
Total Fees Previously Paid          $84,652.86
         
Total Fee Offsets          $0
         
Net Fee Due                $0

 

(1)

Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from share splits, share dividends or similar transactions.

(2)

Calculated by multiplying the proposed maximum aggregate offering price of securities to be registered by 0.00011020.

(3)

Represents an aggregate of 1,736,545 ordinary shares, nominal value EUR 0.12 (“Ordinary Shares”), of NewAmsterdam Pharma Company N.V. (the “Company”) issuable upon the exercise of the Holdco Options.

(4)

Pursuant to Rules 457(c) promulgated under the Securities Act and solely for the purpose of calculating the registration fee, the proposed maximum aggregate offering price is the product of (i) $9.63 (the implied price of Ordinary Shares based on the average of the high ($9.899) and low ($9.35) trading prices of shares of the Ordinary Shares on the Nasdaq Stock Market (“Nasdaq”) on December 14, 2022, a date within five business days prior to the initial filing of this registration statement), multiplied by (ii) 1,736,545 Ordinary Shares issuable upon the exercise of the Holdco Options.

(5)

Represents 72,325,642 Ordinary Shares offered for resale, which consists of (i) 23,460,000 Ordinary Shares that were issued to certain shareholders in connection with the closing of a private placement offering substantially concurrent with the closing of the Business Combination (the “PIPE Shares”) and (ii) 48,865,642 Ordinary shares issued to certain shareholders in connection with the Business Combination and subject to that certain Investors Rights Agreement, dated November 22, 2022, by and among the Company and certain shareholders (the “IRA Shares”).

(6)

Pursuant to Rules 457(c) promulgated under the Securities Act and solely for the purpose of calculating the registration fee, the proposed maximum aggregate offering price is the product of (i) $9.63 (the implied price of Ordinary Shares based on the average of the high ($9.899) and low ($9.35) trading prices of shares of the Ordinary Shares on the Nasdaq Stock Market (“Nasdaq”) on December 14, 2022, a date within five business days prior to the initial filing of this registration statement), multiplied by (ii) 72,325,642 Ordinary Shares, which is the sum of the PIPE Shares and the IRA Shares.

(7)

Represents 4,600,000 Ordinary Shares issuable upon the exercise of the 4,600,000 warrants, each whole warrant entitling the holder to purchase one Ordinary Share at an exercise price of $11.50 per Ordinary Share (the “Public Warrants”).

(8)

Pursuant to Rules 457(g) promulgated under the Securities Act and solely for the purpose of calculating the registration fee, the proposed maximum aggregate offering price is based on the weighted average exercise price of the Public Warrants of $11.50 per Ordinary Share.

(9)

Represents the warrants offered for resale, each whole warrant entitling the holder to purchase one Ordinary Share, originally issued by FLAC in a private placement transaction in connection with the FLAC IPO, and which were assumed by the Company at the closing of the Business Combination and converted into warrants to purchase Ordinary Shares at an exercise price of $11.50 per Ordinary Share (the “Private Placement Warrants”).

(10)

Pursuant to Rules 457(c) and 457(i) promulgated under the Securities Act and solely for the purpose of calculating the registration fee, the proposed maximum aggregate offering price is the product of (i) the sum of (A) $0.81 (the average of the high ($0.81) and low ($0.7995) prices for Public Warrants on Nasdaq on December 14, 2022, a date within five business days prior to the initial filing of this registration statement) and (B) $11.50, the exercise price of the Private Placement Warrants, resulting in a combined offering price per Private Placement Warrant of $12.31, multiplied by (ii) 167,000 Private Placement Warrants. Consistent with the response to Question 240.06 of the Securities Act Rules Compliance and Disclosure Interpretations, the registration fee with respect to Private Placement Warrants has been allocated to the Ordinary Shares underlying Private Placement Warrants and those Ordinary Shares are included in the registration fee.