EXHIBIT 107
Calculation of Filing Fee Table
F-10
(Form Type)
SolarBank Corporation
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
| Security Type | Security Class Title | Fee Calculation Rule or Instruction | 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 | Common Shares | (1) | (2) | — | — | — | |||||||||||||||||||
| Debt | Debt Securities | (1) | (2) | — | — | — | ||||||||||||||||||||
| Other | Subscription Receipts | (1) | (2) | — | — | — | ||||||||||||||||||||
| Other | Share Purchase Contracts | (1) | (2) | — | — | — | ||||||||||||||||||||
| Other | Units | (1) | (2) | — | — | — | ||||||||||||||||||||
| Other | Warrants | (1) | (2) | — | — | — | ||||||||||||||||||||
| Unallocated (Universal) Shelf | — | 457(o) | (1) | (2) | $142,704,245 (1) (3) | $153.10 per $1,000,000 | $ | 21,848.02 | ||||||||||||||||||
| Fees Previously Paid | — | — | — | — | — | — | — | — | ||||||||||||||||||
| Total Offering Amounts | $142,704,245 (1) (3) | $ | 21,848.020 | |||||||||||||||||||||||
| Total Fees Previously Paid | $ | 0.00 | ||||||||||||||||||||||||
| Total Fee Offsets | $18,713.43 (4) | |||||||||||||||||||||||||
| Net Fee Due | $3,134.59 (4) | |||||||||||||||||||||||||
(1) There are being registered under the Registration Statement to which this exhibit pertains an indeterminate number of common shares, debt securities, subscription receipts, share purchase contracts, units, and warrants of SolarBank Corporation (the “Registrant”), and a combination of such securities, as may be sold by the Registrant from time to time, which collectively shall have an aggregate initial offering price not to exceed US$142,704,245 (converted from Cdn.$200,000,000 at an exchange rate of Cdn.$1.4015 = US$1.00, which was the daily exchange rate as reported by the Bank of Canada on April 10, 2025). The securities registered hereunder also include such indeterminate number of each class of identified securities as may be issued upon conversion, exercise or exchange of any other securities that provide for such conversion into, exercise for or exchange into such securities. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities. The securities which may be offered pursuant to the Registration Statement include, pursuant to Rule 416 of the Securities Act of 1933, as amended (the “Securities Act”), such additional number of common shares of the Registrant that may become issuable as a result of any stock split, stock dividends or similar transactions.
(2) The proposed maximum initial offering price per security will be determined, from time to time, by the Registrant in connection with the sale of the securities under this Registration Statement.
(3) Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act.
(4) A registration fee of US$21,613.71 was previously paid with respect to securities registered under the Registrant’s registration statement on Form F-10 filed on April 30, 2024 (No. 333-279027) (the “Prior Registration Statement”), pertaining to the registration of US$146,434,324 of securities of the Registrant, of which US$122,230,104.25 remains unutilized and therefore, available for future registration fees pursuant to Rule 457(p) under the Securities Act. As the total filing fee required for this Registration Statement is US$21,848.02, taking into consideration the available offset of US$18,713.43 from the Prior Registration Statement, $3,134.59 is currently due for this Registration Statement.
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 Title Associated with Fee Offset Claimed | Amount of Registration Fee | Unsold Securities Associated with Fee Offset Claimed | Unsold Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source | ||||||||||||||||||||||
| Rule 457(b) and 0-11(a)(2) | ||||||||||||||||||||||||||||||||
| Fee Offset Claims | ||||||||||||||||||||||||||||||||
| Fee Offset Sources | ||||||||||||||||||||||||||||||||
| Rule 457(p) | ||||||||||||||||||||||||||||||||
| Fee Offset Claims | Solarbank Corporation | F-10 | 333-279027 | April 30, 2024 | (2) | (2) | Unallocated -universal shelf(3) | $ | 113,730,101.40 | |||||||||||||||||||||||
| Fee Offset Sources | Solarbank Corporation | F-10 | 333-279027 | April 30, 2024 | $ | 18,713.43 | ||||||||||||||||||||||||||
| (1) | The Registrant previously paid US$21,613.71in registration fees with respect to the Prior Registration Statement pertaining to the registration of US$142,704,245 of securities of the Registrant. |
On March 21, 2025, the Registrant filed a prospects supplement under the Prior Registration Statement qualifying the distribution of 2,394,367 common shares and warrants to purchase up to 2,394,367 common shares for a combined purchase price of US$3.55 per share, for an aggregate amount of $8,500,000. The warrants are exercisable immediately at an exercise price of US$4.45 per share for five years from the date of issuance for an aggregate exercise price of US$10,654,933.15.
On May 23, 2024, the Registrant filed a prospectus supplement under the Prior Registration Statement (as amended by Amendment No. 1 filed on October 3, 2024) qualifying the distribution of up to US$15,000,000 in common shares. An aggregate of US$1,319,207.60 has been raised under this prospectus supplement to date.
As such, an aggregate of US$20,474,140.75 of securities registered under the Prior Registration Statement were utilized under such Prior, Registration Statement and US$122,230,104.25 of securities registered under the Prior Registration Statement remain unutilized. Accordingly, US$18,713.43 of the registration fees previously paid with respect to the Prior Registration Statement therefore remain available for future registration fees pursuant to Rule 457(p) under the Securities Act. As the total filing fee required for this Registration Statement is US$21,848.02, taking into consideration the available offset of US$18,713.43 from the Prior Registration Statement, US$3,134.59 is currently due for this Registration Statement
| (2) | An indeterminate number of common shares, debt securities, subscription receipts, warrants, share purchase contracts or units of any combination thereof, to be offered at indeterminate offering prices not to exceed US$142,704,245 were registered pursuant to the Prior Registration Statement. | |
| (3) | The Registrant has terminated or completed any offerings that included the unsold securities under the Prior Registration Statement. |