Calculation of Filing Fee Tables
S-1
(Form Type)
The Oncology Institute, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities*
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| | Security Type | | Security Class Title | | Fee Calculation Rule | | Amount Registered** | | Proposed Maximum Offering Price Per Unit | | Maximum Aggregate Offering Price | | Fee Rate | | Amount of Registration Fee |
Secondary Offering | | | | | | | | | | | | | | | | |
Fees to Be Paid | | Equity | | Common stock, par value $0.0001 per share (“Common Stock”) | | Rule 457(c) | | 20,459,040(1) | | $5.98(2) | | $ | 122,345,059.20 | | | 0.0000927 | | $ | 11,341.39 |
| | Total Offering Amounts | | | | | | | | $ | 122,345,059.20 | | | | $ | 11,341.39 | |
| | Total Fees Previously Paid | | | | | | | | | | | | — |
| | Total Fee Offsets | | | | | | | | | | | | — |
| | Net Fee Due | | | | | | | | | | | | $ | 11,341.39 | |
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*Capitalized terms used herein and not otherwise defined herein have the meanings assigned to them in the Company’s Registration Statement on Form S-1 to which this exhibit relates.
** Pursuant to Rule 416 under the Securities Act, this registration statement also covers any additional number of shares of Common Stock of The Oncology Institute, Inc. (the “Company”) issuable upon stock splits, stock dividends or other distributions, recapitalization or similar events with respect to the shares of Common Stock being registered pursuant to this registration statement.
(1)The aggregate 20,459,040 shares of Common Stock being registered pursuant to this registration statement consists of the resale of Common Stock issuable upon the conversion of the Convertible Notes or issuable upon the exercise of the DF Warrants by the Selling Securityholders in accordance with the Facility Agreement.
(2)Pursuant to Rule 457(c) under the Securities Act, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share is $5.98, which is the average of the high and low prices of the Common Stock on Nasdaq on September 6, 2022.
Table 2: Fee Offset Claims and Sources
N/A