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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/23/23 White River Energy Corp. S-1/A 8/22/23 107:16M M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size
1: S-1/A Pre-Effective Amendment to Registration Statement HTML 3.71M
(General Form)
2: EX-10.32 Material Contract HTML 301K
3: EX-10.33 Material Contract HTML 323K
4: EX-10.42 Material Contract HTML 33K
5: EX-23.1 Consent of Expert or Counsel HTML 28K
6: EX-23.2 Consent of Expert or Counsel HTML 27K
7: EX-23.4 Consent of Expert or Counsel HTML 29K
9: EX-FILING FEES Filing Fees HTML 82K
8: EX-99.1 Miscellaneous Exhibit HTML 135K
15: R1 Cover HTML 62K
16: R2 Condensed Consolidated Balance Sheets HTML 212K
17: R3 Condensed Consolidated Balance Sheets HTML 65K
(Parenthetical)
18: R4 Condensed Consolidated Statements of Operations HTML 166K
19: R5 Condensed Consolidated Statements of Operations HTML 32K
(Parenthetical)
20: R6 Condensed Consolidated Statement of Changes in HTML 100K
Stockholders' Equity (Deficit)
21: R7 Condensed Consolidated Statements of Cash Flows HTML 182K
22: R8 Condensed Consolidated Statement of Changes in HTML 40K
Stockholders' Equity (Deficit) (Parenthetical)
23: R9 Description of Business, Basis of Presentation and HTML 217K
Summary of Significant Accounting Policies
24: R10 Merger HTML 86K
25: R11 Property and Equipment HTML 50K
26: R12 Oil and Gas Properties HTML 69K
27: R13 Asset Retirement Obligations HTML 50K
28: R14 Long-Term Debt HTML 110K
29: R15 Senior Secured Convertible Promissory Note HTML 83K
30: R16 Derivative Liabilities HTML 78K
31: R17 Stockholders? Equity (Deficit) HTML 253K
32: R18 Leases HTML 81K
33: R19 Related Party Transactions HTML 64K
34: R20 Fair Value Measurements HTML 54K
35: R21 Commitments HTML 140K
36: R22 Concentrations HTML 43K
37: R23 Discontinued Operations HTML 56K
38: R24 Subsequent Events HTML 160K
39: R25 Secured Promissory Note HTML 37K
40: R26 Income Taxes HTML 74K
41: R27 Description of Business, Basis of Presentation and HTML 265K
Summary of Significant Accounting Policies
(Policies)
42: R28 Merger (Tables) HTML 51K
43: R29 Property and Equipment (Tables) HTML 46K
44: R30 Oil and Gas Properties (Tables) HTML 53K
45: R31 Asset Retirement Obligations (Tables) HTML 43K
46: R32 Long-Term Debt (Tables) HTML 108K
47: R33 Derivative Liabilities (Tables) HTML 72K
48: R34 Stockholders? Equity (Deficit) (Tables) HTML 161K
49: R35 Leases (Tables) HTML 73K
50: R36 Fair Value Measurements (Tables) HTML 47K
51: R37 Discontinued Operations (Tables) HTML 54K
52: R38 Income Taxes (Tables) HTML 173K
53: R39 Description of Business, Basis of Presentation and HTML 175K
Summary of Significant Accounting Policies
(Details Narrative)
54: R40 Schedule of Purchase Price Allocation (Details) HTML 44K
55: R41 Schedule of Business Acquisition (Details) HTML 35K
56: R42 Merger (Details Narrative) HTML 60K
57: R43 Schedule of Property and Equipment (Details) HTML 43K
58: R44 Schedule of Property and Equipment (Details) HTML 36K
(Parenthetical)
59: R45 Property and Equipment (Details Narrative) HTML 30K
60: R46 Schedule of Oil and Gas Activities (Details) HTML 33K
61: R47 Summary of Unevaluated Wells in Progress (Details) HTML 41K
62: R48 Oil and Gas Properties (Details Narrative) HTML 57K
63: R49 Schedule of Asset Retirement Obligations (Details) HTML 41K
64: R50 Asset Retirement Obligations (Details Narrative) HTML 31K
65: R51 Schedule of Long-Term Debt (Details) HTML 96K
66: R52 Schedule of Long-Term Debt (Details) HTML 116K
(Parenthetical)
67: R53 Schedule of Maturities (Details) HTML 49K
68: R54 Long-Term Debt (Details Narrative) HTML 30K
69: R55 Senior Secured Convertible Promissory Note HTML 190K
(Details Narrative)
70: R56 Schedule of Fair Value of Each Warrants (Details) HTML 57K
71: R57 Schedule of Remaining Derivative Liabilities HTML 36K
(Details)
72: R58 Schedule of Activity Related to the Derivative HTML 39K
Liabilities (Details)
73: R59 Derivative Liabilities (Details Narrative) HTML 33K
74: R60 Schedule of Restricted Stock Units (Details) HTML 67K
75: R61 Schedule of Stock Option Activity (Details) HTML 82K
76: R62 Schedule of Warrants Activity (Details) HTML 70K
77: R63 Stockholders? Equity (Deficit) (Details Narrative) HTML 331K
78: R64 Schedule of Maturity of Operating Lease Liability HTML 42K
(Details)
79: R65 Schedule of Maturity of Finance Lease Liability HTML 47K
(Details)
80: R66 Schedule of Amortization of Right of Use Asset HTML 38K
(Details)
81: R67 Schedule of Total Lease Cost (Details) HTML 38K
82: R68 Leases (Details Narrative) HTML 45K
83: R69 Related Party Transactions (Details Narrative) HTML 106K
84: R70 Schedule of Fair Value Estimates (Details) HTML 39K
85: R71 Commitments (Details Narrative) HTML 229K
86: R72 Concentrations (Details Narrative) HTML 44K
87: R73 Schedule of Discontinued Operations (Details) HTML 60K
88: R74 Discontinued Operations (Details Narrative) HTML 42K
89: R75 Subsequent Events (Details Narrative) HTML 225K
90: R76 Secured Promissory Note (Details Narrative) HTML 46K
91: R77 Schedule of Significant Differences Between the HTML 41K
U.S. Federal Statutory Tax Rate and the Company's
Effective Tax Rate (Details)
92: R78 Schedule of Deferred Tax Asset and Liabilities HTML 58K
(Details)
93: R79 Schedule of Income Tax Benefit (Details) HTML 38K
94: R80 Schedule of Results of Operations From Oil and Gas HTML 39K
Producing Activities (Details)
95: R81 Schedule of Capitalized Costs Incurred in Oil and HTML 35K
Gas Producing Activities (Details)
96: R82 Schedule of Costs Incurred in Oil and Gas HTML 36K
Producing Activities (Details)
97: R83 Schedule of Estimated Quantities of Proved HTML 42K
Reserves (Details)
98: R84 Schedule of Estimated Quantities of Net Proved HTML 45K
Reserves - Proved Developed, Producing (Details)
99: R85 Schedule of Estimated Quantities of Net Proved HTML 31K
Reserves - Proved Developed, Producing (Details)
(Parenthetical)
100: R86 Schedule of Standardized Measure of Discounted HTML 52K
Future Net Cash Flow (Details)
101: R87 Schedule of Change in Standardized Measure of HTML 60K
Discounted Future Cash Flow (Details)
102: R88 Income Taxes (Details Narrative) HTML 34K
105: XML IDEA XML File -- Filing Summary XML 191K
103: XML XBRL Instance -- forms-1a_htm XML 3.40M
104: EXCEL IDEA Workbook of Financial Report Info XLSX 290K
11: EX-101.CAL XBRL Calculations -- wtrv-20230630_cal XML 279K
12: EX-101.DEF XBRL Definitions -- wtrv-20230630_def XML 1.02M
13: EX-101.LAB XBRL Labels -- wtrv-20230630_lab XML 1.83M
14: EX-101.PRE XBRL Presentations -- wtrv-20230630_pre XML 1.40M
10: EX-101.SCH XBRL Schema -- wtrv-20230630 XSD 271K
106: JSON XBRL Instance as JSON Data -- MetaLinks 649± 961K
107: ZIP XBRL Zipped Folder -- 0001493152-23-029866-xbrl Zip 1.02M
Exhibit 107
Calculation of Filing Fee Tables
Form S-1
(Form Type)
White River Energy Corp
(Exact Name of Registrant as Specified in its 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 |
Carry Forward Form Type |
Carry Forward File Number |
Carry Forward Initial effective date |
Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward |
|||||||||||||||||||||||||||||
| Newly Registered Securities | ||||||||||||||||||||||||||||||||||||||||
| Fees
to Be Paid |
Equity | Common Stock, par value $0.0001 per share (2) | 457(f)
(2) |
42,254,521 | $ | 0.90
(2) |
$ | 38,029,168.90 | $110.20 per $1,000,000 | $ | 4,190.80 | |||||||||||||||||||||||||||||
| Fees
to Be Paid |
Equity | Common Stock, par value $0.0001 per share (2) | 457(c)
(3) |
6,577,841 | $ | 0.90
(3) |
$ | 5,920,056.90 | $110.20 per $1,000,000 | $ | $652.39 | |||||||||||||||||||||||||||||
| Fees
to Be Paid |
Equity | Common Stock, par value $0.0001 per share (4) | 457(g)
(4) |
13,155,682 | $ | 1.00
(4) |
$ | 13,155,682.00 | $110.20 per $1,000,000 | $ | 1,449.76 | |||||||||||||||||||||||||||||
| Fees to Be Paid | Equity | Warrants to Purchase Common Stock | 457(g)
(4) |
13,155,682 (4) |
$ | -
(4) |
- (4) |
$110.20 per $1,000,000 | - (4) |
|||||||||||||||||||||||||||||||
| Fees
Previously Paid |
||||||||||||||||||||||||||||||||||||||||
| Carry Forward Securities | ||||||||||||||||||||||||||||||||||||||||
| Carry
Forward Securities |
||||||||||||||||||||||||||||||||||||||||
| Total Offering Amounts | $ | 57,104,807.80 | $ | 6,292.95 | ||||||||||||||||||||||||||||||||||||
| Total Fees Previously Paid (5) | $ | 8,078.43 | ||||||||||||||||||||||||||||||||||||||
| Total Fee Offsets | - | |||||||||||||||||||||||||||||||||||||||
| Net Fee Due | $ | (1,785.48) | ||||||||||||||||||||||||||||||||||||||
(1) Consists of (i) Spin-Off Shares issuable to and distributable by Ecoark Holdings, Inc, now known as BitNile Metaverse, Inc. (“Ecoark”) in connection with the conversion of the Series A Convertible Preferred Stock held by Ecoark and the subsequent spin-off of the Spin-Off Shares underlying the Series A (including up to 1,000 Spin-Off Shares distributable to account for rounding up of fractional shares); (ii) shares of common stock underlying PIPE Securities, namely Series C Convertible Preferred Stock and Warrants representing 200% warrant coverage; and (iii) the Warrants themselves. Capitalized terms used herein have the meanings set forth in Prospectus which forms of the Registration Statement with which this Filing Fees Table is filed as Exhibit 107. The Registrant’s common stock will be issued to the Selling Stockholders upon conversion of Series C at a conversion price which may be lower (and thereby the number of shares of common stock issuable upon the conversion of the Series C may be higher) depending on the PIPE Securities Formula. The number of shares of common stock issuable upon exercise price may also be increased based on the PIPE Securities Formula. Represents the maximum number of shares of common stock offered by the Selling Stockholders named in the Registration Statement. Also includes such indeterminate number of additional shares of common stock issuable by reason of any stock dividend, stock split, recapitalization or other similar transaction, including, but not limited to, as a result of the anti-dilution provisions contained in the securities.
(2) Pursuant to Rule 457(f) under the Securities Act of 1933, and solely for the propose of calculating the registration fee, the fee for the Spin-Off is based on the estimated market value of the Spin-Off Shares as specified under Rule 457(c), which reflects the average of the high and low sale prices of the shares of common stock as of December 5, 2022, as reported on the OTCQB. As indicated in footnote (5), these fees were previously calculated and paid.
(3) Pursuant to Rule 457(c) under the Securities Act of 1933, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share of the common stock issuable upon conversion of Series C is estimated to be $0.90, which is the average of the high and low sale prices of the shares of common stock as of December 5, 2022, as reported on the OTCQB. As indicated in footnote (5), these fees were previously calculated and paid.
(4) Pursuant to Rule 457(g) under the Securities Act of 1933, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share of the common stock issuable upon exercise of the warrants exercisable at $1.00 per share is estimated based upon the higher of (a) the exercise price of such warrants, and (b) $0.90, which is the average of the high and low sale prices of the shares of common stock as of December 5, 2022, as reported on the OTCQB. Pursuant to Rule 457(g), because the Registrant is also registering the issuance and sale of the shares of common stock issuable upon exercise of the Warrants, no separate registration fee is required for the Warrants themselves. As indicated in footnote (5), these fees were previously calculated and paid.
(5) Fees totaling $8,078.43 were previously paid in connection with the Registrant’s initial filing of the Registration Statement on December 7, 2022. This updated exhibit is being submitted solely to clarify that in addition to registering the offer and sale of shares of common stock underlying the Warrants, the Registrant is also separately registering the offer and sale of the Warrants themselves, in reliance on Rule 457(g). See footnote (4) and the accompanying fee table entries.
| This ‘S-1/A’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed as of: | 8/23/23 | |||
| Filed on: | 8/22/23 | |||
| 12/7/22 | S-1 | |||
| 12/5/22 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/08/23 White River Energy Corp. 10-Q 9/30/23 87:7.8M M2 Compliance LLC/FA 9/27/23 White River Energy Corp. S-1/A 2:225K M2 Compliance LLC/FA 9/19/23 White River Energy Corp. S-1/A 102:15M M2 Compliance LLC/FA 9/07/23 White River Energy Corp. S-1/A 9/06/23 101:15M M2 Compliance LLC/FA |