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Calculation of Filing Fee
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Transaction Valuation*
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Amount of Filing Fee**
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$2,307,695
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$279.69
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| Amount Previously Paid: | | | Filing Party: | |
| Form or Registration No.: | | | Date Filed: | |
Exhibit
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Description
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(a)(1)(i) | | | Offer to Purchase for Cash All Outstanding Options to Purchase Shares of CAS Medical Systems, Inc., dated March 15, 2019. | |
(a)(1)(ii) | | | Election to Tender Eligible Options Pursuant to the Offer to Purchase, dated March 15, 2019. | |
(a)(1)(iii) | | | Form of Notice of Withdrawal of Previously Tendered Options. | |
(a)(1)(iv) | | | Form of Letter to Optionholders, dated March 15, 2019. | |
(a)(2) | | | Not applicable. | |
(a)(3) | | | Not applicable. | |
(a)(4) | | | Not applicable. | |
(a)(5) | | | Not applicable. | |
(b) | | | Not applicable. | |
(d)(1) | | | Agreement and Plan of Merger by and among Edwards, Merger Sub and CAS Medical Systems, Inc., dated as of February 11, 2019. (Incorporated herein by reference to Exhibit 2.1 of the Current Report on Form 8-K filed by CAS Medical Systems, Inc. with the Securities and Exchange Commission on February 12, 2019). | |
(d)(2) | | | Definitive Proxy Statement of CAS Medical Systems, Inc. (Incorporated herein by reference to the Schedule 14A filed by CAS Medical Systems, Inc. with the Securities and Exchange Commission on March 13, 2019). | |
(d)(3) | | | Form of Voting Agreement. (Incorporated herein by reference to Exhibit 99.1 of the Current Report on Form 8-K filed by CAS Medical Systems, Inc. with the Securities and Exchange Commission on February 12, 2019). | |
(d)(4) | | | Investment Agreement dated June 8, 2011 between CASMED and Thomas, McNerney & Partners, L.P., TMP Nominee II LLC and TMP Associates II, L.P. (Incorporated herein by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by CAS Medical Systems, Inc. with the Securities and Exchange Commission on June 13, 2011). | |
(d)(5) | | | Registration Rights Agreement dated June 9, 2011 between CASMED and Thomas, McNerney & Partners, L.P., TMP Nominee II LLC and TMP Associates II, L.P. (Incorporated herein by reference to Exhibit 10.2 of the Current Report on Form 8-K filed by CAS Medical Systems, Inc. with the Securities and Exchange Commission on June 13, 2011). | |
(d)(6) | | | Form of Option Termination Agreement (Incorporated herein by reference to Exhibit 10.1 of the Current Report on Form 8-K filed by CAS Medical Systems, Inc. with the Securities and | |
Exhibit
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Description
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| | | Exchange Commission on March 12, 2019). | |
(d)(7) | | | Restricted Stock Termination Agreement dated March 12, 2019 between CASMED and Thomas M. Patton (Incorporated herein by reference to Exhibit 10.2 of the Current Report on Form 8-K filed by CAS Medical Systems, Inc. with the Securities and Exchange Commission on March 12, 2019). | |
(g) | | | Not applicable. | |
(h) | | | Not applicable. | |