MAUNA KEA TECHNOLOGIES (EPA:MKEA) Mauna Kea Technologies launches IPO on the regulated market of NYSE Euronext in Paris
Transparency directive : regulatory news
21/06/2011 08:23
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Paris, 21 June 2011
Mauna Kea Technologies launches IPO on the regulated market of
NYSE Euronext in Paris
Mauna Kea Technologies, the market leader in endomicroscopy, has announced the
launch of its initial public offering and proposed listing of its shares on
compartment B or C of the regulated market of NYSE Euronext in Paris.
Launch of open price offering and global placement within a price range of
EUR10.65 and EUR13.00 per share(1):
o Open price offering in France, intended primarily for individuals
in France
o Global placement intended primarily for institutional investors in France
and certain countries abroad (not including the United States of America)
Initial size of the offering: 3,286,385 new shares to be issued,
representing an amount of approximately EUR 38 . 9 m (on the basis of the
midpoint of the price range)
Extension clause with a maximum of 492,957 new shares
Over-allotment option with a maximum of 566,901 new shares
Open price offering and global placement due to close on 4 July 2011
Offering price expected on 5 July 2011 and trading on the regulated market
of NYSE Euronext in Paris expected on 6 July 2011
The French market authority (Autorité des marchés financiers (the "AMF")) has
granted visa n° 11-236 on 20 June 2011 to the prospectus relating to Mauna Kea
Technologies' initial public offering, comprising a document de base registered
on 6 June 2011 under number I.11-035 and a note d'opération including the
prospectus summary.
Founded in 2000, Mauna Kea Technologies designs, develops and markets innovative
medical imaging systems that allow direct cellular-level imaging of tissue
inside the body in order to improve the diagnosis of cancer in the
gastro-intestinal and pulmonary tracts .
Mauna Kea Technologies has spent more than a decade developing and clinically
validating a unique product, Cellvizio(r), the world's smallest flexible
microscope, designed to provide microscopic imaging of tissue during regular
endoscopic procedures. Cellvizio has been cleared by the U.S. Food and Drug
Administration (FDA) for use in the gastrointestinal and pulmonary tracts and
has received the CE mark in the European Union.
Mauna Kea Technologies has assembled a top-ranking multi-disciplinary team and
has generated cumulated revenue of over EUR18 million since it started
pre-commercialization. At the end of April 2011, there were over 180 Cellvizio
probe-based confocal laser endomicroscopy (pCLE) systems installed worldwide.
Mauna Kea Technologies is the market leader in endomicroscopy, a unique
technology opening a new era in medical imaging.
(1) The price may be freely set below EUR10.65 per share or, provided that the
orders placed can be revoked for at least two trading days, above EUR13.00 per
share.
The capital raised by means of this initial public offering will be used to
provide the Company with additional resources to finance its operations and
develop its ambitious strategy to become the in vivo microscopic imaging leader,
in particular:
- primarily, the Company's sales and marketing strategy, with the intention of
significantly accelerating the deployment of its sales network in order to
address the global market for healthcare facilities (hospitals and private
clinics);
- new clinical trials to validate the use of existing products of the Company
for new diseases, either in the field of gastroenterology or in other fields
such as urology and pulmonology, as well as future products of the Company;
and
- the continuation of the Company's innovation efforts.
A part of the funds raised may, as the case may be, also allow the Company to
acquire other innovative technologies that could enhance its offering in the
future.
Financial intermediaries
Lead Manager and Bookrunner Co-Lead Manager
Société Générale Corporate & Investment Banking Dexia
Co-Lead Manager Advisor
Gilbert Dupont Allegra Finance
Public information
The legal and financial documents to be made available to shareholders may be
consulted at the Company's head office, 9, rue d'Enghien, 75010 Paris, France.
Copies of the prospectus are available free of charge at the head office of
Mauna Kea Technologies, 9, rue d'Enghien, 75010 Paris, France and from Lead
Manager and Bookrunner and the co-Lead Managers. The prospectus can also be
consulted on the Mauna Kea Technologies website (www.maunakeatech.com) and on
the AMF website (www.amffrance.org).
Mauna Kea Technologies draws investors' attention to Section 4 "Risk factors" of
the document de base registered with the AMF, as well as Section 2 "Risk factors
relating to the Offering" of the note d'opération. The occurrence of all or any
of these risks is likely to have a negative effect on the Company's activities,
results, financial situation and outlook.
About Mauna Kea Technologies:
Mauna Kea Technologies is a global medical imaging company and a leader in
endomicroscopic innovation. The company researches, develops and markets
innovative tools to visualize and detect abnormalities in the gastro-intestinal
and pulmonary tracts. Its flagship product, Cellvizio(r), a probe-based Confocal
Laser Endomicroscopy (pCLE) system, provides physicians and researchers high
resolution cellular views of tissue inside the body. Large, international,
multi-center clinical trials have demonstrated Cellvizio's ability to help
physicians more accurately detect early forms of disease and make treatment
decisions immediately. Designed to improve patient outcomes and reduce costs
within a hospital, Cellvizio can be used with almost any endoscope. Cellvizio
has 510(k) clearance from the U.S. Food and Drug Administration and the European
CE-Mark for use in the GI and pulmonary tracts.
For more information about Mauna Kea Technologies, visit the website
www.maunakeatech.com
Eric Cohen ALIZE RP
Vice-President Finance Press Relatons
Mauna Kea Technologies Caroline Carmagnol / Anne-Sophie Cosqueric
Te l.: +33 (0) 1 70 08 09 70 Tel.: +33(0)1 42 68 86 43 / 41
investor-vpf@maunakeatech.com caroline@alizerp.com /
anne-sophie@alizerp.com
Disclaimer
This press release and the information contained herein do not constitute
an offer to subscribe, or the solicitation of an offer to subscribe for Mauna
Kea Technologies shares in any country. The distribution of this press release
in certain countries may be subject to specific regulations. The persons in
possession of this press release must inquire about any local restrictions and
comply with these restrictions.
In particular:
This press release does not constitute an offer to subscribe or the
solicitation of an offer subscribe for securities in the United States. The
shares or any other securities of Mauna Kea Technologies may not be offered or
sold in the United States unless they are registered under the U.S. Securities
Act of 1933, as amended (the "U.S. Securities Act"), or exempt from
registration. The shares of Mauna Kea Technologies have not been and will not be
registered under the U.S. Securities Act and Mauna Kea Technologies does not
intend to make any public offer of its shares in the United States.
This press release is solely an advertisement and does not constitute a
prospectus within the meaning of Directive 2003/71/EC of the European Parliament
and the Council of November 4th, 2003, as amended, to the extent such Directive
has been transposed in the relevant member State of the European Economic Area
(the "Prospectus Directive").
With respect to the member States of the European Economic Area which have
implemented the Prospectus Directive, no action has been undertaken or will be
undertaken to make an offer to the public of the securities requiring a
publication by Mauna Kea Technologies of a prospectus in any member State, other
than France. As a result, the shares of Mauna Kea Technologies may not be
offered or will not be offered in any member State other than France, except,
pursuant to the exemptions described in article 3(2) of the Prospectus
Directive, if they have been transposed by the relevant member State(s) or in
any other circumstances not requiring Mauna Kea Technologies to publish a
prospectus as provided under article 3(2) of the Prospectus Directive and/or
regulations applicable in such member State(s).
This press release is for distribution only to persons who (i) have
professional experience in matters relating to investments falling within
Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (as amended, the "Financial Promotion Order"), (ii) are
persons falling within Article 49(2)(a) to (d) ("high net worth companies,
unincorporated associations etc") of the Financial Promotion Order, (iii) are
outside the United Kingdom, or (iv) are persons to whom an invitation or
inducement to engage in investment activity (within the meaning of section 21 of
the Financial Services and Markets Act 2000) in connection with the issue or
sale of any securities may otherwise lawfully be communicated or caused to be
communicated (all such persons together being referred to as "relevant
persons"). This press release is directed only at relevant persons and must not
be acted on or relied on by persons who are not relevant persons. Any investment
or investment activity to which this press release relates is available only to
relevant persons and will be engaged in only with relevant persons.
This document contains forward-looking information. No guarantee is given
as to these forecasts being achieved, which are subject to risks including those
described in the prospectus registered with the AMF with respect to the initial
public offering of Mauna Kea Technologies, and the development of economic
conditions, the financial markets and the markets in which Mauna Kea
Technologies operates.
Société Générale, acting as stabilising agent, or any institution
acting on its behalf may, during a period of 30 days following the date on which
the offering price is determined, i.e., according to the indicative timetable,
from [5] July to [3] August 2011, effect transactions with a view to maintaining
the market price of the Mauna Kea Technologies shares in a manner consistent
with applicable laws and regulations and, in particular, EU Commission
regulation no 2273/03 of 22 December 2003. These activities are intended to
support the market price of the Mauna Kea Technologies shares and may affect the
share price.
This document may not be published, distributed or disseminated, directly or
indirectly, in the United States of America, Canada, Australia or Japan.