MAUNA KEA TECHNOLOGIES (EPA:MKEA) Mauna Kea Technologies announces the launch of a share capital increase by means of a private placement of a maximum number of new shares representing approximately 8.49% of its share capital by way of an accelerated book building

Transparency directive : regulatory news

07/05/2015 08:05

PRESS RELEASE

MAUNA KEA TECHNOLOGIES ANNOUNCES THE LAUNCH OF A SHARE CAPITAL INCREASE BY MEANS
    OF A PRIVATE PLACEMENT OF A MAXIMUM NUMBER OF NEW SHARES REPRESENTING
APPROXIMATELY 8.49% OF ITS SHARE CAPITAL BY WAY OF AN ACCELERATED BOOK BUILDING

* Net proceeds to be used to expand and strengthen the Company's current
  distribution channels for existing and future Cellvizio indications

* Book-building process to begin immediately

PARIS, France - May 06, 2015 - Mauna Kea Technologies S.A. (Euronext: MKEA,
FR0010609263), inventor of Cellvizio, the multi-disciplinary optical biopsy
platform, announces today the launch of a capital increase by means of a private
placement of up to 1,189,251 new shares, representing approximately 8.49% of the
share capital, to institutional investors only. The private placement is
conducted by way of an accelerated book- building starting immediately at the
end of which the number of new ordinary shares issued and the placement price
will be determined.

Mauna Kea intends to primarily use the net proceeds from the placement for the
funding of:

* Expand and strengthen the Company's current distribution channels for existing
  and future Cellvizio indications
* Continue to explore the integration of Cellvizio technology into third-party
  products and platforms to expand the applicability of our technology to
  current and new indications
* General corporate purposes

The transaction consists of a private placement in France and internationally
outside the United States only to institutional investors in accordance with
Regulation S promulgated under the U.S. Securities Act of 1933, as amended (the
"U.S. Securities Act"). No offer will be made to the public in France, the
United States, Canada, Australia, Japan or in any other jurisdiction.

The capital increase will be conducted without the pre-emptive rights of Mauna
Kea's existing shareholders pursuant to the delegation granted to the board of
directors by the company's shareholders meeting on June 11, 2014 (20th and 21st
resolutions).

The private placement is managed by Gilbert Dupont as Sole Global Coordinator
and Sole Bookrunner.

Mauna Kea's share capital

Prior to the private placement, Mauna Kea's share capital consists of 13,992,519
ordinary shares.

Expected timetable for the capital increase

The book-building process is to begin immediately.

In compliance with the shareholders delegation to the board, any discount to
the issue price of the new  ordinary shares may not exceed 15% of the volume
weighted average price of Mauna Keas shares on Euronext Paris calculated over
the five trading days prior to the pricing date.

The final subscription price and number of new ordinary shares issued are
expected to be announced by Mauna Kea no later than May 07, 2015, as soon as
practicable after the close of the book-building process.

The settlement date, on which the new ordinary shares will be delivered to the
investors against payment, is expected to be May 12th, 2014.

Application for admission to trading of the new ordinary shares will be made on
the regulated market of Euronext Paris under the existing ISIN securities
identification code for Mauna Kea's ordinary shares.

The private placement is not subject to a prospectus to be approved by the
Autorité des marchés financiers or any other regulatory authority.

The new ordinary shares

The new ordinary shares will be fungible in all respects with Mauna Kea's
existing ordinary shares.

Public Information

Information on Mauna Kea, including its business, financials, perspectives and
risk factors on its business, activities, and securities can be found in the
company's document de référence registered by the French Autorité des
marchés financiers (AMF) on August 6, 2014 under Number R. 14-050 and is
available, together with other regulated information about the company, at the
company's website at www.maunakeatech.com

About Mauna Kea Technologies

Mauna Kea Technologies is a global medical device company focused on leading
innovation in endomicroscopy and optical biopsy. The company designs, develops
and markets innovative tools to visualize and detect cell abnormalities in real
time during standard gastrointestinal and pulmonary endoscopy procedures. The
company's flagship product, Cellvizio(r), a probe needlebased Confocal Laser
Endomicroscopy (pCLE/nCLE) system, provides physicians and researchers with
high-resolution cellular imaging of internal tissues. Large-scale,
international, multi-center clinical trials have demonstrated Cellvizio's
ability to help physicians to more accurately detect early forms of diseases and
make immediate treatment decisions. Designed to help physicians in their
diagnoses, provide patients with better treatment and reduce hospital costs, the
Cellvizio system can be used with virtually any endoscope. Cellvizio has 510(k)
clearance from the United States Food and Drug Administration and CE Marking in
the European Union for use in the gastrointestinal tract and the urinary and
respiratory systems, for endoscopic exploration of the biliary and pancreatic
ducts and for fine-needle aspiration procedures. Cellvizio has also obtained
SFDA regulatory approval in China and MHLW approval in Japan.

For further information on Mauna Kea Technologies, visit www.maunakeatech.com

NewCap
Investor Relations & Financial Communication
Florent Alba / Pierre Laurent
Tél. : +33 (0)1 44 71 94 94
maunakea@newcap.fr

This press release contains forward-looking statements which are based on
current plans and forecasts of Mauna Kea Technologies' management. Such
forward-looking statements are, by their nature, subject to a number of
important risks and uncertainties (such as those described in the company's
document de référence registered by the AMF on August 6, 2014 under Number R.
14-050) that could cause actual results to differ materially from the plans,
objectives and expectations expressed or implied in such forward- looking
statements. Forward-looking statements speak only as of the date on which they
are made, and Mauna Kea Technologies undertakes no obligation to update or
revise any of them, whether as a result of new information, future events or
otherwise,except as required by law.

Disclaimer

In France, the offer of Mauna Kea Technologies shares described above will take
place solely as a private placement, in accordance with Article L. 411-2 of the
"Code monétaire et financier" and applicable regulations. The offering does not
constitute a public offering in France, as defined in Article L. 411-1 of the
"Code monétaire et financier" and no prospectus reviewed or approved by the
Autorité des marchés financiers will be published.

With respect to Member States of the European Economic Area that have transposed
European Directive 2003/71/EC of the European Parliament and European Council
(as amended in particular by Directive 2010/73/EU to the extent that the said
Directive has been transposed into each Member State of the European Economic
Area) (the "Prospectus Directive"), no action has been taken or will be taken to
permit a public offering of the securities referred to in this press release
requiring the publication of a prospectus in any Member State.

This press release and the information it contains does not, and will not,
constitute a public offering to subscribe for or sell, nor the solicitation of
an offer to subscribe for or buy, shares of Mauna Kea Technologies in the United
States or any other jurisdiction where restrictions may apply. Securities may
not be offered or sold in the United States absent registration or an exemption
from registration under the US Securities Act of 1933, as amended. Mauna Kea
Technologies does not intend to register securities or conduct a public offering
in the United States.

This distribution of this press release may be subject to legal or regulatory
restrictions in certain jurisdictions. Any person who comes into possession of
this press release must inform him or herself of and comply with any such
restrictions.

NOT FOR DISTRIBUTION IN THE UNITED STATES, CANADA, AUSTRALIA AND JAPAN

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MAUNA KEA TECHNOLOGIES (EPA:MKEA) Mauna Kea Technologies announces the launch of a share capital increase by means of a private placement of a maximum number of new shares representing approximately 8.49% of its share capital by way of an accelerated book building

Transparency directive : regulatory news

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