MAUNA KEA TECHNOLOGIES (EPA:MKEA) Mauna Kea Technologies announces the success of a private placement

Transparency directive : regulatory news

07/05/2015 14:25

Presse release

     MAUNA KEA TECHNOLOGIES ANNOUNCES THE SUCCESS OF A PRIVATE PLACEMENT

* EUR 4.7m raised through a private placement of 1,189,251 new ordinary shares
       at a price of EUR 3.95 by way of an accelerated bookbuilding

PARIS, France - May 7, 2015 - Mauna Kea Technologies S.A. (Euronext: MKEA,
FR0010609263), inventor of Cellvizio, the multi-disciplinary optical biopsy
platform, announces today the completion of a private placement of new shares
that resulted in gross proceeds for the Company of approximately EUR4.7m..

Terms of the private placement
The Company placed a total of 1,189,251 new shares issued by means of a capital
increase without shareholders' preemptive rights which represents approximately
8.49% of the outstanding shares prior to the private placement.

Following an accelerated bookbuilding process, the price of the placement was
set at EUR3.95 per share. This price represents a 11% discount to the volume
weighted average price of the last 5 trading days preceding the pricing date,
i.e. EUR4.45. The net proceeds to the Company are estimated to be approximately
EUR4.5m.

Use of proceeds

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

* To expand and strengthen the Company's current distribution channels for
  existing and future Cellvizio indications;

* To 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;

* For general corporate purposes.

Settlement and listing of the new shares

The settlement of the new ordinary shares is expected to take place on May 12th,
2015. The settlement is subject to customary closing conditions. The new
ordinary shares are expected to be admitted to trade on the regulated market of
Euronext Paris under the existing ISIN securities identification code for Mauna
Kea's ordinary shares (FR0010609263) on May 12, 2015. The new ordinary shares,
with a par value of EUR0.04, will be assimilated with Mauna Kea's existing
ordinary shares. The private placement is not the subject of a prospectus to be
approved by the Autorité des marchés financiers or any other regulatory
authority.

The capital increase in the context of the private placement will have the
following effect on the breakdown of Mauna Kea's shareholding and voting rights:

                     December 31, 2014         Situation post capital increase
                                                through the private placement

Shareholders     Number of  % of   % of voting  Number of  % of   % of voting
                 shares    capital    rights    shares    capital    rights

Alexandre
Loiseau           604,240   4.32%      6.99%    604,240     3.98%     6.52%
Subtotal board
of directors      604,240   4.32%      6.99%    604,240     3.98%     6.52%
Finadvance        717,059   5.12%      8.70%    717,059     4.72%     8.12%
Seventure
(4 investment
funds)            660,021   4.72%      8.01%    660,021     4.35%     7.47%
CalPERS(*)        607,021   4.34%      3.68%    607,021     4.00%     3.44%
The Capital
Group Companies,
Inc (*)           881,400   6.30%      5.35%    958,400      6.31%    5.43%
Subtotal
significant
shareholders    2,865,501  20.48%     25.75%  2,942,501     19.38%   24.45%
Other shares
held in
registered form   739,998   5.29%      7.89%    739,998      4.87%    7.36%
Other
floating        9,782,780  69.91%     59.37% 10,895,031     71.76%   61.67%
Total of
shares
comprising
the share
capital        13,992,519 100.00%    100.00% 15,181,770    100.00%  100.00%
Including
treasury
shares without
voting rights      17,537   0.13%      -        17,537       0.12%

(*) Bearer held securities.

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

The private placement was conducted in accordance with Article L.411-2 II of
the French Monetary and Financial Code (Code monétaire et financier) pursuant
to the 20th and 21st resolutions of the shareholders' meeting held on June 11,
2014.

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

Important information

This press release and the information it contains does not constitute and shall
not be considered as constituting a public offer, an offer to subscribe or an
intention to solicit the interest of the public for a public offering of Mauna
Kea securities in France, the United States or any other jurisdiction.

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.

Forward looking statements

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.

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

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