CARMAT Launches Its IPO On The Alternext Of NYSE-Euronext Paris

Following the registering, by the Autorité des Marchés Financiers (AMF), the French stock market authority, of its Document de base registration document on 21 May 2010 under reference number I.10-037, CARMAT, the designer and developer of the world’s most advanced total artificial heart, announces that on 14 June 2010 the Prospectus relating to its IPO on the Alternext of NYSE-Euronext Paris received AMF visa n°10-180.

The Offering and the listing of the Company’s shares on the Alternext of NYSE-Euronext Paris market aim to provide the Company with additional means to finance the development of it’s total artificial heart, and in particular:

• the finalisation of pre-clinical testing of the total artificial heart (in vitro validation tests and biological tests) including the manufacturing and assembly of some forty devices;
• the first clinical trials of the CARMAT total artificial heart in humans, which should take place from the fourth quarter of 2011.

Structure of the offering

The shares offered will be issued within the framework of a Global Offering (the "Offering") consisting of:

• a public offering in France in the form of an Open-Price Offer, aimed at individuals (the "OPO");
• a Global Placement aimed at institutional investors (the "Global Placement"), including:
•  a public offering in France;
• an international private placement in certain countries, excluding the United States, Canada, Japan and Australia.

Terms of the offering

Capital increase: €5.0 million via the issuance of 800,000 new shares within the framework of a capital increase in cash via a public offering representing 22.15% of the Company’s capital and voting rights following the capital increase.

Extension Clause: a maximum of 120,000 additional new shares.

Overallotment Option: a maximum of 138,000 additional new shares.

Indicative price range: €7.35 to €20.15 per share. 2

Gross proceeds from the issue: €15.0 million, which could be increased to €17.3 million should the entire Extension Clause be exercised and to €19.8 million should the entire Extension Clause and entire Overallotment Option both be exercised (based on the mean price range value of €18.75).

Subscription agreement: EADS group, one of the Company’s founding shareholders, has irrevocably pledged to subscribe, within the framework of the Global Placement, up to €5.0 million of new shares issued within the framework of the IPO within the price bracket of between €17.35 and €20.15 per share, a total that will be reduced and limited to the number of shares required for the total number of shares subscribed to within the framework of the IPO to represent 75% of the initial number of shares initially offered, i.e. 600,000 New Shares.

Lock-up agreements: for the Company, from the date of the offering and for a period expiring 180 days after the date of the first listing of the Company’s shares on the Alternext of NYSE-Euronext Paris.

All of the Company’s current shareholders and holders of marketable securities have pledged to keep 100% of their shares for at least 180 calendar days from the date of the first listing of the Company’s shares on the Alternext of NYSE-Euronext Paris, 70% of these shares for 270 calendar days from the date of the first listing of the Company’s shares on the Alternext of NYSE-Euronext Paris, and 50% of these shares for 360 calendar days from the date of the first listing of the Company’s shares on the Alternext of NYSE-Euronext Paris.

ISIN code: FR0010907956 – Ticker: ALCAR

Projected timeline of the operation