New Leaf Venture Partners (NLFP; New York/ Menlo Park, California) reported the closing of New Leaf Ventures II (NLV-II), a $450 million venture capital fund dedicated to healthcare technologies.

With support from existing investors and a limited number of new investors, NLV-II exceeded its $400 million target and closed at its hard cap of investor commitments, NLVP said.

With NLV-II, NLVP said it will continue to invest primarily in companies focused on clinical-stage biopharmaceutical products, early-stage medical devices, and molecular diagnostics.

Since the inception of NLV-I in 2005, the NLVP team has invested in 19 companies including Cerexa (Alameda, California), the first realization from the NLV-I portfolio. It also had recent notable exits from investments in Ilypsa (Santa Clara, California), Adeza BioMedical (Sunnyvale, California), Phase Forward (Waltham, Massachusetts) and Sirna Therapeutics (Boulder, Colorado).

The NLVP team includes: Managing Directors Philippe Chambon, MD, PhD; Ron Hunt and James Niedel, MD, PhD; and CFO Craig Slutzkin in the firm’s New York office; and Managing Directors Jeani Delagardelle, Kathy LaPorte and Vijay Lathi, and Venture Partner Milt McColl in the firm’s Menlo Park office.

NLVP says that it manages more than $1.3 billion of assets, including NLV-I, NLV-II and the healthcare technology portfolio of Sprout Group.

EyeTel Imaging (Columbia, Maryland) has filed for an initial public offering of up to $32.2 million with the Securities and Exchange Commission.

In its SEC filing, the company said that it is offering 3.5 million shares of common stock and that it expects the IPO price to be between $7 and $8 a share.

The company estimates net proceeds from the sale will be about $22,287,500 assuming a price of $7.50 a share, the mid-point of the offering range, after deducting estimated underwriting discounts and estimated offering expenses of about $1.6 million.

If the underwriters exercise their over-allotment option in full, the company estimates that it will receive additional net proceeds of about $3,575,000.

The company provides technology and services for detecting three leading causes of preventable blindness: age-related macular degeneration (AMD), diabetic retinopathy, and glaucoma.

Its EyeTel product is an imaging and diagnostic system, made up of the DigiScope (a device that takes high-resolution retinal images) and a telemedicine image analysis service (provided by EyeTel Reading Center, a division staffed by specialists who analyze the images). EyeTel, founded in 1996, leases its DigiScope machines and charges fees based on per-customer examination.

The company said that it expects a major portion of the proceeds from the offering to be used to fund the manufacturing and leasing of the DigiScopes.

The company said it also intends to devote significant resources to penetrating the optometry market, primarily through an expansion of its sales force into new territories. It will use a portion of the proceeds to repay some of its long-term debt, repay significant stockholder loans and for R&D and general corporate purposes.

In its filing, the company reported that it has incurred significant net losses since its inception in 1996, including losses of about $7.4 million in 2006 and about $4.9 million during the first six months of 2007. As of June 30, the company had an accumulated deficit of about $40.1 million.

The company also said that as a result of its losses and the debt incurred in connection with its recent financings — $3,866,909 principal amount of which will remain outstanding after the closing of this offering — there is substantial doubt as to its ability to continue as a going concern.

And it said that in connection with the preparation of its audited financial statements for FY05 and FY06, it identified material weaknesses in its internal controls over financial reporting, which could materially and adversely affect its business and financial condition:

The company has applied to have its common stock listed on the American Stock Exchange under the symbol EYT.

In other financing news: Highlands Acquisition (New York) said it has completed its IPO of 12 million units. Each unit consists of one share of common stock and one warrant, which entitles the holder to purchase one share of common stock. The units were sold at an offering price of $10 a unit, generating for the company gross proceeds of $120 million.

The offering was led by Citi, as sole book-running manager, and Wm Smith & Co. as co-manager.

With consummation of the IPO, the company completed a private placement of 3.25 million warrants at a price of $1 per warrant, generating gross proceeds of $3.25 million.

Of the proceeds received from the IPO and private placement of warrants, $117.55 million (or about $9.80 a share sold in the IPO) was placed in trust.

Highlands is a newly organized blank check company formed to affect a merger, capital stock exchange, stock purchase, asset acquisition or other similar combination. The company said its efforts in identifying a prospective target business will not be limited to a particular industry, though it initially intends to focus its search for a target business in the healthcare industry.