0000315066-01-500894.txt : 20011112 0000315066-01-500894.hdr.sgml : 20011112 ACCESSION NUMBER: 0000315066-01-500894 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20011105 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CARDIAC SCIENCE INC CENTRAL INDEX KEY: 0000876188 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 330465681 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-41851 FILM NUMBER: 1774649 BUSINESS ADDRESS: STREET 1: 16931 MILLIKAN AVENUE CITY: IRVINE STATE: CA ZIP: 92606 BUSINESS PHONE: 9495870357 MAIL ADDRESS: STREET 1: 16931 MILLIKAN AVENUE CITY: IRVINE STATE: CA ZIP: 92606 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FMR CORP CENTRAL INDEX KEY: 0000315066 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 161144965 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6175706339 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET CITY: BOSTON STATE: MA ZIP: 02109 SC 13G 1 bernie.txt SC 13G(PIG) SCHEDULE 13G Cardiac Science, Inc. Common Stock Cusip #141410209 Cusip #141410209 Item 1: Reporting Person - FMR Corp. Item 4: Commonwealth of Massachusetts Item 5: 3,327,304 Item 6: 0 Item 7: 3,327,304 Item 8: 0 Item 9: 3,327,304 Item 11: 6.566% Item 12: HC Cusip #141410209 Item 1: Reporting Person - Edward C. Johnson 3d Item 4: United States of America Item 5: 0 Item 6: 0 Item 7: 3,327,304 Item 8: 0 Item 9: 3,327,304 Item 11: 6.566% Item 12: IN Cusip #141410209 Item 1: Reporting Person - Abigail P. Johnson Item 4: United States of America Item 5: 0 Item 6: 0 Item 7: 3,327,304 Item 8: 0 Item 9: 3,327,304 Item 11: 6.566% Item 12: IN SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(c) Item 1(a). Name of Issuer: Cardiac Science, Inc. Item 1(b). Name of Issuer's Principal Executive Offices: 16931 Millikan Avenue Irvine, CA 92606 Item 2(a). Name of Person Filing: FMR Corp. Item 2(b). Address or Principal Business Office or, if None, Residence: 82 Devonshire Street, Boston, Massachusetts 02109 Item 2(c). Citizenship: Not applicable Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 141410209 Item 3. This statement is filed pursuant to Rule 13d-1(c) Item 4. Ownership (a) Amount Beneficially Owned: 3,327,304 (b) Percent of Class: 6.566% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 3,327,304 (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 3,327,304 (iv) shared power to dispose or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class. Not applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock of Cardiac Science, Inc.. No one person's interest in the common stock of Cardiac Science, Inc is more than five percent of the total outstanding common stock Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. See attached Exhibit(s) A, B. Item 8. Identification and Classification of Members of the Group. Not Applicable. See attached Exhibit A. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Schedule 13G in connection with FMR Corp.'s beneficial ownership of the Common Stock of Cardiac Science, Inc. at November 2, 2001 is true, complete and correct. November 2, 2001 Date /s/Eric D. Roiter Signature Eric D. Roiter Duly authorized under Power of Attorney dated December 30, 1997 by and on behalf of FMR Corp. and its direct and indirect subsidiaries SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(c) FTT Ventures, Limited, 82 Devonshire Street, Boston, Massachusetts 02109, a Massachusetts corporation and a wholly-owned subsidiary of FMR Corp., is the beneficial owner of 1,663,652 shares or 3.283% of the outstanding common stock of Cardiac Science, Inc. (the "Company"). Included within this figure are 83,183 shares held in escrow pursuant to an agreement entered into in connection with the merger between the Company and Survivalink Corp. on October 29, 2001. FTT Ventures disclaims beneficial ownership of such shares until they are released from escrow. Fidelity Investors Limited Partnership ("FILP"), 82 Devonshire Street, Boston, Massachusetts 02109, a Delaware limited partnership, is the beneficial owner of 1,297,673 shares or 2.561% of the outstanding common stock of the Company. Fidelity Investors Management, LLC ("FIML"), a Delaware limited liability company, is the general partner and investment manager of FILP, and is an investment manager registered under Section 203 of the Investment Advisers Act of 1940. The members of FIML and the limited partners of FILP are certain shareholders and employees of FMR Corp. Included within this figure are 64,884 shares held in escrow pursuant to an agreement entered into in connection with the merger between Cardiac Science, Inc. and Survivalink Corp. on October 29, 2001. FILP disclaims beneficial ownership of such shares until they are released from escrow. Fidelity Investors II Limited Partnership ("FILP II"), 82 Devonshire Street, Boston, Massachusetts 02109, a Delaware limited partnership, is the beneficial owner of 365,979 shares or 0.722% of the outstanding common stock of the Company. FIML, is the general partner and investment manager of FILP II. Included within this figure are 18,299 shares held in escrow pursuant to an agreement entered into in connection with the merger between Cardiac Science, Inc. and Survivalink Corp. on October 29, 2001. FILP II disclaims beneficial ownership of such shares until they are released from escrow. Members of the Edward C. Johnson 3d family are the predominant owners of Class B shares of common stock of FMR Corp., representing approximately 49% of the voting power of FMR Corp. Mr. Johnson 3d owns 12.0% and Abigail Johnson owns 24.5% of the aggregate outstanding voting stock of FMR Corp. Mr. Johnson 3d is Chairman of FMR Corp. and Abigail P. Johnson is a Director of FMR Corp. The Johnson family group and all other Class B shareholders have entered into a shareholders' voting agreement under which all Class B shares will be voted in accordance with the majority vote of Class B shares. Accordingly, through their ownership of voting common stock and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR Corp. SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(c) RULE 13d-1(f)(1) AGREEMENT The undersigned persons, on November 2, 2001, agree and consent to the joint filing on their behalf of this Schedule 13G in connection with their beneficial ownership of the Common Stock of Cardiac Science, Inc. at November 2, 2001. FMR Corp. By /s/Eric D. Roiter Eric D. Roiter Duly authorized under Power of Attorney dated December 30, 1997, by and on behalf of FMR Corp. and its direct and indirect subsidiaries Edward C. Johnson 3d By /s/Eric D. Roiter Eric D. Roiter Duly authorized under Power of Attorney dated December 30, 1997, by and on behalf of Edward C. Johnson 3d Abigail P. Johnson By /s/Eric D. Roiter Eric D. Roiter Duly authorized under Power of Attorney dated December 30, 1997, by and on behalf of Abigail P. Johnson