Special Meeting of Cardiac Science Stockholders Regarding Proposed Merger With Quinton Cardiology Systems Scheduled for August 3
August 01 2005 - 8:00AM
PR Newswire (US)
Special Meeting of Cardiac Science Stockholders Regarding Proposed
Merger With Quinton Cardiology Systems Scheduled for August 31,
2005 CSQ Holding Company's Registration Statement on Form S-4
Declared Effective by Securities and Exchange Commission IRVINE,
Calif., Aug. 1 /PRNewswire-FirstCall/ -- Cardiac Science, Inc.
(NASDAQ:DFIB), a leading manufacturer of life-saving automatic
public-access defibrillators (AEDs), announced today that the
Securities and Exchange Commission (SEC) has declared effective CSQ
Holding Company's registration statement on Form S-4 related to the
Cardiac Science proposed merger with Bothell, WA-based Quinton
Cardiology Systems, Inc. (NASDAQ:QUIN). The action by the SEC will
allow for stockholders of the companies to vote on the proposed
merger at their respective special meetings. CSQ Holding Company is
a newly-formed corporation that has been established to facilitate
the merger of Quinton and Cardiac Science. A definitive joint proxy
statement/prospectus is expected to be mailed on or about August 3,
2005 to Cardiac Science stockholders of record as of the close of
business on July 14, 2005. Cardiac Science stockholders as of the
record date will be entitled to vote on the proposed merger at a
special meeting of stockholders to be held at 10:00 a.m., Pacific
Time, on August 31, 2005, at the Newport Beach, CA offices of
Stradling Yocca Carlson & Rauth. About Cardiac Science Cardiac
Science develops, manufactures and markets a complete line of
Powerheart(R) brand, automatic public access defibrillators (AEDs),
and offers comprehensive AED/CPR training and AED program
management services that facilitate successful deployments. The
company makes the Powerheart(R) CRM(R) the only FDA-cleared
therapeutic patient monitor that instantly and automatically treats
hospitalized cardiac patients who suffer life-threatening heart
rhythms. Cardiac Science also manufactures its AED products on a
private label basis for other leading medical companies such as
Nihon Kohden (Japan), Quinton Cardiology Systems and GE Healthcare.
For more information please visit http://www.cardiacscience.com/ or
call 1.949.797.3800. Where to Find Additional Information about the
Merger Under the terms of the merger agreement, the parties have
formed a new corporation, CSQ Holding Company, and two wholly-owned
acquisition subsidiaries of CSQ Holding Company that will merge
with and into Quinton and Cardiac Science, respectively. As part of
the proposed transaction, Quinton will also merge into CSQ Holding
Company. CSQ Holding Company has filed a definitive joint proxy
statement/prospectus in connection with the proposed merger
transaction. Investors and security holders are urged to read the
definitive joint proxy statement/prospectus carefully when it
becomes available because it will set forth important information
about the proposed transaction. Investors and security holders may
obtain free copies of these documents (when they are available) and
other documents filed with the Securities and Exchange Commission
at the Securities and Exchange Commission's web site at
http://www.sec.gov/. In addition, investors and security holders
may obtain free copies of the documents filed with the Securities
and Exchange Commission by Cardiac Science by contacting Cardiac
Science Investor Relations at (949)-474-4300. Cardiac Science and
its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the stockholders
of Cardiac Science in connection with the proposed merger
transaction. Information regarding the special interests of these
directors and executive officers in the transaction described
herein will be included in the joint proxy statement/prospectus of
Cardiac Science and Quinton described above. Additional information
regarding the directors and executive officers of Cardiac Science
is also included in Cardiac Science's Annual Report on Form 10-K
for the year ended December 31, 2004, which was filed with the
Securities and Exchange Commission on or about March 16, 2005. This
document is available free of charge at the Securities and Exchange
Commission's web site at http://www.sec.gov/ and from Cardiac
Science by contacting Cardiac Science Investor Relations at (949)
474-4300. This press release includes forward-looking statements.
These statements may be identified by the use of forward-looking
terminology such as "anticipate," "believe," "continue," "could,"
"estimate," "expect," "intend," "may," "might," "plan,"
"potential," "predict," "should," or "will," or the negative
thereof or other variations thereon or comparable terminology.
Cardiac Science has based these forward-looking statements on the
current expectations, assumptions, estimates and projections. These
expectations, assumptions, estimates and projections, while
reasonable, are forward-looking statements and are only predictions
and involve known and unknown risks and uncertainties, many of
which are beyond our control. Certain factors, including those
discussed in Cardiac Sciences' Annual Report on Form 10-K for the
year ended December 31, 2004, under the heading "Risk Factors," may
cause the actual results, performance or achievements to differ
materially from any future results, performance or achievements
expressed or implied by these forward-looking statements. Given
these risks and uncertainties, you are cautioned not to place undue
reliance on such forward-looking statements. We do not undertake
any obligation to update any such statements or to publicly
announce the results of any revisions to any such statements to
reflect future events or developments. Contact: Rene Caron
(Investors) Roderick de Greef Len Hall (Media) Chief Financial
Officer Allen & Caron Inc Cardiac Science, Inc. (949) 474-4300
(949) 797-3800 DATASOURCE: Cardiac Science, Inc. CONTACT:
Investors, Rene Caron, , or Media, Len Hall, , both of Allen &
Caron Inc., +1-949-474-4300, for Cardiac Science, Inc.; or Roderick
de Greef, Chief Financial Officer, Cardiac Science, Inc.,
+1-949-797-3800, Web site: http://www.sec.gov/ Web site:
http://www.cardiacscience.com/
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