<PAGE>
PROSPECTUS
Rule 424(b)(1)
File (333-69829)
THE SPECTRANETICS CORPORATION
3,800,000 SHARES OF COMMON STOCK
This prospectus covers up to 3,800,000 shares of Spectranetics' common
stock that may be offered for sale by the stockholders named in this
prospectus and the person(s) to whom the stockholders may transfer their
shares. The selling stockholders and any broker-dealer who may participate
in sales of the shares may use this prospectus. See "Plan of Distribution."
We will not receive proceeds from the sale of the shares. We will bear
substantially all expenses of registration of the shares, and the selling
stockholders will pay any underwriting fees, discounts or commissions, and
transfer taxes.
Our common stock is traded on the Nasdaq National Market under the symbol
"SPNC." On February 24, 1999 the last sale price for the common stock as
reported on the Nasdaq National Market was $3.22.
______________
INVESTING IN THE COMMON STOCK INVOLVES MATERIAL RISKS.
SEE "RISK FACTORS" BEGINNING ON PAGE 2.
NEITHER THE SEC NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR
DISAPPROVED THESE SECURITIES OR PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
______________
The date of this Prospectus is February 25, 1999.
______________
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SUMMARY OF OUR BUSINESS
Spectranetics develops, manufactures, markets and distributes a
proprietary excimer laser system for the treatment of certain coronary and
vascular conditions. Excimer laser technology delivers cool ultraviolet
light in short, controlled energy pulses to ablate, or remove, tissue. Our
excimer laser system includes the CVX-300-Registered Trademark- laser unit
and various fiber optic delivery devices, including disposable catheters and
sheaths. Our excimer laser system is the only excimer laser system approved
in the United States and Europe for use in minimally invasive cardiovascular
applications. Our excimer laser system is used in angioplasty to open
clogged or obstructed arteries. It is also used to remove lead wires from
patients with implanted pacemakers or implantable cardioverter
defibrillators, devices that regulate the heart beat. We have also received
approval in Europe to market our products to treat artery blockages in the
upper and lower leg and to treat clogged stents. Stents are implanted metal
tubes designed to hold open arteries with restricted bloodflow. We are
seeking regulatory approval in the United States to market our products for
these treatments.
Our subsidiary, Polymicro Technologies, Inc., manufactures and distributes
drawn silica glass products consisting of fine glass tubing and glass fibers.
Polymicro's products are used primarily with analytical or testing equipment.
Spectranetics is a Delaware corporation formed in 1984. Our principal
executive offices are located at 96 Talamine Court, Colorado Springs, Colorado
80907. Our telephone number is (719) 633-8333.
RISK FACTORS
THIS PROSPECTUS AND THE DOCUMENTS INCORPORATED BY REFERENCE IN THIS
PROSPECTUS CONTAIN PROJECTIONS AND OTHER FORWARD-LOOKING STATEMENTS WITHIN THE
MEANINGS OF SECTION 27A OF THE SECURITIES ACT OF 1933 AND SECTION 21E OF THE
SECURITIES EXCHANGE ACT OF 1934. THESE PROJECTIONS AND FORWARD-LOOKING
STATEMENTS INVOLVE RISKS AND UNCERTAINTIES. ACTUAL RESULTS COULD DIFFER
MATERIALLY FROM THESE PROJECTIONS AND FORWARD-LOOKING STATEMENTS AS A RESULT OF
CERTAIN CIRCUMSTANCES, INCLUDING THOSE SET FORTH BELOW. YOU SHOULD CONSIDER THE
FOLLOWING FACTORS CAREFULLY BEFORE DECIDING TO PURCHASE SHARES OF COMMON STOCK.
WE HAVE CONTINUED TO SUFFER LOSSES. We have incurred net losses since
our inception in June 1984. At December 31, 1998, we had accumulated
approximately $72.8 million in net losses since inception. We anticipate
that our net losses will continue in the foreseeable future. We may be
unable to increase sales or achieve profitability.
LIMITED CASH ON HAND. ADDITIONAL FINANCING MAY BE NEEDED AND WE MAY
NOT BE ABLE TO OBTAIN IT. We believe that our existing cash, cash from
operations and the proceeds from our private placement to the selling
stockholders should be sufficient to support our plans through at least the
next 12 months. However, we may need to raise additional cash prior to that
time. We may be unable to obtain additional financing, if needed, on
satisfactory terms or at all. If financing is not available on acceptable
terms, we may be unable to make capital expenditures, compete effectively or
withstand the effects of adverse market and economic conditions. Cash flow
from operating activities may not be sufficient to sustain our long-term
operations unless we are able to increase sales and control expenses. If we
finance future operations through additional issuances of equity securities,
you may suffer dilution and the price of the common stock may fall.
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OUR SMALL SALES AND MARKETING TEAM MAY BE UNABLE TO COMPETE WITH OUR
LARGER COMPETITORS OR REACH ALL POTENTIAL CUSTOMERS. Many of our competitors
have larger sales and marketing operations than ours. This allows those
competitors to spend more time with customers, which gives them a significant
advantage over our team in making sales.
OUR EUROPEAN OPERATIONS HAVE NOT BEEN SUCCESSFUL AND OUR RECENTLY
ESTABLISHED DIRECT SALES FORCE IN EUROPE MAY NOT BE SUCCESSFUL. In January
1999, we established a direct sales force for our principal European markets.
We may be unable to develop an effective European sales force, and our sales
and marketing efforts in Europe could be unsuccessful.
WE ARE EXPOSED TO THE PROBLEMS THAT COME FROM HAVING INTERNATIONAL
OPERATIONS. For the nine months ended September 30, 1998, our revenues from
international operations represented 12% of consolidated revenues. Of these
revenues, 70% were derived from sales in Germany. Changes in overseas
economic conditions, currency exchange rates, foreign tax laws or tariffs or
other trade regulations could adversely affect our ability to market our
products in these and other countries. As we expand our international
operations, we expect our sales and expenses denominated in foreign
currencies to expand.
OUR PRODUCTS ARE STILL NEW AND MAY NOT BE ACCEPTED IN THEIR MARKETS.
Excimer laser technology is a relatively new procedure that competes with
more established therapies for restoring circulation to clogged or obstructed
arteries. Market acceptance of the excimer laser system depends on our
ability to provide adequate clinical and economic data that shows the
clinical efficacy of and patient need for excimer laser angioplasty and lead
removal.
WE MAY BE UNABLE TO COMPETE SUCCESSFULLY IN OUR HIGHLY COMPETITIVE
INDUSTRY IN WHICH MANY OTHER COMPETITORS ARE BIGGER COMPANIES. Our primary
competitors are manufacturers of products used in competing therapies, such
as:
- balloon angioplasty, which uses a balloon to push obstructions out of
the way;
- stent implantation;
- open chest bypass surgery; and
- atherectomy, a mechanical method for removing arterial blockages.
We also compete with companies that develop lead extraction devices or removal
methods, such as mechanical sheaths. Almost all of our competitors have
substantially greater financial, manufacturing, marketing and technical
resources than we do. We expect competition to intensify.
We believe that the primary competitive factors in the interventional
cardiovascular market are:
- the ability to treat a variety of lesions safely and effectively;
- the impact of managed care practices and procedure costs;
- ease of use;
- size and effectiveness of sales forces; and
- research and development capabilities.
SCIMED Life Systems, Inc. (a subsidiary of Boston Scientific
Corporation), Cordis Corporation (a subsidiary of Johnson & Johnson
Interventional Systems), Advanced Cardiovascular Systems, Inc. (a subsidiary
of Guidant Corporation), Bard and Schneider (a subsidiary of Pfizer Inc.) are
the leading balloon angioplasty manufacturers. SCIMED Life Systems, Inc.,
Cordis Corporation, Advanced Cardiovascular Systems, Inc. and Medtronic, Inc.
are the leading stent providers in the United States. Manufacturers of
atherectomy devices include Devices for Vascular Intervention, Inc. (a
subsidiary of Guidant Corporation) and Heart Technology, Inc. (a subsidiary
of Boston Scientific Corporation).
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FAILURE OF THIRD-PARTIES TO REIMBURSE MEDICAL PROVIDERS FOR OUR
PRODUCTS MAY REDUCE OUR SALES. We sell our CVX-300 laser unit primarily to
hospitals, which then bill third-party payors, such as government programs
and private insurance plans, for the services they provide using the CVX-300
laser unit. Unlike balloon angioplasty and atherectomy, laser angioplasty
requires the purchase of expensive capital equipment. In some circumstances,
the amount reimbursed to hospitals for procedures involving our products may
not be adequate to cover a hospital's costs. We do not believe that
reimbursement has materially adversely affected our business to date, but
continued cost containment measures could hurt our business in the future.
In addition, the FDA has required that the label for the CVX-300 laser
unit state that adjunctive balloon angioplasty was performed together with
laser angioplasty in most of the procedures we submitted to the FDA for
pre-market approval. Adjunctive balloon angioplasty requires the purchase of
a balloon catheter in addition to the laser catheter. While all approved
procedures using the excimer laser system are reimbursable, some third-party
payors attempt to deny reimbursement for procedures they believe are
duplicative, such as adjunctive balloon angioplasty performed together with
laser angioplasty. Third-party payors may also attempt to deny reimbursement
if they determine that a device used in a procedure was experimental, was
used for a non-approved indication or was not used in accordance with
established pay protocols regarding cost effective treatment methods.
Hospitals that have experienced reimbursement problems or expect to
experience reimbursement problems may not purchase our excimer laser systems
in the future.
REGULATORY COMPLIANCE IS VERY EXPENSIVE AND CAN OFTEN BE DENIED OR
SIGNIFICANTLY DELAYED. The industry in which we compete is subject to
extensive regulation by the FDA and comparable state and foreign agencies.
Complying with these regulations is costly and time consuming. International
regulatory approval processes may take longer than the FDA approval process.
If we fail to comply with applicable regulatory requirements, we may be
subject to, among other things, fines, suspensions of approvals, seizures or
recalls of products, operating restrictions and criminal prosecutions. We
may be unable to obtain future regulatory approval in a timely manner or at
all if existing regulations are changed or new regulations are adopted. For
example, the FDA approval process for the use of excimer laser technology in
clearing blocked arteries in the lower leg has taken longer than we
anticipated, due to requests for additional clinical data and changes in
regulatory requirements.
FAILURES IN CLINICAL TRIALS MAY HURT OUR BUSINESS AND OUR STOCK PRICE.
All of Spectranetics' potential products are subject to extensive regulation
and will require approval from the Food and Drug Administration and other
regulatory agencies prior to commercial sale. The results from pre-clinical
testing and early clinical trials may not be predictive of results obtained
in large clinical trials. Companies in the medical device industry have
suffered significant setbacks in various stages of clinical trials, even in
advanced clinical trials after promising results had been obtained in earlier
trials.
The development of safe and effective products is highly uncertain and
subject to numerous risks. The product development process may take several
years, depending on the type, complexity, novelty and intended use of the
product. Product candidates that may appear to be promising in development
may not reach the market for a number of reasons. Product candidates may:
- be found ineffective;
- take longer to progress through clinical trials than had been
anticipated; or
- require additional clinical data and testing.
In particular, our Prima-Registered Trademark- laser guidewire, which
allows excimer laser energy to assist in crossing totally blocked arteries, has
not been as effective as we expected. Also, during the course of
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review of the Prima guidewire by the FDA, alternative technologies have
surfaced which may limit market acceptance of the Prima guidewire. We cannot
guarantee that the clinical trials relating to any of our products will be
successful.
WE HAVE IMPORTANT SOLE SOURCE SUPPLIERS AND MAY BE UNABLE TO REPLACE
THEM IF THEY STOP SUPPLYING US. We purchase certain components of our
CVX-300 laser unit from several sole source suppliers. We do not have
guaranteed commitments from these suppliers and order products through
purchase orders placed with these suppliers from time to time. While we
believe that we could obtain replacement components from alternative
suppliers, we may be unable to do so.
POTENTIAL PRODUCT LIABILITY CLAIMS AND INSUFFICIENT INSURANCE COVERAGE
MAY HURT OUR BUSINESS AND STOCK PRICE. We are subject to risk of product
liability claims. We maintain product liability insurance with coverage and
aggregate maximum amounts of $5 million. The coverage limits of our
insurance policies may be inadequate, and insurance coverage with acceptable
terms could be unavailable in the future.
TECHNOLOGICAL CHANGE MAY RESULT IN OUR PRODUCTS BEING OBSOLETE. We
derive approximately two-thirds of our revenues from the sale or lease of the
CVX-300 laser unit and the sale of disposable devices. Technological progress
or new developments in our industry could adversely affect sales of our
products. Many companies, some of which have substantially greater resources
than we do, are engaged in research and development for the treatment and
prevention of coronary artery disease. These include pharmaceutical
approaches as well as development of new or improved angioplasty, atherectomy
or other devices. Our products could be rendered obsolete as a result of
future innovations in the treatment of vascular disease.
OUR PATENTS AND PROPRIETARY RIGHTS MAY BE PROVED INVALID SO
COMPETITORS CAN COPY OUR PRODUCTS; WE MAY INFRINGE OTHER COMPANIES' RIGHTS.
We hold patents and licenses to use patented technology, and have patent
applications pending. Any patents for which we have applied may not be
granted. In addition, our patents may not be sufficiently broad to protect
our technology or to give us any competitive advantage. Our patents could be
challenged as invalid or circumvented by competitors. In addition, the laws
of certain foreign countries do not protect our intellectual property rights
to the same extent as do the laws of the United States. We could be
adversely affected if any of our licensors terminate our licenses to use
patented technology.
We are aware of patents and patent applications owned by others
relating to laser and fiber-optic technologies, which, if determined to be
valid and enforceable, may be infringed by Spectranetics. Holders of certain
patents, including holders of patents involving the use of lasers in the
body, have contacted us and requested that we enter into license agreements
for the underlying technology. We have responded that we do not believe we
infringe upon these patents. We cannot guarantee you that a patent holder
will not file a lawsuit against us and may prevail. If we decide that we
need to license this technology, we may be unable to obtain these licenses on
favorable terms or at all. We may not be able to develop or otherwise obtain
alternative technology.
Litigation concerning patents and proprietary rights is time-consuming,
expensive, unpredictable and could divert the efforts of our management. An
adverse ruling could subject us to significant liability, require us to seek
licenses and restrict our ability to manufacture and sell our products.
PROTECTIONS AGAINST UNSOLICITED TAKEOVERS IN OUR RIGHTS PLAN, CHARTER
AND BYLAWS MAY REDUCE OR ELIMINATE OUR STOCKHOLDERS' ABILITY TO RESELL THEIR
SHARES AT A PREMIUM OVER MARKET PRICE. We have a stockholder rights plan
that may prevent an unsolicited change of control of Spectranetics. The
rights plan may adversely affect the market price of our common stock or the
ability of stockholders to participate in a transaction in which they might
otherwise receive a premium for their shares. Under the rights plan, rights
to purchase preferred stock in certain circumstances have been issued to
holders of outstanding
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shares of common stock, and rights will be issued in the future for any newly
issued common stock. Holders of the preferred stock are entitled to certain
dividend, voting and liquidation rights that could make it more difficult for
a third party to acquire Spectranetics.
Our charter and bylaws contain provisions relating to issuance of
preferred stock, special meetings of stockholders and amendments of the
bylaws that could have the effect of delaying, deferring or preventing an
unsolicited change in the control of Spectranetics. Our Board of Directors
are elected for staggered three-year terms, which prevents stockholders from
electing all directors at each annual meeting and may have the effect of
delaying or deferring a change in control.
POTENTIAL VOLATILITY OF STOCK PRICE. The market price of our common
stock, similar to other health care companies, has been, and is likely to
continue to be, highly volatile. The following factors may significantly
affect the market price of our common stock:
- fluctuations in operating results;
- announcements of technological innovations or new products by
Spectranetics or our competitors;
- governmental regulation;
- developments with respect to patents or proprietary rights;
- public concern regarding the safety of products developed by
Spectranetics or others;
- general market conditions; and
- financing future operations through additional issuances of equity
securities which may result in dillution to existing stockholders and
falling stock prices.
YEAR 2000 ISSUES COULD HURT OUR BUSINESS. We installed and implemented
new computer systems at our Colorado and Arizona facilities in the first half
of 1998. Although our new software is designed to be year 2000 compliant, we
cannot assure that this software contains all necessary data code changes.
We are currently evaluating our other computer systems for year 2000
compliance. Although we expect all of our critical systems to be year 2000
compliant by June 30, 1999, there is a risk that some or all of our systems
will not be year 2000 compliant by 2000.
Upon review of our product offerings, we have determined that the
software within our products does not contain date-sensitive fields. As a
result, we do not believe that our products will be affected by year 2000
issues. We cannot assure, however, that all of our products are year 2000
compliant.
We are in the process of obtaining information from outside vendors
regarding systems that interface with our systems. Based on currently
available information, we do not believe that year 2000 issues relating to
these systems will adversely affect our business. However, since third party
year 2000 compliance is not within our control, we cannot assure that any
year 2000 issues affecting our outside vendors will not adversely affect our
business.
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THE SELLING STOCKHOLDERS
The following table provides information regarding the shares held and
to be offered under this prospectus from time to time by each selling
stockholder. Because the selling stockholders may sell all, some or none of
their shares using this prospectus, we cannot estimate the number and
percentage of shares that each selling stockholder will hold after any
particular sale. We sold the shares to the selling stockholders in a private
placement transaction for $2.00 per share.
<TABLE>
<CAPTION>
NUMBER OF SHARES OWNED
NAME OF SELLING STOCKHOLDER PRIOR TO THIS OFFERING NUMBER OF SHARES BEING OFFERED
- --------------------------- ---------------------- ------------------------------
<S> <C> <C>
Bond Survivor Trust 100,000 100,000
Castle Creek Healthcare Partners
LLC 250,000 250,000
Clarion Capital Corp. 125,000 125,000
Clarion Offshore Fund LTD 31,250 31,250
Clarion Partners, L.P. 93,750 93,750
Michael T. Jackson Trust, New
Technologies Fund 200,000 200,000
Pequot Private Equity Fund, L.P. 1,331,400 1,331,400
Pequot Offshore Private Equity
Fund, Inc. 168,600 168,600
Special Situations Cayman Fund L.P. 300,000 300,000
Special Situations Private Equity
Fund L.P. 450,000 450,000
Special Situations Fund III L.P. 750,000 750,000
--------- ---------
Total 3,800,000 3,800,000
--------- ---------
--------- ---------
</TABLE>
Cornelius C. Bond, Jr., the trustee of the Bond Survivor Trust, is a
director and stockholder of Spectranetics. We are unaware of any other
material relationship between any selling stockholder and Spectranetics in
the past three years, other than as a result of ownership of the shares.
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PLAN OF DISTRIBUTION
We are registering the shares on behalf of the selling stockholders.
When we use the term "selling stockholders" in this prospectus, it includes
donees, pledgees and other transferees who are selling shares received after
the date of this prospectus from a selling stockholder whose name appears in
"The Selling Stockholders."
Selling stockholders may sell shares from time to time in a number of ways,
including:
- in block transactions;
- on the Nasdaq National Market or other national securities exchange on
which the shares are traded;
- in the over-the-counter market;
- in negotiated transactions;
- through put or call option transactions relating to the shares;
- through short sales of shares;
or through a combination of these methods of sale, at market prices
prevailing at the time of sale, at negotiated prices or at fixed prices. The
selling stockholders have advised us that they have not entered into any
agreements, understandings or arrangements with any underwriters or
broker-dealers regarding the sale of their shares, nor is there an
underwriter or coordinating broker acting in connection with any proposed
sale of shares by the selling stockholders.
The selling stockholders may sell shares in any manner permitted by law,
including by selling shares directly to purchasers or to or through
broker-dealers, which may act as agents or principals. These broker-dealers
may receive compensation in the form of discounts, concessions or commissions
from the selling stockholders and/or the purchasers of shares for whom such
broker-dealers may act as agents or to whom they sell as principal, or both.
The compensation paid to a particular broker-dealer might be in excess of
customary commissions.
The selling stockholders and any broker-dealers who act in connection
with the sale of shares may be deemed to be "underwriters" within the meaning
of Section 2(a)(11) of the Securities Act. Any commissions received by these
broker-dealers and any profit on shares they resell while acting as
principals may be deemed to be underwriting discounts or commissions under
the Securities Act. Because selling stockholders may be deemed to be
"underwriters" within the meaning of Section 2(a)(11) of the Securities Act,
the selling stockholders will be subject to the prospectus delivery
requirements of the Securities Act. We have informed the selling
stockholders that the anti-manipulation provisions of Regulation M under the
Exchange Act may apply to their sales in the market.
Selling stockholders also may resell all or a portion of the shares in
open market transactions in reliance upon Rule 144 under the Securities Act,
provided they meet the criteria and conform to the requirements of Rule 144.
If we are notified by a selling stockholder that any material
arrangement has been entered into with a broker-dealer for the sale of shares
through a block trade, special offering, exchange distribution or secondary
distribution or a purchase by a broker or dealer, we will file a supplement
to this prospectus, if required, under Rule 424(b) under the Securities Act.
The prospectus supplement will disclose:
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- the names of the selling stockholder and the participating broker-
dealer(s);
- the number of shares involved;
- the price at which the shares were sold;
- the commissions paid or discounts or concessions allowed to the
broker-dealer(s), where applicable;
- that the broker-dealer(s) did not conduct any investigation to verify
the information set out or incorporated by reference in this
prospectus; and
- other facts material to the transaction.
In addition, if we are notified by a selling stockholder that a donee,
pledgee or other transferee intends to sell more than 500 shares, we will
file a supplement to this prospectus if required by law.
We will pay all costs, expenses and fees in connection with the
registration of the shares. The selling stockholders will pay all brokerage
commissions and similar selling expenses, if any, attributable to the sale of
shares.
We have agreed to indemnify the selling stockholders and any other
person who sells shares using this prospectus, and any officer, director or
agent of such a person, against certain civil liabilities, including
liabilities under the Securities Act. The selling stockholders may agree to
indemnify any agent, dealer or broker-dealer that participates in
transactions involving sales of the shares against certain liabilities,
including liabilities arising under the Securities Act.
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LEGAL MATTERS
The validity of the shares offered hereby will be passed upon for
Spectranetics by Latham & Watkins, San Francisco, California.
EXPERTS
The consolidated financial statements of The Spectranetics Corporation and
subsidiaries as of December 31, 1997 and 1996, and for each of the years in the
three-year period ended December 31, 1997, have been incorporated by reference
herein and in the registration statement in reliance upon the reports of KPMG
LLP, independent certified public accountants, incorporated by reference herein,
and upon the authority of said firm as experts in accounting and auditing.
WHERE YOU CAN FIND MORE INFORMATION
As permitted by the rules and regulations of the SEC, this prospectus does
not contain all of the information set forth in the registration statement with
respect to the shares and the exhibits and schedules to the registration
statement. For further information about Spectranetics and the shares,
reference is made to the registration statement.
Spectranetics is subject to the informational requirements of the
Securities Exchange Act of 1934, and in accordance with the Securities
Exchange Act of 1934, files annual and quarterly reports, proxy materials and
other information with the SEC. You can inspect and copy reports and other
information filed by Spectranetics with the SEC at the SEC's Public Reference
Room at 450 Fifth Street, N.W., Washington, D.C. 20549. You may also obtain
information on the operation of the Public Reference Room by calling the SEC
at 1-800-SEC-0300. The SEC also maintains an internet site at
http://www.sec.gov that contains reports, proxy and information statements
regarding issuers, including Spectranetics, that file electronically with the
SEC.
The following documents are incorporated by reference in this prospectus:
(a) Spectranetics' Annual Report on Form 10-K for the fiscal year ended
December 31, 1997, containing audited financial statements for each of
the years in the three year period ended December 31, 1997.
(b) Spectranetics' Quarterly Reports on Form 10-Q for the quarters ended
March 31, 1998, June 30, 1998 and September 30, 1998.
(c) The description of common stock contained in Spectranetics'
registration statement on Form 8-A (File No. 000-19711) which was
declared effective by the SEC on December 5, 1991.
(d) Spectranetics' Current Report on Form 8-K filed with the SEC on
February 2, 1999.
All documents we file under Section 13(a), 13(c), 14 or 15(d) of the
Securities Exchange Act of 1934 after the date of this prospectus and before
the termination of the offering of the shares shall be deemed to be
incorporated by reference in this prospectus and to be a part hereof from
their dates of filing. Any statement contained in a document incorporated or
deemed to be incorporated by reference in this prospectus is deemed to be
modified or superseded for purposes of this prospectus to the extent that a
statement contained in this prospectus or in any subsequently filed document
which also is or is
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deemed to be incorporated by reference in this prospectus modifies or
supersedes such statement. Any such statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a
part of this prospectus.
Upon request, you may obtain without charge a copy of any or all of the
documents incorporated by reference in this prospectus (other than exhibits
to such documents which are not specifically incorporated by reference
therein). Upon request, you may also obtain without charge copies of this
prospectus, as amended or supplemented from time to time, and any other
documents (or parts of documents) that constitute part of this prospectus
under Section 10(a) of the Securities Act of 1933. Requests for such copies
should be addressed to James P. McCluskey, Treasurer and Secretary, The
Spectranetics Corporation, 96 Talamine Court, Colorado Springs, Colorado
80907 (telephone number (719) 633-8333).
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WE HAVE NOT AUTHORIZED ANY DEALER, SALESPERSON OR OTHER PERSON TO GIVE ANY
INFORMATION OR REPRESENT ANYTHING NOT CONTAINED IN THIS PROSPECTUS. YOU MUST
NOT RELY ON ANY UNAUTHORIZED INFORMATION. THIS PROSPECTUS DOES NOT OFFER TO
SELL OR BUY ANY SHARES IN ANY JURISDICTION IN WHICH IT IS UNLAWFUL. THE
INFORMATION IN THIS PROSPECTUS IS CURRENT ONLY AS OF ITS DATE.
________________
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
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<S> <C>
Summary of Our Business. . . . . . . . . . . . . . . . . . . 2
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . 2
The Selling Stockholders . . . . . . . . . . . . . . . . . . 7
Plan of Distribution . . . . . . . . . . . . . . . . . . . . 8
Legal Matters. . . . . . . . . . . . . . . . . . . . . . . . 10
Experts. . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Where You Can Find
More Information . . . . . . . . . . . . . . . . . . . . . 10
</TABLE>
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3,800,000 SHARES
THE SPECTRANETICS
CORPORATION
COMMON STOCK
__________________
PROSPECTUS
__________________
February 25, 1999
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