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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)*
CARDIAC SCIENCE, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $0.001 PER SHARE
(Title of Class of Securities)
141410-209
(CUSIP Number)
MR. WALTER VILLIGER
HURDNERSTRASSE 10
POSTFACH 1474
CH-8640, HURDEN
SWITZERLAND
(41) 55-415-1111
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
COPIES TO:
SHIVBIR S. GREWAL, ESQ.
STRADLING YOCCA CARLSON & RAUTH
660 NEWPORT CENTER DRIVE, SUITE, 1600
NEWPORT BEACH, CA 92660
TELEPHONE: (949) 725-4000
JUNE 19, 2000
(Date of Event which Requires Filing of this Statement)
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for purposes of section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
If the filing person has previously filed on Schedule 13G to report the
acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box. / /
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SCHEDULE 13D
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CUSIP No. 141410-209 Page 2 of 16 Pages
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(1) Names of Reporting Persons. I.R.S. Identification Nos. of Above Persons
Walter Villiger
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) /X/
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(3) SEC Use Only
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(4) Source of Funds*
PF
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
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(6) Citizenship or Place of Organization
Switzerland
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Number of Shares (7) Sole Voting
Beneficially Owned Power 1,383,750
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting
Power 0
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(9) Sole Dispositive
Power 1,383,750
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(10) Shared Dispositive
Power 0
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
1,383,750
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
/ /
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(13) Percent of Class Represented by Amount in Row (11)
5.7% based on 24,023,078 shares of common stock outstanding as of
August 7, 2000
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(14) Type of Reporting Person*
IN
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SCHEDULE 13D
ITEM 1. SECURITY AND ISSUER.
SECURITY: COMMON SHARES
ISSUER: CARDIAC SCIENCE, INC.
16931 MILLIKAN AVENUE
IRVINE, CALIFORNIA 92606
RAYMOND W. COHEN - PRESIDENT AND CHIEF EXECUTIVE OFFICER
BRETT L. SCOTT - CHIEF FINANCIAL OFFICER AND SECRETARY
ITEM 2. IDENTITY AND BACKGROUND.
(A) WALTER VILLIGER (REPORTING PERSON)
(B) HURDNERSTRASSE 10
POSTFACH 1474
CH-8640, HURDEN
SWITZERLAND
(C) PASSIVE INVESTMENTS.
(D) NONE.
(E) NONE.
(F) SWITZERLAND
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
PERSONAL FUNDS.
ITEM 4. PURPOSE OF TRANSACTION.
PASSIVE INVESTMENT. ALTHOUGH THERE IS NO CURRENT INTENTION TO DO SO,
THE REPORTING PERSON MAY IN THE FUTURE ACQUIRE OR DISPOSE OF SECURITIES
OF THE ISSUER.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(A) - 1,350,000 SHARES OF COMMON STOCK;
- 33,750 WARRANTS, EACH CONVERTIBLE INTO ONE SHARE OF COMMON
STOCK, AT AN EXERCISE PRICE OF $5.00
- TOTAL BENEFICIAL OWNERSHIP (ASSUMING EXERCISE OF WARRANTS)
- 5.7%
(B) REPORTING PERSON HAS THE SOLE POWER TO VOTE, OR TO DIRECT THE
VOTE OF, ALL OF THE SHARES SET FORTH IN PARAGRAPH (A).
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(C) OTHER THAN THE PURCHASE OF (I) 375,000 SHARES OF COMMON STOCK
ON JUNE 19, 2000 AND (II) 75,000 SHARES OF COMMON STOCK ON
JULY 31, 2000, ALL OF WHICH ARE INCLUDED IN THE FIGURE SET
FORTH IN PARAGRAPH (A), THE REPORTING PERSON HAS NOT EFFECTED
ANY TRANSACTION IN THE COMMON STOCK IN THE PAST 60 DAYS. THE
450,000 (375,000 + 75,000) SHARES OF COMMON STOCK WERE
PURCHASED OVERSEAS BY THE REPORTING PERSON DIRECTLY FROM THE
ISSUER PURSUANT TO A PRIVATE PLACEMENT OF ITS COMMON STOCK, ON
JUNE 19, 2000, AND JULY 31, 2000, RESPECTIVELY, AT A PRICE OF
$4.50 PER SHARE.
(D) NONE.
(E) NOT APPLICABLE.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
NONE OF THE SECURITIES ARE PLEDGED OR SUBJECT TO A CONTINGENCY THE
OCCURRENCE OF WHICH WOULD GIVE ANOTHER PERSON VOTING OR INVESTMENT
POWER OVER SUCH SECURITIES.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
NONE
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SIGNATURE
AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I
CERTIFY THAT THE INFORMATION SET FORTH IN THIS STATEMENT IS TRUE,
COMPLETE AND CORRECT.
DATE: AUGUST 31, 2000 /s/ WALTER VILLIGER
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WALTER VILLIGER
