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As filed with the Securities and Exchange Commission on June 29, 2001
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-9
(RULE 14D-101)
SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(D)(4)
OF THE SECURITIES EXCHANGE ACT OF 1934
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CARDIAC PATHWAYS CORPORATION
(NAME OF SUBJECT COMPANY)
CARDIAC PATHWAYS CORPORATION
(NAME OF PERSON(s) FILING STATEMENT)
COMMON STOCK, PAR VALUE $.001 PER SHARE
(TITLE OF CLASS OF SECURITIES)
141408 10 4
(CUSIP NUMBER OF CLASS OF SECURITIES)
995 BENECIA AVENUE
SUNNYVALE, CA 94086
(408) 737-0505
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
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THOMAS M. PRESCOTT
PRESIDENT AND CHIEF EXECUTIVE OFFICER
CARDIAC PATHWAYS CORPORATION
995 BENECIA AVENUE
SUNNYVALE, CA 94086
(408) 737-0505
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
INCLUDING AREA CODE, OF PERSON AUTHORIZED TO RECEIVE NOTICES AND
COMMUNICATIONS ON BEHALF OF THE PERSON(S) FILING STATEMENT)
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Copies to:
CHRIS F. FENNELL, ESQ.
MICHAEL S. DORF, ESQ.
CHRISTIAN E. MONTEGUT, ESQ.
WILSON SONSINI GOODRICH & ROSATI
PROFESSIONAL CORPORATION
650 PAGE MILL ROAD
PALO ALTO, CA 94304
(650) 493-9300
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[X] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
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CUSTOMER QUESTIONS
1. Q. Who will be responsible for servicing our hospital?
A. You will continue to receive a high level of service during the
transition period. Boston Scientific's sales team will support the
products you have traditionally purchased from them until after the
transaction closes and integration of the two field teams occurs,
around November, 2001.
2. Q. How do we order products?
A. We anticipate no change for the foreseeable future. Your hospital
should continue to order products from each company as they do now.
3. Q. Will Cardiac Pathways be a separate division of Boston Scientific?
A. No. Over time, Cardiac Pathways will be integrated into the larger EP
Technologies division. However, that integration is expected to take
up to a year after closing. We will notify you in advance of any
changes we make regarding your sales, clinical, or service support. We
will also let you know of any changes affecting your hospital, such as
order centers. Our goal is to combine these two terrific
organizations, providing you with better products and greater customer
support.
4. Q. I like the Chilli Catheter. Will there be changes made to it?
A. We will continue to listen to our customers and enhance our product
features as well as develop innovative new products to grow this
business.
5. Q. Is Boston Scientific going to support your RPM system long term?
A. Yes. Boston Scientific is very interested in the RPM technology and
expects to accelerate the growth of this product.
6. Q. Why was the company sold?
A. Cardiac Pathways and Boston Scientific are a natural fit to provide
our customers top quality, highly innovative products that will set
the standard for the industry.