As filed with the Securities and Exchange Commission on March 12, 1998
Registration No. 333-39437
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 1
to
Form S-3
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
Henry Schein, Inc.
(Exact name of registrant as specified in its charter)
Delaware 135 Duryea Road 11-3136595
(State or other jurisdiction of Melville, New York 11747 (I.R.S. Employer
incorporation or organization) (516) 843-5500 Identification Number)
Stanley M. Bergman
Chairman, Chief Executive
Officer and President
Henry Schein, Inc.
135 Duryea Road
Melville, New York 11747
(516) 843-5500
(Address, including zip code, and telephone
number, including area code, of
registrant's principal executive offices)
Copies to:
Robert A. Cantone, Esq. Mark E. Mlotek, Esq.
Proskauer Rose LLP Vice President, General Counsel and Secretary
1585 Broadway Henry Schein, Inc.
New York, New York 10036 135 Duryea Road
(212) 969-3000 Melville, New York 11747
(516) 843-5500
Approximate date of commencement of proposed sale of the securities to
the public: As soon as practicable after the effective date of this Registration
Statement.
If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box: / /
If any of the securities being registered on this Form are to be
offered on a delayed or continuous basis pursuant to Rule 415 under the
Securities Act of 1933, other than securities offered in connection with
dividend or interest reinvestment plans, check the following box: /X/
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering: / /
If this Form is a post-effective amendment filed pursuant to Rule
462(c) under the Securities Act, check the following box and list the Securities
Act registration statement number of the earlier effective registration
statement for the same offering: / /
If delivery of the prospectus is expected to be made pursuant to Rule
434, please check the following box: / /
This post-effective amendment is being filed for the purpose of
removing from registration the 531,574 Offered Shares remaining unsold as of
the date hereof.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-3 and has duly caused this post
effective amendment to the registration statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City of Melville, State of
New York on March 12, 1998.
Henry Schein, Inc.
By: /S/ STEVEN PALADINO
---------------------------
Steven Paladino
Senior Vice President and
Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature Capacity Date
- --------- -------- ----
* Chairman, Chief Executive Officer, March 12, 1998
- ---------------------- President and Director (principal
Stanley M. Bergman executive officer)
/S/ STEVEN PALADINO Senior Vice President, Chief Financial March 12, 1998
- ------------------- Officer and Director (principal financial and
Steven Paladino accounting officer)
* Director March 12, 1998
- -----------------------
James P. Breslawski
* Director March 12, 1998
- ----------------------
Gerald A. Benjamin
* Director March 12, 1998
- --------------------
Leonard A. David
* Director March 12, 1998
- ------------------
Mark E. Mlotek
* Director March 12, 1998
- -----------------
Pamela Joseph
* Director March 12, 1998
- --------------------
Marvin H. Schein
* Director March 12, 1998
- --------------------
Irving Shafran
* Director March 12, 1998
- --------------------
Barry J. Alperin
* Director March 12, 1998
- -------------------
Donald J. Kabat
*By: /S/ STEVEN PALADINO
---------------------------
Steven Paladino
Attorney-in-fact