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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
December 30, 1998 000-27078
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Date of Report (Date of earliest even (Commission File Number)
reported)
HENRY SCHEIN, INC.
(Exact name of registrant as specified in its charter)
Delaware 11-3136595
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State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
135 Duryea Road, Melville, NY 11747
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(Address of Principal Executive Offices) (Zip Code)
(516) 843-5500
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On December 29, 1998, the Board of Directors of Henry Schein, Inc.
announced its intention to acquire General Injectables and Vaccines Inc. through
its stock purchase of all of the voting securities of Biological & Popular
Culture, Inc. for $65 million, plus certain contingent consideration.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
99 Press Release, dated December 29, 1998.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Henry
Schein, Inc. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
HENRY SCHEIN, INC.
By: /s/ Michael S. Ettinger
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Name: Michael S. Ettinger
Title: Vice President and Associate
General Counsel
Date: December 29, 1998
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EXHIBIT INDEX
DOC. NO. DOCUMENT DESCRIPTION
99 Press Release, dated December 29, 1998.
[Henry Schein Letterhead]
Henry Schein, Inc. Acquires Leading Independent U.S. Vaccine Supplier
- 1998 Sales of $118 Million -
Melville, NY - December 29, 1998 - Henry Schein, Inc. (Nasdaq: HSIC), the
world's largest supplier of healthcare products to office-based practitioners,
announced today that it has entered into a definitive agreement to acquire
privately held General Injectables and Vaccines, Inc. (GIV). With estimated 1998
revenues of $118 million, GIV is a leading independent direct marketer of
vaccines and other injectables to office-based practitioners in the United
States.
The acquisition of GIV will be accounted for as a purchase transaction
valued at $65 million. In addition, subject to financial performance, GIV's
shareholders will receive additional consideration by way of an earn-out payment
over the next several years. The waiting period required under the
Hart-Scott-Rodino Antitrust Improvements Act has expired and the transaction is
expected to close shortly -- subject to standard closing conditions. The
acquisition is expected to be accretive to Henry Schein's 1999 earnings.
Founded in 1983, GIV is based in Bastian, Virginia, and employs over 180
people. One centrally located distribution facility in Bastian serves its 32,000
customers across the entire United States. GIV offers more than 4,000 products,
a fill rate exceeding 98%, and guaranteed overnight delivery.
-more-
Page 2
An integrated computer telephony system is at the cornerstone of GIV's
direct marketing operations. Through the use of sophisticated call center
technology, approximately 50 telesales representatives handle over a million
calls each year. The system includes a number of automated features which
greatly enhance customer service, as well as sales and marketing activities.
"The acquisition of GIV expands Henry Schein's Medical Group, and combined
with our existing vaccine business, securely places the Company in a leading
position within the growing U.S. market for non-oncology related injectables and
vaccines," said Stanley M. Bergman, Henry Schein's Chairman, Chief Executive
Officer, and President. "With the advent of many innovative vaccines, targeting
diseases such as Lyme disease, cytomegalovirus (CMV), and numerous acute
respiratory diseases, the injectable market is expected to grow by 1.5% annually
over the next five years. In addition, vaccines for other major diseases such as
herpes and HIV are also in development and could have substantial market
potential."
Bergman continued, "GIV is also the largest supplier of distribution
services to the "Vaccine For Children Program", which provides vaccines for
children through local state health departments."
Henry Schein, Inc. is the largest distributor of healthcare products and
services to office- based healthcare practitioners, including dental practices
and laboratories, physician practices and veterinary clinics. The Company,
recognized for its excellent customer service and low prices, serves more than
250,000 customers worldwide. Henry Schein's world headquarters are in Melville,
N.Y. For more information, visit the Henry Schein Web site at
http: www.henryschein.com
Certain information contained herein includes information that is forward
looking. The matters referred to in forward looking statements may be affected
by the risks and uncertainties involved in the Company's business. These forward
looking statements are qualified in their entirety by the cautionary statements
contained in the Company's Securities and Exchange Commission filings.
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