8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 18, 2008
Henry Schein, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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0-27078
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11-3136595 |
(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
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135 Duryea Road, Melville, New York
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11747 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (631) 843-5500
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
On November 24, 2008, Henry Schein, Inc. issued a press release reporting that
it has exited the wholesale ultrasound business and will dispose of such operations
during the fourth quarter of 2008. The full text of the press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibit 99.1 Press Release dated November 24, 2008.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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HENRY SCHEIN, INC.
(Registrant)
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Date: November 24, 2008 |
By: |
/s/ Michael S. Ettinger
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Michael S. Ettinger |
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Senior Vice President and General Counsel |
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EX-99.1
Exhibit 99.1
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FOR:
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Henry Schein, Inc. |
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CONTACT:
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Steven Paladino |
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Executive Vice President and |
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Chief Financial Officer |
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steven.paladino@henryschein.com |
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631-843-5500 |
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Susan Vassallo |
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Vice President, Corporate Communications |
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susan.vassallo@henryschein.com |
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(631) 843-5562 |
FOR IMMEDIATE RELEASE
HENRY SCHEIN TO EXIT WHOLESALE ULTRASOUND BUSINESS
MELVILLE, N.Y. November 24, 2008 Henry Schein, Inc. (NASDAQ: HSIC), the largest provider of
healthcare products and services to office-based practitioners in the combined North American and
European markets, today announced that as of November 18, 2008, it has exited the wholesale
ultrasound business and will dispose of such operations during the fourth quarter of 2008. This
business represented sales for the Companys Medical Group of approximately $13 million during
2008, and Henry Schein will record a loss from discontinued operations of approximately $6.5
million (or $.07 per diluted share) primarily related to the write-down of intangible assets during
the fourth quarter of 2008. The operating results of the discontinued operation will be reported
separately for all prior periods.
We take pride in providing our physician customers with a wide array of value-added products
and services for operating more efficient practices and delivering quality healthcare to patients.
We will continue to sell ultrasound products to physicians, yet we have made the strategic decision
no longer to sell ultrasound equipment for the wholesale channel as it falls outside of our core
business, said Stanley M. Bergman, Chairman and Chief Executive Officer of Henry Schein.
About Henry Schein
Henry Schein, a Fortune 500® company and a member of the NASDAQ 100® Index, is recognized for
its excellent customer service and highly competitive prices. The Companys four business groups
Dental, Medical, International and Technology serve more than 550,000 customers
worldwide, including dental practitioners and laboratories, physician practices and animal
health clinics, as well as government and other institutions. The Company operates through a
centralized and automated distribution network, which provides customers in more than 200 countries
with a comprehensive selection of more than 90,000 national and Henry Schein private-brand products
in stock, as well as more than 100,000 additional products available as special-order items.
Henry Schein also offers a wide range of innovative value-added practice solutions for
healthcare professionals, such as ArubA®, the Companys electronic catalog and ordering system.
Its leading practice-management software solutions have an installed user base of more than 52,000
practices, including DENTRIX®, Easy Dental®, Oasis® and EXACT® for dental practices, MicroMD® for
physician practices, and AVImark® for animal health clinics.
Headquartered in Melville, N.Y., Henry Schein employs over 12,000 people and has operations or
affiliates in 20 countries. The Companys net sales reached a record $5.9 billion in 2007. For
more information, visit the Henry Schein Web site at www.henryschein.com.
In accordance with the Safe Harbor provisions of the Private Securities Litigation Reform
Act of 1995, we provide the following cautionary remarks regarding important factors that, among
others, could cause future results to differ materially from the forward-looking statements,
expectations and assumptions expressed or implied herein. All forward-looking statements made by
us are subject to risks and uncertainties and are not guarantees of future performance. These
forward-looking statements involve known and unknown risks, uncertainties and other factors that
may cause our actual results, performance and achievements or industry results to be materially
different from any future results, performance or achievements expressed or implied by such
forward-looking statements. These statements are identified by the use of such terms as may,
could, expect, intend, believe, plan, estimate, forecast, project, anticipate or
other comparable terms. A full discussion of our operations and financial condition, including
factors that may affect our business and future prospects, is contained in documents we have filed
with the SEC and will be contained in all subsequent periodic filings we make with the SEC. These
documents identify in detail important risk factors that could cause our actual performance to
differ materially from current expectations.
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