SCHEIN HENRY INC
8-K, 1999-02-05
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                                 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



            February 4, 1999                             000-27078
- -------------------------------------        -----------------------------------
Date of Report (Date of earliest                  (Commission File Number)
event reported)       
                                             



                               HENRY SCHEIN, INC.
             (Exact name of registrant as specified in its charter)



             Delaware                                   11-3136595
- ------------------------------------     ---------------------------------------
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
incorporation or organization)




                       135 Duryea Road, Melville, NY 11747
- --------------------------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)




                                 (516) 843-5500
- --------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)


<PAGE>
================================================================================
ITEM 5.   OTHER EVENTS.


     On February 4, 1999, Henry Schein,  Inc. issued the press release filed
as an Exhibit to this Current  Report on Form 8-K with respect to the  voluntary
recall of dental anesthetic  products by its unconsolidated  affiliate,  Novocol
Pharmaceutical of Canada, Inc.


ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

(a)  Not applicable.

(b)  Not applicable.

(c)  Exhibits:

          99.1 Press Release, dated February 4, 1999.



                                       2

<PAGE>

                                   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 Ettinger                
                                            ------------------------------
                                            Name:   Michael Ettinger
                                            Title:  Vice President and
                                                    Associate General Counsel

Date:  February 5, 1999



                                        3
<PAGE>

                                  EXHIBIT INDEX

DOC. NO.            DOCUMENT DESCRIPTION

99.1           Press Release, dated February 3, 1999.




                                                            Exhibit 99.1

                            [Henry Schein Letterhead]

                                        FOR:      Henry Schein, Inc.
                                        CONTACT:  Steven Paladino
                                                  Senior Vice President and
                                                  Chief Financial Officer
                                                  (516) 843-5500

                                                  Susan Vassallo
                                                  Manager, Investor
                                                  and Public Relations
                                                  (516) 843-5562
                                                  [email protected]

FOR IMMEDIATE RELEASE
                                                  Investor Relations:
                                                  Robert P. Jones/Jill Ruja
                                                  Press:  Stacy Berns
                                                  Morgen-Walke Associates
                                                  (212) 850-5600

             HENRY SCHEIN COMMENTS ON MANUFACTURER'S PRODUCT RECALL

     Melville, NY - February 4, 1999 -- Henry Schein, Inc. (Nasdaq:HSIC)reported
today that Novocol  Pharmaceutical  of Canada,  Inc.,  (Novocol),  an affiliated
company in which it owns a  non-controlling  interest,  is  conducting a further
voluntary  recall of its dental  anesthetic  products  that began on January 11,
1999. This recall consists of approximately  230 batches sold by Novocol in 1997
and 1998 under its name and private labels.  Novocol products are distributed in
the United States by dental product dealers, including Henry Schein.

     Novocol  initiated the second recall as a result of  discussions  concluded
today between Novocol and the United States Food and Drug Administration  (FDA).
Novocol has advised Henry Schein that it is cooperating  with the FDA to resolve
the issues that led to the recalls as quickly as possible, however, it is unable
to  estimate  how long this will take.  Pending  such  resolution,  Novocol  has
suspended production of the products. As previously reported, the FDA has raised
questions  regarding  Novocol's   compliance  with  current  Good  Manufacturing
Practices (cGMP's).

     Henry Schein has  previously  reported  that its equity in earnings of this
unconsolidated  affiliate is  estimated  at $1.6 million for 1998.  In addition,
Novocol products represent approximately $15 million of Henry Schein's estimated
sales  for  1998,  or less  than one  percent  of 1998  sales.  Henry  Schein is
currently in the process of determining the potential  financial  impact of this
matter on its equity and sales, as well as recall costs as a distributor.


<PAGE>


     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   website   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.  The 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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