Henry Schein, Inc. (HSIC) to Acquire Majority Stake in SmartPak

Henry Schein, Inc. (Nasdaq: HSIC) announced that its U.S. Animal Health business, Henry Schein Animal Health, has entered into an agreement to acquire an approximate 60 percent ownership position in SmartPak, the leading provider of equine supplements and horse supplies across the United States. SmartPak had sales in 2013 of approximately $105 million and expands Henry Schein's product and service offering to the equine community. Henry Schein Animal Health is a leading companion animal health distribution company in the United States.

As part of this transaction, Oak Hill Capital Partners, a leading private equity firm with extensive experience in the animal health market, and SmartPak's existing management team will own SmartPak's remaining equity. Financial terms of the transaction, expected to close in June, were not disclosed. Henry Schein expects the transaction to be neutral to its earnings per share for the second half of 2014 and full-year 2015 and accretive to earnings per share in 2016 by $0.02-$0.03.

Headquartered in Plymouth, Mass., the Company launched its pioneering SmartPak supplement delivery system in 1999. Led since its inception by President and Chief Executive Officer, Paal Gisholt, SmartPak has grown to include 325 team members. SmartPak is widely recognized for its expertise and innovation in creating highly targeted digital sales and marketing initiatives. Its primary product is the patented SmartPak™ supplement feeding system, which provides equine supplements in customized daily dose packaging. The company offers over 250 branded equine supplements, including SmartSupplements™, its own proprietary brand. SmartPak also offers a broad range of equestrian supplies and accessories, including apparel and riding equipment, pharmaceuticals and other equine and canine focused products.

"We are fortunate to be acquiring a majority ownership position in a fast-growing company with a deep commitment to equine health and keen expertise in sales and digital marketing to those who care for horses," said Stanley M. Bergman, Chairman of the Board and Chief Executive Officer of Henry Schein. "The SmartPak team, led by Paal Gisholt, is highly capable and has established an enviable position in the equine market. We look forward to working together and welcoming our 'SmartPaker' colleagues to Team Schein."

Over the past decade, SmartPak has been recognized at both the national and local levels, including ranking on the Inc. 500 /5000 lists of America's Fastest Growing Private Businesses for nine consecutive years; being ranked as #249 on the Internet Retailer 500 and #35 on the Internet Retailer Social Media 500; selected as one of only 66 companies nationally to earn Bizrate's Circle of Excellence Award (Bizrate powers Google's reviews); earning StellaService's highest possible service rating: Elite; ranking among the Boston Globe's annual Top Places to Work in Massachusetts; and receiving the Innovation Award from the Smaller Business Association of New England (SBANE). Mr. Gisholt received the Ernst and Young Entrepreneur of the Year award for Consumer Products in the New England Region and has also been named one of the "Best Bosses" by Fortune Small Business and Winning Workplaces.

"Building SmartPak over the past 14 years has been a passion for the entire SmartPak team, so choosing the right partner was a critical decision for us. We decided to partner with Henry Schein Animal Health because of its focus on providing the best products and services for delivering the highest level of quality clinical care to animals," said Mr. Gisholt. "We recognize the essential role of the veterinarian in enhancing the health of horses, and have designed our programs to complement the care that horses require from equine veterinarians. We look forward to bringing these programs to Henry Schein Animal Health's veterinary customers."

"As someone who has spent most of his life serving veterinary professionals, I am very excited to welcome SmartPak to Henry Schein Animal Health," said Kevin Vasquez, Chairman, President and Chief Executive Officer of Henry Schein Animal Health. "SmartPak and Henry Schein share a strong commitment to supporting animal nutrition and raising awareness of nutrition's vital impact on overall horse health. Innovative programs such as ColiCare™, which helps promote the importance of digestive health and regular veterinary visits, demonstrate SmartPak's commitment to improving horse health, the same goal that Henry Schein Animal Health shares with all of the veterinarians we are proud to serve across the United States."

"We are delighted to be partnering with Henry Schein Animal Health. Having successfully invested in this sector and worked with the Henry Schein team in the past, we are excited about this opportunity to help SmartPak realize its vision for expanding access to its unique product offering," said Steven B. Gruber, a Managing Partner of Oak Hill Capital Partners.

According to the American Horse Council, there are 9.2 million horses in the United States, including horses used for racing, showing, competition, sport, breeding, recreation and work. An estimated 4.6 million Americans are involved in the industry as horse owners, service providers, employees and volunteers, including two million people who own horses.

Henry Schein is the leading global distributor of products and services to veterinarians. In addition to Henry Schein's U.S. Animal Health business, the Company is the leading distributor to veterinary customers in Australia and New Zealand, as well as in 12 European countries, including Austria, Belgium, the Czech Republic, France, Germany, Holland, Ireland, Poland, Portugal, Spain, Switzerland and the United Kingdom. In 2013, Henry Schein's Global Animal Health business had sales of approximately $2.6 billion.

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