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Schein Pharmaceutical, Inc.
100 Campus Drive, Florham Park, NJ 07932 * (973) 593-5500

The company is one of the leading generic pharmaceutical companies in the U.S. The company develops, manufactures and markets one of the broadest generic product lines through integration of product development expertise and production capacity.

Primary Underwriting Group
ManagerTierPhone
Cowen & CompanyLead Manager (212) 495-6000
Bear, Stearns & Co. Inc.Co-manager (212) 272-4850
Salomon Smith BarneyCo-manager (212) 723-7300

Offering Information
NYSE:SHP Manufacturing: SIC 2834
Type of Shares:Common Shares Filing Date:12/3/97
U.S. Shares:3,000,000 Offer Date:4/8/98
Non-U.S. Shares:0 Filing Range:$14.00 - $16.00
Primary Shares:3,000,000 Offer Price:$17.00
Secondary Shares:0 Gross Spread:$1.19
Offering Amount: $45,000,000 Selling:$0.67
Expenses:$0 Reallowance:$0.10
Post-IPO Shares: -
Employees:1850

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Proskauer Rose Goetz & Mendelsohn
Bank's Law Firm: Brown & Wood
Registrar/Transfer Agent: ChaseMellon Shareholder Services, L.L.C.
Auditor: BDO Seidman

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 9/30/97 9/30/96 9/30/97
Revenue:$476.30$353.83$352.17Assets:$520.70
Net Income:$1.40$3.73$2.15Curr Assets:$204.61
EPS:$0.04$0.11$0.06Liabilities:$383.61
Prior EPS:-$0.41$27.07-$8.73Curr Liab:$111.13
Cash Flow/Oper:$10.76-$30.07$11.94Equity:$137.08
Cash Flow/Fin:$3.56$1.25-$11.02Cash:$0.39
Cash Flow/Inv:-$20.02Working Cap:$93.48

Competition
The pharmaceutical industry is intensely competitive. The Company competes with numerous companies in the pharmaceutical industry generally and the generic segment of the industry specifically. These competitors include generic drug manufacturers and large pharmaceutical companies that continue to manufacture the branded and/or generic versions of drugs after the expiration of their patents relating to these drugs. Many of the Company's competitors have greater financial and other resources than the Company and, therefore, are able to spend more than the Company on research, product development and marketing. In addition, following the expiration of patents on branded drugs, manufacturers of these products have employed various strategies intended to maximize their share of the markets for these products, as well as, in some cases, generic equivalents of these products, and are expected to continue to do so in the future. There can be no assurance that developments by others will not render any product the Company produces or may produce obsolete or otherwise non-competitive.

Business Plan
The Company's objective is to become the leading generic pharmaceutical company in the approximately $10.0 billion generic pharmaceutical industry in the United States. An important focus of the Company includes the development, manufacture and marketing of complex generic products and branded products for select therapeutic categories. The Company's strategy for achieving this objective comprises the following five elements: (I) Leverage Diverse Pharmaceutical Formulation and Manufacturing Capabilities to Extend the Breadth of Its Generic Product Line, (ii) Pursue Strategic Collaborations to Supplement Product Development and Manufacutirng Resources, (iii) Focus Product Development on Complex and Other Generic Drugs that Require Specialized Development or Manufacturing Technology and Encounter Limited Competition, (iv) Develop and Market Branded Drugs for Select Therapeutic Categories and (v) Expand Market Penetration through Direct Sales and Innovative Marketing Programs.

Use of Proceeds
The proceeds from the proposed offering will be used to reduce existing indebtedness, including a term loan, senior floating rate notes and a revolving credit loan.

Principal and Selling Shareholders
Name of Shareholder% Owned
Before
% Owned
After
Martin Sperber64.30%
Marvin H. Schein29.60%
Bayer Corporation25.50%
Pamela Schien22.40%
Pamela Joseph8.70%
Note: Represents ownership of 5% or more prior to the offering.
Executive Officers and Directors
Officer NameTitleAge
Martin SperberChairman of the Board of Directors, Chief Executive Officer and President66
Marvin SamsonExecutive Vice President and Director56
Dariush AshrafiExecutive Vice President, Chief Financial Officer and Director50
Paul FeuermanSenior Vice President, General Counsel, and Director38

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