WRIGHT MEDICAL TECHNOLOGY INC
10-Q, 1998-08-12
ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES
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                            UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION
                       WASHINGTON, D.C. 20549



(Mark One)               FORM 10-Q


           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
    X             THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 1998

            TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
                  THE SECURITIES EXCHANGE ACT OF 1934

                   For the transition period from to
                     Commission file number 33-69286

                   WRIGHT MEDICAL TECHNOLOGY, INC.
          (Exact name of registrant as specified in its charter)


        Delaware                                             62-1532765
State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                             Identification No.)


5677 Airline Road, Arlington, Tennessee                      38002-0100
(Address of principal executive offices)                      (Zip Code)


Registrant's telephone number, including area code:  901-867-9971


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No

Number of shares outstanding of Class A Common Stock, par value
$.001 at June 30,1998:  9,729,575

                                 Page 1 of 20

<PAGE>



PART I  - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

          Wright Medical Technology, Inc. & Subsidiaries:

               Consolidated Balance Sheets - June 30, 1998
               and December 31, 1997..........................................3

               Condensed Consolidated Statements of Operations
               for the Three and Six Month Periods Ended
               June 30, 1998 and June 30, 1997................................4

               Consolidated Statements of Cash Flows for the
               Six Month Periods Ended June 30, 1998 and
               June 30, 1997..................................................5

               Notes to Consolidated Financial Statements.....................6

ITEM 2.   MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS................................10

                                  Page 2 of 20

<PAGE>
<TABLE>
                                  WRIGHT MEDICAL TECHNOLOGY, INC. AND SUBSIDIARIES
                                              CONSOLIDATED BALANCE SHEETS
<CAPTION>
                                                                                     June 30,       December 31,
                                                                                       1998             1997
                                                                                   --------------   -------------
                                                                                   (in thousands)   (in thousands)
                                                                                    (unaudited)
ASSETS
Current Assets:
<S>                                                                                 <C>               <C>   
 Cash and cash equivalents                                                           $     600         $     466
 Trade receivables, net                                                                 18,322            19,040
 Inventories, net                                                                       57,281            58,890
 Prepaid expenses                                                                        1,807             1,716
 Deferred income taxes                                                                     143               143
 Other                                                                                   1,623             1,890
                                                                                    -----------       -----------
       Total Current Assets                                                             79,776            82,145
                                                                                    -----------       -----------
Property, Plant and Equipment, net                                                      23,791            26,732
Investment in Joint Venture                                                              1,792             2,380
Other Assets                                                                            39,969            41,826
                                                                                    -----------       -----------
                                                                                     $ 145,328         $ 153,083
                                                                                    ===========      ============

LIABILITIES AND STOCKHOLDERS' INVESTMENT
Current Liabilities:
   Current portion of long-term debt                                                     $ 647         $     322
   Short-term borrowing                                                                 19,250            18,500
   Accounts payable                                                                      6,339             6,212
   Accrued expenses and other current liabilities                                       15,832            16,745
                                                                                    -----------       -----------
       Total Current Liabilities                                                        42,068            41,779
                                                                                    -----------       -----------
Long-Term Debt                                                                          85,649            85,104
Preferred Stock Dividends                                                               28,942            21,309
Other Liabilities                                                                        1,060             1,805
Deferred Income Taxes                                                                      143               143
                                                                                    -----------       -----------
       Total Liabilities                                                               157,862           150,140
                                                                                    -----------       -----------

Commitments and Contingencies
Mandatorily  Redeemable  Series B Preferred  Stock,  $.01 par value,  (aggregate
   liquidation value of $87.4 million, including accrued and unpaid dividends of
   $7.4 million, 800,000 shares authorized, issued and outstanding)                     71,547            70,511
Redeemable Convertible Series C Preferred Stock, $.01 par value,  (aggregate
   liquidation value of $46.6 million, including accrued and unpaid dividends of
   $11.6 million, 350,000 shares authorized, issued and outstanding)                    31,665            29,442

Stockholders' Investment:
   Series A preferred stock,  $.01 par value,  (aggregate  liquidation  value of
       $26.3 million, including accrued and unpaid dividends of $9.9 million,
       1,200,000 shares authorized, 915,325 shares issued)                                   9                 9
   Undesignated preferred stock, $.01 par value, 650,000 shares authorized,
       no shares issued                                                                      -                 -
   Class A common stock, $.001 par value, 46,000,000 shares authorized,
       10,620,200 and 10,585,000 shares issued                                              11                11
   Class B common stock, $.01 par value, 1,000,000 shares authorized,
       no shares issued                                                                      -                 -
   Additional capital                                                                   57,729            57,545
   Accumulated deficit                                                                (172,077)         (153,025)
   Other                                                                                  (377)             (509)
                                                                                    -----------       -----------
                                                                                      (114,705)          (95,969)
   Less - Notes receivable from stockholders                                            (1,039)           (1,039)
         Series A preferred treasury stock, 86,688 shares                                   (1)               (1)
         Class A common treasury stock, 890,630 shares                                      (1)               (1)
                                                                                    -----------       -----------
       Total Stockholders' Investment                                                 (115,746)          (97,010)
                                                                                    -----------       -----------
                                                                                     $ 145,328         $ 153,083
                                                                                    ===========       ===========

              The accompanying notes are an integral part of these consolidated balance sheets.
</TABLE>
                                                   Page 3 of 20

<PAGE>
<TABLE>


                                    WRIGHT MEDICAL TECHNOLOGY, INC. AND SUBSIDIARIES
                                     CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                        (in thousands, except earnings per share)
                                                       (unaudited)
<CAPTION>
                                                           Three Months Ended                        Six Months Ended
                                                   -----------------------------------      -----------------------------------
                                                    June 30, 1998     June 30, 1997           June 30, 1998     June 30, 1997
<S>                                                <C>               <C>                    <C>                <C>   
Net sales                                          $        28,898   $         32,130       $         57,272   $        64,383

Cost of goods sold                                          12,084             11,080                 22,912            23,524
                                                   ----------------  -----------------      -----------------  ----------------

Gross profit                                                16,814             21,050                 34,360            40,859
                                                   ----------------  -----------------      -----------------  ----------------

Operating expenses:
     Selling                                                10,446             13,494                 21,868            25,744
     General and administrative                              4,010              4,590                  8,251             9,102
     Research and development                                2,394              3,235                  4,824             6,172
     Equity in loss of joint venture                           302                275                    588               592
                                                   ----------------  -----------------      -----------------  ----------------
                                                            17,152             21,594                 35,531            41,610
                                                   ----------------  -----------------      -----------------  ----------------

Operating loss                                                (338)              (544)                (1,171)             (751)

Interest, net                                                3,636              3,153                  7,241             6,227
Other expense (income), net                                    180                196                   (247)              125
                                                   ----------------  -----------------      -----------------  ----------------

Loss before income taxes                                    (4,154)            (3,893)                (8,165)           (7,103)

Provision for income taxes                                       -                  -                      -                 -
                                                   ----------------  -----------------      -----------------  ----------------

Net loss                                           $        (4,154)  $         (3,893)      $         (8,165)  $        (7,103)
                                                   ================  =================      =================  ================

Loss applicable to common stock                    $       (10,125)  $         (9,257)      $        (19,057)  $       (17,816)
                                                   ================  =================      =================  ================

Basic loss per share of common stock               $         (1.04)  $          (1.01)      $          (1.96)  $         (1.94)
                                                   ================  =================      =================  ================

Basic weighted average common shares outstanding             9,725              9,198                  9,721             9,167
                                                   ================  =================      =================  ================




The  accompanying  notes are an integral  part of these statements.




                                                              Page 4 of 20
</TABLE>
 

<PAGE>
<TABLE>



                                         WRIGHT MEDICAL TECHNOLOGY, INC. AND SUBSIDIARIES
                                               CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                           (in thousands)
                                                            (unaudited)
<CAPTION>

                                                                                      Six Months Ended
                                                                              ----------------------------------
                                                                                 June 30,          June 30,
                                                                                   1998              1997
                                                                              ---------------   ----------------
Cash Flows From Operating Activities:
<S>                                                                           <C>               <C>      
           Net loss                                                           $       (8,165)   $        (7,103)
           Adjustments to reconcile net loss to
             net cash used in operating activities:
               Depreciation                                                            3,241              3,328
               Instrument amortization                                                 2,204              2,881
               Provision for instrument reserves                                       2,178              1,874
               Provision for excess/obsolete inventory                                 1,911              1,471
               Amortization of intangible assets                                       1,444              1,760
               Amortization of deferred financing costs                                  694                694
               Equity in loss of joint venture                                           588                592
               Other                                                                     564               (838)
               Changes in assets and liabilities
                     (Increase) Decrease in accounts receivable                          668             (4,634)
                     Increase in inventories                                          (2,735)            (1,579)
                     Decrease in other current assets                                    175                349
                     Increase in accounts payable                                        128                480
                     Decrease in accrued expenses and other liabilities                 (829)              (689)
                     Increase in other assets                                           (120)              (799)
                                                                              ---------------   ----------------
               Net cash provided by (used in) in operating activities                  1,946             (2,213)
                                                                              ---------------   ----------------

      Cash Flows From Investing Activities:
           Capital expenditures                                                       (2,288)            (2,708)
           Proceeds from sale-leaseback transaction                                      904                  0
           Other                                                                          (1)              (119)
                                                                              ---------------   ----------------
               Net cash used in investing activities                                  (1,385)            (2,827)
                                                                              ---------------   ----------------

      Cash Flows From Financing Activities:
           Net proceeds from short-term borrowings                                       750              7,385
           Payments of debt                                                           (1,181)            (1,964)
           Other                                                                           4                (57)
                                                                              ---------------   ----------------
               Net cash provided by (used in) financing activities                      (427)             5,364
                                                                              ---------------   ----------------


      Net increase in cash and cash equivalents                                          134                324
      Cash and cash equivalents, beginning of period                                     466                910
                                                                              ---------------   ----------------
      Cash and cash equivalents, end of period                                $          600    $         1,234
                                                                              ===============   ================

      Supplemental Disclosure of Cash Flow Information:
           Cash paid for interest                                             $        6,213    $         5,399
                                                                              ===============   ================
           Cash paid for income taxes                                         $            -    $             -
                                                                              ===============   ================
The  accompanying  notes  are an  integral  part of these statements.




                                              Page 5 of 20
</TABLE>

<PAGE>



WRIGHT MEDICAL TECHNOLOGY, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS




NOTE 1  - BASIS OF PRESENTATION

         The consolidated  financial  statements as of June 30, 1998 and for the
three and six month periods ended June 30, 1998 and 1997 include the accounts of
Wright  Medical  Technology,  Inc.  and its  wholly-owned  domestic  and foreign
subsidiaries and joint ventures ("the Company").

         The  accompanying  unaudited  financial  information,  in  management's
opinion,   includes  all  adjustments,   consisting  only  of  normal  recurring
adjustments,  necessary to present  fairly the  financial  position,  results of
operations and cash flows for the periods presented.  The results of the periods
presented are not  necessarily  indicative of the results to be expected for the
full year.

         The financial  information  has been  prepared in  accordance  with the
instructions to Form 10-Q and,  therefore,  does not include all information and
footnote  disclosures  necessary for fair  presentation of financial  statements
prepared in accordance  with generally  accepted  accounting  principles.  These
consolidated  financial  statements  should  be read  in  conjunction  with  the
consolidated  financial  statements and notes thereto  included in the Company's
1997 Annual Report on Form 10-K.


Significant Risks and Uncertainties -

         Inherent in the accompanying financial statements are certain risks and
uncertainties which include, but are not limited to, the following:


Significant Leverage

         The Company is, and will continue to be, highly leveraged.  The Company
has  incurred  substantial  indebtedness  as a result of its  acquisitions,  new
product research and development and

                                 Page 6 of 20

<PAGE>



operating  losses.  Earnings were  inadequate to cover fixed charges,  preferred
dividends and accretion of preferred  stock by  approximately  $19.0 million for
the six months ended June 30, 1998.  The  Company's  high level of debt may have
several important effects on its future operations, including the following: (i)
a  substantial  portion  of the  Company's  cash  flow from  operations  must be
dedicated  to the payment of interest on its  indebtedness;  (ii) the  financial
covenants  contained  in its debt  facilities  will  require the Company to meet
certain financial tests and other restrictions which limit its ability to borrow
additional  funds or to dispose of assets;  and (iii) the  Company's  ability to
obtain  additional  financing  in  the  future  for  working  capital,   capital
expenditures,  acquisitions, general corporate purposes or other purposes may be
impaired.  In  addition,   the  Company's  ability  to  meet  its  debt  service
obligations  and to reduce its total debt will be dependent  upon the  Company's
future performance,  which will be subject to general economic conditions and to
financial,  business and other factors  affecting the operations of the Company,
many of which  are  beyond  its  control.  There  can be no  assurance  that the
Company's  future  performance  will not be adversely  affected by such economic
conditions and financial, business and other factors.


Ability to Develop, Manufacture and Market New Products

         Some of the Company's  products are currently under development or have
not yet been  approved  by the Food and Drug  Administration  ("FDA")  (or other
applicable  foreign  regulatory  bodies).  Although  management  believes  these
products  will be  successfully  developed,  that the  necessary  FDA or foreign
approvals  will be received and, if developed  and approved,  a market for these
products will exist,  there can be no assurance that such events will happen. In
order for the Company to remain  competitive and to retain market share, it must
continually  develop  new  products  as  well  as  improve  its  existing  ones.
Accordingly,  the Company  must devote  substantial  resources  to research  and
development. Although the Company intends to devote such resources, there can be
no assurance  that the Company  will be able to enhance its  existing  products,
introduce or acquire new products, and maintain or expand its market share.


                                Page 7 of 20

<PAGE>



Patent Protection and Related Litigation

         Management  considers  certain of its patents to be  significant to its
business.  In the medical device industry,  patent  litigation among competitors
occurs regularly. Additionally, the process of obtaining and protecting patents,
including  defending  allegations  of patent  infringement,  can be  costly  and
time-consuming.


Ability to Forecast and Manage Working Capital Requirements

         The Company  remains  significantly  dependent on its revolving  credit
facility.  Various  factors,  including  delays in new product  development  and
introductions,  new product  introduction by  competitors,  delays in regulatory
approvals  and delays in the  expansion of sales and  distribution  channels can
significantly  affect management's ability to accurately forecast and manage its
working capital requirements.



NOTE 2  - INVENTORIES
<TABLE>
         Components of inventory are as follows (in thousands):

<CAPTION>
                                   June 30,                  Dec. 31,
                                    1998                      1997
                           --------------------       ------------------
                               (unaudited)
<S>                        <C>                        <C>              
Raw materials              $             2,858        $           2,520
Work in process                          9,402                   10,716
Finished goods                          32,441                   33,312
Surgical instruments                    12,580                   12,342
                           --------------------       ------------------
  Total                    $            57,281        $          58,890
                           ====================       ==================
</TABLE>



                                 Page 8 of 20

<PAGE>



NOTE 3 - ACCRUED EXPENSES
<TABLE>
         A detail of  accrued  expenses  and  other  current  liabilities  is as
follows (in thousands):

<CAPTION>             
                                      June 30,                   Dec. 31,
                                       1998                       1997
                               --------------------         -----------------
                                    (unaudited)
<S>                            <C>                          <C>              
Interest                       $              5,413         $           5,205
Employee benefits                             1,496                     1,123
Joint Venture                                 1,229                     1,500
Commissions                                   1,358                     1,278
Taxes                                           900                       988
Professional fees                             1,854                     2,731
Other                                         3,582                     3,920
                               --------------------         -----------------
  Total                        $             15,832         $          16,745
                               ====================         =================

</TABLE>


NOTE 4 - LEGAL PROCEEDINGS

         No material developments occurred in the Company's legal proceedings in
the period covered by this report.



NOTE 5 - COMPREHENSIVE INCOME

         The Financial  Accounting  Standards Board ("FASB") issued Statement of
Financial  Accounting  Standards  ("SFAS")  No.  130,  "Reporting  Comprehensive
Income", in June 1997.  Comprehensive  income is defined as the change in equity
during a period related to transitions and other events and  circumstances  from
nonowner sources. It includes all changes in equity during a period except those
resulting from investments by owners and distributions to owners.  Comprehensive
losses  totaled  $8.5 million and $7.8 million for the six months ended June 30,
1998 and 1997 respectively.  The difference between net income and comprehensive
income is due primarily to foreign currency translation.



                                Page 9 of 20

<PAGE>



ITEM 2.           MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS


Overview

         This discussion  includes  forecasts and  projections  that are forward
looking statements based upon management's current expectations of the Company's
near term results and based upon currently available  information  pertaining to
the Company. Actual future results and trends may differ materially depending on
a variety of factors, including competition in the marketplace,  changing market
conditions,  demographic  trends,  product research and development,  government
approvals,  government  reimbursement  schedules and other factors.  The Company
assumes no obligation for updating any such forward looking statements.

         Results for the second quarter of 1998 were slightly below expectations
due to softer  sales of the  Company's  ADVANTIM(R)  knee  products  and despite
increases in the sales of the Company's new ADVANCE(R) Knee.  Launch  quantities
of the new cemented  primary  components of the ADVANCE(R) Knee were released in
the last week of the  quarter  and should  begin to add revenue in the third and
fourth  quarters.  For both the second quarter and the first six months of 1998,
sales of the Company's  core hip,  extremity and  biologics  business  increased
significantly  over the prior year  period.  Sales of  products in the spine and
arthroscopy  businesses  declined  slightly in the second  quarter  (and for the
first six months)  after the Company  announced  its  intention  to divest those
product lines.  The Company  expects to close the sale of its trauma business in
the third quarter.

         The Company  also  continued to gain  efficiencies  and reduce costs as
operating expenses dropped 20% or $4.4 million for the second quarter and 15% or
$6.0  million  in the first six  months  compared  to the  prior  year  periods.
Expenses were reduced in all areas of the business.



                               Page 10 of 20

<PAGE>



Results of Operations

         The  Company's net sales for the quarter ended June 30, 1998 were $28.9
million as  compared  to $32.1  million  for the same  period in the prior year.
Sales of knees were $4.4 million  lower for the quarter ended June 30, 1998 when
compared to the same  period in the  previous  year  primarily  attributable  to
softness in ADVANTIM(R) knee sales.  Sales of the ADVANCE(R) knee,  OSTEOSET(R),
and  hip  products   increased  when  compared  to  the  same  period  in  1997.
International  sales  were $9.3  million  for the  second  quarter  of 1998,  up
slightly over the second quarter of 1997.

         Domestic  sales declined by $3.4 million for the quarter ended June 30,
1998 when compared to the same quarter for the prior year.

Cost of Sales

         Cost of sales for the three  months  ended June 30, 1998  increased  by
$1.0 million when compared to the same period in 1997. Cost of sales for the six
months ended June 30, 1998  decreased by $0.6 million when  compared to the same
period in 1997.  Global gross  margins  decreased  3.5% for the six months ended
June 30, 1998 due primarily to additional inventory reserving.

Selling, G & A

         Selling  expenses  for the three  months ended June 30, 1998 were $10.4
million representing a decrease of $3.0 million when compared to the same period
in 1997 while  general and  administrative  expenses  for the three month period
ended June 30, 1998 were $4.0 million,  a decrease of $0.6 million from the same
period in 1997.  Decreases were a result of lower  salaries,  wages and benefits
expenses  as  well as  reduced  travel  expenses.  Further,  reduced  instrument
amortization  as well as the  termination  of the Outcome  Medical,  Inc.  Asset
Purchase  Agreement  ("OMI")  attributed  to the  favorable  variance in selling
expenses.  Reduced intangible amortization contributed to the favorable variance
in general and administrative expenses.




                                 Page 11 of 20

<PAGE>



Research and Development

         Research  and  development  expenses  were $2.4  million for the second
quarter of 1998 down $0.8 million when  compared to the second  quarter of 1997.
This decrease was  primarily  attributable  to decreases in salaries,  wages and
benefits, outside services expense and depreciation expense.

Other

         Equity in loss of investment of $0.3 million  represented the Company's
50% share of expenses  incurred by its joint  venture  with Tissue  Engineering,
Inc. for the quarter ended June 30, 1998. The joint venture continues to develop
collagen based products.

         Interest  expense,  net of interest  income,  was $3.6  million for the
quarter  ended June 30,  1998  representing  an increase  of $0.5  million  when
compared to the same period in 1997.  This  increase  was  primarily  due to the
higher interest rate charged on the Series D Senior Secured Step-Up Notes and an
increased balance on the Company's line of credit.

         For the three and six month periods ended June 30, 1998 earnings before
interest, taxes,  depreciation,  and amortization ("EBITDA") are detailed in the
table below.
<TABLE>
<CAPTION>

                                                Three                    Six
                                                Months                  Months
                                                Ended                   Ended
                                               June 30,                June 30,
                                                 1998                    1998
                                          --------------         ---------------
<S>                                       <C>                    <C>            
Operating Loss                            $         (337)        $       (1,171)
Depreciation and Instrument Amortization           2,223                  5,445
Provision for Instrument Reserves                  1,089                  2,178
Provision for Excess/Obsolete Inventory            1,088                  1,911
Amortization of Intangibles/Other Assets             852                  1,711
Stock Contribution                                   208                    427
Other Non Cash Addbacks                              104                    179
                                          --------------         ---------------
EBITDA after Certain Adjustments          $        5,227         $       10,680
                                          ==============         ===============
</TABLE>

                                   Page 12 of 20

<PAGE>



Liquidity and Capital Resources

         Since the DCW Acquisition,  the Company's strategy has been to position
itself for growth  through new product  development  and the  acquisition of new
technologies  through license agreements,  joint ventures and purchases of other
companies in the orthopaedic  field. As anticipated,  the Company's  substantial
needs for working  capital  have been funded  through the sale of $85 million of
senior  debt  securities  and  $15  million  of  equity  at the  time of the DCW
Acquisition,  through the  issuance  of Series B Preferred  Stock in 1994 to the
California  Public  Employees'  Retirement  System  ($60  million),  through the
issuance of Series C Preferred Stock to the Princes Gate purchasers in September
1995 ($35 million),  and through  borrowings on the Company's  revolving line of
credit with Sanwa Business Credit Corporation (the "Credit Agreement").

         Under the Credit  Agreement,  the  Company  has  available  to it a $30
million  revolving line of credit which  provided an eligible  borrowing base at
June 30, 1998 of $26.7  million.  Effective July 1, 1998 the terms of the Credit
Agreement  were modified to provide an eligible  borrowing base of $28.8 million
and to reduce the fixed charge cover ratio through the third quarter. As of June
30, 1998, the Company had drawn $19.2 million  against this line of credit.  The
Company's operating cash flow for the first half of 1998, net of its semi-annual
interest  obligation  paid on January  2,  1998,  was  positive.  The  Company's
interest  obligations to the holders of the senior debt securities have resulted
in a continued  dependence on the Credit  Agreement and other funding sources to
meet working capital needs.  During the first half of 1998,  borrowing under the
Sanwa Agreement reached a high of $25.2 million on April 16, 1998.

         Since  inception,   the  Company  has  incurred  significant  operating
deficits  which are  anticipated  to continue  during  1998.  Additionally,  the
Company's  projected working capital  requirements for 1998 indicate a continued
reliance on its revolving credit facility.

     The  Company's  capitalization  includes  senior debt  securities  of $84.6
million and various  series of  preferred  stock with an  aggregate  liquidation
value of $160.3 million  including accrued but unpaid dividends of $28.9 million
at June 30, 1998. These
                               Page 13 of 20

<PAGE>


securities  currently  bear  interest or dividend  rates  ranging  from 10.0% to
21.0%.

         At June 30, 1998, the Company had spent  approximately  $2.3 million in
capital  expenditures,  and has budgeted  expenditures for 1998 of approximately
$4.5 million for the acquisition of machinery and related capital equipment.

         In assessing the impact of the "Year 2000" on the Company's information
systems,  as well as other  information  system needs,  management  has signed a
software license and services agreement with PeopleSoft,  Inc. First, management
will  upgrade  its  current  system.  This will  mitigate  any Year 2000  issues
allowing  time for a proper  transition  to  PeopleSoft.  Currently,  management
estimates  the cost of new  information  system  software to  approximate  $1.75
million, the majority of which will be incurred in 1999.

         As of June 30,  1998,  the  Company had net  working  capital  (current
assets less current  liabilities) of $37.7 million,  compared with $40.4 million
as of December 31, 1997. The $2.7 million  decline  includes $0.8 million growth
in short term  borrowings  against the  Company's  line of credit,  $0.3 million
increase in current  portion of long term debt,  $0.7 million  decrease in trade
receivables,  $1.6 million decrease in inventory, $0.3 million decrease in other
current assets,  offset by $0.9 million  decrease in accrued  expenses and other
current liabilities.

                                   Page 14 of 20

<PAGE>



                          PART II  - OTHER INFORMATION



ITEM 1.           LEGAL PROCEEDINGS.

                           No material  developments  occurred in the  Company's
                           legal  proceedings  in the  period  covered  by  this
                           report.

ITEM 2.           CHANGES IN SECURITIES.

                           None


ITEM 3.           DEFAULTS UPON SENIOR SECURITIES.

                           None


ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

                           None


ITEM 5.           OTHER INFORMATION.

                           None


ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K.

                    A)       See Exhibit Index at page 17.
                    B)       No reports on Form 8-K were filed during the
                             quarter for which this report on Form 10-Q is
                             filed.

                                  Page 15 of 20

<PAGE>



                                 SIGNATURES


         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.


Date:    August 11, 1998         /s/Thomas M. Patton
                                 Thomas M. Patton
                                 President and Chief Executive Officer


Date:    August 11, 1998         /s/Greg K. Butler
                                 Greg K. Butler
                                 Executive Vice President and
                                 Chief Financial Officer

                               Page 16 of 20

<PAGE>



                                Exhibit Index



EXHIBIT
NUMBER               DESCRIPTION OF EXHIBIT                               PAGE

11.1             Statement regarding Computation of                        18
                 Earnings Per Share
12.1             Statement regarding Computation of Ratio                  19
                 of Earnings to Fixed Charges and
                 Preferred Dividends
27.1             Financial Data Schedule                                   20


                                   Page 17 of 20


<TABLE>

                               
                 WRIGHT MEDICAL TECHNOLOGY, INC. AND SUBSIDIARIES

                         COMPUTATION OF EARNINGS PER SHARE

                        (in thousands, except loss per share)
                                    (unaudited)

<CAPTION>
                                                    Three Months Ended                                  Six Months Ended
                                       ---------------------------------------------    -------------------------------------------
                                           June 30, 1998             June 30, 1997           June 30, 1998          June 30, 1997
                                       --------------------     --------------------    --------------------   --------------------
<S>                                    <C>                      <C>                     <C>                     <C>                
Net loss                               $            (4,154)     $            (3,893)    $            (8,165)    $           (7,103)

Dividends on preferred stock                        (4,341)                  (3,749)                 (7,633)                (7,484)
Accretion of preferred stock discount               (1,630)                  (1,615)                 (3,259)                (3,229)
                                       --------------------     --------------------    --------------------    -------------------

Net loss applicable to common
       and common equivalent shares    $           (10,125)     $            (9,257)    $           (19,057)    $          (17,816)
                                       ====================     ====================    ====================    ===================

Weighted average shares of
       common stock outstanding (a)                  9,725                    9,198                   9,721                  9,167
                                       ====================     ====================    ====================    ===================

Loss per share of common stock         $             (1.04)     $             (1.01)    $             (1.96)    $            (1.94)
                                       ====================     ====================    ====================    ===================



<FN>

(a)    Because of the net loss  applicable  to common  stock,  diluted  weighted
       average shares of common stock  outstanding  has not been computed as the
       effect of the  assumed  exercise  of common  stock  equivalents  would be
       anti-dilutive.

</FN>




                                  Page 18 of 20

</TABLE>

<TABLE>

                


                           WRIGHT MEDICAL TECHNOLOGY, INC. AND SUBSIDIARIES
              COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND PREFERRED DIVIDENDS

                                 (in thousands, except ratios)

<CAPTION>

                                                      Six Months Ended            Year Ended         Year Ended         Year Ended
                                              -----------------------------
                                              June 30, 1998   June 30, 1997      Dec. 31, 1997     Dec. 31, 1996      Dec. 31, 1995
                                              -------------   -------------      -------------     -------------      -------------
                                              (unaudited)      (unaudited)
Earnings:
<S>                                           <C>             <C>                <C>               <C>                 <C> 
  Loss before income taxes                    $    (8,165)    $    (7,103)       $   (22,572)      $    (14,589)       $    (4,873)
  Add back: Interest expense                        6,547           5,622             11,675             10,718             10,899
     Amortization of debt issuance cost               694             693              1,387              1,361              1,036
     Portion of rent expense representative 
      of interest factor                              223             246                519                459                451
                                              ------------    ------------       ------------      -------------       ------------

  Earnings (loss) as adjusted                 $      (701)    $      (542)       $    (8,991)      $     (2,051)       $     7,513
                                              ============    ============       ============      =============       ============

Fixed charges:
  Interest expense                            $     6,547     $     5,622        $    11,675       $     10,718        $    10,899
  Amortization of debt issuance cost                  694             693              1,387              1,361              1,036
  Portion of rent expense representative
  of interest factor                                  223             246                519                459                451
                                              ------------    ------------       ------------      -------------       ------------
     
                                              $     7,464     $     6,561        $    13,581       $     12,538        $    12,386
                                              ============    ============       ============      =============       ============


Preferred dividends
(grossed up to pretax equivalent basis):      $     7,633     $     7,484        $    12,121       $     14,251        $    16,863
Accretion of preferred stock
(grossed up to pretax equivalent basis):            3,229           3,229              6,477              6,458              4,573
                                              ------------    ------------       ------------      -------------        -----------

                                              $    10,862     $    10,713        $    18,598       $     20,709        $    21,436
                                              ============    ============       ============      =============        ===========

Ratio of earnings to fixed charges                     (a)             (a)                (a)                (a)                (a)
                                              ============    ============      =============      =============        ===========
Ratio of earnings to fixed charges, preferred
 dividends and accretion of prefer(b) stock            (b)             (b)                (b)                (b)                (b)
                                              ============    ============      =============      =============        ===========

<FN>

(a)  Earnings were inadequate to cover fixed charges by $8.2 million, $7.1 
     million, $22.6 million,  $14.6 million and $4.9 million, respectively,
     for the six months ended June 30, 1998 and 1997, and for the years ended
     December 31, 1997, December 31, 1996, and December 31, 1995.
    
(b)  Earnings were  inadequate to cover fixed charges,  preferred  dividends and
     accretion  of  preferred  stock  by $19.0  million,  $17.8  million,  $41.2
     million, $35.3 million and $26.3 million,  respectively, for the six months
     ended June 30, 1998 and 1997,  and for the years ended  December  31, 1997,
     December 31, 1996 and December 31, 1995. Certain of the preferred dividends
     are, at the option of the Company, payable in kind.
</FN>

                                Page 19 of 20

</TABLE>

<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
     This schedule contains summary financial information extracted from the
Consolidated Financial Statements and is qualified in its entirety by 
reference to such financial statements.
</LEGEND>
                        
                      
<MULTIPLIER>                                   1000
<CURRENCY>                                     U.S.DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                              DEC-31-1998
<PERIOD-START>                                 APR-01-1998
<PERIOD-END>                                   JUN-30-1998
<EXCHANGE-RATE>                                1
<CASH>                                         600
<SECURITIES>                                   0
<RECEIVABLES>                                  19,116
<ALLOWANCES>                                   (794)
<INVENTORY>                                    57,281
<CURRENT-ASSETS>                               79,776
<PP&E>                                         65,218
<DEPRECIATION>                                 (41,427)
<TOTAL-ASSETS>                                 145,328
<CURRENT-LIABILITIES>                          42,068
<BONDS>                                        84,673
                          9
                                    0
<COMMON>                                       11
<OTHER-SE>                                     (115,766)
<TOTAL-LIABILITY-AND-EQUITY>                   145,328
<SALES>                                        57,272
<TOTAL-REVENUES>                               57,272
<CGS>                                          22,912
<TOTAL-COSTS>                                  22,912
<OTHER-EXPENSES>                               35,284
<LOSS-PROVISION>                               0
<INTEREST-EXPENSE>                             7,241
<INCOME-PRETAX>                                (8,165)
<INCOME-TAX>                                   0
<INCOME-CONTINUING>                            (8,165)
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   (8,165)
<EPS-PRIMARY>                                  (1.96)
<EPS-DILUTED>                                  (1.96)

        

</TABLE>


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