Annual Report — [x] Reg. S-K Item 405 — Form 10-K
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 10-K405 Annual Report -- [x] Reg. S-K Item 405 24± 103K
2: EX-13 Annual or Quarterly Report to Security Holders 4± 16K
3: EX-13 Annual or Quarterly Report to Security Holders 26± 108K
4: EX-27 Financial Data Schedule (Pre-XBRL) 1 6K
5: EX-27 Financial Data Schedule (Pre-XBRL) 1 7K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1997
Commission file number 0-9165
STRYKER CORPORATION
(Exact name of registrant as specified in its charter)
Michigan 38-1239739
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
P.O. Box 4085, Kalamazoo, Michigan 49003-4085
(Address of principal executive offices) (Zip Code)
(616) 385-2600 (Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: Common Stock $.10
par value
Securities registered pursuant to Section 12(g) of the Act: None
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 and 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 [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-
K or any amendment to this Form 10-K. [X]
Based on the closing sales price of February 27, 1998, the aggregate
market value of the voting stock held by nonaffiliates of the registrant was
approximately $2,703,117,330.
The number of shares outstanding of the registrant's common stock, $.10
par value, was 96,115,065 at February 27, 1998.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the annual stockholders report for the year ended December
31, 1997 (the "1997 Annual Report") are incorporated by reference into Parts
II and IV.
Portions of the proxy statement filed with the Securities and Exchange
Commission relating to the 1998 Annual Meeting of Stockholders (the "1998
proxy statement") are incorporated by reference into Part III.
PART I
ITEM I. BUSINESS
General
-------
Stryker Corporation and its subsidiaries (the "Company" or "Stryker")
develop, manufacture and market specialty surgical and medical products,
including orthopaedic implants, powered surgical instruments, endoscopic
systems and patient care and handling equipment for the global market and
provide physical therapy services in the United States. Stryker was
incorporated in Michigan in 1946 as the successor company to a business
founded in 1941 by Dr. Homer H. Stryker, a leading orthopaedic surgeon and
the inventor of several orthopaedic products.
In August 1993, the Company purchased 20% of the outstanding common
stock of Matsumoto Medical Instruments, Inc. ("Matsumoto"), Osaka, Japan.
Matsumoto is one of the largest distributors of medical devices in Japan and
is the exclusive distributor of Stryker products in that country. In August
1994, the Company purchased an additional 31% of Matsumoto's outstanding
common stock, thereby increasing its direct ownership in Matsumoto to 51%.
The results of operations for Matsumoto were consolidated with Stryker
beginning in August 1994. Subsequently, Stryker has purchased additional
shares of outstanding common stock of Matsumoto, thereby increasing its
direct ownership interest to 75%.
In June 1994, the Company purchased the Steri-Shield product line, which
is a personal protection system for operating room personnel, from a private
company.
In September 1996, the Company purchased 100% of the outstanding common
stock of Osteo Holding AG and subsidiaries ("Osteo"), Selzach, Switzerland.
Osteo designs and manufacturers trauma products and reconstructive
orthopaedic devices.
The Company's subsidiary, Physiotherapy Associates, Inc., has also
purchased a number of physical therapy clinic operations during each of the
last five years.
Product Sales
-------------
The Company's products can be divided into three classes: Stryker
Surgical Products, Stryker Medical Products and Matsumoto Distributed
Products. Stryker Surgical Products are designed, manufactured and marketed
under the Osteonics, Dimso, Osteo, Stryker Instruments and Stryker Endoscopy
names and principally serve the orthopaedic market. Stryker Medical Products
consist of specialty beds and stretchers and general patient room beds
designed, manufactured and marketed under the Stryker Medical name and
rehabilitation services provided through Physiotherapy Associates, Inc.
Matsumoto Distributed Products represent products sourced by Matsumoto
Medical Instruments, Inc., the Company's 75% owned subsidiary, from other
companies for sale in Japan. The following amounts ($000's) and percentages
are the sales during each of the three years ended December 31:
1997 1996 1995
______________ _____________ _____________
$ % $ % $ %
_______ ___ _______ ___ _______ ___
Stryker Surgical Products $740,369 76% $669,898 74% $608,646 70%
Stryker Medical Products 207,481 21 196,083 21 158,516 18
Matsumoto Distributed
Products 32,285 3 44,079 5 104,790 12
________ ___ ________ ___ ________ ___
$980,135 100% $910,060 100% $871,952 100%
======== === ======== === ======== ===
Approximately two-thirds of the Company's sales in 1997, 1996 and 1995
consisted of products with short lives and service revenues, such as implants
(while implants have a long useful life to the patient, they have a one-time
use to the hospital), disposables, expendable tools and parts, service and
repair charges and physical therapy revenues. The balance of sales in each
of the years was of products that could be considered capital equipment,
having useful lives in excess of one year.
The Company's backlog of firm orders is not considered material to an
understanding of its business.
In June 1997, the Financial Accounting Standards Board (FASB) issued
Statement No. 131, "Disclosures about Segments of an Enterprise and Related
Information." This standard is effective for periods beginning after
December 15, 1997. The Company is currently evaluating the disclosure
requirements of the new standard and its effect on reported product lines.
Stryker Surgical Products
-------------------------
Stryker Surgical products are designed and manufactured by Osteonics,
Allendale, New Jersey; Dimso, Bordeaux, France; Osteo AG, Selzach,
Switzerland; Stryker Instruments, Kalamazoo, Michigan; and Stryker Endoscopy,
Santa Clara, California. The principal specialty served by Stryker Surgical
products is orthopaedics. Orthopaedic reconstructive products, such as hip,
knee, shoulder and spinal implants, compression hip screws and interlocking
compression nails, heavy-duty powered instruments, micro-powered instruments,
pulsating irrigation systems, cement injection systems, medical video cameras
and arthroscopes are manufactured and marketed for use by the orthopaedic
surgeon.
Osteonics designs and manufactures innovative total and partial hip,
knee and shoulder replacements and associated instruments for sale around the
world. These artificial implants are made of cobalt chrome or titanium
alloys and are implanted in patients whose natural joints have been damaged
by arthritis, osteoporosis, other diseases or injury. In late 1990,
Osteonics became the first company to receive clearance from the U.S. Food &
Drug Administration (FDA) to commercially release for sale in the U.S. a hip
implant with hydroxylapatite (HA) surface treatment. HA is a naturally
occurring calcium phosphate material that demonstrates a high level of
biocompatibility due to its resemblance to human bone. Osteonics' clinical
experience with HA-coated hip stems now extends over ten years and their
reported clinical performance continues to equal or exceed that of any
comparable stem reported in the scientific literature.
Osteonics offers a wide array of high performance cemented and
cementless stems and cups, with which physicians may treat the spectrum of
their primary and revision total hip requirements. For example, on the
primary side, the Secur-Fit HA Stems and Acetabular Shells combine Osteonics
evolutionary design concepts with its high quality HA coating on an abrasion
resistant, titanium surface, to enhance bone loading and implant stability
from the time of implantation onward. For revision indications, Osteonics
offers its Restoration Hip System, a versatile array of implants which is
designed to address the variety of complex surgical needs and patient
anomalies that are presented in revision surgery and where extensive
fixation, both distally and proximally, is required to support the
prosthesis.
Osteonics Knee Systems, the Insight Knee Positioning and Alignment
System and Passport Knee instrumentation provide the surgeon with a
simplified, cost effective approach to total knee arthroplasty. Osteonics
Knee Systems and Passport Knee instrumentation provide surgeons with the
interoperative flexibility to address a wide range of patient needs, while
the Insight Knee Positioning and Alignment System provide surgeons the
ability to realize precise, customized knee alignment and superior leg
position in knee surgery, which helps reduce the risk of post-operative
complications. In 1997, Osteonics released the Scorpio Posterior Stabilized
Knee System (Scorpio). Scorpio revolutionizes the way knee motion is viewed
clinically and scientifically, resulting in a more anatomical design, which
closely approximates the motion of the natural knee.
The Osteonics Total Shoulder system was launched in 1996. The unique
design of the Osteonics Shoulder system provides the surgeon with an
innovative glenoid component, as well as a wide variety of component sizing
options enabling restoration of the normal biomechanical function of the
shoulder joint. The system includes a user-friendly instrument set, which
enables the surgeon to accurately prepare the implant site with a high degree
of efficiency.
Dimso designs and manufactures spinal implant systems for use by spinal
surgeons in the treatment of degenerative spinal diseases and deformities and
the stabilization of the spine in trauma cases. During 1995, Osteonics began
to market a version of the Dimso spinal implant system in the United States
following the receipt of U.S. FDA clearance for limited surgical indications
and, in 1997, launched the Top Loading Connector and the Cross Connector.
The Ogival Intersomatic Cage, which was launched in 1996 for international
markets only, is designed to restore disk height space and allow lumbar
vertebrae to be fused to stabilize the spine.
Osteo designs and manufactures high quality orthopaedic and trauma
products, including compression hip screws and interlocking compression nails
for bone fixation in fracture cases. Sold in more than 50 countries, the
largest markets for Osteo products have been in Europe and the Far East.
Stryker Instruments' products include a broad line of powered surgical
drills, saws, fixation and reaming equipment and other surgical instruments
that are used by surgeons for drilling, burring, rasping or cutting bone,
wiring or pinning bone fractures and preparing hip or knee surfaces for the
placement of artificial hip or knee joints. Stryker Instruments provides
hundreds of different sized and shaped drill bits, burrs, blades, chisels and
other attachments for use by the orthopaedic surgeon.
Stryker Instruments System 2000 Heavy-Duty Battery-Powered Instruments
provide surgeons with a complete line of heavy-duty instruments that are
powerful, precise and maneuverable. In conjunction with joint replacement
surgery, Stryker Instruments Advanced Cement Mixing System greatly reduces
the risk that air bubbles will weaken the long-term bond between the implant
and surrounding bone. SurgiLav Plus is a disposable, self-contained pulsed
lavage system that is used to cleanse the surgical site during total joint
arthroplasty. Stryker Instruments CBC II System is a post-operative wound
drainage and blood reinfusion device that enables joint replacement patients
to receive their own blood rather than donor blood. For operating room
personnel, Stryker Instruments Steri-Shield Personal Protection System uses
an enclosed hood and toga to provide protection against contact with
infectious bodily fluids and harmful microorganisms during surgery.
Stryker Endoscopy products include medical video cameras, lightsources,
arthroscopes, laparoscopes, powered instruments and a disposable
suction/irrigation device. These systems allow the surgeon to perform
numerous surgical procedures through small incisions usually less than one
centimeter in length versus incisions that could be as long as ten inches.
The advantage to the patient is reduced trauma and a shorter rehabilitation
period.
Stryker Endoscopy offers two types of video cameras. A low cost single
chip camera with procedure specific head configurations as well as a
broadcast quality 3-Chip Camera, which has a programmable three function
button allowing the surgeon to control documentation equipment and picture
quality from the surgical site. Both can be used in virtually every surgical
specialty. They have extremely high resolution, which is typically two to
three times that of a standard television set as well as true color
reproduction allowing the surgeon to see the anatomy as if he or she was
looking at it with the naked eye. Stryker Endoscopy's rigid scopes range in
diameter from 2.3mm to 10mm. These scopes contain a series of precision
lenses as well as fiberoptics, which allow the surgeon to see into the body.
The video camera is attached to the scope transmitting the image onto a
monitor.
Stryker Endoscopy also produces a totally disposable suction irrigation
device that allows the surgeon to irrigate tissue where necessary as well as
remove the fluid, all out of a 5mm or 10mm portal. This device is also
capable of cauterizing tissue when necessary. This product is self
contained, and totally disposable, eliminating the need for any additional
equipment in the crowded operating room.
Stryker Instruments and Endoscopy both produce small, light micro-
powered tools and instruments that are used in orthopaedics, maxillofacial
surgery, functional endoscopic sinus surgery, neurosurgery, spinal surgery
and plastic surgery. Stryker Instruments Total Performance System (TPS),
which was released in 1996, provides a universal surgical system that can be
used by several specialties. Spine and neuro surgeons use the TPS Universal
Drill and TPS burs, while sports medicine and plastic surgeons use the TPS
MicroDriver and TPS Sagittal Saw. The TPS System is also compatible with
Stryker Endoscopy's SE5 Shaver System. Stryker Endoscopy's Hummer 2 Micro
Debrider System is a powered instrument used in sinus surgery which
incorporates new irrigation capabilities and specialized cutters for sinus
surgery. This device eliminates the need for over 50% of the instrumentation
otherwise required for sinuscopy surgery.
Stryker Medical Products
------------------------
Stryker Medical's product portfolio includes stretchers,
medical/surgical beds, intensive care unit beds, maternity beds and related
furnishings and ambulance cots. These products are manufactured or assembled
at the Company's Medical Division in Kalamazoo, Michigan. Stryker Medical
product sales also include revenue of the Company's Physiotherapy Associates,
Inc. subsidiary headquartered in Memphis, Tennessee.
Medical Division product designs are clinician-driven, developed through
extensive clinical research and life cycle tested before designs are
finalized. In 1997, the Medical Division introduced the FirstCare maternity
bed. This product is a full-featured bed that addresses maternity procedures
from labor and delivery through recovery and post-partum. Stryker Medical
also introduced the Rugged MX-PRO Ambulance Cot in 1997, continuing a
tradition of durability, high quality, ease of use and low maintenance set by
the original Rugged. The MX-PRO is lighter and has a more ergonomically
designed lift and grip mechanism.
Stryker Medical is a market leader in specialty stretcher products,
offering some 30 different types of stretchers customized to fit the needs of
acute care and specialty surgical care facilities. Stryker beds are also
designed to fit the unique needs of specialty departments within the acute
care environment. The Secure med/surg bed addresses the changing needs of an
aging population. They are lower to the ground and have siderails that help
patients in and out of bed. And, the Complete Care ICU bed features in-bed
scale systems to help clinicians avoid time consuming, awkward and risky
patient transfers.
Physiotherapy Associates provides physical, occupational and speech
therapy services to patients recovering from orthopaedic or neurological
illness and injury in 207 outpatient physical therapy centers in 22 states
and the District of Columbia. Physiotherapy Associates works closely with
referring physicians to design and execute rehabilitation protocols resulting
in quick recoveries for professional and amateur athletes, injured workers
and others.
Matsumoto Distributed Products
------------------------------
Matsumoto Medical Instruments, Inc. is a majority-owned subsidiary of
the Company located in Osaka, Japan. Matsumoto is one of the largest
distributors of medical devices in Japan and is the exclusive distributor of
Stryker products in that country. A majority of Matsumoto's sales are
comprised of Stryker Surgical Products. Approximately 20% of Matsumoto's
sales are sourced from other companies for sale in Japan. These products are
used in the areas of ophthalmology, general surgery and emergency care and
are classified as Matsumoto Distributed Products.
Product Development
-------------------
Most of the Company's products and product improvements have been
developed internally. In addition, the Company maintains close working
relationships with physicians and medical personnel in hospitals and
universities who assist in product research and development. New and
improved products play a critical role in the Company's sales growth. The
Company has placed increased emphasis on the development of proprietary
products and product improvements to complement and expand its existing
product lines.
Total expenditures for product research, development and engineering
were $56,895,000 in 1997, $56,870,000 in 1996 and $43,771,000 in 1995. The
Company's research, development and engineering expenses represent the
continued development of the Company's OP-1 Bone Growth Device discussed
below and the Company-wide focus on new product developments. Recent new
product introductions include the development of implant, spinal and trauma
designs (the Scorpio Posterior Stabilized Knee System, BOS Trauma System and
the Osteo Hip Screw System, which were introduced in 1997, the Ogival
Intersomatic Cage for spinal surgery introduced in 1996 and the Secur-Fit HA
total hip implant system and Restoration HA Hip System for revision surgery
developed in 1995) and further enhancements to instrumentation related to
knee replacement procedures, including development of the Passport knee
instruments in 1996 and the Insight Positioning and Alignment System in 1995.
New products at Stryker Endoscopy and Stryker Instruments include the
development of advanced powered instruments and video technology (the SE
Sagittal Saw, the 882TE 3-Chip Camera System and the Tempest Arthroscopy Pump
introduced in 1997, the TPS advanced micro-powered instrument set, the 882 3-
Chip Camera System, the Hummer 2 Micro Debrider System and several new
arthroscopy instruments introduced in 1996, and the 4100 Cordless Driver, the
first battery-powered wire driver, the next generation 810 3-Chip Camera
System and the StrykeFlow suction/irrigator for laparoscopic surgery
introduced in 1995) and the development of new specialized operating room
equipment (the Steri-Shield Turbo 3 Helmet introduced in 1997 and the
Advanced Cement Mixing System, introduced in 1996). The Medical Division has
developed new patient handling equipment (the FirstCare maternity bed and the
6080 MX-PRO Rugged Ambulance Cot introduced in 1997, the Complete Care 2025
ICU Bed introduced in 1996 and the Stryker Stretcher Chair introduced in
1995).
In 1991, the Company received FDA approval to begin human clinical
trials of its OP-1 Bone Growth Device, which is being developed in
collaboration with Creative BioMolecules, Inc. ("Creative") as part of a long-
term research program funded by Stryker since 1985. This device is composed
of recombinant human osteogenic protein-1 (OP-1) and a bioresorbable collagen
matrix. OP-1 is naturally present in the human body and directs a cascade of
cellular events that result in bone growth. In preclinical studies, OP-1
induced the formation of new bone when implanted into bony defect sites. In
addition, results from early-stage animal trials of OP-1 in cartilage repair
have been encouraging. The initial human clinical study, which began in
1992, compares the efficacy of the OP-1 Bone Growth Device to autografts (the
current standard bone graft procedure for the treatment of tibial non-union
fractures, which uses bone chips removed from a patient's hip in a second
operation) in the repair of non-union fractures of the tibia. The patients
involved in the trial all suffered tibial fractures that showed no evidence
of healing at least nine months from the initial injury and at least three
months after any prior surgical intervention. Patients received either the
OP-1 Bone Growth Device or autograft bone on a random basis. In 1995, the
FDA allowed the Company to enlarge the scope of the clinical trials for
expanded indications of non-union fractures in all long bones. During 1996,
the surgical procedures on the 122 patients in the Company's tibial non-union
clinical trial were completed and, in 1997, the Company completed the
collection and analysis of the data from the clinical trial. The results of
the clinical trial were presented by Dr. George Muschler, Cleveland Clinic,
at the American Academy of Orthopaedic Surgeons on March 20, 1998. The study
demonstrated that the OP-1 Device patients had comparable clinical success to
the autograft patients without the need for a second invasive procedure to
harvest autograft from the hip. There were three prospectively determined
clinical trial outcomes defined in the study: weight-bearing; level of pain
with weight-bearing; and radiographic assessment of cortical bridging. The
study design predicted 80% success at nine months post-surgery. Both the OP-
1 and autograft groups met this prediction for the clinical outcomes of
weight-bearing and pain and both groups had comparable results. The blinded
radiographic assessment by an independent panel of radiologists showed that
neither group achieved the predicted level of cortical bridging. The
postoperative x-rays immediately following surgery showed a bias toward the
autograft group because the transplanted autograft bone is radiodense, in
contrast to the OP-1 Bone Growth Device which is transparent to x-rays. The
radiographs improved for both groups at comparable rates throughout the 24-
month follow-up period, however, radiographic assessment of the number of
patients with cortical bridging remained approximately 10% higher for the
autograft group. Dr. Muschler noted that there is no evidence in the data to
suggest that the radiographic differences observed resulted in a difference
in return to function or increase in re-operation. The Company anticipates
filing a Pre-Market Application (PMA) with the FDA in 1998; however, the
Company can give no assurance that the filing will not be delayed.
The surgical procedures for several pilot human clinical trials in
Europe in cases involving trauma, spine, and oral/maxillofacial indications
were completed in 1996 and a fresh fracture trial was initiated in Canada in
1997.
Stryker owns the patents on its osteogenic protein technology and has
exclusive worldwide rights under those patents to develop, market and sell OP-
1 for treatment, repair or replacement of bone and joint tissue. Creative
has an exclusive license to the technology for use in other applications.
Stryker and Creative are obligated to pay royalties to the other on its sales
of OP-l based products.
The Company has a royalty-free cross license agreement with Genetics
Institute, Inc., which holds patents covering a molecule different from OP-1
that may produce similar effects. The agreement will enable Stryker to
commercialize OP-1 unencumbered by patent litigation with this competitor.
Others are also attempting to develop osteogenic proteins and bioresorbable
carriers for the treatment, repair or replacement of bone and joint tissue.
These other companies have filed and obtained patents in the U.S. and
elsewhere claiming such compounds and methods of making them and using them
and may in the future file and obtain other such patents. The Company can
provide no assurance that it will not need a license under one or more of
those patents to further expand the OP-1 program or whether such licenses
will be available.
Marketing
---------
Most of the Company's products are marketed in the United States
directly to more than 5,000 hospitals, and to doctors and other health care
facilities, by the Company's sales force consisting of approximately 580
salespersons. Stryker maintains separate and dedicated sales forces for each
of its principal product lines to provide focus and a high level of expertise
to each medical specialty served. Certain products, primarily orthopaedic
implants, are sold to hospitals in the United States through both direct
sales forces and independent dealer organizations.
Approximately 26% of the Company's domestic revenues in 1997 were
accounted for by sales to hospital cooperative buying groups and other large
national accounts and 1% by sales to the Veterans Administration and other
hospitals operated by the Federal government.
International sales accounted for 35% of total revenues in 1997.
Stryker products are sold in over 100 foreign countries, through more than
540 local dealers, whose efforts are coordinated by approximately 680 sales
and marketing personnel and through direct sales efforts. Stryker
distributes its products through sales subsidiaries and branches with offices
located in The Netherlands, Belgium, Finland, France, Germany, Italy, Spain,
Switzerland, the United Kingdom, Australia, Hong Kong, Japan, Canada, Chile,
Poland and Mexico. Stryker exports products to dealers and to customers in
Latin America, the Middle East, Singapore, Korea, India, Taiwan, Malaysia,
the CIS (former Soviet Union) and China. Additional information regarding
the Company's foreign and domestic operations and export sales appearing in
"Note 12 - Geographic Data" on page 43 of the 1997 Annual Report is
incorporated herein by reference.
The Company's business is generally not seasonal in nature; however, the
number of orthopaedic surgeries is lower during the summer months.
Competition
-----------
The Company is one of six leading competitors in the U.S. market for
orthopaedic reconstructive products, the others being Zimmer, USA Inc. (a
subsidiary of Bristol-Myers, Squibb, Inc.), Howmedica, Inc. (a subsidiary of
Pfizer, Inc.), DePuy Orthopedics, Inc., Biomet, Inc., and J&J Professional,
Inc. (a subsidiary of Johnson & Johnson). While competition abroad varies
from area to area, the Company believes it is also a leading factor in the
international markets, with these same companies being its principal
competitors.
In the international market for spinal implants, the Company is one of
the four market leaders through its Dimso S.A. subsidiary, with the principal
competitors being Sofamor Danek Group, Inc., AcroMed Corporation and the
Synthes companies. The Company entered the U.S. market for spinal implants
during 1995 and faces competition from these and other companies.
In the powered surgical instruments market, Stryker is one of the three
market leaders, with the principal domestic competitors being Linvatec, Inc.
(a subsidiary of Conmed Corporation) and Midas-Rex, Inc. These companies are
also competitors in the international markets, along with Aesculap-Werke AG,
a large European manufacturer.
In the arthroscopy market, the Company considers itself to be one of the
three market leaders, with the principal competitors being Smith & Nephew
Endoscopy (a division of Smith & Nephew PLC) and Linvatec, Inc. (a subsidiary
of Conmed Corporation). In the laparoscopic imaging products market, the
Company considers itself to be one of the four market leaders, with the
principal competitors being Karl Storz GmbH & Co. (a German company), Circon
Corporation and Olympus Optical Co. Ltd. (a Japanese company).
The Company's primary competitor in the hospital bed market is Hill-Rom
(a division of Hillenbrand Industries). In the specialty stretcher market,
the primary competitors are Hausted, Inc., Hill-Rom and Midmark Corporation;
in the ambulance cot market, Ferno-Washington is the primary competitor.
In the outpatient physical therapy market, the Company's primary
competitors are physician-owned independent practices and hospital-based
services, in addition to other national rehabilitation companies, including
HealthSouth Corporation and NovaCare, Inc.
The Company believes that several companies are engaged in the research
and development of morphogenic proteins for the repair of hard and soft
tissues that would compete with the Company's OP-1 Bone Growth Device,
including Genetics Institute, Inc. (a subsidiary of American Home Products
Corporation), which has begun human clinical trials of a recombinant bone
morphogenetic protein for repair of orthopaedic and other skeletal defects.
A number of other companies currently provide various other therapies,
including allografts, bone fillers and electrical stimulation devices for the
treatment, repair or replacement of bone and joint tissue. The Company
believes that its OP-1 Bone Growth Device, which is currently in clinical
trials, would ultimately compete with these products and traditional
therapies, such as autografts.
The principal factors that the Company believes differentiate its
products in these highly competitive markets and enable it to compete
effectively, are innovative products, reliability, service and reputation.
The Company is not able to predict the effect that continuing efforts to
reduce health care expenses generally and hospital costs in particular will
have on the future sales of its products or its competitive position. (See
"Regulation and Product Quality.") The Company believes that its competitive
position in the future will depend to a large degree upon the new products
and improvements in existing products it is able to develop. While the
Company does not consider patents a major factor in its overall competitive
success, patents and trademarks are significant to the extent that a product
or attribute of a product represents a unique design or process. Patent or
trademark protection of such products restricts competitors from duplicating
these unique product designs and features. Stryker seeks to obtain patent
protection whenever possible on its products. The Company currently has
approximately 148 U.S. patents and 133 foreign patents, which generally
expire in the next 10-15 years.
Manufacturing and Sources of Supply
-----------------------------------
The Company's manufacturing processes consist primarily of precision
machining, metal fabrication and assembly operations and the investment
casting of cobalt chrome and finishing of cobalt chrome and titanium.
Approximately 18% of the Company's cost of sales in 1997 represented finished
products that were purchased complete from outside suppliers. The Company
also purchases parts and components, such as forgings, castings, gears,
bearings, casters and electrical components, and uses outside sources for
certain finishing operations, such as plating, hardening and coating of
machined components and sterilization of certain products. The principal raw
materials used by the Company are stainless steel, aluminum, cobalt chrome
and titanium alloys. In all, purchases from outside sources were
approximately 45% of the total cost of sales in 1997.
While the Company relies on single sources for certain purchased
materials and services, it believes alternate sources are available if
needed. The Company has not experienced any significant difficulty in the
past in obtaining the materials necessary to meet its production schedules.
Products manufactured by the Company's Medical Division are generally
assembled to order, while other products are stocked in inventory.
Pursuant to the Company's agreement with Creative, Creative has the
exclusive right and obligation to supply the Company's worldwide commercial
requirements of OP-1 Bone Growth Devices as long as certain conditions
relating to quality, quantity and pricing are satisfied. There can be no
assurance that Creative will supply OP-1 in sufficient quantities at a
commercially acceptable price.
Regulation and Product Quality
------------------------------
The Medical Device Amendments of 1976 to the Federal Food, Drug and
Cosmetic Act, the Safe Medical Devices Act of 1990, and regulations issued or
proposed thereunder, provide for regulation by the FDA of the design and
manufacture of medical devices, including most of the Company's products.
The FDA's "Good Manufacturing Practices" and "Quality System"
regulations set forth standards for the Company's product design and
manufacturing processes, require the maintenance of certain records and
provide for inspections of the Company's facilities by the FDA. There are
also certain requirements of state, local and foreign governments, which must
be complied with in the manufacturing and marketing of the Company's
products. The Company believes that the manufacturing and quality control
procedures it employs meet the requirements of these regulations.
Most of the Company's new products fall into FDA classifications that
require notification of and review by the FDA before marketing (submitted as
a 510(k)). The Company's OP-1 Bone Growth Device requires extensive clinical
testing, consisting of safety and efficacy studies, followed by a PMA
application (see "Product Development"). A panel of industry and medical
experts will review the PMA application and make their recommendations to the
FDA. If there is a positive recommendation by the panel, the FDA may grant a
PMA allowing the product to be marketed for certain approved uses. Further
clinical testing and PMA filings are expected to be necessary to expand the
approved uses of the product.
Stryker also is subject to the laws that govern the manufacture and
distribution of medical devices of each country in which the Company
manufactures or sells products. The member states of the European Union
("EU") have adopted the European Medical Device Directives, which create a
single set of medical device regulations for all EU member countries. These
regulations require companies that wish to manufacture and distribute medical
devices in EU member countries to obtain Community European ("CE") marks for
their products by June 14, 1998. Stryker has authorization to apply the CE
mark to its hip, knee, upper extremity, spinal implant and trauma products,
and its Endoscopy, Instruments and Medical Division products.
Government agencies and legislative bodies in the United States and
other countries are considering various proposals designed to hold down
increases in health care costs. It is impossible to predict at this time the
long-term impact of such cost containment measures on the Company's future
business.
Employees
---------
At December 31, 1997, the Company had 5,691 employees worldwide,
including 1,659 involved in manufacturing, warehousing and distribution
operations, 1,406 in marketing and sales, 295 in research, development and
engineering, 784 providing physical, occupational and speech therapy and the
balance in general management and administration. No employees are covered
by collective bargaining agreements. The Company believes that its employee
relations are satisfactory.
ITEM 2. PROPERTIES
The Company has the following properties:
Square Owned/
Facility Location Feet Leased
_____________________________________________________________________________
Manufacturing, warehousing and distribution facility for surgical instruments
products and administrative offices for Stryker Instruments division:
Portage, Michigan 212,000 Owned
Manufacturing, warehousing and distribution facilities for beds, stretchers
and furniture and administrative offices for Stryker Medical division:
Portage, Michigan 154,000 Owned
Kalamazoo, Michigan 86,000 Owned
Manufacturing and warehousing facility for orthopaedic implant business and
administrative offices for Osteonics division:
Allendale, New Jersey 146,000 Leased
Manufacturing, warehousing and distribution facility for endoscopy business
and administrative offices of Stryker Endoscopy division:
Santa Clara, California 110,000 Leased
Manufacturing facility for surgical instruments and endoscopy business:
Arroyo, Puerto Rico 98,000 Leased
Administrative offices for Physiotherapy Associates located in Memphis,
Tennessee:
Memphis, Tennessee 16,000 Owned
207 physical therapy clinics located throughout the United States:
United States 679,000 Leased
Warehousing and administrative offices for Matsumoto Medical Instruments,
Inc. in Osaka, Japan:
Japan 147,000 Owned
Sales branches including warehousing and sales facilities in eight other
cities in Japan:
Japan 55,000 Leased
Manufacturing, warehousing and distribution facilities for trauma and
orthopaedic products and administrative offices for Osteo AG:
Selzach, Switzerland 34,000 Owned
Administrative offices for Stryker Biotech:
Natick, Massachusetts 7,000 Leased
Manufacturing and warehousing facilities for spinal implant products and
administrative offices for Dimso SA:
Bordeaux, France 28,000 Owned
Bordeaux, France 5,000 Leased
Administrative offices for Stryker Corporation:
Kalamazoo, Michigan 14,000 Leased
Domestic sales and administrative offices throughout the United States:
United States 77,000 Leased
Foreign sales and administrative offices throughout the world:
Worldwide 263,000 Leased
ITEM 3. LEGAL PROCEEDINGS
The Company is a defendant and plaintiff in various legal actions
arising in the normal course of business. The Company does not anticipate
material losses as a result of these actions beyond amounts already provided
for.
In September 1996, the United States Court of Appeals for the Federal
Circuit affirmed the 1995 decision of the Federal District Court for the
Eastern District of New York awarding the Company damages, attorney fees and
interest for infringement of the Company's U.S. patent on its Omniflex Hip
System. A petition for rehearing or rehearing en banc was denied by the
Federal Circuit in December 1996 and the Company was paid $77,600,000. The
Company recognized a pre-tax gain, net of related legal fees and other
expenses of $61,094,000.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
EXECUTIVE OFFICERS
Certain information with respect to the executive officers of the
Company is set forth in Item 10 of this report.
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
Effective July 24, 1997, the Company's common stock began trading on the
New York Stock Exchange under the symbol SYK. Previous to that date, the
Company's common stock was traded in the over-the-counter market on The
Nasdaq Stock Market. Quarterly stock prices appearing under the caption
"Summary of Quarterly Data" on page 45 of the 1997 Annual Report and dividend
information for the years ended December 31, 1997 and 1996 under the caption
"Ten Year Review" on page 24 of the 1997 Annual Report are incorporated
herein by reference. The Company's Board of Directors intends to consider a
year-end cash dividend annually at its December meeting.
On April 30, 1997, the Company's Board of Directors authorized the
repurchase in the open market from time to time, depending upon prevailing
market conditions, of up to 1,000,000 shares of its common stock. At
February 27, 1998, no shares had been repurchased under this plan. During
the period from April 24, 1996 to April 3, 1997, 1,000,000 shares of common
stock were repurchased under a prior authorization.
On December 31, 1997, there were 3,127 stockholders of record of the
Company's common stock.
ITEM 6. SELECTED FINANCIAL DATA
The financial information for each of the five years in the period ended
December 31, 1997 under the caption "Ten Year Review" on pages 24 and 25 of
the 1997 Annual Report is incorporated herein by reference.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The information under the caption "Management's Discussion and Analysis
of Financial Condition and Results of Operations" on pages 26 through 30 of
the 1997 Annual Report is incorporated herein by reference.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DESCLOSURES ABOUT MARKET RISK
The information under the sub-caption "Other" under the caption
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" on page 30 of the 1997 Annual Report is incorporated herein by
reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The consolidated financial statements of the Company and its
subsidiaries and report of independent auditors included on pages 31 through
46 of the 1997 Annual Report are incorporated herein by reference.
Quarterly results of operations appearing under the caption "Summary of
Quarterly Data" on page 45 of the 1997 Annual Report are incorporated herein
by reference.
ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Not applicable.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS
Information regarding the directors of the Company appearing under the
caption "Election of Directors" in the 1998 proxy statement is incorporated
herein by reference.
Information regarding the executive officers of the Company appears
below. All officers are elected annually. Reported ages are as of January
31, 1998.
John W. Brown, age 63, has been Chairman of the Board since January
1981, and President and Chief Executive Officer of the Company since February
1977. He is also a director of Lunar Corporation, a medical products
company, First of America Bank Corporation, a bank, Arthur D. Little, Inc.,
an international management consulting Company, the Health Industry
Manufacturers Association and The American Business Conference.
Ronald A. Elenbaas, age 44, was appointed President of the Surgical
Group in 1985 and has been a Vice President of the Company since August 1983.
Previously he was the Director of Surgical Sales since May 1982. Since
joining the Company in September 1975 he has held various other positions,
including Sales Representative, Marketing Product Manager, Plant Manager,
Canadian Sales Director, Assistant to the President and Director of Customer
Relations.
Christopher F. Homrich, age 38, was appointed Treasurer upon joining the
Company in April 1996. He had previously been Assistant Treasurer at Ingram
Industries Inc., a privately held corporation with business activities
including wholesale distribution of microcomputer products, books and video
cassettes, inland marine transportation, oil and gas wellhead manufacturing
and insurance, since June 1991.
William T. Laube, III, age 58, was appointed President of Stryker
Pacific Group in 1985 and has been a Vice President of the Company since
March 1979. Since joining the Company in July 1975, he has held various
international sales management positions.
Edward B. Lipes, age 45, was appointed a Vice President of the Company
in May 1994 and has been President of Osteonics Corp. since August 1989. He
held the position of President, Physiotherapy Associates, Inc. upon joining
the Company in April 1988.
Michael R. Mainelli, Jr., age 36, was appointed Representative Director
and President of Matsumoto Medical Instruments, Inc. in November 1997 and has
been a Vice President of the Company since joining the Company in April 1996.
He had previously spent twelve years with General Electric Company in
manufacturing, marketing, and product line management positions. Most
recently he was responsible for worldwide planning, development and marketing
of magnetic resonance imaging products at GE Medical Systems.
David J. Simpson, age 51, was appointed Vice President, Chief Financial
Officer and Secretary upon joining the Company in June 1987. He had
previously been Vice President and Treasurer of Rexnord Inc., a manufacturer
of industrial and aerospace products, since July 1985.
Thomas R. Winkel, age 45, was appointed President of Stryker
Americas/Middle East in March 1992 and has been a Vice President of the
Company since December 1984. He had previously been Vice President,
Administration since June 1987. Since joining the Company in October 1978,
he has held various other positions, including Assistant Controller,
Secretary and Corporate Controller.
Jeffrey R. Winter, age 39, was appointed Controller upon joining the
Company in October 1996. He had previously been a Senior Manager at Ernst &
Young LLP, independent public accountants, since October 1991.
ITEM 11. EXECUTIVE COMPENSATION
Information regarding the compensation of the management of the Company
appearing under the captions "Director Compensation" and "Executive
Compensation" in the 1998 proxy statement is incorporated herein by
reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information under the captions "Beneficial Ownership of More than 5%
of the Outstanding Common Stock" and "Beneficial Ownership of Management" in
the 1998 proxy statement is incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Not applicable.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a)(1) and (2)- The response to this portion of Item 14 is submitted as a
separate section of this report following the signature
page.
(a)(3)- Exhibits
Exhibit 3 - Articles of Incorporation and By-Laws
(i) Restated Articles of Incorporation and amendment
thereto dated December 28, 1993 - Incorporated by
reference to Exhibit 3(i) to the Company's Form 10-K
for the year ended December 31, 1993 (Commission
File No. 0-9165).
(ii) By-Laws - Incorporated by reference to Exhibit 3(ii)
to the Company's Form 10-Q for the quarter ended
June 30, 1988 (Commission File No. 0-9165).
Exhibit 4 - Instruments defining the rights of security
holders, including indentures--The Company agrees to
furnish to the Commission upon request a copy of
each instrument pursuant to which long-term debt of
the Company and its subsidiaries not exceeding 10%
of the total assets of the Company and its
consolidated subsidiaries is authorized.
Exhibit 10 - Material contracts
(i)* 1988 Stock Option Plan - Incorporated by
reference to Exhibit 10(i) to the Company's Form
10-K for the year ended December 31, 1992
(Commission File No. (0-9165).
(ii)* Supplemental Savings and Retirement Plan (as Amended
Effective January 1, 1996) - Incorporated by
Reference to Exhibit 10(iii) to the Company's Form
10-K for the year ended December 31, 1994
(Commission File No.0-9165).
(iii)* Amendment to the 1988 Stock Option Plan -
Incorporated by reference to Exhibit 10(i)
to the Form 10-Q for the period ending
March 31, 1997.
(iv)* Description of bonus arrangements between the
Company and certain officers, including Messrs.
Brown, Elenbaas, Laube, Lipes, Mainelli, Simpson
and Winkel.
Exhibit 11 - Statement re: computation of per share earnings
(i) Statement Re: Computation of earnings per
share of common stock.
Exhibit 13 - Annual report to security holders
(i) Portions of the 1997 Annual Report that
are incorporated herein by reference.
Exhibit 21 - Subsidiaries of the registrant
(i) List of Subsidiaries.
Exhibit 23 - Consents of experts and counsel
(i) Consent of Independent Auditors.
Exhibit 27 - Financial data schedule
(i) Financial data schedule (included in EDGAR
filing only).
(b) No reports on Form 8-K were filed in 1997.
(c) Exhibits - Exhibit Index appears on page 24 of this report.
(d) Financial statement schedules - The response to this portion
of Item 14 is submitted as a separate section of this report
following the signature page.
*compensation arrangement
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
STRYKER CORPORATION
Date: 3/23/98 DAVID J. SIMPSON
_____________________________________
David J. Simpson, Vice President,
Chief Financial Officer and Secretary
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
JOHN W. BROWN 3/23/98 DAVID J. SIMPSON 3/23/98
___________________________________ ______________________________________
John W. Brown, Chairman, President David J. Simpson, Vice President,
and Chief Executive Officer Chief Financial Officer and Secretary
(Principal Executive Officer) (Principal Financial Officer)
HOWARD E. COX, JR. 3/23/98 JEFFREY R. WINTER 3/23/98
____________________________________ ______________________________________
Howard E. Cox, Jr. - Director Jeffrey R. Winter, Controller
(Principal Accounting Officer)
DONALD M. ENGELMAN 3/23/98 RONDA E. STRYKER 3/23/98
____________________________________ ______________________________________
Donald M. Engelman, Ph.D. - Director Ronda E. Stryker - Director
JEROME H. GROSSMAN 3/23/98 WILLIAM U. PARFET 3/23/98
____________________________________ ______________________________________
Jerome H. Grossman, M.D. - Director William U. Parfet - Director
JOHN S. LILLARD 3/23/98
____________________________________
John S. Lillard - Director
ANNUAL REPORT ON FORM 10-K
ITEM 14(a)(1) and (2), (c) and (d)
LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE
CERTAIN EXHIBITS
FINANCIAL STATEMENT SCHEDULE
YEAR ENDED DECEMBER 31, 1997
STRYKER CORPORATION
KALAMAZOO, MICHIGAN
FORM 10-K - ITEM 14(a)(1), (2) AND (d)
STRYKER CORPORATION AND SUBSIDIARIES
List of Financial Statements and Financial Statement Schedule
The following consolidated financial statements of Stryker Corporation
and subsidiaries and report of independent auditors, included in the 1997
Annual Report, are incorporated by reference in Item 8:
Report of independent auditors
Consolidated balance sheets - December 31, 1997 and 1996.
Consolidated statements of earnings - years ended
December 31, 1997, 1996 and 1995.
Consolidated statements of stockholders' equity -
years ended December 31, 1997, 1996 and 1995.
Consolidated statements of cash flows - years ended
December 31, 1997, 1996 and 1995.
Notes to consolidated financial statements - December 31, 1997.
The following consolidated financial statement schedule of Stryker
Corporation and subsidiaries is included in Item 14(d):
Schedule II - Valuation and qualifying accounts
All other schedules for which provision is made in the applicable
accounting regulation of the Securities and Exchange Commission are not
required under the related instructions or are inapplicable and, therefore,
have been omitted.
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
STRYKER CORPORATION AND SUBSIDIARIES
Column A Column B Column C Column D Column E
___________________________ ___________ __________ ___________ __________
Additions Deductions
__________ ___________
Balance at Charged to Balance
Beginning Costs & at End
Description of Period Expenses Describe(a) of Period
___________________________ ___________ __________ ___________ ___________
DEDUCTED FROM ASSET ACCOUNTS
Allowance for Doubtful Accounts
Year ended December 31, 1997 $9,500,000 $4,565,000 $2,365,000 $11,700,000
========== ========== ========== ==========
Year ended December 31, 1996 $7,800,000 $3,865,000 $2,165,000 $9,500,000
========== ========== ========== ==========
Year ended December 31, 1995 $6,400,000 $1,934,000 $534,000 $7,800,000
========== ========== ========== ==========
(a) Uncollectible amounts written off, net of recoveries
FORM 10-K - ITEM 14(c)
STRYKER CORPORATION AND SUBSIDIARIES
EXHIBIT INDEX
Exhibit Page*
________________________________________________________________ ______
(3) Articles of incorporation and by-laws.
(i) Restated Articles of Incorporation and amendment
thereto dated December 28, 1993. 16**
(ii) By Laws. 16**
(10) Material contracts.
(i) 1988 Stock Option Plan. 16**
(ii) Supplemental Savings and Retirement Plan
(as Amended Effective January 1, 1996). 16**
(iii) Amendment to the 1988 Stock Option Plan. 17**
(iv) Description of bonus arrangements between the Company
and certain officers, including Messrs. Brown,
Elenbaas, Laube, Lipes, Mainelli, Simpson and Winkel. 23
(11) Statement re: computation of per share earnings.
(i) Statement Re: Computation of earnings per share of
common stock. 23
(13) Annual report to security holders.
(i) Portions of the 1997 Annual Report that are
incorporated herein by reference. 17**
(21) Subsidiaries of the registrant.
(i) List of Subsidiaries. 24
(23) Consents of experts and counsel.
(i) Consent of Independent Auditors. 26
(27) Financial data schedule.
(i) Financial data schedule (included in EDGAR filing only).
* Page number in sequential numbering system where such exhibit can be
found, or it is stated that such exhibit is incorporated by reference.
** Incorporated by reference in this Annual Report on Form 10-K
EXHIBIT (10)(iv)
DESCRIPTION OF BONUS ARRANGEMENTS
The Company has entered into bonus arrangements with certain executive
officers for 1998, including Mr. Brown, Mr. Elenbaas, Mr. Laube, Mr. Lipes,
Mr. Mainelli, Mr. Simpson and Mr. Winkel, based on specific performance
criteria including sales, profits and asset management. The aggregate amount
of such bonuses is not expected to exceed $2,000,000.
EXHIBIT (11)
STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE OF COMMON STOCK
Year Ended December 31
______________________________________
1997 1996 1995
___________ ___________ __________
Basic:
Average number
of shares outstanding 96,254,000 96,838,000 96,936,000
___________ ___________ __________
Net earnings $125,320,000 $104,460,000 $87,010,000
=========== =========== ==========
Basic net earnings per
share of common stock $1.30 $1.08 $0.90
==== ==== ====
Diluted:
Average number
of shares outstanding 96,254,000 96,838,000 96,936,000
Net effect of dilutive stock
options, based on the
treasury stock method using
average market price 1,878,000 1,589,000 1,609,000
___________ ___________ __________
Total diluted shares 98,132,000 98,427,000 98,545,000
=========== =========== ==========
Diluted net earnings per
share of common stock $1.28 $1.06 $0.88
===== ===== =====
EXHIBIT (21)
LIST OF SUBSIDIARIES
State or Country
Name of Subsidiary of Incorporation
____________________________________________________________________
Comptoir Hospitalier Orthopedique et Chirurgical France
Diagnostic Treatment Rehabilitation Clinic Limited United Kingdom
Dimso Iberica SA Spain
Dimso SA France
Favro B.V. The Netherlands
N.V. Stryker S.A. Belgium
Osteo AG Switzerland
Osteo Australia Pty. Limited Australia
Osteo France SARL France
Osteo Holding AG Switzerland
Osteonics Corp. New Jersey
Physiotherapy Associates, Inc. Michigan
Physiotherapy Associates UK Limited United Kingdom
Stryker AB Sweden
Stryker Arroyo, Inc. Delaware
Stryker A/S Denmark
Stryker Australia Pty. Ltd. New South Wales
Stryker (Barbados) Foreign Sales Corporation Barbados
Stryker Biotech B.V. The Netherlands
Stryker Biotech France SARL France
Stryker B.V. The Netherlands
Stryker Canada Inc. Canada
Stryker China Limited Hong Kong
Stryker Corporation (Chile) Compania Limitada Chile
Stryker Corporation (Malaysia) Sdn. Bhd. Malaysia
Stryker Far East, Inc. Delaware
Stryker France SA France
Stryker IFSC Limited Ireland
Stryker Ireland Limited Ireland
Stryker Korea Ltd. Korea
Stryker Medical B.V. The Netherlands
Stryker Mexico, S.A. de C.V. Mexico
Stryker Osteonics (PTY) LTD. South Africa
Stryker Osterreich GmbH Austria
Stryker Pacific Limited Hong Kong
Stryker Polska Sp.zo.o Poland
Stryker Puerto Rico Inc. Delaware
Stryker SA Switzerland
Stryker Sales Corporation Michigan
Stryker Singapore Private Limited Singapore
Stryker-Osteo GmbH Germany
Stryker-Osteonics SA Switzerland
Stryker Corporation directly or indirectly owns 100% of the outstanding
voting securities of each of the above-named subsidiaries.
Stryker is a 75% investor in:
Matsumoto Medical Instruments, Inc. Japan
Stryker effectively controls:
Stryker India Medical Equipment Private Limited India
EXHIBIT (23)
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in this Annual Report (Form
10-K) of Stryker Corporation of our report dated January 31, 1998, included
in the 1997 Annual Report to Stockholders of Stryker Corporation.
Our audits also included the financial statement schedule of Stryker
Corporation and subsidiaries listed in Item 14(a). This schedule is the
responsibility of the Company's management. Our responsibility is to express
an opinion based on our audits. In our opinion, the financial statement
schedule referred to above, when considered in relation to the basic
consolidated financial statements taken as a whole, presents fairly, in all
material respects, the information set forth therein.
We also consent to the incorporation by reference in the Registration
Statement Number 33-55662 on Form S-8 dated December 11, 1992, Registration
Statement Number 2-96467 on Form S-8 dated April 4, 1985, Registration
Statement Number 33-32240 on Form S-8 dated November 20, 1989 and to the
related prospectus for each of the registration statements of our report
dated January 31, 1998, with respect to the consolidated financial statements
incorporated herein by reference, and our report included in the preceding
paragraph with respect to the financial statement schedule included in this
Annual Report (Form 10-K) of Stryker Corporation.
ERNST & YOUNG LLP
Kalamazoo, Michigan
March 25, 1998
Dates Referenced Herein and Documents Incorporated by Reference
↑Top
Filing Submission 0000310764-98-000008 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
Copyright © 2024 Fran Finnegan & Company LLC – All Rights Reserved.
About — Privacy — Redactions — Help —
Fri., Apr. 19, 6:19:27.5pm ET 
