AMENDED AND RESTATED JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • April 14th, 2016 • Krensavage Asset Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of RTI Surgical, Inc., a Delaware corporation (the “Company”);
KRENSAVAGE PARTNERS, LP c/o Krensavage Asset Management, LLC 130 E. 59th Street, 11th Floor New York, NY 10022Nominee Agreement • April 14th, 2016 • Krensavage Asset Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies
Thank you for agreeing to serve as a nominee for election to the Board of Directors of RTI Surgical, Inc. (the “Company”) in connection with the proxy solicitation that Krensavage Partners, LP and its affiliates (collectively, the “Krensavage Group”) is considering undertaking to nominate and elect directors at the Company’s 2016 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the “Krensavage Group Solicitation”). Your outstanding qualifications, we believe, will prove a valuable asset to the Company and all of its stockholders. This letter (“Agreement”) will set forth the terms of our agreement.
