SUPPORT AGREEMENTSupport Agreement • February 27th, 2015 • Cyberonics Inc • Electromedical & electrotherapeutic apparatus • Delaware
This SUPPORT AGREEMENT, dated as of February 26, 2015 (this “Agreement”), is entered into by and among Cyberonics, Inc., a Delaware corporation (“Cyberonics”), Mittel S.p.A., a joint stock company organized under the laws of Italy whose shares are listed on the MSE (“Mittel”), Equinox Two S.c.a. a joint partnership organized under the laws of Luxembourg (“Equinox” and, collectively with Mittel, the “Ultimate Shareholders”), Tower 6 S. à r.l., a limited liability company organized under the laws of Luxembourg (“Tower 6”), Ghea S.r.l., a limited liability company organized under the laws of Italy (“Ghea”), Bios S.p.A., a joint stock company organized under the laws of Italy (“Bios”) and Tower 6Bis S.à r.l., a limited liability company organized under the laws of Luxembourg (“Tower 6bis” and collectively with Bios, the “Direct Shareholders”). The Direct Shareholders collectively with Tower 6, Ghea and the Ultimate Shareholders are referred to herein as the “Shareholders”.
