THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 2nd, 2014 • K2m Group Holdings, Inc. • Surgical & medical instruments & apparatus
This Third Amendment to Credit Agreement (this “Amendment”) is entered into as of April 30, 2014, by and among K2M HOLDINGS, INC., a Delaware corporation (“Holdings”), K2M, INC., a Delaware corporation (the “US Borrower”) and K2M UK LIMITED, a company incorporated in England and Wales with company registration number 06950302 and with its registered office at Abbey House, Wellington Way, Broakland Business Park, Weybridge, Surrey KT13 0TT (the “UK Borrower”, and collectively, jointly and severally with the US Borrower, the “Borrower”), the several banks and other financial institutions or entities party hereto, SILICON VALLEY BANK (“SVB”), as the Issuing Lender and the Swingline Lender, and SILICON VALLEY BANK, as administrative agent and collateral agent for the lenders (in such capacity, the “Administrative Agent”).
—] Shares1 K2M Group Holdings, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • May 2nd, 2014 • K2m Group Holdings, Inc. • Surgical & medical instruments & apparatus • New York
K2M Group Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule II hereto (the “Underwriters”) an aggregate of [—] shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of [—] authorized but unissued shares of Common Stock to be issued and sold by the Company. The stockholders of the Company listed in Schedule I hereto (the “Selling Stockholders”) have granted to the several Underwriters an option to purchase up to [—] additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”
