Form of subscription agreement May , 2016 Wright Medical Group N.V. Prins Bernhardplein 200 Attn: James Lightman Re: Subscription for Wright Medical Group N.V. % Cash Convertible Senior Notes due 2021 Ladies and Gentlemen:Wright Medical Group N.V. • May 18th, 2016 • Orthopedic, prosthetic & surgical appliances & supplies • New York
Wright Medical Group N.V., a Dutch public company with limited liability (naamloze vennootschap) (the “Company”), is offering the undersigned qualified investor (the “Investor”) the opportunity to subscribe for and purchase from the Company (the “New Note Offering”) its % Cash Convertible Senior Notes due 2021 (the “New Notes”) for cash pursuant and subject to the terms and conditions set forth in this agreement (the “Subscription Agreement”).
Form of Exchange/Subscription Agreement May , 2016 Wright Medical Group N.V. Prins Bernhardplein 200 Attn: James LightmanWright Medical Group N.V. • May 18th, 2016 • Orthopedic, prosthetic & surgical appliances & supplies • New York
Wright Medical Group N.V., a Dutch public company with limited liability (naamloze vennootschap) (the “Company”), is offering its % Cash Convertible Senior Notes due 2021 (the “New Notes”). The undersigned beneficial owner (the “Investor”) of [2.00% Cash Convertible Senior Notes due 2017, CUSIP: 98235T AC1 and ISIN: US98235TAC18/2.00% Cash Convertible Senior Notes due 2020, CUSIP: 98235T AE7 and ISN: US98235TAE73] (the “Old Notes”) issued by Wright Medical Group, Inc. (“WGMI”) may (1) subscribe to the New Notes by means of an exchange (the “Exchange”) of certain Old Notes for an amount of New Notes and receipt of the Company Payment Amount (as defined below) and/or (2) subscribe for and purchase from the Company (the “Subscription” and, the Exchange and/or the Subscription, as applicable, the “New Note Offering”) New Notes for cash, in each case, pursuant and subject to the terms and conditions set forth in this agreement (the “Exchange/Subscription Agreement”).
