May 4, 2016 STRICTLY CONFIDENTIAL LDR Holding Corporation 13785 Research Boulevard Suite 200 Austin, TX 78750 Subject: Exclusivity Agreement Ladies and Gentlemen:Exclusivity Agreement • June 14th, 2016 • Zimmer Biomet Holdings, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
June 6, 2016Employment Agreement • June 14th, 2016 • Zimmer Biomet Holdings, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
Zimmer Biomet Holdings, Inc., a corporation organized under the laws of Delaware (the “Company”) is pleased to offer you employment as Vice President of Spine Strategy, on the terms and conditions set forth in this letter agreement (this “Agreement”), which will become effective as of the date of the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated June 6, 2016, (the “Merger Agreement”) by and among the Company, LH Merger Sub, Inc. , a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and LDR Holding Corporation, a Delaware corporation (“LDR”)(the “Effective Date”). Pursuant to the terms and conditions of the Merger Agreement, Merger Sub will merge with and into LDR (the “Merger”). This Agreement amends and restates in its entirety any prior agreement you have with the LDR or its affiliates with respect to your employment, including, but not limited to, that certain employment letter, dated as of June 20, 2013, between
Zimmer Biomet Holdings, Inc.Employment and Consulting Engagement • June 14th, 2016 • Zimmer Biomet Holdings, Inc. • Orthopedic, prosthetic & surgical appliances & supplies
Reference is made to the Agreement and Plan of Merger (the “Merger Agreement”), dated June 6, 2016, by and among Zimmer Biomet Holdings, Inc., a Delaware corporation (“Zimmer”), LDR Holding Corporation, a Delaware corporation (“LDR”), and LH Merger Sub, Inc., a Delaware corporation (“Merger Sub”). Pursuant to the terms and conditions of the Merger Agreement, Merger Sub will merge with and into LDR (the “Merger”).
June 3, 2016 STRICTLY CONFIDENTIAL LDR Holding Corporation 13785 Research Boulevard Suite 200 Austin, TX 78750 Subject: Extension of Exclusivity Period Ladies and Gentlemen:Extension of Exclusivity Period • June 14th, 2016 • Zimmer Biomet Holdings, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
Reference is made to that certain letter agreement (the “Agreement”), dated as of May 4, 2016, by and between LDR Holding Corporation (“LDR”) and Zimmer Biomet Holdings, Inc. (“Zimmer Biomet”).
