DEFA14A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 30, 2007

BIOMET, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Indiana	0-12515	35-1418342
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

56 East Bell Drive

Warsaw, Indiana 46582

(Address of Principal Executive Offices, Including Zip Code)

(574) 267-6639
 (Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

(a) Review of Historical Stock Option Granting Practices

As previously disclosed in the Current Report on Form 8-K filed by Biomet, Inc. (“Biomet” or the “Company”) on December 18, 2006, following the publication of an analyst report suggesting that certain historical grants of stock options by the Company took place on dates where Biomet’s stock price was trading at relatively low prices and the filing of two shareholder derivative lawsuits alleging improper “backdating” of stock options, Biomet’s Board of Directors (the “Board”) formed a special committee (the “Special Committee”) to conduct an independent investigation of Biomet’s stock option grants for the period from 1996 to the present and to determine whether Biomet had any claims arising out of any inappropriate stock option backdating and, if so, whether it was in the best interest of Biomet and its stakeholders to pursue any such claim.  The Special Committee retained independent counsel to advise it in connection with and to conduct its investigation.  Counsel to the Special Committee also hired independent accountants to assist in the investigation.

On March 30, 2007, Biomet announced an updated report from the Special Committee presented by counsel to the Special Committee and the independent accountants retained by counsel to the Special Committee.  Based upon an analysis of this updated report and relevant accounting literature, including Staff Accounting Bulletin No. 99, the Audit Committee determined on March 30, 2007 that the Company should amend its Annual Report on Form 10-K for the fiscal year ended May 31, 2006 and Quarterly Report on Form 10-Q for the fiscal quarter ended August 31, 2006 to reflect the restatement of the consolidated financial statements and related disclosures reflected therein.  In light of the Special Committee’s preliminary report discussed below, the Company’s previously issued financial statements and any related reports of its independent registered public accounting firm should not be relied upon.  The Company believes, based upon the Special Committee’s preliminary report, that the impact of the restatement will not be quantitatively material to any prior period financial statements. 

Our Audit Committee has discussed these matters with Ernst & Young LLP, the Company’s independent registered public accounting firm.

Both the Company and its independent registered accounting firm are communicating regularly and have commenced the work that will be necessary for the restatement with the objective of completing the work required to file the restatement discussed above and Biomet’s Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2006 as soon as possible.

While the investigation of the Special Committee is not complete, based upon the investigative team’s review of an extensive collection of documents, interviews of more than two

2

dozen individuals, and analysis of approximately 17,000 grants to purchase approximately 17,000,000 Biomet common shares on over 500 different grant dates over the 11-year period from 1996 through 2006, the Special Committee reported the following preliminary findings to the Board of Directors:

·the Company’s administration of its various stock option plans disregarded the terms of those option plans;

·most of the options issued during the 11-year period from 1996 through 2006 were not priced at the fair market value on the date of their respective grants;

·there was opportunistic misdating and mispricing of options in order to take advantage of lower exercise prices;

·the Company failed to maintain adequate books and records concerning its stock option grants;

·there were inadequate internal controls over the issuance and accounting for stock option grants;

·the relevant accounting and legal rules regarding option plans and their administration were not followed;

·Biomet failed to adequately staff and devote appropriate resources to the administration of its stock option plans; and

·as a result of these deficiencies, Biomet’s public filings with regard to stock options were inaccurate.

The Special Committee also reported that members of senior management were aware of the practice of dating options on a date other than the date on which final action regarding the option occurred, and that certain members of senior management, namely the Company’s Chief Financial Officer and General Counsel during the period, were or should have been aware of certain accounting and legal ramifications, respectively, of issuing an option with an exercise price lower than the fair market value on the date of issuance.

The Special Committee reported that it had calculated, on a preliminary basis, that the collective difference between the exercise price at which the options in question should have been issued less the exercise price at which such options were improperly issued (the “Issuance Spread”) plus other non-employee option related expenses was approximately $50 million over the 11-year period in question.  By this same measure, the preliminary results indicate that the Issuance Spread in each year averaged less than $5 million per year, with nine out of the 11 periods under $5 million per year and the other two periods at approximately $9 million (2001) and $12 million (2000).  Biomet expects that a substantial portion of the additional compensation expense resulting from this issue will be non-cash in nature.  The amounts reported above in this paragraph:

3

·are solely based on preliminary information provided to the Company by the Special Committee and are subject to further analysis by the Special Committee and its counsel and independent accountants, the Company and the Company’s independent registered public accounting firm, and

·have not yet been verified or confirmed by the Company and the Company’s independent registered public accounting firm and, therefore, no assurances can be provided by the Company that the amounts will not change.

Additional compensation expense with respect to the Issuance Spread should have been included in Biomet’s financial statements but the Company has not determined the amount of the expense or the period in which the expense will be reported.  This determination depends, in part, on completion of an option-by-option analysis of the period in which each option was granted and was vested or forfeited.  This determination is likely to shift Issuance Spread created in one period into compensation expense spread out over later periods.  This analysis will reduce the overall amount of Issuance Spread that will be added to additional compensation expense in the Company’s financial reports for the 11-year period and a portion of the compensation expense relating to options with Issuance Spread that had not vested by May 31, 2006 will be recognized in accounting periods after May 31, 2006.  The Company’s reported income before income taxes, prior to any adjustments as a result of the investigation into historical stock option granting practices, for the 11-year period in question ranged from $149.7 million in fiscal 1996 to $611.2 million in fiscal 2006.

A significant component in the Special Committee’s estimate of Issuance Spread and thus potential additional compensation expenses is the appropriate “measurement date” ultimately used to determine the fair market value of Biomet’s common shares on the grant date of each option award.  As noted above the Special Committee’s preliminary findings included that the Company failed to maintain adequate books and records concerning stock option grants.  Neither the Company nor the Company’s independent registered public accounting firm have confirmed their agreement with the measurement dates selected by the Special Committee in preparing its preliminary report or the total additional compensation expense that will ultimately be required to be recognized by the Company.  Furthermore, neither the Special Committee, the Company nor the Company’s independent registered public accounting firm, has performed a “sensitivity analysis” to determine the impact of alternate measurement dates upon the Special Committee’s preliminary estimate of potential additional compensation expense.

As a result of the foregoing (and other developments that may arise out of this review), certain of Biomet’s financial statements will be subject to changes and adjustments.  These changes and adjustments may include:

·an increase in compensation expense to reflect the intrinsic value of options on the measurement date;

·a decrease in net income as a result of the increase in compensation expense;

·an increase in paid-in-capital as option-related compensation expense increases paid-in-capital;

4

·a decrease in retained earnings because net income decreases;

·a limitation on the amount of the deduction from taxable income for option-related compensation;

·a decrease in earnings per share due to a decrease in net income;

·an increase in litigation expense; and

·there may be related tax effects, other expenses incurred and other adjustments recorded as a result of the restatement.

In response to the Special Committee’s preliminary report, all current members of the Board agreed that, with respect to misdated or mispriced stock option awards to the current directors on or after January 1, 1996 which had not yet been exercised, the exercise price of such unexercised stock option awards would be increased to the fair market value of the Company’s common shares on the measurement date applicable to such award.  In addition, the current members of the Board agreed that, with respect to misdated or mispriced stock option awards to the current directors on or after January 1, 1996 which had previously been exercised, such directors would at a future date remit to the Company an amount equal to the excess, if any, of the fair market value of the Company’s common shares on the measurement date for such award over the exercise price of such award.  The Company and the Special Committee are continuing to consider various matters, including other potential remedial measures.  The Board will continue to be actively involved in reviewing information received from the Special Committee and determining the appropriate actions to be taken by the Company with respect to this matter.  Because the Company’s option review and Ernst & Young LLP’s audit or review of the results thereof have not been completed, it is possible that additional issues may be identified for one or more of the periods under review.

The Company has voluntarily updated the staff of the Securities and Exchange Commission on the Special Committee’s preliminary findings.

Retirement of Gregory D. Hartman as Senior Vice President – Finance, Chief Financial Officer and Treasurer, and Daniel P. Hann as Executive Vice President of Administration and a Director

In light of the preliminary findings of the Special Committee, Gregory D. Hartman retired as Senior Vice President – Finance, Chief Financial Officer and Treasurer, and Daniel P. Hann retired as Executive Vice President of Administration and a Director of the Company.  The retirements are effective immediately.  Prior to his appointment as Executive Vice President of Administration on February 26, 2007, Mr. Hann served as Interim President and Chief Executive Officer, and Senior Vice President, General Counsel and Secretary of the Company.  In order to ensure a smooth transition of business operations and financial matters, Messrs. Hartman and Hann will serve as consultants to the Company pursuant to a Severance and Consulting Agreement.

The Severance and Consulting Agreements will discharge any other severance

5

obligations that the Company may have to Messrs. Hartman and Hann, including pursuant to Mr. Hartman’s Change of Control Agreement with the Company dated September 20, 2006 and Mr. Hann’s Severance and Change of Control Agreement with the Company dated September 20, 2006.  In addition, pursuant to the terms of the Severance and Consulting Agreements Messrs. Hartman and Hann have agreed that, with respect to misdated or mispriced stock option awards granted to Messrs. Hartman or Hann which have vested but not yet been exercised, the exercise price of such unexercised stock option awards will be increased to the fair market value of the Company’s common shares on the measurement date applicable to such award.  Furthermore, Messrs. Hartman and Hann have agreed that, with respect to misdated or mispriced stock option awards which had previously been exercised, Messrs. Hartman and Hann would at a future date remit to the Company an amount equal to the excess, if any, of the fair market value of the Company’s common shares on the measurement date for such award over the exercise price of such award.  Lastly, except for the CEO Options (as defined below), Messrs. Hartman and Hann have each agreed to immediately terminate and forfeit any unvested stock option awards and that no options will be accelerated as a result of their retirement.  As a result Messrs. Hann and Hartman have agreed to immediately terminate and forefeit approximately 164,000 and 89,000 unvested stock option awards respectively.

Pursuant to Mr. Hartman’s agreement, Mr. Hartman will be eligible to receive approximately $29,166 per month during a six month consulting term.  In addition, Mr. Hartman will be eligible to receive $325,000 upon completion of the six month consulting term if the Company’s proposed acquisition by LVB Acquisition, LLC has been consummated at a price not less than the price currently set forth in the Agreement and Plan of Merger among the Company, LVB Acquisition, LLC and LVB Acquisition Merger Sub, Inc., dated December 18, 2006 (the “merger agreement”) and the consulting arrangement has not otherwise been terminated.  Mr. Hartman will also be reimbursed for insurance premiums he incurs as a result of his election to continue his health insurance coverage under COBRA.  The consulting arrangement may be terminated by the Company without any further payments or obligations by the Company if the Company’s proposed acquisition by LVB Acquisition, LLC has been terminated or is consummated at a price less than the price currently set forth in the merger agreement as a result of the Company’s investigation into historical stock option granting practices; or the Company determines that Mr. Hartman has not adequately performed his consulting duties under the contract or has failed to cooperate with the Securities and Exchange Commission (the “SEC”) in connection with the Company’s review of historical stock option granting practices.  Lastly, Mr. Hartman has agreed not to compete with the Company during the period beginning on the effective date of his agreement and extending for a period of one year following the expiration or termination of his consulting arrangement.

Pursuant to Mr. Hann’s agreement, Mr. Hann will be eligible to receive approximately $41,666 per month during a twelve month consulting term.  In addition, Mr. Hann is entitled to receive $133,333 in respect of his bonus for the Company’s 2007 fiscal year and will be eligible to receive $400,000 upon completion of the twelve month consulting term if the consulting arrangement has not otherwise been terminated.  Mr. Hann will also be reimbursed for insurance premiums he incurs as a result of his election to continue his health insurance coverage under COBRA.  Furthermore, 75,000 options granted to Mr. Hann in March 2006 (of the 175,000 unvested options awarded to Mr. Hann in March 2006) were immediately vested in connection with Mr. Hann’s Severance and Consulting Agreement (the “CEO Options”).  All of the CEO Options were properly granted.  The CEO Options, or the proceeds therefrom, will be held by the Company and will be distributable to Mr. Hann upon completion of the consulting arrangement provided that the consulting arrangement is not otherwise terminated by the Company.  The consulting arrangement may be terminated by the Company without any further payments or obligations by the Company other than the non-competitor payments described below if the Company’s

6

proposed acquisition by LVB Acquisition, LLC has been terminated or is consummated at a price less than the price currently set forth in the merger agreement as a result of the Company’s investigation into historical stock option granting practices; or the Company determines that Mr. Hann has not adequately performed his consulting duties under the contract or has failed to cooperate with the SEC in connection with the Company’s review of historical stock option granting practices.  Lastly, Mr. Hann has agreed not to compete with the Company during the period beginning on the effective date of his agreement and extending for a period of six months following the expiration or termination of his consulting arrangement.  In exchange the Company has agreed to make a $50,000 per month payment to Mr. Hann during the six month non-competition period.

A copy of the Company’s agreements with Mr. Hartman and Mr. Hann will be subsequently filed with the SEC.

Appointment of Vice President – Finance and Interim Chief Financial Officer and Treasurer

On March 30, 2007, Biomet announced the appointment of J. Pat Richardson as Vice President – Finance and Interim Chief Financial Officer and Treasurer effective April 11, 2007.  Mr. Richardson has 11 years of financial officer/ controller experience and seven years of public accounting and auditing experience.  Since June 1997, Mr. Richardson served in financial leadership positions within various Johnson & Johnson business units (Cordis: Vice President, Finance - Cardiology from August 2000 to present and Group Controller - Cardiology from April 2004 to August 2006; DePuy Orthopaedics: Vice President, Finance - Orthopaedics from June 1997 to April 2004).  Prior to June 1997, Mr. Richardson held various positions at Ball-Foster Glass Container Co. and was an audit manager at Price Waterhouse.  The Board has initiated an active search for a permanent Chief Financial Officer and Treasurer for the Company with the assistance of an executive search firm.

Pursuant to an offer of employment, Mr. Richardson will receive, among other benefits, a base salary of $250,000 per year, an opportunity to earn an annual bonus of 60% of base salary for on-target performance, a car allowance, and other customary benefits.  In addition, subject to compliance with applicable state and federal securities laws, and subject to closing of the merger agreement, Mr. Richardson will be granted an equity interest in the Company or one of its affiliates pursuant to an equity incentive plan, the terms and conditions of which will be determined by the private equity firms that control LVB Acquisition, LLC.  Mr. Richardson’s equity interest in the new Biomet entity will be commensurate with his position with the Company.  In the event that the merger agreement is terminated, Mr. Richardson will be entitled to equity awards issued by the Compensation and Stock Option Committee of Biomet’s Board of Directors that are commensurate with his position with the Company.  The option will be subject to the terms and conditions applicable to options granted under Biomet, Inc.’s 2006 Equity Incentive Plan, as described in that Plan and the applicable stock option agreement.  The exercise price per share will be equal to the fair market value per share on the date the option is granted.

In connection with his employment, the Company entered into a change in control agreement with Mr. Richardson, which is similar to the agreements entered into with other

7

similarly-situated executives at the Company. The agreement is intended to provide for continuity of management in the event of a change in control of the company (other than the transaction contemplated by the merger agreement).  The agreement has an initial term that ends March 29, 2009, and provides for automatic extensions, beginning on March 29, 2008, in one-year increments, unless either Biomet or Mr. Richardson gives prior notice of termination or a change in control shall have occurred prior to March 29 of such year.  If a change in control occurs during the term of the agreement, the agreement shall continue in effect for a period of not less than 24 months beyond the month in which such change in control occurred.  During the 24 month period following a change in control, Biomet agrees to continue to employ Mr. Richardson and Mr. Richardson agrees to remain in the employ of Biomet.  The change in control agreement automatically terminates and is canceled immediately prior to the closing of the transaction contemplated by the merger agreement.

The change in control agreement provides that Mr. Richardson could be entitled to certain severance benefits only following both a change in control of Biomet (other than the transaction completed by the merger agreement) and termination of employment.  If, following a change in control, Mr. Richardson dies or is terminated by Biomet for any reason other than for cause (as defined in the agreement) or disability, or by Mr. Richardson for good reason (as defined in the agreement), Mr. Richardson would be entitled to a lump sum severance payment equal to the sum of his annual base salary, target bonus, annual contributions made by Biomet to all qualified retirement plans on behalf of Mr. Richardson and his total annual car allowance.  In addition, (1) Mr. Richardson would receive a payout of his unpaid annual base salary, target bonus and other accrued compensation and benefits through the end of the fiscal year containing the termination date, (2) Biomet will pay him a lump sum cash stipend equal to 18 times the monthly premium then charged for family coverage under Biomet’s medical and dental plans, and (3) Mr. Richardson would receive life insurance and long-term disability benefits, or the cash equivalent if not available, substantially similar to those that he is receiving immediately prior to the notice of termination for a 12 month period after the date of termination.  Further, all outstanding stock options granted to Mr. Richardson would become immediately vested and exercisable and all restrictions on restricted stock awards would lapse, unless otherwise provided for under a written stock award agreement.  In addition, in the event that any payments made to Mr. Richardson in connection with a change in control and termination of employment would be subject to excise taxes under the Internal Revenue Code, Biomet will “gross up” his compensation to fully offset such excise taxes.

Severance benefits, other than the life insurance and long-term disability benefits, are generally not subject to mitigation or reduction.  To receive the severance benefits provided under the agreement, Mr. Richardson must sign a general release of claims.  The agreement also contains customary confidentiality, non-competition and non-solicitation provisions.

The above descriptions of his offer of employment and his change in control agreement are qualified in their entirety by reference to the copies of such agreements filed herewith as Exhibits 10.1 and 10.2 and incorporated herein by reference.

Participation in Voluntary Program with Internal Revenue Service

Biomet believes that the exercise of certain misdated or mispriced options will result in

8

the imposition of unanticipated tax liabilities on certain current and former U.S. team members of Biomet under Section 409A of the Internal Revenue Code of 1986, as amended.  Therefore, while Biomet continues to determine which stock options may be misdated or mispriced and develops a proposal for addressing this tax issue for its team members, the Board approved Biomet’s participation in a voluntary program under Internal Revenue Service Announcement 2007-18, “Compliance Resolution Program for Employees Other than Corporate Insiders for Additional 2006 Taxes Arising Under Section 409A due to the Exercise of Stock Rights.”  This program provides a framework for addressing certain issues with respect to misdated or mispriced options exercised in 2006.  Current and former executive officers and directors of Biomet are specifically excluded from the program.

The program permits Biomet to pay Section 409A tax penalties owed by team members with respect to misdated or mispriced options exercised in 2006 provided that Biomet complies with certain applicable requirements, in which case the team members will not be required to pay those Section 409A tax penalties themselves.  However, the amount of the Section 409A tax penalties that Biomet pays with respect to any team member will be treated as compensation paid to that team member in 2007 and included on that team member’s Form W-2 for 2007.

The program applies only to Section 409A tax penalties for misdated or mispriced options exercised in 2006.  The program does not address any other adverse tax consequences, including with respect to the Internal Revenue Code’s “incentive stock option” rules, nor does the program affect Section 409A tax penalties for any misdated or mispriced options not exercised in 2006.  As discussed above, Biomet is continuing to develop a proposal for addressing any possible adverse tax consequences not covered by the program.

Biomet has provided the required notice to the IRS and to the current and former team members who are affected by the program.  Biomet’s participation in the program must be finalized by June 30, 2007.

Nasdaq Delisting Proceedings

On January 9, 2007, the Company filed a Form 12b-25 with the Securities and Exchange Commission stating that the Company did not anticipate filing its Form 10-Q for the second quarter of fiscal 2007 on or before the fifth calendar day following the prescribed due date.  In a press release dated January 12, 2007, the Company announced that it had received a Staff Determination letter from The Nasdaq Stock Market on January 11, 2007 indicating that the Company is not in compliance with the filing requirements for continued listing under Marketplace Rule 4310(c)(14).  As anticipated, the letter was issued in accordance with Nasdaq procedures due to the Company’s inability to file its Quarterly Report on Form 10-Q for the second quarter of fiscal year 2007 by the prescribed due date.

On January 18, 2007, the Company requested an oral hearing before the Nasdaq Listing Qualifications Panel (the “Panel”), the effect of which was to stay the delisting of the Company’s stock until the Panel issues a decision following the hearing.  A hearing was held on March 1, 2007, at which the Company requested a continued exception to the Nasdaq listing requirements.  The Panel has not yet issued a decision on the Company’s request.  There can be no assurance that the Panel will grant the Company’s request for a continued exception to the Nasdaq listing requirements.

9

Litigation Related to Stock Option Issues

As previously disclosed, on September 21, 2006, two shareholder-derivative complaints were filed against certain of Biomet’s current and former officers and directors in Kosciusko Superior Court I in Kosciusko County, in the State of Indiana.  The complaints, captioned Long v. Hann, et al., and Thorson v. Hann, et al., alleged violations of state law relating to the issuance of certain stock option grants by the Company dating back to approximately 1996.  Both complaints sought unspecified money damages as well as other equitable and injunctive relief.  These two cases were consolidated under the caption In re Biomet, Inc. Derivative Litigation, and on Janua ry 19, 2007, plaintiffs filed an amended complaint that made additional allegations based on the Company’s December 18, 2006 disclosures related to stock option grants.  On February 16, 2007, defendants filed a motion to dismiss plaintiffs’ amended complaint, which is currently pending with the court.

On December 11, 2006, a third shareholder-derivative complaint captioned International Brotherhood of Electrical Workers Local 98 Pension Fund v. Hann, et al., No. 06 CV 14312, was filed in federal court in the Southern District of New York.  The IBEW case makes similar allegations and claims as those made in the Indiana litigation, in addition to purporting to state three derivative claims for violations of the federal securities laws.  On February 15, 2007, defendants filed a motion to dismiss plaintiff’s complaint, which is currently pending with the court.

Forward-Looking Statements

This Form 8-K contains certain statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended.  Although Biomet believes that the assumptions, on which the forward-looking statements contained herein are based are reasonable any of those assumptions could prove to be inaccurate given the inherent uncertainties as to the occurrence or non-occurrence of future events.  There can be no assurance that the forward-looking statements contained herein will prove to be accurate.

Some of the factors that could cause actual results and forward-looking statements contained herein to differ include:  the results and related outcomes of the Special Committee’s review of Biomet’s historical stock option granting practices including: the impact of any tax consequences, including any determination that Biomet’s filed tax returns were not true, correct and complete, the impact of any determination that some of the options may not have been validly issued under the stock option plans, the impact of the restatement of Biomet’s financial statements or other actions that may be taken or required as a result of the Special Committee’s review, the impact of the determination that certain of Biomet’s financial statements were not prepared in accordance with GAAP and/or the required reporting under the applicable securities rules and regulations, the impact of any determination of the existence of any significant deficiencies and/or material weaknesses in Biomet’s internal controls and/or of the need to reevaluate certain of the findings and conclusions in Management’s Report on Internal Controls, the consequences of any determination that Biomet’s disclosure controls and procedures required by the Securities Exchange Act were not effective, the impact of the inability of Biomet to timely file reports or statements with the Securities and Exchange Commission and distribute such

10

reports or statements to its shareholders, and the impact of any determination that some of Biomet’s insurance policies may not be in full force and effect and/or that Biomet may not be in compliance with the terms and conditions of those policies; litigation and governmental investigations or proceedings which may arise out of Biomet’s stock option granting practices or the restatement of Biomet’s financial statements; the inability to meet NASDAQ requirements for continued listing; any conditions imposed in connection with the merger agreement or otherwise required to consummate the proposed merger between Biomet and the private equity consortium, including the availability of certain financial information; approval of the merger by Biomet’s shareholders; satisfaction of various other conditions to the closing of the merger contemplated by the merger agreement with the private equity consortium; the success of Biomet’s principal product lines and reorganization efforts with respect to its EBI operations; Biomet’s ability to develop and market new products and technologies in a timely manner; and other risk factors as set forth from time to time in Biomet’s filings with the Securities and Exchange Commission.  The inclusion of a forward-looking statement herein should not be regarded as a representation by Biomet that Biomet’s objectives will be achieved.  Biomet undertakes no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise.

Additional Information and Where to Find It

In connection with the proposed merger and required shareholder approval, Biomet filed with the SEC a preliminary proxy statement.  Biomet’s shareholders are urged to read the preliminary proxy statement, and the definitive proxy statement when it becomes available, because the preliminary proxy statement contains, and the definitive proxy statement will contain, important information about the acquisition and Biomet.  Investors and security holders may obtain free copies of these documents (when they are available) and other documents filed with the SEC at the SEC’s web site at www.sec.gov.  In addition, investors and security holders may obtain additional details on the transaction as well as free copies of the documents filed with the SEC by Biomet by going to Biomet’s Investor Relations page on its corporate website at http://www.biomet.com.

Biomet and its officers and directors may be deemed to be participants in the solicitation of proxies from Biomet’s shareholders with respect to the merger.  Information about Biomet’s executive officers and directors and their ownership of Biomet stock is set forth in the preliminary proxy statement, which was filed with the SEC on January 30, 2007.  Investors and security holders may obtain more detailed information regarding the direct and indirect interests of Biomet and its respective executive officers and directors in the merger by reading the preliminary proxy statement filed with the SEC and definitive proxy statement when it becomes available.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The information set forth under Item 4.02 of this Current Report on Form 8-K under the headings “Retirement of Gregory D. Hartman as Senior Vice President – Finance, Chief Financial Officer and Treasurer, and Daniel P. Hann as Executive Vice President of

11

Administration and a Director” and “Appointment of Vice President – Finance and Interim Chief Financial Officer and Treasurer” is hereby incorporated by reference into this Item 5.02.

Item 8.01. Other Events.

The information set forth under Item 4.02 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 8.01.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.	Document
10.1	J. Pat Richardson Offer of Employment dated March 26, 2009
10.2	Change in Control Agreement with J. Pat Richardson dated as of March 29, 2007
99.1	Press Release dated March 30, 2007

12

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BIOMET, INC.
	/s/ Bradley J. Tandy
	By: Bradley J. Tandy
	Its:  Senior Vice President, Acting General Counsel and Secretary
Date: March 30, 2007

13

EX-10.1

Exhibit 10.1

VIA FACSIMILE 954-217-1710

March 26, 2007

Mr. Jay Pat Richardson

1270 Leeward Way

Weston, FL 33327

Dear Mr. Richardson:

The following offer of employment is presented for your formal acceptance:

1.Position of Vice President of Finance, Biomet, Inc.

2.Annual salary of $ 250,000 per year.  Bi-weekly salary at commencement of employment will be $ 9,615.38, to be reviewed in December 2007.

3.Inclusion in the Biomet, Inc. Management Merit Bonus program with a target

bonus of 60% of base salary.

4.A car allowance of $13,000.00 annually, which will be paid with bi-weekly payroll in the amount of $ 500.00 per pay period.

5.Two (2) weeks vacation in calendar year 2007.

6.Subject to compliance with applicable state and federal securities laws, and subject to closing of the Agreement and Plan of Merger among the Company, LVB Acquisition, LLC and LVB Acquisition Merger Sub, Inc., dated December 18, 2006 (the “Transaction Agreement”), you will be granted an equity interest in Biomet, Inc. or one of its affiliates pursuant to an equity incentive plan, the terms and conditions of which will be determined by the private equity firms that have agreed to acquire Biomet, Inc.  Your equity interest in the new Biomet entity will be commensurate with your position with the Company.

In the event that the Transaction Agreement is terminated, you will be entitled to equity awards issued by the Compensation and Stock Option

Committee of Biomet’s Board of Directors that are commensurate with your position with the Company.  The option will be subject to the terms and conditions applicable to options granted under Biomet, Inc.’s 2006 Equity Incentive Plan, as described in that Plan and the applicable stock option agreement.  The exercise price per share will be equal to the fair market value per share on the date the option is granted.

7.Inclusion in the Executive Severance Plan and a Change in Control Agreement.

8.Group medical and life insurance coverage effective your actual date of hire, to also include long-term disability coverage.  Biomet is currently paying the full premium for these plans.

9.Inclusion in the Employee Stock Bonus Plan, and 401(k) Profit Sharing Plan, in accordance with each plan’s provisions.

10.All other benefits and programs offered by Biomet, Inc. in accordance with

each plan’s provisions.

11.Brad Tandy, Biomet’s Acting General Counsel, is in the process of preparing    a Confidentiality, Non-Disclosure and Non-Competition Agreement for your review and signature.  You will agree to sign Biomet’s Confidentiality, Non-Disclosure and Non-Competition Agreement and abide by its terms.

12.Relocation package to include:

A.Reimbursement for your actual and reasonable relocation expenses for personal property from Weston, FL by a household mover acceptable to both yourself and Biomet.  We will require two (2) quotes and the coordination of movers will be done by Darlene Whaley in the Human Resources Department of Biomet.  Biomet will not consider charges for unpacking belongings in Warsaw, IN.

B.The Company will reimburse reasonable costs for two (2) trips, of up to six (6) days house-hunting in Warsaw.  This includes reimbursement for mileage, meals at $25.00 per day per person, lodging, and any other reasonable costs.

C.The Company will reimburse the real estate agent’s commission to a maximum of 5% of the sales price of your current home.

D.The Company will pay your  temporary housing expenses for a period of thirty (30) days in connection with your relocation. .  Upon your request, this allowance can be applied to either your monthly rent or existing house payment, whichever is greater.

Should your employment be terminated for any reason during (i) your first year of employment, you will reimburse 100% of your actual relocation expenses, (ii) your second year of employment , you will reimburse 66% of your actual relocation expenses and (iii) your third year of employment, you will reimburse 33% of your actual relocation expenses.

Your formal acceptance of this offer may be accomplished by signing where indicated below, and returning the original to my attention by Friday, March 30, 2007.  If we do not receive your signed letter by this date, the offer is void.  Your actual date of hire will be mutually agreed upon between you and Jeff Binder.

All offers of employment are contingent upon the negative results of a drug and alcohol screen which must be completed before your actual date of hire.

As we anticipate your prompt reply, please feel free to contact Brad Tandy or myself with any questions.  Welcome to the Biomet Team!

Sincerely,

/s/ Darlene Whaley

Darlene Whaley

SR VP Human Resources

Biomet, Inc.

ACKNOWLEDGED AND AGREED:

/s/ Jay Pat Richardson

Jay Pat Richardson

Cc:	Bradley J. Tandy
	Senior Vice President, Acting General Counsel and Secretary
	Biomet, Inc.

EX-10.2

Exhibit 10.2

CHANGE IN CONTROL AGREEMENT

THIS AGREEMENT, dated as of March 29, 2007, is made by and between Biomet, Inc., an Indiana corporation (the “Company”), and Jay P. Richardson (the “Executive”).

Recitals

A.            The Company considers it essential to the best interests of its shareholders to foster the continuous employment of certain key management personnel, including the Executive.

B.            The Board recognizes that, as is the case with many publicly-held corporations, the possibility of a Change in Control exists and that such a possibility, and the uncertainty and questions that it may raise among management, may result in the departure or distraction of certain key management personnel to the detriment of the Company and its shareholders.

C.            The Board has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company’s management, including the Executive, to their assigned duties without distraction in the face of potentially disturbing circumstances arising from, among other things, the possibility of a Change in Control.

D.            The parties intend that no amount or benefit will be payable under this Agreement unless both of the following events occur: (i) a Change in Control occurs; and (ii) the Executive’s employment with the Company is terminated as provided in this Agreement.

AGREEMENT

In consideration of the premises and the mutual covenants and agreements set forth below, the Company and the Executive agree as follows:

ARTICLE I
Term of Agreement

Section 1.01           Term.

(a)           The “Term” of this Agreement is the period commencing on the date hereof and ending on the second anniversary of the date hereof; provided, however, that commencing on the date one year after the date hereof, and on each annual anniversary of such date (such date and each annual anniversary thereof shall be hereinafter referred to as the “Renewal Date”), unless previously terminated, the Term shall be automatically extended so as to terminate two years from such Renewal Date, unless at least 60 days prior to the Renewal Date the Board shall give notice to the Executive that the Term not be so extended.  Notwithstanding any notice to the Executive that the Term shall not be extended, if a Change in Control occurs prior to the expiration of the Term, then the Term shall be automatically extended so as to expire two years from the date of such Change in Control.

(b)           Notwithstanding anything to the contrary contained herein, this Agreement shall automatically terminate and be canceled and the Executive shall have no further rights or obligations hereunder immediately prior to the Closing, as defined in the Agreement and Plan of Merger dated December 18, 2006 by and among Biomet, Inc., LVB Acquisition

1

Merger Sub, Inc. and LVB Acquisitions LLC, as such may be amended from time to time (the “Transaction Agreement”).

Section 1.02           Post-Change in Control Employment Period.  Subject to the terms and conditions of this Agreement, the Company hereby agrees to continue the Executive in its employ, and the Executive hereby agrees to remain in the employ of the Company for the period commencing on the first date on which a Change in Control occurs during the Term and ending on the second anniversary of such date (the “Post-CIC Employment Period”).

ARTICLE II
Termination of Employment

Section 2.01           Death or Disability. The Executive’s employment shall terminate automatically upon the Executive’s death during the Term. If the Company determines in good faith that the Disability (pursuant to the definition of Disability set forth below) of the Executive has occurred during the Term, it may give to the Executive written notice in accordance with Article VII of this Agreement of its intention to terminate the Executive’s employment. In such event, the Executive’s employment with the Company shall terminate effective on the 30th day after receipt of such notice by the Executive (the “Disability Effective Date”), provided that, within the thirty days after such receipt, the Executive shall not have returned to full-time performance of the Executive’s duties. For purposes of this Agreement, “Disability” shall mean the absence of the Executive from the Executive’s duties with the Company on a full-time basis for 180 consecutive business days as a result of incapacity due to mental or physical illness, which is determined to be a disability pursuant to the Company’s then existing long term disability plan or, in the absence of such a plan, a disability determined to be total and permanent by a physician selected by the Company and acceptable to the Executive or the Executive’s legal representative.

Section 2.02           Cause.  The Company may terminate the Executive’s employment during the Term for Cause.

Section 2.03           Good Reason.  The Executive’s employment may be terminated by the Executive for Post-CIC Good Reason.

Section 2.04           Notice of Termination. Any termination by the Company for Cause, or by the Executive for Post-CIC Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Article VII of this Agreement. For purposes of this Agreement, a “Notice of Termination” means a written notice which (i) indicates the specific termination provision in this Agreement relied upon, (ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated and (iii) if the Date of Termination (as defined below) is other than the date of receipt of such notice, specifies the termination date. The failure by the Executive or the Company to set forth in the Notice of Termination any fact or circumstance which contributes to a showing of Post-CIC Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such fact or circumstance in enforcing the Executive’s or the Company’s rights hereunder.

Section 2.05           Date of Termination. “Date of Termination” means (i) if the Executive’s employment is terminated by the Company for Cause, or by the Executive for Post-CIC Good Reason, the date of receipt of the Notice of Termination or any later date up to six months thereafter specified therein, as the case may be, (ii) if the Executive’s employment is terminated by the Company other than for Cause or Disability, the Date of Termination shall be the date on which the Company notifies the Executive of such termination or any later date specified therein within 30 days of such notice and (iii) if the

2

Executive’s employment is terminated by reason of death or Disability, the Date of Termination shall be the date of death of the Executive or the Disability Effective Date, as the case may be.

ARTICLE III
Obligations of the Company Upon Termination

Section 3.01           Post-CIC Good Reason; Other Than for Cause or Disability. If, during the Post-CIC Employment Period, the Executive shall terminate employment for Post-CIC Good Reason or the Company shall terminate the Executive’s employment other than for Cause or Disability (entitling the Executive to benefits under the Company’s long-term disability plan, after any applicable waiting period):

(a)           The Company shall pay to the Executive in a lump sum in cash on the tenth (10) Business Day following the Date of Termination the aggregate of the following amounts:

(i)            the sum of (1) the Executive’s Annual Base Salary (which for this purpose shall include any allowance for perquisites that is paid directly to the Executive) through the end of the fiscal year containing the Date of Termination; (2) an amount equal to (x) the higher of the target bonus amount or the bonus actually paid to the Executive under the Company’s incentive bonus plan (or any comparable successor plan(s)) for the fiscal year of the Company prior to the Date of Termination (or the first date on which a Change in Control occurs, if such date is earlier) or (y) the target bonus amount payable to the Executive under such plan(s) for the fiscal year of the Company which contains the Date of Termination, whichever of (x) or (y) is higher (the “Target Bonus”); (3) the total contributions (other than salary reduction contributions) made by the Company to all qualified retirement plans on behalf of the Executive through the end of the fiscal year containing the Date of Termination; (4) the total car allowance contributions made by the Company to the Executive through the end of the fiscal year containing the Date of Termination;  and (5) any accrued vacation or other pay not theretofore paid (the sum of the amounts described in clauses (1), (2), (3), (4) and (5) are herein referred to as the “Accrued Obligations”); and,

(ii)           the amount equal to the product of (1) one and (2) the sum of (w) the Executive’s Annual Base Salary (which for this purpose shall include any allowance for perquisites that is paid directly to the Executive) and (x) the higher of (aa) the Target Bonus and (bb) the highest annual incentive bonus earned by Executive during the last one (1) completed fiscal years of the Company immediately preceding Executive’s Date of Termination (annualized in the event Executive was not employed by the Company for the whole of any such fiscal year), with the product of (1) and (2) reduced by the amounts paid, if any, to the Executive pursuant to any other contractual arrangement with the Executive or plan providing coverage to the Executive as a result of such termination; (y)  the total contributions (other than salary reduction contributions) made by the Company to all qualified retirement plans on behalf of the Executive for the calendar year immediately preceding the calendar year in which the Change in Control occurs; and (z) the total car allowance contributions made by the Company to the Executive for the calendar year immediately preceding the calendar year in which the Change in Control occurs.

(b)           The Company shall provide the following benefit payments to the Executive:

(i)            For a 12-month period after the Date of Termination, the Company will arrange to provide the Executive with life insurance benefits and long-term disability benefits substantially similar to those that the Executive was receiving from the Company immediately prior to the Date of Termination (or the first date on which a Change in Control occurs, if such date is earlier). Life insurance benefits and long-term disability benefits otherwise receivable by the Executive pursuant to the preceding sentence will be reduced to the extent comparable benefits are actually received by or made available to the Executive by any source other than the Company without greater cost to him than as

3

provided by the Company during the 12-month period following the Executive’s termination of employment (and the Executive will report to the Company any such benefits actually received by or made available to the Executive). If, as of the Date of Termination, the Company reasonably determines that the continued life insurance coverage and/or long-term disability coverage required by this Section 3.01(b) is not available from the Company’s group insurance carrier, cannot be procured from another carrier, and cannot be provided on a self-insured basis without adverse tax consequences to the Executive or his death beneficiary, then, in lieu of continued life insurance coverage and/or long-term disability coverage, the Company will pay the Executive a lump sum payment, in cash, equal to 12 times the full monthly premium payable to the Company’s group insurance carrier for comparable coverage for an executive employee under the Company’s group life insurance plan or long-term disability plan then in effect.

(ii)           The Company will offer the Executive and any eligible family members the opportunity to elect to continue medical and dental coverage pursuant to the continuation coverage requirements of the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”). The Executive will be responsible for paying the required monthly premium for that coverage, but the Company will pay the Executive a lump sum cash stipend equal to 18 times the monthly premium then charged to qualified beneficiaries for full family COBRA continuation coverage under the Company’s medical and dental plans, which the Executive may choose to use for the payment of COBRA premiums. The Company will pay the stipend to the Executive whether or not the Executive or anyone in his family elects COBRA continuation coverage, whether or not the Executive continues COBRA coverage for a full 18 months, and whether or not the Executive receives health coverage from another employer while the Executive is receiving COBRA continuation coverage.

(c)           All outstanding Options will become immediately vested and exercisable (to the extent not yet vested and exercisable as of the Date of Termination) and shall remain exercisable until the earlier of (i) the expiration of the option term or (ii) five (5) years after the Date of Termination. To the extent not otherwise provided under the written agreement, if any, evidencing the grant of any restricted Shares to the Executive, all outstanding Shares that have been granted to the Executive subject to restrictions that, as of the Date of Termination, have not yet lapsed will lapse automatically upon the Date of Termination, and the Executive will own those Shares free and clear of all such restrictions.

(d)           For 12 months following the Date of Termination the Company shall, at its sole expense, reimburse the Executive for the cost (but not in excess of $25,000 in the aggregate), as incurred, for outplacement services the scope and provider of which shall be selected by the Executive in Executive’s sole discretion.

(e)           To the extent not theretofore paid or provided, the Company shall timely pay or provide to Executive any other amounts or benefits required to be paid or provided or which Executive is eligible to receive under any plan, program, policy, practice, contract or agreement of the Company (such other amounts and benefits shall be hereinafter referred to as the “Other Benefits”).

Section 3.02           Death. If the Executive’s employment is terminated by reason of the Executive’s death during the Term and prior to a Change in Control, this Agreement shall terminate without further obligations to the Executive’s legal representatives under this Agreement. Anything in this Agreement to the contrary notwithstanding, if the Executive’s  death occurs after a Change in Control, then this Section 3.02 shall not apply and the Executive’s estate and/or beneficiaries shall be entitled to the benefits of Section 3.01.

Section 3.03           Disability. If the Executive’s employment is terminated by reason of the Executive’s Disability during the Term, this Agreement shall terminate without further obligations to the Executive, other than for payment of Accrued Obligations and the timely payment or provision of Other

4

Benefits. Accrued Obligations shall be paid to the Executive in a lump sum in cash on the twentieth (20th) Business Day following the Date of Termination. The term “Other Benefits” as utilized in this Section 3.03 shall include, without limitation, and the Executive shall be entitled after the Disability Effective Date to receive, disability and other benefits at least equal to the most favorable of those generally provided by the Company and its affiliated companies to disabled executives and/or their families in accordance with such plans, programs, practices and policies relating to disability, if any, as in effect generally with respect to other peer executives and their families at any time during the 120-day period immediately preceding the Date of Termination (or the date on which a Change in Control occurs, if such date is earlier) or, if more favorable to the Executive and/or the Executive’s family, as in effect at any time thereafter generally with respect to other peer executives of the Company and their families.

Section 3.04           Termination in Anticipation of a Change in Control.

(a)           An “Anticipatory Termination” occurs if either

(i)            (1) the Company terminates the Executive’s employment other than for Cause or Disability prior to the date on which a Change in Control occurs, (2) it is reasonably demonstrated by the Executive that such termination of employment (x) was at the request or instruction of a third party who had taken steps reasonably calculated to effect a Change in Control or (y) otherwise arose within six months of, and was in connection with or in anticipation of, a Change in Control, and (3) a Change in Control occurs, or

(ii)           (1) during the Term, an event occurs that would have constituted Post-CIC Good Reason if the date on which a Change in Control occurs was deemed to be the date immediately prior to the date of such event and the Executive terminated his employment subsequent to such event, (2) the Executive can reasonably demonstrate that such Post-CIC Good Reason event (x) was at the request or instruction of a third party who had taken steps reasonably calculated to effect a Change in Control or (y) otherwise arose within six months of, and was in connection with or in anticipation of, a Change in Control, and (3) a Change in Control occurs.

(iii)          For purposes of clauses (i)(1)(y) and (ii)(1)(y) of this Section 3.04(a), it shall be presumed that such event was in connection with or in anticipation of a Change in Control unless the Company establishes otherwise by clear and convincing evidence.

(b)           If the Executive has reason to believe that an Anticipatory Termination may have occurred, he shall provide a notice setting forth such belief in accordance with Article VII of this Agreement within 120 days after a Change in Control has occurred. Upon an Anticipatory Termination, the Executive shall be entitled to (A) the payments specified in Sections 3.01(a),(d) and (e) (to the extent not previously paid), (B) the benefits specified in Section 3.01(b) (to the extent not previously provided) (or the after-tax equivalent thereof to the extent that such benefits have not been or are not provided in kind), (C) to the extent that the Executive has outstanding any unexercised stock options and other stock-based awards, the provisions of Section 3.01(c) shall apply to them, (D) in respect of any stock options or other stock based awards that were forfeited by the Executive as a result of his termination of employment but would have vested had Section 3.01(c) applied, such awards shall be reinstated (or if not reinstated, the Executive shall be paid in cash the fair value of such award), and (E) liquidated damages of $25,000 for penalties associated with the Anticipatory Termination. For the purposes of this Section 3.04(b), the Executive’s Date of Termination shall be deemed to be his last date of employment by the Company.

Section 3.05           Nonexclusivity of Rights. Nothing in this Agreement shall prevent or limit the Executive’s continuing or future participation in any plan, program, policy or practice provided by the Company and for which the Executive may qualify, nor, subject to Section 8.02, shall anything herein

5

limit or otherwise affect such rights as the Executive may have under any contract or agreement with the Company. Amounts which are vested benefits or which the Executive is otherwise entitled to receive under any plan, policy, practice, or program of or any contract or agreement with the Company at or subsequent to the Date of Termination shall be payable in accordance with such plan, policy, practice or program or contract or agreement except as explicitly modified by this Agreement.

Section 3.06           Certain Additional Payments by the Company.

(a)           Anything in this Agreement or in any other agreement between the Company and the Executive or in any stock option or other benefit plan to the contrary notwithstanding and except as set forth below, in the event it shall be determined that any payment or distribution by the Company to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, but determined without regard to any additional payments required under this Section 3.06) (a “Payment”) would be subject to the excise tax imposed by Section 4999  of the Code or any interest or penalties are incurred by the Executive with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the “Excise Tax”), then the Executive shall be entitled to receive an additional payment (a “Gross-Up Payment”) in an amount such that after payment by the Executive of all taxes (including any interest or penalties imposed with respect to such taxes), including, without limitation, any income taxes (and any interest and penalties imposed with respect thereto) and Excise Tax imposed upon the Gross-Up Payment, the Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments.

(b)           All determinations required to be made under this Section 3.06, including whether and when a Gross-Up Payment is required and the amount of such Gross-Up Payment and the assumptions to be utilized in arriving at such determination, shall be made by the Accounting Firm, which shall provide detailed supporting calculations both to the Company and the Executive within fifteen business days of the receipt of notice from the Executive that there has been a Payment, or such earlier time as is requested by the Company. In the event that the Accounting Firm is serving as accountant or auditor for the Company or the individual, entity or group effecting the Change in Control, the Executive shall appoint another nationally recognized accounting firm to make the determinations required hereunder (which accounting firm shall then be referred to as the Accounting Firm hereunder). All fees and expenses of the Accounting Firm shall be borne solely by the Company. Any Gross-Up Payment, as determined pursuant to this Section 3.06, shall be paid by the Company to the Executive in the calendar year that includes the date on which the Payment was made; provided, however, that if a payment is made after December 1 of any calendar year, then the Gross-Up Payment, as determined pursuant to this Section 3.06, shall be paid by the Company to the Executive in the immediately succeeding calendar year.  In either case, the Gross-Up Payment shall be made on the later of the fifth day following the Accounting Firm’s determination and the first day of the applicable calendar year. Any determination by the Accounting Firm shall be binding upon the Company and the Executive.

Section 3.07           Tax Matters.  Notwithstanding anything contained in this Agreement (or any other agreement between Executive and the Company or any of its subsidiaries) to the contrary, the Company and its subsidiaries shall be entitled to deduct and withhold any amounts required by the Code or under any state or local law relating to compensation from any payment amounts distributable or due to Executive from the Company or any of its subsidiaries, including from Executive’s wages, compensation, or benefits, as may be required by the Code or under any state or local law relating to compensation.  The Company and the Executive agree to use commercially reasonable efforts to ensure that this Agreement complies with Section 409A of the Code such that Executive is not subject to any additional taxes, interest or penalties under such provisions. In furtherance thereof, if payment or provision of any amount or benefit hereunder at the time specified in this Agreement would subject such amount or benefit to any additional tax under Section 409A of the Code, the payment or provision of such amount or benefit shall

6

be postponed to the earliest commencement date on which the payment or the provision of such amount or benefit could be made without incurring such additional tax (including paying any severance that is delayed in a lump sum upon the earliest possible payment date which is consistent with Section 409A of the Code).  Without limiting the generality of the immediately preceding sentence, if payment or provision of any amount or benefit hereunder at the time specified in this Agreement would fail to comply with the provisions of Section 409A of the Code because the Executive is treated as a “specified” employee (within the meaning of Section 409A(a)(2)(B)(i) of the Code), then such amount or benefit shall not be paid or provided at the time otherwise specified in this Agreement, but instead shall be paid or provided on the date that is six months after the date of separation from service (or, if earlier, the date of death of the Executive). In addition, to the extent that any regulations or guidance issued under Code §409A (after application of the previous provision of this paragraph) would result in Executive being subject to the payment of interest or any additional tax under Code §409A, the Company and the Executive agree, to the extent reasonably possible, to amend this Agreement in order to avoid the imposition of any such interest or additional tax under Code §409A, which amendment shall have the minimum economic effect necessary on Executive and be reasonably determined in good faith by the Company and the Executive.

ARTICLE IV
No Mitigation

The Company agrees that, if the Executive’s employment by the Company is terminated during the term of this Agreement, the Executive is not required to seek other employment or to attempt in any way to reduce any amounts payable to the Executive by the Company pursuant to Article III. Further, the amount of any payment or benefit provided for in Article III (other than Section 3.01(b)(i)) will not be reduced by any compensation earned by the Executive as the result of employment by another employer, by retirement benefits, by offset against any amount claimed to be owed by the Executive to the Company, or otherwise.

ARTICLE V
The Executive’s Covenants

Section 5.01           Noncompetition Agreement.  In consideration for this Agreement, the Executive will execute, concurrent with the execution of this Agreement, a noncompetition agreement in the form attached to this Agreement as Exhibit A. In the event of termination of this Agreement as provided in Section 1.01, the noncompetition Agreement shall survive termination.

Section 5.02           Confidential Information.  The Executive shall hold in a fiduciary capacity for the benefit of the Company all material proprietary information, knowledge or data relating to the Company or any of its affiliated companies, and their respective businesses, which shall have been obtained by the Executive during the Executive’s employment by the Company or any of its affiliated companies and which shall not be or become public knowledge (other than by acts by the Executive or representatives of the Executive in violation of this Agreement). After termination of the Executive’s employment with the Company, the Executive shall not, without the prior written consent of the Company or as may otherwise be required by law or legal process, communicate or divulge any such information, knowledge or data to anyone other than the Company and those designated by it. In no event shall an asserted violation of the provisions of this Section 5.02 constitute a basis for denying, deferring or withholding any amounts or benefits payable to the Executive under this Agreement.

Section 5.03           General Release.  The Executive agrees that, notwithstanding any other provision of this Agreement, the Executive will not be eligible for any payments under Section 3.01 unless the Executive timely signs, and does not timely revoke, a General Release in substantially the form attached to this Agreement as Exhibit B.

7

ARTICLE VI
Successors; Binding Agreement

Section 6.01           Obligation of Successors.  In addition to any obligations imposed by law upon any successor to the Company, the Company will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business and/or assets of the Company to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no succession had occurred. Failure of the Company to obtain such an assumption and agreement prior to the effectiveness of any such succession will be a breach of this Agreement.

Section 6.02           Enforcement Rights of Others.  This Agreement will inure to the benefit of and be enforceable by the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. If the Executive dies while any amount is still payable to the Executive under this Agreement, (other than amounts that, by their terms, terminate upon the Executive’s death), then, unless otherwise provided in this Agreement, all such amounts will be paid in accordance with the terms of this Agreement to the executors, personal representatives, or administrators of the Executive’s estate.

ARTICLE VII
Notices

For the purpose of this Agreement, notices and all other communications provided for in the Agreement will be in writing and will be deemed to have been duly given when delivered or mailed by United States registered mail, return receipt requested, postage prepaid, addressed to the respective addresses set forth below, or to such other address as either party may furnish to the other in writing in accordance with this Article VIII, except that notice of change of address will be effective only upon actual receipt:

To the Company:	To the Executive:
Biomet, Inc. 56 E. Bell Drive P. O. Box 587 Warsaw, Indiana 46581-0587 Attn: Chief Legal Officer Facsimile Number: (574) 267-8137	Jay P. Richardson Address last shown on the Company’s records

ARTICLE VIII
Miscellaneous; At-Will

Section 8.01           Miscellaneous.  No provision of this Agreement may be modified, waived, or discharged unless the waiver, modification, or discharge is agreed to in writing and signed by the Executive and an officer of the Company specifically designated by the Board. No waiver by either party at any time of any breach by the other party of, or compliance with, any condition or provision of this Agreement to be performed by the other party will be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any other time. Neither party has made any agreements or representations, oral or otherwise, express or implied, with respect to the subject matter of this Agreement that are not expressly set forth in this Agreement. The validity, interpretation, construction, and performance of this Agreement will be governed by the laws of the State of Indiana. All references to sections of the Exchange Act or the Code will be deemed also to refer to any successor provisions to those sections. Any payments provided for under this Agreement will be paid net of any applicable withholding required under federal, state, or local law and any additional withholding to which the Executive has agreed. The

8

obligations of the Company and the Executive under Articles III, IV, and VI will survive the expiration of this Agreement, if applicable.

Section 8.02           At-Will.  The Executive and the Company acknowledge that, except as may otherwise be provided under any other written agreement between the Executive and the Company, the employment of the Executive by the Company is “at will,” and the Executive’s employment may be terminated by either the Executive or the Company at any time.

ARTICLE IX
Validity

The invalidity or unenforceability of any provision of this Agreement will not affect the validity or enforceability of any other provision of this Agreement, which will remain in full force and effect.

ARTICLE X
Counterparts

This Agreement may be executed in several counterparts, each of which will be deemed to be an original but all of which together will constitute one and the same instrument.

ARTICLE XI
Settlement of Disputes; Arbitration

All claims by the Executive for benefits under this Agreement must be in writing and will be directed to and determined by the Board. Any denial by the Board of a claim for benefits under this Agreement will be delivered to the Executive in writing and will set forth the specific reasons for the denial and the specific provisions of this Agreement relied upon. The Board will afford a reasonable opportunity to the Executive for a review of the decision denying a claim and will further allow the Executive to appeal to the Board a decision of the Board within 60 days after notification by the Board that the Executive’s claim has been denied. Any further dispute or controversy arising under or in connection with this Agreement will be settled exclusively by arbitration in Warsaw, Indiana in accordance with the rules of the American Arbitration Association then in effect. Judgment may be entered on the arbitrator’s award in any court having jurisdiction. Each party will bear its own expenses in the arbitration for attorneys’ fees, for its witnesses, and for other expenses of presenting its case. Other arbitration costs, including arbitrators’ fees, administrative fees, and fees for records or transcripts, will be borne equally by the parties. Notwithstanding anything in this Article to the contrary, if the Executive prevails with respect to any dispute submitted to arbitration under this Article, the Company will reimburse or pay all reasonable legal fees and expenses that the Executive incurred in connection with that dispute as required by Section 3.07.

ARTICLE XII
Definitions

For purposes of this Agreement, the following terms will have the meanings indicated below:

“401(k) Plan” means the Biomet, Inc. Profit Sharing Plan and Trust qualified under section 401(k) of the Code and any comparable successor plan(s).

“Accounting Firm” means such nationally recognized certified public accounting firm as may be designated by the Executive.

“Accrued Obligations” shall have the meaning described in Section 3.01(a)(i).

9

“Annual Base Salary” means the Executive’s annual base salary as in effect immediately prior to the date of the Change in Control.

“Anticipatory Termination” shall have the meaning described in Section 3.04.

“Beneficial Owner” has the meaning stated in Rule 13d-3 under the Exchange Act.

“Board” means the Board of Directors of the Company.

“Business Day” means any day other than a Saturday, Sunday or other day on which commercial banks are authorized to close under the Laws of, or are in fact closed in, the State of Indiana.

“Cause” for termination by the Company of the Executive’s employment, after any Change in Control, means (1) the willful and continued failure by the Executive to substantially perform the Executive’s duties with the Company (other than any such failure resulting from the Executive’s incapacity due to physical or mental illness or any such actual or anticipated failure after the issuance of a Notice of Termination for Post-CIC Good Reason or Pre-CIC Good Reason or by the Executive pursuant to Sections 3.01 and 3.02) for a period of at least 30 consecutive days after a written demand for substantial performance is delivered to the Executive by the Board, which demand specifically identifies the manner in which the Board believes that the Executive has not substantially performed the Executive’s duties; (2) the Executive willfully engages in conduct that is demonstrably and materially injurious to the Company or its subsidiaries, monetarily or otherwise; or (3) the Executive is convicted of, or has entered a plea of no contest to, a felony. For purposes of clauses (1) and (2) of this definition, no act, or failure to act, on the Executive’s part will be deemed “willful” unless it is done, or omitted to be done, by the Executive not in good faith and without reasonable belief that the Executive’s act, or failure to act, was in the best interest of the Company.

“Change in Control” will be deemed to have occurred if any of the following events occur:

(a)           Individuals who, as of March 29, 2007, constitute the Board (the “Incumbent Directors”) cease for any reason to constitute at least a majority of such Board, provided that any person becoming a director after March 29, 2007 and whose election or nomination for election was approved by a vote of at least a majority of the Incumbent Directors then on the Board shall be deemed an Incumbent Director; provided, however, that no individual initially elected or nominated as a director of the Company as a result of an actual or threatened election contest with respect to the election or removal of directors (“Election Contest”) or other actual or threatened solicitation of proxies or consents by or on behalf of any Person other than the Board (“Proxy Contest”), including by reason of any agreement intended to avoid or settle any Election Contest or Proxy Contest, shall be deemed an Incumbent Director; or

(b)           Any Person is or becomes a Beneficial Owner directly or indirectly, of either (A) 20% or more of the then-outstanding Company Shares or (B) securities of the Company representing 20% or more of the combined voting power of the Company’s then outstanding securities eligible to vote for the election of directors (the “Company Voting Securities”); provided, however, that for purposes of this subsection (b), the following acquisitions shall not constitute a Change in Control: (i) an acquisition directly from the Company, (ii) an acquisition by the Company or a subsidiary of the Company, or (iii) an acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any subsidiary of the Company; or

(c)           The consummation of a reorganization, merger, consolidation, statutory share exchange or similar form of corporate transaction involving the Company or a subsidiary (a “Reorganization”), or the sale or other disposition of all or substantially all of the Company’s assets (a

10

“Sale”) or the acquisition of assets or stock of another corporation (an “Acquisition”), unless immediately following such Reorganization, Sale or Acquisition: (A) all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the outstanding Company Shares and outstanding Company Voting Securities immediately prior to such Reorganization, Sale or Acquisition beneficially own, directly or indirectly, more than 50% of, respectively, the then outstanding shares of common stock and the combined voting power of the then outstanding voting securities entitled to vote generally in the election of directors, as the case may be, of the corporation resulting from such Reorganization, Sale or Acquisition (including, without limitation, a corporation which as a result of such transaction owns the Company or all or substantially all of the Company’s assets or stock either directly or through one or more subsidiaries, the “Surviving Corporation”) in substantially the same proportions as their ownership, immediately prior to such Reorganization, Sale or Acquisition, of the outstanding Company Shares and the outstanding Company Voting Securities, as the case may be, and (B) no person (other than (i) the Company or any subsidiary of the Company, (ii) the Surviving Corporation or its ultimate parent corporation, or (iii) any employee benefit plan or related trust sponsored or maintained by any of the foregoing) is the beneficial owner, directly or indirectly, of 20% or more of the total common stock or 20% or more of the total voting power of the outstanding voting securities eligible to elect directors of the Surviving Corporation, and (C) at least a majority of the members of the board of directors of the Surviving Corporation were Incumbent Directors at the time of the Board’s approval of the execution of the initial agreement providing for such Reorganization, Sale or Acquisition; or

(d)           Approval by the shareowners of the Company of a complete liquidation or dissolution of the Company.

provided, however, in the case of each of (a), (b), (c) and (d) above, the Transaction Agreement and the consummation of the transactions contemplated thereby shall not be deemed to be, cause or result in a Change in Control as defined herein.

“COBRA” means the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended.

“Code” means the Internal Revenue Code of 1986, as amended from time to time, and interpretative rules and regulations.

“Company” means Biomet, Inc., an Indiana corporation, and any successor to its business and/or assets that assumes and agrees to perform this Agreement by operation of law, or otherwise (except in determining whether or not any Change in Control of the Company has occurred in connection with the succession).

“Company Shares” means shares of common stock of the Company or any equity securities into which those shares have been converted.

“Date of Termination” shall have the meaning described in Section 2.05.

“Disability” shall have the meaning described in Section 2.01.

“Disability Effective Date” shall have the meaning described in Section 2.01.

“Exchange Act” means the Securities Exchange Act of 1934, as amended from time to time, and interpretive rules and regulations.

“Excise Tax” shall have the meaning described in Section 3.05(a).

“Executive” shall have the meaning described in the first paragraph of this Agreement.

11

“Gross-Up Payment” shall have the meaning described in Section 3.06(a).

“Notice of Termination” shall have the meaning described in Section 2.04.

“Options” means options for Shares granted to the Executive under the Stock Option Plan.

“Other Benefits” shall have the meaning described in Section 3.01 (e) or 3.03, as determined by the nature of the termination of the Agreement, as described in each of those sections.

“Payment” shall have the meaning described in Section 3.06(a).

“Person” has the meaning stated in section 3(a)(9) of the Exchange Act, as modified and used in sections 13(d) and 14(d) of the Exchange Act; however, a Person will not include (1) the Company or any of its subsidiaries, (2) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or any of its subsidiaries, (3) an underwriter temporarily holding securities pursuant to an offering of those securities, or (4) a corporation owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their ownership of stock of the Company.

“Post-CIC Employment Period” shall have the meaning assigned in Section 1.02.

“Post-CIC Good Reason” for termination by the Executive of the Executive’s employment means the death of the Executive during the Post-CIC Employment Period or the occurrence (without the Executive’s express written consent) of any one of the following acts by the Company, or failures by the Company to act, in each case during the Post-CIC Employment Period, unless, in the case of any act or failure to act described in paragraph (i), (iv), (v), (vi), or (viii) below, the act or failure to act is corrected prior to the Date of Termination specified in the Executive’s Notice of Termination:

(i)            The assignment to the Executive of any duties inconsistent with the Executive’s status as an executive officer of the Company or a substantial adverse alteration in the nature or status of the Executive’s responsibilities from those in effect immediately prior to a Change in Control;

(ii)           A reduction by the Company in the Executive’s annual base salary and/or Target Bonus as in effect on the date of this Agreement or as the same may be increased from time to time;

(iii)          The Company’s requiring the Executive to be based more than 50 miles from the Company’s offices at which the Executive is based prior to a Change in Control (except for required travel on the Company’s business to an extent substantially consistent with the Executive’s business travel obligations immediately prior to the Change in Control), or, in the event the Executive consents to any such relocation of his offices, the Company’s failure to provide the Executive with all of the benefits of the Company’s historical practices with respect to relocation of executive employees as in operation immediately prior to the Change in Control;

(iv)          The Company’s failure, without the Executive’s consent, to pay to the Executive any portion of the Executive’s current compensation (which means, for purposes of this paragraph (4), the Executive’s annual base salary as in effect on the date of this Agreement, or as it may be increased from time to time, and any installment of the annual target bonus earned by the Executive) or to pay to the Executive any portion of an installment of deferred compensation under any deferred compensation program of the Company, within seven days of the date the compensation is due;

(v)           The Company’s failure to continue in effect any compensation plan in which the Executive participates immediately prior to a Change in Control, which plan is material to the

12

Executive’s total compensation, including, but not limited to, the Stock Option Plan or any substitute plans adopted prior to the Change in Control, unless an equitable arrangement (embodied in an ongoing substitute or alternative plan) has been made with respect to that plan, or the Company’s failure to continue the Executive’s participation in such a plan (or in a substitute or alternative plan) on a basis not materially less favorable, both in terms of the amount of benefits provided and the level of the Executive’s participation relative to other participants, as existed at the time of the Change in Control;

(vi)          The Company’s failure to continue to provide the Executive with benefits substantially similar to those enjoyed by the Executive under any of the Company’s retirement plans (including, without limitation, the Company’s 401(k) Plan, the Biomet, Inc. Employee Stock Bonus Plan, and such other life insurance, medical, health and accident, or disability plans in which the Executive was participating at the time of the Change in Control); the taking of any action by the Company that would directly or indirectly materially reduce any of those benefits or deprive the Executive of any material fringe benefit enjoyed by the Executive at the time of a Change in Control; or the Company’s failure to provide the Executive with the number of paid vacation days  to which the Executive is entitled on the basis of years of service with the Company in accordance with the Company’s normal vacation policy in effect at the time of the Change in Control;

(vii)         Any purported termination of the Executive’s employment that is not effected pursuant to a Notice of Termination satisfying the requirements of Section 4.01; for purposes of this Agreement, no such purported termination will be effective; or

(viii)        any failure by the Company to comply with and satisfy Section 6.01 of this Agreement.

The Executive’s right to terminate the Executive’s employment for Post-CIC Good Reason will not be affected by the Executive’s incapacity due to physical or mental illness. The Executive’s continued employment will not constitute consent to, or a waiver of rights with respect to, any act or failure to act that constitutes Post-CIC Good Reason.  Notwithstanding the foregoing, the occurrence of an event that would otherwise constitute Post-CIC Good Reason will cease to be an event constituting Post-CIC Good Reason if the Executive does not timely provide a Notice of Termination to the Company within 120 days of the date on which the Executive first becomes aware (or reasonably should have become aware) of the occurrence of that event.

“Renewal Date” shall have the meaning described in Section 1.01(a).

“Shares” means shares of the common stock of the Company.

“Stock Option Plan” means the 1998 Biomet, Inc. Qualified and Non-Qualified Stock Option Plan and any other equity compensation plan of the Company approved by the Board and adopted by the shareholders of the Company.

“Target Bonus” shall have the meaning described in Section 3.01(a)(i).

“Term” shall have the meaning described in Section 1.01(a).

“Transaction Agreement” shall have the meaning described in Section 1.01(b).

*    *    *

13

EXECUTIVE	BIOMET, INC.
/s/ Jay P. Richardson	By:	/s/ Jeffrey R. Binder
Jay P. Richardson	Name:	Jeffrey R. Binder
	Its:	President and Chief Executive Officer

14

EX-99.1

Exhibit 99.1

BIOMET, INC. ANNOUNCES UPDATE ON REVIEW OF HISTORICAL STOCK
OPTION GRANTING PRACTICES

Company Also Announces Leadership Changes and Required Restatement

Warsaw, IN . . . March 30, 2007 (NASDAQ:BMET)

Biomet, Inc. today announced the preliminary findings of a special committee formed by the Board of Directors to conduct an independent investigation of Biomet’s stock option grants for the period from 1996 to the present, and the actions it is taking in response to the preliminary findings of the investigation, including changes in its executive management.  Gregory D. Hartman, Senior Vice President — Finance, Chief Financial Officer and Treasurer, and Daniel P. Hann, Executive Vice President of Administration and a Director, retired from the company today but will serve as consultants to the company to ensure a smooth transition of business operations and financial matters.  Additional information about the severance and consulting arrangements with Messrs. Hartman and Hann is contained in Biomet’s current report on Form 8-K to be filed with the Securities and Exchange Commission (“SEC”) later today.

Biomet also announced the appointment of J. Pat Richardson as Vice President – Finance and Interim Chief Financial Officer and Treasurer effective April 11, 2007.  The Board has initiated an active search for a permanent Chief Financial Officer and Treasurer for the Company with the assistance of an executive search firm.

Jeffrey R. Binder, President and Chief Executive Officer of Biomet, commented, “The transition of senior officers presents a significant challenge for any organization.  However, we have a talented executive team in place and I am highly confident in our ability to move forward successfully.”

Dan Hann stated, “I am leaving the company well positioned in the market and in very capable hands.  As a consultant to the company, I will ensure a smooth transition for our team members and shareholders.  I am proud of the success that Biomet has achieved during my 18-year tenure, establishing itself as a leader in our market.”

Review of Historical Stock Option Granting Practices

As previously disclosed in the Current Report on Form 8-K filed by Biomet, Inc. (“Biomet” or the “Company”) on December 18, 2006, following the publication of an analyst report suggesting that certain historical grants of stock options by the Company took place on dates where Biomet’s stock price was trading at relatively low prices and the filing of two shareholder derivative lawsuits alleging improper “backdating” of stock options, Biomet’s Board of Directors (the “Board”) formed a special committee

1

(the “Special Committee”) to conduct an independent investigation of Biomet’s stock option grants for the period from 1996 to the present and to determine whether Biomet had any claims arising out of any inappropriate stock option backdating and, if so, whether it was in the best interest of Biomet and its stakeholders to pursue any such claim.  The Special Committee retained independent counsel to advise it in connection with and to conduct its investigation.  Counsel to the Special Committee also hired independent accountants to assist in the investigation.

On March 30, 2007, Biomet announced an updated report from the Special Committee presented by counsel to the Special Committee and the independent accountants retained by counsel to the Special Committee.  Based upon an analysis of this updated report and relevant accounting literature, including Staff Accounting Bulletin No. 99, the Audit Committee determined on March 30, 2007 that the Company should amend its Annual Report on Form 10-K for the fiscal year ended May 31, 2006 and Quarterly Report on Form 10-Q for the fiscal quarter ended August 31, 2006 to reflect the restatement of the consolidated financial statements and related disclosures reflected therein.  In light of the Special Committee’s preliminary report discussed below, the Company’s previously issued financial statements and any related reports of its independent registered public accounting firm should not be relied upon. The Company believes, based upon the Special Committee’s preliminary report, that the impact of the restatement will not be quantitatively material to any prior period financial statements.

Our Audit Committee has discussed these matters with Ernst & Young LLP, the Company’s independent registered public accounting firm.

Both the Company and its independent registered accounting firm are communicating regularly and have commenced the work that will be necessary for the restatement with the objective of completing the work required to file the restatement discussed above and Biomet’s Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2006 as soon as possible.

While the investigation of the Special Committee is not complete, based upon the investigative team’s review of an extensive collection of documents, interviews of more than two dozen individuals, and analysis of approximately 17,000 grants to purchase approximately 17,000,000 Biomet common shares on over 500 different grant dates over the 11-year period from 1996 through 2006, the Special Committee reported the following preliminary findings to the Board of Directors:

·the Company’s administration of its various stock option plans disregarded the terms of those option plans;

·most of the options issued during the 11-year period from 1996 through 2006 were not priced at the fair market value on the date of their respective grants;

·there was opportunistic misdating and mispricing of options in order to take advantage of lower exercise prices;

·the Company failed to maintain adequate books and records concerning its stock option grants;

·there were inadequate internal controls over the issuance and accounting for stock option grants;

·the relevant accounting and legal rules regarding option plans and their administration were not

2

followed;

·Biomet failed to adequately staff and devote appropriate resources to the administration of its stock option plans; and

·as a result of these deficiencies, Biomet’s public filings with regard to stock options were inaccurate.

The Special Committee also reported that members of senior management were aware of the practice of dating options on a date other than the date on which final action regarding the option occurred, and that certain members of senior management, namely the Company’s Chief Financial Officer and General Counsel during the period, were or should have been aware of certain accounting and legal ramifications, respectively, of issuing an option with an exercise price lower than the fair market value on the date of issuance.

The Special Committee reported that it had calculated, on a preliminary basis, that the collective difference between the exercise price at which the options in question should have been issued less the exercise price at which such options were improperly issued (the “Issuance Spread”) plus other non-employee option related expenses was approximately $50 million over the 11-year period in question.  By this same measure, the preliminary results indicate that the Issuance Spread in each year averaged less than $5 million per year, with nine out of the 11 periods under $5 million per year and the other two periods at approximately $9 million (2001) and $12 million (2000). Biomet expects that a substantial portion of the additional compensation expense resulting from this issue will be non-cash in nature.  The amounts reported above in this paragraph:

·are solely based on preliminary information provided to the Company by the Special Committee and are subject to further analysis by the Special Committee and its counsel and independent accountants, the Company and the Company’s independent registered public accounting firm, and

·have not yet been verified or confirmed by the Company and the Company’s independent registered public accounting firm and, therefore, no assurances can be provided by the Company that the amounts will not change.

Additional compensation expense with respect to the Issuance Spread should have been included in Biomet’s financial statements but the Company has not determined the amount of the expense or the period in which the expense will be reported.  This determination depends, in part, on completion of an option-by-option analysis of the period in which each option was granted and was vested or forfeited.  This determination is likely to shift Issuance Spread created in one period into compensation expense spread out over later periods.  This analysis will reduce the overall amount of Issuance Spread that will be added to additional compensation expense in the Company’s financial reports for the 11-year period and a portion of the compensation expense relating to options with Issuance Spread that had not vested by May 31, 2006 will be recognized in accounting periods after May 31, 2006.  The Company’s reported income before income taxes, prior to any adjustments as a result of the investigation into historical stock option granting practices, for the 11-year period in question ranged from $149.7 million in fiscal 1996 to $611.2 million in fiscal 2006.

A significant component in the Special Committee’s estimate of Issuance Spread and thus potential additional compensation expenses is the appropriate “measurement date” ultimately used to determine the fair market value of Biomet’s common shares on the grant date of each option award.  As noted above the Special Committee’s preliminary findings included that the Company failed to maintain

3

adequate books and records concerning stock option grants.  Neither the Company nor the Company’s independent registered public accounting firm have confirmed their agreement with the measurement dates selected by the Special Committee in preparing its preliminary report or the total additional compensation expense that will ultimately be required to be recognized by the Company.  Furthermore, neither the Special Committee, the Company nor the Company’s independent registered public accounting firm, has performed a “sensitivity analysis” to determine the impact of alternate measurement dates upon the Special Committee’s preliminary estimate of potential additional compensation expense.

As a result of the foregoing (and other developments that may arise out of this review), certain of Biomet’s financial statements will be subject to changes and adjustments.  These changes and adjustments may include:

·an increase in compensation expense to reflect the intrinsic value of options on the measurement date;

·a decrease in net income as a result of the increase in compensation expense;

·an increase in paid-in-capital as option-related compensation expense increases paid-in-capital;

·a decrease in retained earnings because net income decreases;

·a limitation on the amount of the deduction from taxable income for option-related compensation;

·a decrease in earnings per share due to a decrease in net income;

·an increase in litigation expense; and

·there may be related tax effects, other expenses incurred and other adjustments recorded as a result of the restatement.

In response to the Special Committee’s preliminary report, all current members of the Board agreed that, with respect to misdated or mispriced stock option awards to the current directors on or after January 1, 1996 which had not yet been exercised, the exercise price of such unexercised stock option awards would be increased to the fair market value of the Company’s common shares on the measurement date applicable to such award.  In addition, the current members of the Board agreed that, with respect to misdated or mispriced stock option awards to the current directors on or after January 1, 1996 which had previously been exercised, such directors would at a future date remit to the Company an amount equal to the excess, if any, of the fair market value of the Company’s common shares on the measurement date for such award over the exercise price of such award.  The Company and the Special Committee are continuing to consider various matters, including other potential remedial measures.  The Board will continue to be actively involved in reviewing information received from the Special Committee and determining the appropriate actions to be taken by the Company with respect to this matter.  Because the Company’s option review and Ernst & Young LLP’s audit or review of the results thereof have not been completed, it is possible that additional issues may be identified for one or more of the periods under review.

The Company has voluntarily updated the staff of the Securities and Exchange Commission on the Special Committee’s preliminary findings.

4

Form 8-K Filed Today by Biomet

The Company will file later today a current report on Form 8-K with the SEC which includes information supplemental to this press release.

About Biomet

Biomet, Inc. and its subsidiaries design, manufacture and market products used primarily by musculoskeletal medical specialists in both surgical and non-surgical therapy. Biomet’s product portfolio encompasses reconstructive products, including orthopedic joint replacement devices, bone cements and accessories, and dental reconstructive implants; fixation products, including electrical bone growth stimulators, internal and external orthopedic fixation devices, craniomaxillofacial implants and bone substitute materials; spinal products, including spinal stimulation devices, spinal hardware and orthobiologics; and other products, such as arthroscopy products and softgoods and bracing products.  Headquartered in Warsaw, Indiana, Biomet and its subsidiaries currently distribute products in more than 100 countries.

For further information contact Greg W. Sasso, Senior Vice President, Corporate Development and Communications at (574) 372-1528 or Barbara Goslee, Director, Corporate Communications at (574) 372-1514.

Forward-Looking Statements

This press release contains certain statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended.  Although Biomet believes that the assumptions, on which the forward-looking statements contained herein are based are reasonable any of those assumptions could prove to be inaccurate given the inherent uncertainties as to the occurrence or non-occurrence of future events.  There can be no assurance that the forward-looking statements contained herein will prove to be accurate.  Some of the factors that could cause actual results and forward-looking statements contained herein to differ include:  the results and related outcomes of the Special Committee’s review of Biomet’s historical stock option granting practices including: the impact of any tax consequences, including any determination that Biomet’s filed tax returns were not true, correct and complete, the impact of any determination that some of the options may not have been validly issued under the stock option plans, the impact of the restatement of Biomet’s financial statements or other actions that may be taken or required as a result of the Special Committee’s review, the impact of the determination that certain of Biomet’s financial statements were not prepared in accordance with GAAP and/or the required reporting under the applicable securities rules and regulations, the impact of any determination of the existence of any significant deficiencies and/or material weaknesses in Biomet’s internal controls and/or of the need to reevaluate certain of the findings and conclusions in Management’s Report on Internal Controls, the consequences of any determination that Biomet’s disclosure controls and procedures required by the Securities Exchange Act were not effective, the impact of the inability of Biomet to timely file reports or statements with the Securities and Exchange Commission and distribute such reports or statements to its shareholders, and the impact of any determination that some of Biomet’s insurance policies may not be in full force and effect and/or that Biomet may not be in compliance with the terms and conditions of the policies; litigation and governmental investigations or proceedings which may arise out of Biomet’s stock option granting practices or the restatement of Biomet’s financial statements; the inability to meet NASDAQ requirements for continued listing; any conditions imposed in connection with the merger agreement or otherwise required to consummate the proposed merger between Biomet and the private equity consortium, including the availability of certain financial information; approval of the merger by Biomet’s shareholders; satisfaction of various other conditions to the closing of the merger contemplated by the merger agreement with the private equity consortium; the success of Biomet’s principal product lines and reorganization efforts with respect to its EBI operations; Biomet’s ability to develop and market

5

new products and technologies in a timely manner; and other risk factors as set forth from time to time in Biomet’s filings with the Securities and Exchange Commission.  The inclusion of a forward-looking statement herein should not be regarded as a representation by Biomet that Biomet’s objectives will be achieved.  Biomet undertakes no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise.

Additional Information and Where to Find It

In connection with the proposed merger and required shareholder approval, Biomet filed with the SEC a preliminary proxy statement.  Biomet’s shareholders are urged to read the preliminary proxy statement, and the definitive proxy statement when it becomes available, because the preliminary proxy statement contains, and the definitive proxy statement will contain, important information about the acquisition and Biomet. Investors and security holders may obtain free copies of these documents (when they are available) and other documents filed with the SEC at the SEC’s web site at www.sec.gov. In addition, investors and security holders may obtain additional details on the transaction as well as free copies of the documents filed with the SEC by Biomet by going to Biomet’s Investor Relations page on its corporate website at http://www.biomet.com.

Biomet and its officers and directors may be deemed to be participants in the solicitation of proxies from Biomet’s shareholders with respect to the merger. Information about Biomet’s executive officers and directors and their ownership of Biomet stock is set forth in the preliminary proxy statement, which was filed with the SEC on January 30, 2007. Investors and security holders may obtain more detailed information regarding the direct and indirect interests of Biomet and its respective executive officers and directors in the merger by reading the preliminary proxy statement filed with the SEC and definitive proxy statement when it becomes available.

* * *

6