Exhibit 4.3


 


Subscription Agreement


 


Inspired Entertainment, Inc.


250 West 57th Street


New York, New York 10107


 


Ladies and Gentlemen:


 


		1.	Documents Received



 


The undersigned (the “Subscriber”)
hereby acknowledges having received and carefully read (a) this Subscription Agreement (the “Subscription Agreement”)
of Inspired Entertainment, Inc. (formerly known as Hydra Industries Acquisition Corp.), a Delaware corporation (the “Company”),
and
 (b) the Company’s Proxy Statement dated November 21, 2016 with respect
to the special meeting of stockholders of the
Company, which includes, among other things, certain information
regarding the business combination between the Company and Inspired
Gaming Group.


 


		2.	Subscription Confirmation



 


This will confirm the Subscriber’s
subscription for and purchase of shares of Common Stock, par value U.S. $.0001 per share, of the Company (the “Shares”)
in
 the amount, and for the purchase price paid to the Company in cash, set
 forth on the Signature Page to this Subscription Agreement.
The Subscriber has irrevocably directed Inspired Gaming (Gibraltar)
Limited (“IG(G)”) to pay such purchase price to
the Company from a portion of the cash payment contractually due to you
from IG(G).


 


		3.	Representations, Warranties and Covenants of Subscriber



 


The Subscriber hereby represents
and warrants to, and agrees with, the Company as follows:


 


(a)        The
Subscriber is acquiring the Shares for the Subscriber’s own account without any view to sell, transfer, pledge or grant a
participation with respect to the Shares.


 


(b)        The
Subscriber
 has had the opportunity to ask questions of, and receive answers from,
the Company concerning the Company and its business,
management, financial affairs and prospects, and has received and
reviewed all information concerning the Company and such matters
that the Subscriber desires. In determining whether to purchase Shares,
the Subscriber has relied solely on the Subscriber’s
own knowledge and understanding of the Company and such matters based
upon the Subscriber’s own investigations.


 


(c)        The
Subscriber
 understands and acknowledges that the Shares have not been registered
under the United States Securities Act of 1933,
as amended, or the securities or similar laws of any other jurisdiction
and may only be transferred pursuant to an effective registration
statement or an applicable exemption from registration. An appropriate
legend evidencing such restrictions may be placed on any
certificates representing the Shares.


 




     


     


    

 


(d)        In
deciding
 to purchase Shares, the Subscriber has not relied or acted on the basis
 of any representations or other information purported
to be given by or on behalf of the Company.


 


		4.	Miscellaneous



 


(a)        This
Subscription Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and
may be amended, waived, modified or terminated only by a writing executed by both parties.


 


(b)        This
Subscription Agreement may be executed in counterparts with the same effect as if the parties executing the counterparts had all
executed one counterpart.


 


		5.	Governing Law



 


This Subscription Agreement
shall be governed by the laws of the State of New York without regard to the choice or conflict of laws principles thereof.


 


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    2 


     


    
SIGNATURE
PAGE


 


By
signing below, the Subscriber (1) confirms his subscription for and purchase of Shares and his agreement to the terms of the Subscription
Agreement, and (2) confirms that the information contained in the Subscription Agreement is accurate and complete.


 


	Dated:
    December 29, 2016	SUBSCRIPTION
	 	 
	 	/s/
    Martin Lucas 	 
	 	Martin Lucas
	 	 
	 	AMOUNT
    OF SUBSCRIPTION
	 	 
	 	6,908
    Shares
	 	 
	 	PURCHASE
    PRICE
	 	 
	 	U.S.
    $69,080


 


The
Subscriber’s subscription is accepted by the Company, in accordance with the provisions of the Subscription Agreement.


 


	Accepted:
    December 29, 2016	 	 
	 	INSPIRED
    ENTERTAINMENT, INC.
	 	 	 
	 	By:	/s/
    A. Lorne Weil 	 
	 		Name: A.
    Lorne Weil
	 		Title:
      Executive Chairman