sc13da206777016_03092016.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)

(Amendment No. 2)1

CONMED Corporation
(Name of Issuer)

Common Stock, $0.01 par value
(Title of Class of Securities)

207410101
(CUSIP Number)
 
SAMANTHA NASELLO
SCOPIA CAPITAL MANAGEMENT LP
152 West 57th Street, 33rd Floor
New York, New York 10019
(212) 370-0303
 
STEVE WOLOSKY
OLSHAN FROME WOLOSKY LLP
Park Avenue Tower
65 East 55th Street
New York, New York 10022
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 7, 2016
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.


_______________
1              The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 
 
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA PX LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
542,427
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
542,427
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
542,427
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
2.0%
14
TYPE OF REPORTING PERSON
 
OO

 
2
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA PARTNERS LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
15,099
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
15,099
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
15,099
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

 
3
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA HEALTH CARE LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
41,342
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
41,342
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
41,342
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

 
4
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA WINDMILL FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
382,036
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
382,036
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
382,036
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.4%
14
TYPE OF REPORTING PERSON
 
PN

 
5
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
95,331
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
95,331
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
95,331
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
PN

 
6
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA PX INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
688,144
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
688,144
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
688,144
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
2.5%
14
TYPE OF REPORTING PERSON
 
PN

 
7
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA HEALTH CARE INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
300,900
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
300,900
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
300,900
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.1%
14
TYPE OF REPORTING PERSON
 
PN

 
8
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA CAPITAL GP LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
2,065,279
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
2,065,279
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,065,279
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
7.5%
14
TYPE OF REPORTING PERSON
 
OO

 
9
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA CAPITAL MANAGEMENT LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF, OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
2,093,148
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
2,093,148
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,093,148
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
7.6%
14
TYPE OF REPORTING PERSON
 
PN

 
10
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
SCOPIA MANAGEMENT, INC.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
NEW YORK
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
2,093,148
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
2,093,148
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,093,148
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
7.6%
14
TYPE OF REPORTING PERSON
 
CO

 
11
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
MATTHEW SIROVICH
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
2,093,148
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
2,093,148
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,093,148
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
7.6%
14
TYPE OF REPORTING PERSON
 
IN

 
12
 
CUSIP NO. 207410101
 
1
NAME OF REPORTING PERSON
 
JEREMY MINDICH
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
2,093,148
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
2,093,148
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,093,148
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
7.6%
14
TYPE OF REPORTING PERSON
 
IN

 
13
 
CUSIP NO. 207410101
 
The following constitutes Amendment No. 2 to the Schedule 13D filed by the undersigned (“Amendment No. 2”).  This Amendment No. 2 amends the Schedule 13D as specifically set forth herein.

Item 3.
Source and Amount of Funds or Other Consideration.
 
Item 3 is hereby amended and restated to read as follows:
 
The Shares purchased by each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and held in the Managed Account were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business).
 
The aggregate purchase price of the 542,427 Shares beneficially owned by Scopia PX is approximately $20,963,723, excluding brokerage commissions.
 
The aggregate purchase price of the 15,099 Shares beneficially owned by Scopia Partners is approximately $583,086, excluding brokerage commissions.
 
The aggregate purchase price of the 41,342 Shares beneficially owned by Scopia Health is approximately $1,596,268, excluding brokerage commissions.
 
The aggregate purchase price of the 382,036 Shares beneficially owned by Scopia Windmill is approximately $14,755,124, excluding brokerage commissions.
 
The aggregate purchase price of the 95,331 Shares beneficially owned by Scopia International is approximately $3,681,489, excluding brokerage commissions.
 
The aggregate purchase price of the 688,144 Shares beneficially owned by Scopia PX International is approximately $26,574,750, excluding brokerage commissions.
 
The aggregate purchase price of the 300,900 Shares beneficially owned by Scopia Health International is approximately $11,618,096, excluding brokerage commissions.
 
The aggregate purchase price of the 27,869 Shares held in the Managed Account is approximately $1,076,246, excluding brokerage commissions.
 
Item 5.
Interest in Securities of the Issuer.
 
Items 5(a) – (c) are hereby amended and restated to read as follows:
 
The aggregate percentage of Shares reported owned by each person named herein is based upon 27,712,715 Shares outstanding as of February 15, 2016, which is the total number of Shares outstanding as reported in the Issuer’s annual report on Form 10-K filed with the Securities and Exchange Commission on February 23, 2016.
 
A.
Scopia PX
 
 
(a)
As of the close of business on March 8, 2016, Scopia PX beneficially owned 542,427 Shares.
 
Percentage: Approximately 2.0%
 
 
14
 
CUSIP NO. 207410101
 
 
(b)
1. Sole power to vote or direct vote:  542,427
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition:  542,427
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia PX since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
B.
Scopia Partners
 
 
(a)
As of the close of business on March 8, 2016, Scopia Partners beneficially owned 15,099 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote: 15,099
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 15,099
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Partners since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
C.
Scopia Health
 
 
(a)
As of the close of business on March 8, 2016, Scopia Health beneficially owned 41,342 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote:  41,342
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition:  41,342
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Health since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
D.
Scopia Windmill
 
 
(a)
As of the close of business on March 8, 2016, Scopia Windmill beneficially owned 382,036 Shares.
 
Percentage: Approximately 1.4%
 
 
(b)
1. Sole power to vote or direct vote:  382,036
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition:  382,036
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Windmill since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
 
15
 
CUSIP NO. 207410101
 
E.
Scopia International
 
 
(a)
As of the close of business on March 8, 2016, Scopia International beneficially owned 95,331 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote: 95,331
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 95,331
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia International since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
F.
Scopia PX International
 
 
(a)
As of the close of business on March 8, 2016, Scopia PX International beneficially owned 688,144 Shares.
 
Percentage: Approximately 2.5%
 
 
(b)
1. Sole power to vote or direct vote: 688,144
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 688,144
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia PX International since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
G.           Scopia Health International
 
 
(a)
As of the close of business on March 8, 2016, Scopia Health International beneficially owned 300,900 Shares.
 
Percentage: Approximately 1.1%
 
 
(b)
1. Sole power to vote or direct vote: 300,900
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 300,900
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Health International since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
 
16
 
CUSIP NO. 207410101
 
H.
Scopia Capital
 
 
(a)
Scopia Capital, as the Managing Member of each of Scopia PX, Scopia Partners and Scopia Health, and the general partner of each of Scopia Windmill, Scopia International, Scopia PX International and Scopia Health International, may be deemed the beneficial owner of the: (i)  542,427 Shares owned by Scopia PX; (ii) 15,099 Shares owned by Scopia Partners; (iii) 41,342 Shares owned by Scopia Health; (iv)  382,036 Shares owned by Scopia Windmill; (v) 95,331 Shares owned by Scopia International; (vi) 688,144 Shares owned by Scopia PX International; and (vii) 300,900 Shares owned by Scopia Health International.
 
Percentage: Approximately 7.5%
 
 
(b)
1. Sole power to vote or direct vote: 2,065,279
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 2,065,279
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
Scopia Capital has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 1 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International and Scopia Health International since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
I.
Scopia Management
 
 
(a)
As of the close of business on March 8, 2016, 27,869 Shares were held in the Managed Account. Scopia Management, as the Investment Manager of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and the Managed Account, may be deemed the beneficial owner of the: (i)  542,427 Shares owned by Scopia PX; (ii) 15,099 Shares owned by Scopia Partners; (iii) 41,342 Shares owned by Scopia Health; (iv)  382,036 Shares owned by Scopia Windmill; (v) 95,331 Shares owned by Scopia International; (vi) 688,144 Shares owned by Scopia PX International; (vii) 300,900 Shares owned by Scopia Health International; and (viii)  27,869 Shares held in the Managed Account.
 
Percentage: Approximately 7.6%
 
 
(b)
1. Sole power to vote or direct vote: 2,093,148
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 2,093,148
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Management through the Managed Account and on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International and Scopia Health International since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
J.
Scopia Inc.
 
 
(a)
Scopia Inc., as the general partner of Scopia Management, may be deemed the beneficial owner of the: (i)  542,427 Shares owned by Scopia PX; (ii) 15,099 Shares owned by Scopia Partners; (iii) 41,342 Shares owned by Scopia Health; (iv)  382,036 Shares owned by Scopia Windmill; (v) 95,331 Shares owned by Scopia International; (vi) 688,144 Shares owned by Scopia PX International; (vii) 300,900 Shares owned by Scopia Health International; and (viii)  27,869 Shares held in the Managed Account.
 
Percentage: Approximately 7.6%
 
 
(b)
1. Sole power to vote or direct vote: 2,093,148
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 2,093,148
 
4. Shared power to dispose or direct the disposition: 0
 
 
17
 
CUSIP NO. 207410101
 
 
(c)
Scopia Inc. has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 1 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and through the Managed Account since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
K.
Mr. Sirovich
 
 
(a)
Mr. Sirovich, as a Managing Member of Scopia Capital and Managing Director of Scopia Inc., may be deemed the beneficial owner of the: (i)  542,427 Shares owned by Scopia PX; (ii) 15,099 Shares owned by Scopia Partners; (iii) 41,342 Shares owned by Scopia Health; (iv)  382,036 Shares owned by Scopia Windmill; (v) 95,331 Shares owned by Scopia International; (vi) 688,144 Shares owned by Scopia PX International; (vii) 300,900 Shares owned by Scopia Health International; and (viii)  27,869 Shares held in the Managed Account.
 
Percentage: Approximately 7.6%
 
 
(b)
1. Sole power to vote or direct vote: 0
 
2. Shared power to vote or direct vote: 2,093,148
 
3. Sole power to dispose or direct the disposition: 0
 
4. Shared power to dispose or direct the disposition: 2,093,148

 
(c)
Mr. Sirovich has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 1 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and through the Managed Account since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
L.
Mr. Mindich
 
 
(a)
Mr. Mindich, as a Managing Member of Scopia Capital and Managing Director of Scopia Inc., may be deemed the beneficial owner of the: (i)  542,427 Shares owned by Scopia PX; (ii) 15,099 Shares owned by Scopia Partners; (iii) 41,342 Shares owned by Scopia Health; (iv)  382,036 Shares owned by Scopia Windmill; (v) 95,331 Shares owned by Scopia International; (vi) 688,144 Shares owned by Scopia PX International; (vii) 300,900 Shares owned by Scopia Health International; and (viii)  27,869 Shares held in the Managed Account.
 
Percentage: Approximately 7.6%
 
 
(b)
1. Sole power to vote or direct vote: 0
 
2. Shared power to vote or direct vote: 2,093,148
 
3. Sole power to dispose or direct the disposition: 0
 
4. Shared power to dispose or direct the disposition: 2,093,148

 
(c)
Mr. Mindich has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 1 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia PX, Scopia Partners, Scopia Health, Scopia Windmill, Scopia International, Scopia PX International, Scopia Health International and through the Managed Account since the filing of Amendment No. 1 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
The Reporting Persons, as members of a “group” for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons.  Each Reporting Person disclaims beneficial ownership of such Shares except to the extent of his or its pecuniary interest therein.
 
 
18
 
CUSIP NO. 207410101
 
SIGNATURES
 
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
Dated:  March 9, 2016
 
SCOPIA PX LLC
 
SCOPIA PARTNERS LLC
 
SCOPIA HEALTH CARE LLC
 
SCOPIA WINDMILL FUND LP
 
  
SCOPIA INTERNATIONAL MASTER FUND LP
 
SCOPIA PX INTERNATIONAL MASTER FUND LP
 
SCOPIA HEALTH CARE INTERNATIONAL MASTER FUND LP
 
By:
Scopia Capital Management LP
Investment Manager
 
By:
Scopia Management, Inc.
General Partner
 
By:
/s/ Matthew Sirovich
 
Name:
Matthew Sirovich
 
Title:
Managing Director
 
 
 
SCOPIA CAPITAL MANAGEMENT LP
   
 
By:
Scopia Management, Inc.
General Partner
     
 
By:
/s/ Matthew Sirovich
   
Name:
Matthew Sirovich
   
Title:
Managing Director


SCOPIA CAPITAL GP LLC
  
SCOPIA MANAGEMENT, INC.
     
By:
/s/ Matthew Sirovich
  
By:
/s/ Matthew Sirovich
 
Name:
Matthew Sirovich
    
Name:
Matthew Sirovich
 
Title:
Managing Member
    
Title:
Managing Director


   
 
/s/ Matthew Sirovich
 
MATTHEW SIROVICH


   
 
/s/ Jeremy Mindich
 
JEREMY MINDICH

 
19
 
CUSIP NO. 207410101
 
SCHEDULE A
 
Transactions in the Securities of the Issuer Since the filing of Amendment No. 1 to the Schedule 13D
 
Nature of the Transaction
Amount of Securities
Purchased/(Sold)
Price Per Share ($)
Date of
Purchase/Sale

SCOPIA PX LLC

Purchase of Common Stock
3,411
38.2598
02/23/2016
Purchase of Common Stock
8,213
38.8441
02/24/2016
Purchase of Common Stock
6,384
39.1596
02/25/2016
Purchase of Common Stock
2,055
39.3291
02/26/2016
Purchase of Common Stock
20,371
39.5723
02/29/2016
Purchase of Common Stock
5,011
39.4623
03/01/2016
Purchase of Common Stock
2,198
39.9804
03/02/2016
Purchase of Common Stock
8,942
40.0173
03/03/2016
Purchase of Common Stock
10,777
41.1780
03/04/2016
Purchase of Common Stock
5,908
41.1856
03/04/2016
Purchase of Common Stock
5,024
41.4086
03/07/2016
Purchase of Common Stock
11,224
41.4167
03/07/2016
Purchase of Common Stock
9,797
40.5850
03/08/2016
Purchase of Common Stock
4,982
40.7697
03/08/2016
Purchase of Common Stock
3,899
40.7986
03/08/2016

SCOPIA PARTNERS LLC

Purchase of Common Stock
96
38.2598
02/23/2016
Purchase of Common Stock
232
38.8441
02/24/2016
Purchase of Common Stock
180
39.1596
02/25/2016
Purchase of Common Stock
58
39.3291
02/26/2016
Purchase of Common Stock
575
39.5723
02/29/2016
Purchase of Common Stock
125
39.4623
03/01/2016
Purchase of Common Stock
55
39.9804
03/02/2016
Purchase of Common Stock
224
40.0173
03/03/2016
Purchase of Common Stock
270
41.1780
03/04/2016
Purchase of Common Stock
148
41.1856
03/04/2016
Purchase of Common Stock
126
41.4086
03/07/2016
Purchase of Common Stock
281
41.4167
03/07/2016
Purchase of Common Stock
245
40.5850
03/08/2016
Purchase of Common Stock
125
40.7697
03/08/2016
Purchase of Common Stock
98
40.7986
03/08/2016

SCOPIA HEALTH CARE LLC

Purchase of Common Stock
264
38.2598
02/23/2016
Purchase of Common Stock
637
38.8441
02/24/2016
Purchase of Common Stock
495
39.1596
02/25/2016
Purchase of Common Stock
159
39.3291
02/26/2016
Purchase of Common Stock
1,580
39.5723
02/29/2016
 
 
 
 
CUSIP NO. 207410101
 
Purchase of Common Stock
336
39.4623
03/01/2016
Purchase of Common Stock
147
39.9804
03/02/2016
Purchase of Common Stock
599
40.0173
03/03/2016
Purchase of Common Stock
722
41.1780
03/04/2016
Purchase of Common Stock
396
41.1856
03/04/2016
Purchase of Common Stock
337
41.4086
03/07/2016
Purchase of Common Stock
752
41.4167
03/07/2016
Purchase of Common Stock
657
40.5850
03/08/2016
Purchase of Common Stock
334
40.7697
03/08/2016
Purchase of Common Stock
261
40.7986
03/08/2016

SCOPIA WINDMILL FUND LP

Purchase of Common Stock
2,432
38.2598
02/23/2016
Purchase of Common Stock
5,856
38.8441
02/24/2016
Purchase of Common Stock
4,551
39.1596
02/25/2016
Purchase of Common Stock
1,465
39.3291
02/26/2016
Purchase of Common Stock
14,524
39.5723
02/29/2016
Purchase of Common Stock
3,231
39.4623
03/01/2016
Purchase of Common Stock
1,417
39.9804
03/02/2016
Purchase of Common Stock
5,766
40.0173
03/03/2016
Purchase of Common Stock
6,949
41.1780
03/04/2016
Purchase of Common Stock
3,810
41.1856
03/04/2016
Purchase of Common Stock
3,240
41.4086
03/07/2016
Purchase of Common Stock
7,238
41.4167
03/07/2016
Purchase of Common Stock
6,318
40.5850
03/08/2016
Purchase of Common Stock
3,213
40.7697
03/08/2016
Purchase of Common Stock
2,514
40.7986
03/08/2016
 
SCOPIA INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
608
38.2598
02/23/2016
Purchase of Common Stock
1,464
38.8441
02/24/2016
Purchase of Common Stock
1,138
39.1596
02/25/2016
Purchase of Common Stock
366
39.3291
02/26/2016
Purchase of Common Stock
3,632
39.5723
02/29/2016
Purchase of Common Stock
794
39.4623
03/01/2016
Purchase of Common Stock
348
39.9804
03/02/2016
Purchase of Common Stock
1,416
40.0173
03/03/2016
Purchase of Common Stock
1,707
41.1780
03/04/2016
Purchase of Common Stock
936
41.1856
03/04/2016
Purchase of Common Stock
796
41.4086
03/07/2016
Purchase of Common Stock
1,778
41.4167
03/07/2016
Purchase of Common Stock
1,551
40.5850
03/08/2016
Purchase of Common Stock
789
40.7697
03/08/2016
Purchase of Common Stock
617
40.7986
03/08/2016

 
 
 
CUSIP NO. 207410101
 
SCOPIA PX INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
4,389
38.2598
02/23/2016
Purchase of Common Stock
10,568
38.8441
02/24/2016
Purchase of Common Stock
8,216
39.1596
02/25/2016
Purchase of Common Stock
2,644
39.3291
02/26/2016
Purchase of Common Stock
26,214
39.5723
02/29/2016
Purchase of Common Stock
5,730
39.4623
03/01/2016
Purchase of Common Stock
2,514
39.9804
03/02/2016
Purchase of Common Stock
10,225
40.0173
03/03/2016
Purchase of Common Stock
12,323
41.1780
03/04/2016
Purchase of Common Stock
6,754
41.1856
03/04/2016
Purchase of Common Stock
5,744
41.4086
03/07/2016
Purchase of Common Stock
12,835
41.4167
03/07/2016
Purchase of Common Stock
11,202
40.5850
03/08/2016
Purchase of Common Stock
5,697
40.7697
03/08/2016
Purchase of Common Stock
4,460
40.7986
03/08/2016

SCOPIA HEALTH CARE INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
1,925
38.2598
02/23/2016
Purchase of Common Stock
4,636
38.8441
02/24/2016
Purchase of Common Stock
3,603
39.1596
02/25/2016
Purchase of Common Stock
1,160
39.3291
02/26/2016
Purchase of Common Stock
11,499
39.5723
02/29/2016
Purchase of Common Stock
2,443
39.4623
03/01/2016
Purchase of Common Stock
1,072
39.9804
03/02/2016
Purchase of Common Stock
4,359
40.0173
03/03/2016
Purchase of Common Stock
5,253
41.1780
03/04/2016
Purchase of Common Stock
2,880
41.1856
03/04/2016
Purchase of Common Stock
2,449
41.4086
03/07/2016
Purchase of Common Stock
5,472
41.4167
03/07/2016
Purchase of Common Stock
4,776
40.5850
03/08/2016
Purchase of Common Stock
2,429
40.7697
03/08/2016
Purchase of Common Stock
1,901
40.7986
03/08/2016

SCOPIA CAPITAL MANAGEMENT LP
(Through the Managed Account)

Purchase of Common Stock
178
38.2598
02/23/2016
Purchase of Common Stock
428
38.8441
02/24/2016
Purchase of Common Stock
333
39.1596
02/25/2016
Purchase of Common Stock
107
39.3291
02/26/2016
Purchase of Common Stock
1,062
39.5723
02/29/2016
Purchase of Common Stock
232
39.4623
03/01/2016
Purchase of Common Stock
102
39.9804
03/02/2016
Purchase of Common Stock
414
40.0173
03/03/2016
Purchase of Common Stock
499
41.1780
03/04/2016
Purchase of Common Stock
273
41.1856
03/04/2016
Purchase of Common Stock
233
41.4086
03/07/2016
Purchase of Common Stock
520
41.4167
03/07/2016
Purchase of Common Stock
454
40.5850
03/08/2016
Purchase of Common Stock
231
40.7697
03/08/2016
Purchase of Common Stock
180
40.7986
03/08/2016