CONMED Offers Open Letter to Holders

CONMED Corporation(Nasdaq: CNMD) today issued an open letter to its shareholders in connectionwith the Company's September 10, 2014 Annual Meeting of Shareholders. CONMED'sBoard of Directors unanimously recommends that shareholders follow therecommendations of leading proxy advisory firms Institutional ShareholderServices ("ISS") and Egan-Jones Proxy Services ("Egan-Jones") by voting "FOR"ALL of CONMED's eight highly qualified and experienced director nominees:Brian Concannon, Charles Farkas, Jo Ann Golden, Curt Hartman, Dirk Kuyper,Jerome Lande, Stephen Mandia and Mark Tryniski, as well as supporting theother proposals contained in the definitive proxy materials.It is extremely important that shareholders vote as soon as possible – nomatter how many shares they own. Even if shareholders have already voted usingthe white proxy card, they have the opportunity to change their vote to theGOLD proxy card in support of CONMED's director nominees.Since time is short, shareholders are encouraged to VOTE today by telephone oronline according to the instructions on the GOLD proxy card. Voting bytelephone or Internet is the best way for shareholders to ensure that theirvotes will be counted. Shareholders who have questions or need assistancevoting their shares, or wish to change a prior vote of their shares, may callInnisfree M&A Incorporated, our proxy solicitor, toll-free at (888) 750-5834.Following is a copy of the open letter CONMED issued to its shareholders:September 2, 2014Dear Fellow Shareholder,CONMED's September 10, 2014 Annual Meeting of Shareholders is quicklyapproaching and your vote is extremely important to protecting the future ofCONMED.CONMED has thoroughly revamped its leadership, with a new Interim CEO and areconstituted Board of Directors, dramatically changing the "status quo".CONMED's new leadership is focused on improving operating performance tocreate additional value for shareholders over the short and long term. Leadingproxy advisory firms ISS and Egan-Jones, recognizing CONMED's dramatic changesand commitment to the creation of shareholder value, are recommendingshareholders vote "FOR" ALL of CONMED's eight highly qualified and experienceddirector nominees.The significant changes CONMED has already made illustrate that our Board isnot afraid to take bold action and is committed to driving sustainableshareholder value creation.These changes include: * CONMED's slate of directors is more than 60% new, including five members added since the last Annual Meeting, and brings substantial shareholder representation, significant medical device and specific orthopedic industry experience, and expertise in management, corporate governance, consulting and investing; * Joseph Corasanti resigned as Chief Executive Officer, President and a Member of the Board in July 2014; * Eugene Corasanti, CONMED's founder, retired in July 2014 from the Board and the Company; * Longstanding members Bruce Daniels and Stuart Schwartz will retire at the upcoming Annual Meeting; * CONMED's Board implemented a number of other governance changes, including the appointment of independent director Mark Tryniski as Chairman of the Board and the installation of new chairpersons for our Audit, Compensation and Corporate Governance and Nominating Committees; * With a recently appointed Interim CEO and a search for a permanent CEO underway, CONMED is entering a new era of performance-focused management; and * CONMED's Board of Directors recently conducted a thorough exploration of strategic alternatives with the assistance of experienced financial advisors.While we are confident that we have directors that bring the right skills andexpertise needed to lead during this time, we will always continue toproactively seek to improve the Board's composition and skillsets as needed.The focus is now on improved execution – and we have the right board, leadersand plan in place to do just that. INDEPENDENT ANALYSTS AGREE CONMED SHAREHOLDERS SHOULD VOTE FOR ALL CONMED DIRECTOR NOMINEESIndependent advisors agree with our view that shareholders should vote "FOR"ALL of CONMED's eight highly qualified and experienced director nominees.Leading U.S. independent proxy advisory firms, ISS and Egan-Jones, have eachrecommended that shareholders support ALL of CONMED's nominees and vote on theGOLD card.In its August 28, 2014 report, ISS stated^1 "…the dissidents have not made acompelling case that additional change at the board level is warranted." ISSalso pointed out that our Board "undertook the arduous process not only ofreplacing nearly all the incumbents within the past year – five of the eightmanagement nominees were not on the board a year ago – but also of easing thefounder and his son, who as Chairman and as CEO certainly had direct roles inthe company's strategic and governance decisions, and fairly directresponsibility for its operating results – out of those roles and then off theboard entirely." ISS supports our view that CONMED has already implementedsweeping changes that have resulted in a reconstituted Board, a number ofother meaningful governance changes and a new interim CEO.In its August 27, 2014 report, Egan-Jones outlined similar views, stating1"the various, major governance changes implemented since July 2013 not onlyhave enhanced the Company's corporate governance practices and contributed toeffective representation of the Company's shareholders but hold great promisefor the Company's future." Egan-Jones also noted that "the dissidents havefailed to make a persuasive case that their joining the board would result inthe enhancement of shareholder value."These independent third party recommendations reinforce our belief that CONMEDhas the right Board in place to oversee the continued development andexecution of CONMED's strategic plan that is focused on growing revenues andmargins and improving CONMED's operating performance. We strongly urge you tojoin ISS and Egan-Jones in supporting CONMED's Board as we seek to createlong-term shareholder value. DO NOT ALLOW VOCE CAPITAL TO PURSUE ITS SELF-SERVING AGENDA AT THE EXPENSE OF ALL OTHER CONMED SHAREHOLDERSVoce Capital Management LLC ("Voce") has chosen to pursue a costly anddisruptive proxy contest to install three of its own nominees to your Board.With an ownership stake of less than 0.5% of the Company's outstanding commonstock, Voce is seeking three seats on the Board, or 37.5% of the Board; thiswould be grossly disproportionate to its ownership stake.Voce has ignored the sweeping changes already made at CONMED and its nomineesdo not add to the CONMED Board: * Voce nominees Green and Levine would only add duplicative experience to CONMED's current Board, which already has four current or former public company CEO's, including three from the medical device industry, and two specifically from the orthopedics industry; and * Voce's nominee Plants has no relevant experience to bring to CONMED's current Board; in support of his experience, Plants can only cite non-management positions with firms from the earliest days of his career, which has been marked by a series of short tenures until he became his own employer.On the other hand, CONMED's eight highly qualified director nominees have beenunanimous in driving meaningful governance changes and are focused onproactive value creation. Creating long-term sustainable performanceimprovement at CONMED is the right path forward and we believe that the bottomline is Voce has neither articulated a plan nor offered any ideas to createvalue for all CONMED shareholders that have not already been considered orimplemented.Voce's actions make it clear that Voce is only interested in pursuing itsself-serving agenda, irrespective of the cost to all other CONMEDshareholders.       PROTECT THE VALUE OF YOUR INVESTMENT IN CONMED: VOTE THE GOLD PROXY CARD TODAYWith a reconstituted Board and new interim CEO, we are confident that CONMEDhas the right team to create value for CONMED shareholders. We strongly urgeyou to protect the value of your investment in CONMED by voting "FOR" ALL yourBoard's experienced and highly qualified director nominees: Brian Concannon(CEO of Haemonetics Corporation), Charles Farkas (Senior Partner at Bain &Company), Jo Ann Golden (CPA, former Managing Partner at Dermody Burke andBrown), Curt Hartman (CONMED Interim CEO, and Former Interim CEO and CFO ofStryker Corporation), Dirk Kuyper (CEO of Illuminoss Medical Inc.), JeromeLande (Managing Partner of Coppersmith Capital, one of the Company's largestshareholders), Stephen Mandia (Former CEO of Sovena USA) and Mark Tryniski(CEO of Community Bank System, Inc.). Vote the GOLD proxy card today.Your vote is extremely important, no matter how few shares you own. We urgeyou to vote the GOLD proxy card today by telephone or online. Please do notreturn or otherwise vote any WHITE proxy card sent to you by the dissidentgroup.Even if you have already voted using the white proxy card, you have the rightto change your vote to the GOLD proxy card in support of CONMED's directornominees. If you have questions or need assistance voting your shares, or wishto change a prior vote of your shares, you may call Innisfree M&AIncorporated, our proxy solicitor, toll-free at (888) 750-5834.On behalf of your Board of Directors, we thank you for your continued supportof CONMED.Sincerely,/s/  /s/Mark Tryniski Curt HartmanChairman of the Board  Interim Chief Executive Officer