FORM 4
☒

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person *
HINSHAW JUANITA H
 2. Issuer Name and Ticker or Trading Symbol
SYNERGETICS USA INC [SURG] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)

C/O SYNERGETICS USA, INC., 3845 CORPORATE CENTRE DRIVE		 3. Date of Earliest Transaction (Month/Day/Year)
10/15/2015
(Street)

O'FALLON, MO 63368
(City)
(State)
(Zip)
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing
(Check applicable line)

__X__ Form Filed by One Reporting Person
_____ Form Filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)

2. Transaction Date (Month/Day/Year)

2A. Deemed Execution Date, if any (Month/Day/Year)

3. Transaction Code (Instr. 8)

4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)

7. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

Amount

(A) or (D)

Price

Common Stock

10/15/2015 U 336,710D (1) 0 D 


Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock option (right to buy)

 $3.77 (2) 10/15/2015 D  10,000  (3) 11/30/2016

Common Stock

10,000 (3) 0 D 

Stock option (right to buy)

 $2.9510/15/2015 D  10,000  (3) 12/07/2017

Common Stock

10,000 (3) 0 D 

Stock option (right to buy)

 $0.910/15/2015 D  10,000  (3) 12/12/2018

Common Stock

10,000 (3) 0 D 

Stock option (right to buy)

 $1.3710/15/2015 D  10,000  (3) 12/17/2019

Common Stock

10,000 (3) 0 D 

Stock option (right to buy)

 $4.4310/15/2015 D  10,000  (3) 12/16/2020

Common Stock

10,000 (3) 0 D 

Stock option (right to buy)

 $6.2110/15/2015 D  10,000  (3) 12/14/2021

Common Stock

10,000 (3) 0 D 

Stock option (right to buy)

 $4.5210/15/2015 D  10,000  (3) 12/14/2022

Common Stock

10,000 (3) 0 D 

Stock option (right to buy)

 $3.4610/15/2015 D  10,000  (3) 12/13/2023

Common Stock

10,000 (3) 0 D 

Stock option (right to buy)

 $3.710/15/2015 D  10,000  (3) 12/12/2024

Common Stock

10,000 (3) 0 D 

Explanation of Responses:
1.

Shares tendered for an offer price of $6.50 per share in cash (the "Cash Consideration") plus one non-transferable contractual contingent value right per share (each, a "CVR"), which represents the right to receive up to two contingent payments, if any, of up to $1.00 in the aggregate, net to the holder in cash, upon the achievement of certain specified milestones within an agreed upon time period (less any applicable withholding taxes and without interest), pursuant to the tender offer consummated on September 16, 2015 according to the terms of the Agreement and Plan of Merger (the "Merger" Agreement"), dated as of September 1, 2015, by and among Valeant Pharmaceuticals International, Blue Subsidiary Corp. and Synergetics USA, Inc.

2.

The Form 4 reporting the award of the stock option on November 30, 2006 reported an exercise price of $3.89 in error.

3.

Pursuant to the terms of the Merger Agreement, on October 15, 2015, each option outstanding immediately prior to the Effective Time (as defined in the Merger Agreement) was canceled in exchange for (i) a cash payment equal to the product of (A) the number of shares underlying the option and (B) the difference between the Cash Consideration and the exercise price of the option; and (ii) one CVR for each share underlying the option, in each case without interest and subject to any applicable tax withholding.



Signatures

/s/ Juanita H. Hinshaw

10/15/2015
** Signature of Reporting PersonDate
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