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Constellation Energy Partners LLC
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(Name of Issuer)
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Common Units
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(Title of Class of Securities)
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21038E101
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(CUSIP Number)
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December 31, 2011
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(Date of Event Which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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CUSIP No. 21038E101
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13G
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Page 2 of 9 Pages
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1
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NAMES OF REPORTING PERSONS
Essex Equity Capital Management, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
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3
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SEC USE ONLY
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4
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CITIZEN OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
2,020,896
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
2,020,896
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,168,312
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.12%
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12
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TYPE OF REPORTING PERSON
IA, HC
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CUSIP No. 21038E101
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13G
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Page 3 of 9 Pages
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1
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NAMES OF REPORTING PERSONS
Richmond Hill Investment Co., LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) þ
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3
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SEC USE ONLY
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4
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CITIZEN OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
147,416
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
147,416
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,168,312
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.12%
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12
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TYPE OF REPORTING PERSON
IA, PN
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CUSIP No. 21038E101
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13G
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Page 4 of 9 Pages
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1
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NAMES OF REPORTING PERSONS
Richmond Hill Capital Management, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) þ
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3
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SEC USE ONLY
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4
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CITIZEN OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
147,416
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
147,416
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,168,312
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.12%
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12
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TYPE OF REPORTING PERSON
HC, OO
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CUSIP No. 21038E101
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13G
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Page 5 of 9 Pages
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1
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NAMES OF REPORTING PERSONS
Richmond Hill Advisors, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) þ
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3
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SEC USE ONLY
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4
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CITIZEN OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
147,416
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
147,416
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,168,312
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.12%
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12
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TYPE OF REPORTING PERSON
HC, OO
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CUSIP No. 21038E101
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13G
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Page 6 of 9 Pages
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1
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NAMES OF REPORTING PERSONS
Ryan P. Taylor
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) þ
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3
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SEC USE ONLY
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4
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CITIZEN OR PLACE OF ORGANIZATION
U.S.
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
147,416
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
147,416
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,168,312
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.12%
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12
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TYPE OF REPORTING PERSON
IN, HC
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CUSIP No. 21038E101
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13G
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Page 7 of 9 Pages
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Item 1(a).
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Name of Issuer:
Constellation Energy Partners LLC
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
1801 Main Street
Suite 1300
Houston, TX 77002
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Item 2(a).
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Name of Person Filing:
Essex Equity Capital Management, LLC, Richmond Hill Investment Co., LP, Richmond Hill Capital Management LLC, Richmond Hill Advisors, LLC and Ryan P. Taylor. Essex Equity Capital Management, LLC is the investment manager and control person of Essex Equity Joint Investment Vehicle, LLC, the holder of 2,020,896 common units of the Issuer. Ryan P. Taylor is the control person of each of Richmond Hill Advisors, LLC and Capital Management LLC, which is the control person of Richmond Hill Investment Co., LP. Richmond Hill Investment Co., LP is the investment manager and Richmond Hill Advisors, LLC is the general partner, of Richmond Hill Capital Partners, LP, the holder of 147,416 common units of the Issuer.
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Item 2(b).
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Address of Principal Business Office or, if none, Residence:
375 Hudson Street 12th Floor
New York, NY 10014
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Item 2(c).
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Citizenship:
See the response(s) to Item 4 on the attached cover page(s).
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Item 2(d).
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Title of Class of Securities:
Common Units
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Item 2(e).
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CUSIP Number:
21038E101
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not Applicable
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CUSIP No. 21038E101
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13G
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Page 8 of 9 Pages
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Item 4.
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Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1:
(a) Amount Beneficially owned: See the response(s) to Item 9 on the attached cover page(s).
(b) Percent of Class: See the response(s) to Item 11 on the attached cover page(s), which was determined by dividing the number of shares beneficially held by the Reporting Persons by 23,768,193, the number of shares of common units outstanding as of November 4, 2011, as reported in the Issuer’s Form Quarterly report on 10-Q for the fiscal quarter ended September 30, 2011 filed with the Securities and Exchange Commission on November 4, 2011.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See the response(s) to Item 5 on the attached cover page(s).
(ii) Shared power to vote or to direct the vote:
See the response(s) to Item 6 on the attached cover page(s).
(iii) Sole power to dispose or to direct the disposition of:
See the response(s) to Item 7 on the attached cover page(s).
(iv) Shared power to dispose or to direct the disposition of:
See the response(s) to Item 8 on the attached cover page(s).
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Item 5.
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Ownership of Five Percent or Less of a Class.
Not Applicable.
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Item 6.
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Ownership of More Than Five Percent on Behalf of Another Person.
Not Applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable.
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Item 8.
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Identification and Classification of Members of the Group.
Not Applicable.
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Item 9.
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Notice of Dissolution of Group.
Not Applicable.
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CUSIP No. 21038E101
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13G
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Page 9 of 9 Pages
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Item 10.
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Certifications.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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ESSEX EQUITY CAPITAL MANAGEMENT, LLC
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By:
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/s/ JOHN LIU
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Name: John Liu
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Title: Chief Executive Officer
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RICHMOND HILL INVESTMENT CO., LP
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By:
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/s/ RYAN P. TAYLOR
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Name: Ryan P. Taylor
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Title: Managing Partner
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RICHMOND HILL CAPITAL MANAGEMENT, LLC
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By:
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/s/ RYAN P. TAYLOR
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Name: Ryan P. Taylor
Title: Managing Member
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RICHMOND HILL ADVISORS, LLC
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By:
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/s/ RYAN P. TAYLOR
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Name: Ryan P. Taylor
Title: Managing Member
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/s/ RYAN P. TAYLOR
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Ryan P. Taylor
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