Sec Form 4 Filing - LCP Edge Holdco LLC @ Beauty Health Co - 2021-05-20

Insider filing report for Changes in Beneficial Ownership
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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
LCP Edge Holdco LLC
2. Issuer Name and Ticker or Trading Symbol
Beauty Health Co [ SKIN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O LCP EDGE HOLDCO LLC, 150 NORTH RIVERSIDE PLAZA, SUITE 5100
3. Date of Earliest Transaction (MM/DD/YY)
05/20/2021
(Street)
CHICAGO, IL60606
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class A Common Stock, par value $0.0001 per share 05/20/2021 J( 1 ) 3,188,671 D $ 0 30,167,667 I ( 2 ) See Footnote ( 3 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LCP Edge Holdco LLC
C/O LCP EDGE HOLDCO LLC
150 NORTH RIVERSIDE PLAZA, SUITE 5100
CHICAGO, IL60606
X
Linden Capital III LLC
C/O LCP EDGE HOLDCO LLC
150 NORTH RIVERSIDE PLAZA, SUITE 5100
CHICAGO, IL60606
X
Linden Manager III LP
C/O LCP EDGE HOLDCO LLC
150 NORTH RIVERSIDE PLAZA, SUITE 5100
CHICAGO, IL60606
X
LINDEN CAPITAL PARTNERS III LP
C/O LCP EDGE HOLDCO LLC
150 NORTH RIVERSIDE PLAZA, SUITE 5100
CHICAGO, IL60606
X
LINDEN CAPITAL PARTNERS III-A LP
C/O LCP EDGE HOLDCO LLC
150 NORTH RIVERSIDE PLAZA, SUITE 5100
CHICAGO, IL60606
X
DAVIS ANTHONY B.
C/O LCP EDGE HOLDCO LLC
150 NORTH RIVERSIDE PLAZA, SUITE 5100
CHICAGO, IL60606
X
Miller Brian Christopher
C/O LCP EDGE HOLDCO LLC
150 NORTH RIVERSIDE PLAZA, SUITE 5100
CHICAGO, IL60606
X
Signatures
LCP Edge Holdco LLC, /s/ Brian Miller, Brian Miller, Attorney-in-Fact 05/21/2021
Signature of Reporting Person Date
Linden Capital III LLC, /s/ Brian Miller, Brian Miller, Attorney-in-Fact 05/21/2021
Signature of Reporting Person Date
Linden Manager III LP, /s/ Brian Miller, Brian Miller, Attorney-in-Fact 05/21/2021
Signature of Reporting Person Date
Linden Capital Partners III LP, /s/ Brian Miller, Brian Miller, Attorney-in-Fact 05/21/2021
Signature of Reporting Person Date
Linden Capital Partners III-A LP, /s/ Brian Miller, Brian Miller, Attorney-in-Fact 05/21/2021
Signature of Reporting Person Date
Anthony Davis, /s/ Anthony Davis 05/21/2021
Signature of Reporting Person Date
Brian Miller, /s/ Brian Miller 05/21/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The transactions reported are the result of distributions for no consideration made by LCP Edge Holdco LLC to certain of its unitholders in redemption of their interests in LCP Edge Holdco LLC as described in the statement on Schedule 13D jointly filed by the reporting persons with the U.S. Securities and Exchange Commission on May 14, 2021. The shares of Class A Common Stock, par value $0.0001 per share (the "shares") distributed remain subject to at least the same lock-up restrictions as those agreed to by LCP Edge Holdco LLC in connection with the Beauty Health Company's business combination.
( 2 )This Form 4 is being filed jointly by (i) LCP Edge Holdco LLC, (ii) Linden Capital III LLC, (iii) Linden Manager III LP, (iv) Linden Capital Partners III LP, (v) Linden Capital Partners III-A LP, (vi) Anthony Davis and (vii) Brian Miller in respect of shares that are held directly by LCP Edge Holdco.
( 3 )The shares directly held by LCP Edge Holdco LLC may be deemed to be beneficially owned by Linden Capital III LLC, the general partner of Linden Manager III LP. Linden Manager III LP is the general partner of both Linden Capital Partners III LP and Linden Capital Partners III-A LP, which are the controlling stockholders of LCP Edge Holdco LLC. As the members of a limited partner committee of Linden Capital III LLC that has the power to vote or dispose of the shares directly held by LCP Edge Holdco LLC, Brian Miller and Anthony Davis may be deemed to have shared voting and investment power over such shares. Each of Linden Capital III LLC, Linden Manager III LP, Linden Capital Partners III LP, Linden Capital Partners III-A LP, Mr. Miller and Mr. Davis hereby disclaim any beneficial ownership of any shares held by LCP Edge Holdco LLC except to the extent of any pecuniary interest therein.

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