SEC FORM
3
SEC Form 3
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
|
| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
|
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1. Name and Address of Reporting Person*
| C/O LCP EDGE HOLDCO LLC |
| 150 NORTH RIVERSIDE PLAZA, SUITE 5100 |
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year)
05/04/2021
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3. Issuer Name and Ticker or Trading Symbol
Beauty Health Co
[ SKIN ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
Director |
X |
10% Owner |
|
Officer (give title below) |
|
Other (specify below) |
|
|
5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
|
Form filed by One Reporting Person |
| X |
Form filed by More than One Reporting Person |
|
| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Class A Common Stock, par value $0.0001 per share |
33,356,338 |
I
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See Footnote
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
|
5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
1. Name and Address of Reporting Person*
| C/O LCP EDGE HOLDCO LLC |
| 150 NORTH RIVERSIDE PLAZA, SUITE 5100 |
(Street)
|
1. Name and Address of Reporting Person*
| C/O LCP EDGE HOLDCO LLC |
| 150 NORTH RIVERSIDE PLAZA, SUITE 5100 |
(Street)
|
1. Name and Address of Reporting Person*
| C/O LCP EDGE HOLDCO LLC |
| 150 NORTH RIVERSIDE PLAZA, SUITE 5100 |
(Street)
|
1. Name and Address of Reporting Person*
| C/O LCP EDGE HOLDCO LLC |
| 150 NORTH RIVERSIDE PLAZA, SUITE 5100 |
(Street)
|
1. Name and Address of Reporting Person*
| C/O LCP EDGE HOLDCO LLC |
| 150 NORTH RIVERSIDE PLAZA, SUITE 5100 |
(Street)
|
1. Name and Address of Reporting Person*
| C/O LCP EDGE HOLDCO LLC |
| 150 NORTH RIVERSIDE PLAZA, SUITE 5100 |
(Street)
|
1. Name and Address of Reporting Person*
| C/O LCP EDGE HOLDCO LLC |
| 150 NORTH RIVERSIDE PLAZA, SUITE 5100 |
(Street)
|
| Explanation of Responses: |
|
|
| Remarks: |
|
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LCP Edge Holdco LLC, /s/ Brian Miller, Brian Miller, Attorney-in-Fact |
05/10/2021 |
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Linden Capital III LLC, /s/ Brian Miller, Brian Miller, Attorney-in-Fact |
05/10/2021 |
|
Linden Manager III LP, /s/ Brian Miller, Brian Miller, Attorney-in-Fact |
05/10/2021 |
|
Linden Capital Partners III LP, /s/ Brian Miller, Brian Miller, Attorney-in-Fact |
05/10/2021 |
|
Linden Capital Partners III-A LP, /s/ Brian Miller, Brian Miller, Attorney-in-Fact |
05/10/2021 |
|
Anthony Davis, /s/ Anthony Davis |
05/10/2021 |
|
Brian Miller, /s/ Brian Miller |
05/10/2021 |
|
** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
5
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
May 10, 2021
The undersigned constitutes and appoints Brian C. Miller, Robert A.
Wilson, P.C., Monica J. Shilling, P.C. and Maggie D. Flores, or any of them
acting singly, as the undersigned's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for the undersigned
and in the undersigned's name, place and stead, to sign any and all SEC
statements of beneficial ownership of securities of The Beauty Health Company
(the "Company") on Schedule 13D as required under Section 13 and Forms 3, 4 and
5 as required under Section 16(a) of the Securities Exchange Act of 1934, as
amended, and any amendments thereto, and to file the same with all exhibits
thereto, and other documents in connection therewith, with the SEC, the Company
and any stock exchange on which any of the Company's securities are listed,
granting unto said attorneys-in-fact and agents, and each of them, full power
and authority to do and perform each act and thing requisite and necessary to be
done under said Section 13 and Section 16 (a), as fully and to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, and each of them, may
lawfully do or cause to be done by virtue hereof.
A copy of this power of attorney shall be filed with the SEC. The
authorization set forth above shall continue in full force and effect until the
undersigned revokes such authorization by written instructions to the attorneys-
in-fact.
The authority granted hereby shall in no event be deemed to impose or
create any duty on behalf of the attorneys-in-fact with respect to the
undersigned's obligations to file Schedule 13Ds and Forms 3, 4 and 5 with the
SEC.
* * * * *
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date first written above.
LCP Edge Holdco LLC
/s/ Brian Miller
---------------------------------------
Name: Brian Miller
Title: Co-Founder & Managing Partner
Linden Capital III LLC
/s/ Brian Miller
---------------------------------------
Name: Brian Miller
Title: Co-Founder & Managing Partner
Linden Manager III LP
By: Linden Capital III LLC
Its: General Partner
/s/ Brian Miller
---------------------------------------
Name: Brian Miller
Title: Co-Founder & Managing Partner
Linden Capital Partners III LP
By: Linden Manager III LP
Its: General Partner
By: Linden Capital III LLC
Its: General Partner
/s/ Brian Miller
---------------------------------------
Name: Brian Miller
Title: Co-Founder & Managing Partner
Linden Capital Partners III-A LP
By: Linden Manager III LP
Its: General Partner
By: Linden Capital III LLC
Its: General Partner
/s/ Brian Miller
---------------------------------------
Name: Brian Miller
Title: Co-Founder & Managing Partner
/s/. Anthony B. Davis
---------------------------------------
Name: Anthony B. Davis
/s/ Brian Miller
---------------------------------------
Name: Brian Miller
