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

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1. Name and Address of Reporting Person* LCP Edge Holdco LLC (Last) (First) (Middle) C/O LCP EDGE HOLDCO LLC 150 NORTH RIVERSIDE PLAZA, SUITE 5100 (Street) CHICAGO IL 60606 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/04/2021	3. Issuer Name and Ticker or Trading Symbol Beauty Health Co [ SKIN ]
		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)
			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)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock, par value $0.0001 per share	33,356,338	I(1)	See Footnote(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* LCP Edge Holdco LLC (Last) (First) (Middle) C/O LCP EDGE HOLDCO LLC 150 NORTH RIVERSIDE PLAZA, SUITE 5100 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Linden Capital III LLC (Last) (First) (Middle) C/O LCP EDGE HOLDCO LLC 150 NORTH RIVERSIDE PLAZA, SUITE 5100 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Linden Manager III LP (Last) (First) (Middle) C/O LCP EDGE HOLDCO LLC 150 NORTH RIVERSIDE PLAZA, SUITE 5100 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* LINDEN CAPITAL PARTNERS III LP (Last) (First) (Middle) C/O LCP EDGE HOLDCO LLC 150 NORTH RIVERSIDE PLAZA, SUITE 5100 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* LINDEN CAPITAL PARTNERS III-A LP (Last) (First) (Middle) C/O LCP EDGE HOLDCO LLC 150 NORTH RIVERSIDE PLAZA, SUITE 5100 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* DAVIS ANTHONY B. (Last) (First) (Middle) C/O LCP EDGE HOLDCO LLC 150 NORTH RIVERSIDE PLAZA, SUITE 5100 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Miller Brian Christopher (Last) (First) (Middle) C/O LCP EDGE HOLDCO LLC 150 NORTH RIVERSIDE PLAZA, SUITE 5100 (Street) CHICAGO IL 60606 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This Form 3 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.

2. 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.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	LCP Edge Holdco LLC, /s/ Brian Miller, Brian Miller, Attorney-in-Fact	05/10/2021
	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
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