SEC Form SC 13G/A filed by Biote Corp. (Amendment)

☒

Rule 13d-1(b)

☒

Rule 13d-1(c)

☐

Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

CUSIP No. 090683103		13G

1				NAMES OF REPORTING PERSONS   LMR Multi-Strategy Master Fund Limited
2				CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3				SEC USE ONLY
4				CITIZENSHIP OR PLACE OF ORGANIZATION   Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH										5		SOLE VOTING POWER   0
										6		SHARED VOTING POWER   0
										7		SOLE DISPOSITIVE POWER   0
										8		SHARED DISPOSITIVE POWER   0
9			AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10			CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ☐
11			PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0%
12			TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   CO

CUSIP No. 090683103		13G

1				NAMES OF REPORTING PERSONS   LMR CCSA Master Fund Ltd
2				CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3				SEC USE ONLY
4				CITIZENSHIP OR PLACE OF ORGANIZATION   Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH										5		SOLE VOTING POWER   0
										6		SHARED VOTING POWER   0
										7		SOLE DISPOSITIVE POWER   0
										8		SHARED DISPOSITIVE POWER   0
9			AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10			CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ☐
11			PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0%
12			TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   CO

CUSIP No. 090683103		13G

1				NAMES OF REPORTING PERSONS   LMR Partners LLP
2				CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3				SEC USE ONLY
4				CITIZENSHIP OR PLACE OF ORGANIZATION   United Kingdom
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH										5		SOLE VOTING POWER   0
										6		SHARED VOTING POWER   0
										7		SOLE DISPOSITIVE POWER   0
										8		SHARED DISPOSITIVE POWER   0
9			AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10			CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ☐
11			PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0%
12			TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   PN, IA

CUSIP No. 090683103		13G

1				NAMES OF REPORTING PERSONS   LMR Partners Limited
2				CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3				SEC USE ONLY
4				CITIZENSHIP OR PLACE OF ORGANIZATION   Hong Kong
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH										5		SOLE VOTING POWER   0
										6		SHARED VOTING POWER   0
										7		SOLE DISPOSITIVE POWER   0
										8		SHARED DISPOSITIVE POWER   0
9			AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10			CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ☐
11			PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0%
12			TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   CO, IA

CUSIP No. 090683103		13G

1				NAMES OF REPORTING PERSONS   LMR Partners LLC
2				CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3				SEC USE ONLY
4				CITIZENSHIP OR PLACE OF ORGANIZATION   State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH										5		SOLE VOTING POWER   0
										6		SHARED VOTING POWER   0
										7		SOLE DISPOSITIVE POWER   0
										8		SHARED DISPOSITIVE POWER   0
9			AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10			CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ☐
11			PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0%
12			TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   OO, IA

CUSIP No. 090683103		13G

1				NAMES OF REPORTING PERSONS   LMR Partners AG
2				CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3				SEC USE ONLY
4				CITIZENSHIP OR PLACE OF ORGANIZATION   Switzerland
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH										5		SOLE VOTING POWER   0
										6		SHARED VOTING POWER   0
										7		SOLE DISPOSITIVE POWER   0
										8		SHARED DISPOSITIVE POWER   0
9			AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10			CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ☐
11			PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0%
12			TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   CO, IA

CUSIP No. 090683103		13G

1				NAMES OF REPORTING PERSONS   LMR Partners (DIFC) Limited
2				CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3				SEC USE ONLY
4				CITIZENSHIP OR PLACE OF ORGANIZATION   United Arab Emirates
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH										5		SOLE VOTING POWER   0
										6		SHARED VOTING POWER   0
										7		SOLE DISPOSITIVE POWER   0
										8		SHARED DISPOSITIVE POWER   0
9			AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10			CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ☐
11			PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0%
12			TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   CO, IA

CUSIP No. 090683103		13G

1				NAMES OF REPORTING PERSONS   Ben Levine
2				CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3				SEC USE ONLY
4				CITIZENSHIP OR PLACE OF ORGANIZATION   United Kingdom
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH										5		SOLE VOTING POWER   0
										6		SHARED VOTING POWER   0
										7		SOLE DISPOSITIVE POWER   0
										8		SHARED DISPOSITIVE POWER   0
9			AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10			CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ☐
11			PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0%
12			TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   IN, HC

CUSIP No. 090683103		13G

1				NAMES OF REPORTING PERSONS   Stefan Renold
2				CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3				SEC USE ONLY
4				CITIZENSHIP OR PLACE OF ORGANIZATION   Switzerland
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH										5		SOLE VOTING POWER   0
										6		SHARED VOTING POWER   0
										7		SOLE DISPOSITIVE POWER   0
										8		SHARED DISPOSITIVE POWER   0
9			AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   0
10			CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)   ☐
11			PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   0%
12			TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   IN, HC

Item 1(a).

NAME OF ISSUER:

Item 1(b).

ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:

Item 2(a).

NAME OF PERSON FILING:

(i)

LMR Multi-Strategy Master Fund Limited (“LMR Master Fund”), with respect to the shares of Class A Common Stock (as defined in Item 2(d)) issuable upon the exercise of warrants previously held by it;

(ii)

LMR CCSA Master Fund Ltd (“LMR CCSA Master Fund”), with respect to the shares of Class A Common Stock (as defined in Item 2(d)) issuable upon the exercise of warrants previously held by it;

(iii)

LMR Partners LLP, LMR Partners Limited, LMR Partners LLC, LMR Partners AG and LMR Partners (DIFC) Limited (collectively, the “LMR Investment Managers”), which serve as the investment managers to certain funds, including, without limitation, LMR Master Fund and LMR CCSA Master Fund, with respect to the shares of Class A Common Stock issuable upon the exercise of warrants previously held by LMR Master Fund and LMR CCSA Master Fund; and

(iv)

Ben Levine and Stefan Renold, who are ultimately in control of the investment and voting decisions of the LMR Investment Managers with respect to the securities previously held by LMR Master Fund and LMR CCSA Master Fund.

Item 2(b).

ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

Item 2(c).

CITIZENSHIP:

Item 2(d).

TITLE OF CLASS OF SECURITIES:

Item 2(e).

CUSIP NUMBER:

Item 3.

IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

(a)		☐		Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c).
(b)		☐		Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)		☐		Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)		☐		Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e)		☒		An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E).
(f)		☐		An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
(g)		☒		A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
(h)		☐		A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i)		☐		A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
(j)		☒		A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J).
(k)		☐		Group, in accordance with §240.13d-1(b)(1)(ii)(K).
				If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: investment adviser.

Item 4.

OWNERSHIP.

Item 5.

OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

Item 6.

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

Item 7.

IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

Item 8.

IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

Item 9.

NOTICE OF DISSOLUTION OF GROUP.

Item 10.

CERTIFICATION.

LMR MULTI-STRATEGY MASTER FUND LIMITED
By: LMR Partners LLP, its Investment Manager
By:		/s/ Shane Cullinane
Name:		Shane Cullinane
Title:		Chief Operating Officer
LMR CCSA MASTER FUND LTD
By: LMR Partners LLP, its Investment Manager
By:		/s/ Shane Cullinane
Name:		Shane Cullinane
Title:		Chief Operating Officer
LMR PARTNERS LLP
By:		/s/ Shane Cullinane
Name:		Shane Cullinane
Title:		Chief Operating Officer
LMR PARTNERS LIMITED
By:		/s/ Shane Cullinane
Name:		Shane Cullinane
Title:		Chief Operating Officer
LMR PARTNERS LLC
By:		/s/ Shane Cullinane
Name:		Shane Cullinane
Title:		Chief Operating Officer
LMR PARTNERS AG
By:		/s/ Shane Cullinane
Name:		Shane Cullinane
Title:		Chief Operating Officer
LMR PARTNERS (DIFC) LIMITED
By:		/s/ Shane Cullinane
Name:		Shane Cullinane
Title:		Chief Operating Officer
/s/ Ben Levine
BEN LEVINE
/s/ Stefan Renold
STEFAN RENOLD