CBPO China Bioligic Products Holdings Inc

CUSIP No. G21515104

CUSIP No. G21515104

CUSIP No. G21515104

CUSIP No. G21515104

CUSIP No. G21515104

CUSIP No. G21515104

This Amendment No. 7 to Schedule 13D (“Amendment No. 7”) amends the Schedule 13D filed with the Securities and Exchange Commission on June 18, 2018, as previously amended (the “Schedule 13D”), by 2019B Cayman, CCCP IV, CCP IV GP, CCPL and CCHL (collectively, the “Reporting Persons”), with respect to the ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), of China Biologic Products Holdings, Inc., a company organized under the laws of the Cayman Islands (the “Issuer”).

Item 2 is amended by replacing the Schedule A to the Schedule 13D with the Schedule A hereto and supplemented by adding the following:

During the last five years, none of the Reporting Persons and, to the best of their knowledge, none of the persons listed on Schedule A hereto has been: (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3 of the Schedule 13D is hereby amended and supplemented by adding the following at the end thereof:

On May 13, 2020, CCCP IV transferred 1,000,000 Ordinary Shares to its wholly-owned subsidiary, 2019B Cayman, for an aggregate purchase price of US$100.9 million. The source of fund is funding from an affiliate.

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following before the last paragraph thereof:

On September 16, 2020, the Initial Consortium Members entered into an exclusivity extension letter (the “Exclusivity Extension Letter”), pursuant to which such Initial Consortium Members agreed to extend the Exclusivity Period as defined in Section 4.1 of the Consortium Agreement to December 17, 2020. For the avoidance of doubt, Initial Consortium Members include Mr. Joseph Chow, chairman and chief executive officer of the Issuer, who joined the Buyer Consortium as an Initial Consortium Member pursuant to the deed of adherence to the Consortium Agreement (“Chairman Adherence Deed”), dated September 16, 2020.

In connection with the entry into the Chairman Adherence Deed and the Exclusivity Extension Letter, the Issuer’s Board has granted to the Initial Consortium Members and other applicable parties a waiver from complying with certain restrictions as agreed under that certain confidentiality agreements, dated as of October 20, 2019, entered into by each of Beachhead, PWM, Parfield, CCCP IV, Hillhouse and Temasek, respectively, and the Issuer. The Issuer’s Board has also determined, among other things, that such Initial Consortium Members and their respective affiliates will not be deemed to be an “Acquiring Person” under the Issuer’s currently effective preferred shares rights agreement, nor shall any provision under such preferred shares rights agreement be otherwise triggered for the entry into, or the performance of any obligations under, the Consortium Agreement, the Chairman Adherence Deed and the Exclusivity Extension Letter.

The foregoing description of the Exclusivity Extension Letter does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Exclusivity Extension Letter, which is attached as an exhibit hereto and incorporated herein by reference.

CUSIP No. G21515104

Item 5. Interest in Securities of the Issuer

Item 5 of the Schedule 13D is hereby amended and restated in its entirety to read as follows:

(a), (b) The following table sets forth the beneficial ownership of Ordinary Shares of the Issuer by each of the Reporting Persons as of the date hereof based upon 38,583,877 Ordinary Shares issued and outstanding as of June 30, 2020 as reported in the Form 6-K furnished with the SEC by the Issuer on August 17, 2020. 

2019B Cayman is the record holder of 3,743,868 Ordinary Shares. CCCP IV is the parent company of 2019B Cayman and may be deemed to share beneficial ownership of the securities held of record by 2019B Cayman.

The sole general partner of CCCP IV is CCCP IV GP which is indirectly wholly owned by CCPL. CCHL owns 51% of the issued and outstanding ordinary shares of CCPL. Each of CCPL and CCHL may be deemed to share beneficial ownership of the Ordinary Shares beneficially owned by CCCP IV, however each such Reporting Person hereby expressly disclaims any such beneficial ownership.

Because of the arrangements in the Consortium Agreement, the parties to that agreement may be deemed to have formed a “group” for purposes of Section 13(d)(3) of the Act, and such “group” may be deemed to beneficially own an aggregate of 26,486,140 Ordinary Shares, which represents approximately 68.6% of the total number of Ordinary Shares issued and outstanding as of June 30, 2020 as reported in the Form 6-K furnished with the SEC by the Issuer on August 17, 2020. Neither the filing of this Amendment No. 7 nor any of its contents, however, shall be deemed to constitute an admission by the Reporting Persons that any of them is the beneficial owner of any of the Ordinary Shares beneficially owned in the aggregate by other members of the Buyer Consortium and their respective affiliates for purposes of Section 13(d) of the Act or for any other purpose, and such beneficial ownership is expressly disclaimed.

(c)       Except as set forth herein, none of the Reporting Persons nor, to the best knowledge of the Reporting Persons, any person named in Schedule A hereto, has effected any transaction in the Ordinary Shares during the past 60 days.

(d)       None.

(e)       Not applicable.

CUSIP No. G21515104

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Item 6 of the Schedule 13D is hereby amended and supplemented by adding the following before the last paragraph thereof:

Item 4 above summarizes certain provisions of the Exclusivity Extension Letter and is incorporated herein by reference. A copy of the Exclusivity Extension Letter is attached as an exhibit to this Schedule 13D, and incorporated herein by reference.

Item 7. Materials to be Filed as Exhibits.

Item 7 of the Schedule 13D is hereby amended and supplemented by adding the following after the last paragraph thereof:

CUSIP No. G21515104

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: September 17, 2020

[Signature page to the Amendment No. 7 to Schedule 13D]

CUSIP No. G21515104

SCHEDULE A

DIRECTORS AND EXECUTIVE OFFICERS OF THE REPORTING PERSONS

CUSIP No. G21515104

DIRECTORS AND EXECUTIVE OFFICERS OF THE REPORTING PERSONS