CUSIP No. G21515104
CUSIP No. G21515104
CUSIP No. G21515104
Pursuant to Rule 13d-2 promulgated under the Act, this Amendment No.2 to Schedule 13D (this “Amendment No.2”) amends and supplements the statement on Schedule 13D filed with the U.S.
Securities and Exchange Commission (the “Commission”) on September 30, 2019, as amended by Amendment No. 1 filed on January 24, 2020 (the “Schedule 13D”), by each of Temasek Holdings (Private) Limited (“Temasek”), Fullerton
Management Pte Ltd (“FMPL”), Temasek Life Sciences Private Limited (“TLS”) and V-Sciences Investments Pte Ltd (“V-Sciences”) with respect to the ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), of
China Biologic Products Holdings, Inc., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Issuer”).
Except as specifically provided herein, this Amendment No. 2 does not modify any of the information previously reported in the Schedule 13D. All capitalized terms used herein which are not defined herein have the
meanings given to such terms in the Schedule 13D.
Item 4. Purpose of Transaction.
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following at the end thereof:
On September 16, 2020, Mr. Joseph Chow (“Mr. Chow”), the chairman and chief executive officer of the Issuer, entered into a deed of adherence to the Consortium Agreement (the “Chairman Adherence
Deed”), pursuant to which Mr. Chow joined the Buyer Consortium as an Initial Consortium Member.
On September 16, 2020, the Initial Consortium Members (which, for the avoidance of doubt, consists of Beachhead, PWM, Parfield, CITIC Capital, Hillhouse, V-Sciences, Double Double, Point Forward
and Mr. Chow) entered into an exclusivity extension letter (the “Exclusivity Extension Letter”), pursuant to which each of these parties has agreed that, among other things, with respect to such party, the Exclusivity Period as defined in Section
4.1 of the Consortium Agreement shall be extended to December 17, 2020.
In connection with (x) (A) the entry into the Exclusivity Extension Letter by and among the relevant parties thereto, (B) the entry into a deed of adherence to the Consortium Agreement by Mr. Chow to join the Buyer Consortium and performance
of his obligations thereunder by Mr. Chow, and (y) in connection with the activities described in item (x), the making of filings by the relevant members of the Buyer Consortium with the U.S. Securities and Exchange Commission and/or The Stock
Exchange of Hong Kong Limited in accordance with applicable laws, regulations and stock exchange rules (the foregoing items (x) and (y), the “Permitted Actions”), on September 16, 2020, the Board has granted to the Initial Consortium Members and
other applicable parties a waiver from complying with certain restrictions as agreed under (i) the investor rights agreement entered into by and between PWM and the Issuer, dated as of January 1, 2018 (the “PWM IRA”), (ii) the amended and
restated preferred shares rights agreement entered into by and between Securities Transfer Corporation (as rights agent) and the Issuer, dated as of July 31, 2017, as amended on February 20, 2019 (the “Rights Agreement”), and (iii) those certain
confidentiality agreements, dated as of October 20, 2019, entered into by each of Beachhead, PWM, Parfield, CITIC Capital, Hillhouse and V-Sciences, respectively, and the Issuer. The Board has also determined, among other things, that solely by
reason of taking any Permitted Action, (a) PWM (or any of its affiliates) shall not be deemed to violate (or have violated) any term of the PWM IRA, (b) none of the Initial Consortium Members or their respective affiliates shall be deemed to be
an “Acquiring Person” under the Rights Agreement, nor shall any provision under the Rights Agreement be otherwise triggered, and (c) none of Beachhead, PWM, Parfield, CITIC Capital, Hillhouse and V-Sciences (or any of their respective affiliates)
shall be deemed to violate (or have violated) any term of its confidentiality agreement entered into with the Issuer.
Reference to the Chairman Adherence Deed and the Exclusivity Extension Letter in this Amendment No. 2 are qualified in their entirety by reference to the Chairman Adherence Deed and the Exclusivity
Extension Letter, copies of which are attached hereto as Exhibits 3 and 4 incorporated herein by reference in their entirety.
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 information with respect to the ownership of Ordinary Shares by the Reporting Persons filing this Schedule 13D is provided as of the date of this filing:
Temasek, through its ownership of FMPL, may be deemed to share voting and dispositive power over the 1,240,000 Ordinary Shares beneficially owned or deemed to be beneficially owned by FMPL, TLS, and V-Sciences.
FMPL, through its ownership of TLS, may be deemed to share voting and dispositive power over the 1,240,000 Ordinary Shares beneficially owned or deemed to be beneficially owned by TLS and V-Sciences.
TLS, through its ownership of V-Sciences, may be deemed to share voting and dispositive power over the 1,240,000 Ordinary Shares beneficially owned or deemed to be beneficially owned by V-Sciences.
V-Sciences is the direct beneficial owner of 1,240,000 Ordinary Shares.
Because of the arrangements in the Consortium Agreement and the Consortium Agreement Amendment, the parties to such agreements are deemed to have formed a “group” for purposes of Section 13(d)(3)
of the Act, and such “group” is 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
Issuer’s Form 6-K filed on August 17, 2020. Neither the filing of this Amendment No.2 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 by Beachhead, Double Double, Point Forward, PWM, Parfield, CITIC Capital, Hillhouse and Mr. Chow and their respective affiliates for purposes of Section 13(d) of the Act or for any other purpose, and such
beneficial ownership isexpresslydisclaimed.
(c) Except as set forth herein, the Reporting Persons have not engaged in any transactions in the Issuer’s securities during the past 60 days prior to the obligation to file this Amendment No. 2.
To the knowledge of the Reporting Persons, none of any director or executive officer of any Reporting Person has effected any transactions in the Issuer’s securities during the past 60 days prior to the obligation to file this Amendment No. 2.
(d) To the best knowledge of the Reporting Persons, no person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Ordinary Shares
directly held by V-Sciences, other than each of the Reporting Persons.
(e) Not applicable.
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.