Amended Statement of Beneficial Ownership (sc 13d/a)
31 December 2020 - 10:14PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of
1934
(Amendment No. 11)*
China Biologic Products Holdings, Inc.
(Name of Issuer)
Ordinary Shares, Par Value $0.0001
(Title of Class of Securities)
G21515104
(CUSIP Number)
George Chen
PW Medtech Group Limited
Level 54, Hopewell Centre
183 Queen’s Road East
Hong Kong
+86 10 8478 3617
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and Communications)
December 30, 2020
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e),
1(f) or 1(g), check the following box. ¨
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
* 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 disclosures provided in a prior cover page.
The information required on the remainder of this cover page
shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”)
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
SCHEDULE 13D
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CUSIP No. G21515104
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1.
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Names of Reporting Persons.
PW Medtech Group Limited
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions).
(a) x (b) ¨
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
BK
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant
to Items 2(d) or 2(e)
¨
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6.
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Citizenship or Place of Organization
Cayman Islands
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
0
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8.
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Shared Voting Power
3,750,000 ordinary shares(1)
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9.
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Sole Dispositive Power
0
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10.
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Shared Dispositive Power
3,750,000 ordinary shares(1)
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,750,000 ordinary shares(1)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
¨
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13.
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Percent of Class Represented by Amount in Row (11)
9.7%(2)
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14.
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Type of Reporting Person (See Instructions)
CO
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(1)
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All such Ordinary Shares will be sold to Biomedical Treasure Limited pursuant to a share purchase agreement dated October 26, 2020.
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(2)
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Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.
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CUSIP No. G21515104
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1.
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Names of Reporting Persons.
Cross Mark Limited
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions).
(a) x (b) ¨
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant
to Items 2(d) or 2(e)
¨
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6.
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Citizenship or Place of Organization
British Virgin Islands
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
0
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8.
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Shared Voting Power
1,374,375 ordinary shares
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9.
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Sole Dispositive Power
0
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10.
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Shared Dispositive Power
1,374,375 ordinary shares
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,374,375 ordinary shares
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
¨
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13.
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Percent of Class Represented by Amount in Row (11)
3.5%(1)
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14.
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Type of Reporting Person (See Instructions)
CO
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(1)
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Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.
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CUSIP No. G21515104
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1.
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Names of Reporting Persons.
Liu Yufeng
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions).
(a) x (b) ¨
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant
to Items 2(d) or 2(e)
¨
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6.
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Citizenship or Place of Organization
New Zealand
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
0
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8.
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Shared Voting Power
1,374,375 ordinary shares
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9.
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Sole Dispositive Power
0
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10.
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Shared Dispositive Power
1,374,375 ordinary shares
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,374,375 ordinary shares
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
¨
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13.
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Percent of Class Represented by Amount in Row (11)
3.5%(1)
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14.
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Type of Reporting Person (See Instructions)
IN
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(1)
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Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.
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Introduction
This Amendment No. 11 to Schedule 13D (this
“Amendment No.11”) amends and supplements the statement on Schedule 13D filed with the U.S. Securities and Exchange
Commission (the “Commission”) on January 10, 2018, as amended and supplemented by the Amendment No. 1 filed
under Schedule 13D/A on August 27, 2018, the Amendment No. 2 filed under Schedule 13D/A on September 24, 2018, the Amendment No.
3 filed under Schedule 13D/A on September 19, 2019, the Amendment No. 4 filed under Schedule 13D/A on January 24, 2020, the Amendment
No. 5 filed under Schedule 13D/A on March 20, 2020, the Amendment No. 6 filed under Schedule 13D/A on May 5, 2020, the Amendment
No. 7 filed under Schedule 13D/A on May 11, 2020, the Amendment No. 8 filed under Schedule 13D/A on September 17, 2020, the Amendment
No. 9 filed under Schedule 13D/A on October 28, 2020 and the Amendment No. 10 filed under Schedule 13D/A on November 20, 2020 (the
“Original Schedule 13D”), by each of PW Medtech Group Limited (“PWM”), Cross Mark Limited
(“Cross Mark”), and Ms. Liu Yufeng (together with PWM and Cross Mark, the “Reporting Persons”)
relating 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 provided herein, this Amendment
No.11 does not modify any of the information previously reported on the Original Schedule 13D. Capitalized terms used but not defined
in this Amendment No.11 have the means ascribed to them in the Original Schedule 13D.
Item 4. Purpose of Transaction.
Item 4 of the Original Schedule 13D is
hereby supplemented by inserting the following after the last paragraph thereof:
On December 30, 2020, PWM completed the
sales of (i) the 2019B Cayman Sale Shares to 2019B Cayman pursuant to the terms and conditions of the 2019B Cayman SPA and (ii)
the BFL Sale Shares to BFL pursuant to the terms and conditions of the BFL SPA.
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.
Date: December 31, 2020
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PW MEDTECH GROUP LIMITED
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By:
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/s/ Yue’e Zhang
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Name:
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Yue’e Zhang
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Title:
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Executive Director and Chief Executive Officer
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CROSS MARK LIMITED
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By
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/s/ Liu Yufeng
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Name:
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Liu Yufeng
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Title:
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Director
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LIU YUFENG
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By
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/s/ Liu Yufeng
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