Filing Details
- Accession Number:
- 0000898432-21-000001
- Form Type:
- 13D Filing
- Publication Date:
- 2021-01-04 15:26:17
- Filed By:
- Parfield International Ltd
- Company:
- China Biologic Products Inc. (NASDAQ:CBPO)
- Filing Date:
- 2021-01-04
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Parfield International Ltd | 0 | 2,137,696 | 0 | 2,137,696 | 2,137,696 | 5.5% |
| Amplewood Resources Ltd | 0 | 0 | 0 | 0 | 0 | 0 14. Type of Reporting Person (See Instructions) CO CUSIP No. G21515104 1. Names of Reporting Persons. Marc Chan 2. Check the Appropriate Box if a Member of a Group (See Instructions). (a) (b) 3. SEC Use Only 4. Source of Funds (See Instructions) AF 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization Canada Number of Shares Beneficially Owned by Each Reporting Person With 7. Sole Voting Power 0 Ordinary Shares 8. Shared Voting Power 2,137,696 Ordinary Shares 9. Sole Dispositive Power 0 Ordinary Shares 10. Shared Dispositive Power 2,137,696 Ordinary Shares 11. Aggregate Amount Beneficially Owned by Each Reporting Person 2,137,696 Ordinary Shares 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) 13. Percent of Class Represented by Amount in Row (11) 5.5% |
| Marc Chan | 0 | 2,137,696 | 0 | 2,137,696 | 2,137,696 |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 7)*
China Biologic Products Holdings, Inc.
(Name of Issuer)
(Name of Issuer)
Ordinary Shares, Par Value $0.0001
(Title of Class of Securities)
(Title of Class of Securities)
G21515104
(CUSIP Number)
(CUSIP Number)
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
Communications)
Parfield International Ltd.
Unit No. 21E, 21st Floor, United Centre
95 Queensway, Admiralty K3, Hong Kong
+852.2122.8902
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
| CUSIP No. G21515104 | | |
| 1. | Names of Reporting Persons. Parfield International Ltd. | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions). (a) ☒ (b) ◻ | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐ | |
| 6. | Citizenship or Place of Organization British Virgin Islands | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 Ordinary Shares |
| 8. | Shared Voting Power 2,137,696 Ordinary Shares | |
| 9. | Sole Dispositive Power 0 Ordinary Shares | |
| 10. | Shared Dispositive Power 2,137,696 Ordinary Shares | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,137,696 Ordinary Shares (1) | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐ | |
| 13. | Percent of Class Represented by Amount in Row (11) 5.5%(2) | |
| 14. | Type of Reporting Person (See Instructions) CO | |
| (1) | The 2,137,696 Ordinary Shares held by Parfield International Ltd. are subject to a pledge agreement executed in favor of an unrelated third party to secure certain indebtedness of Parfield International Ltd. | |
| | ||
| (2) | Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of November 19, 2020 as provided by the Issuer. |
| CUSIP No. G21515104 | | |
| 1. | Names of Reporting Persons. Amplewood Resources Ltd. | |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions). (a) ☒ (b) ◻ | |
| 3. | SEC Use Only | |
| 4. | Source of Funds (See Instructions) WC | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐ | |
| 6. | Citizenship or Place of Organization British Virgin Islands | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 Ordinary Shares |
| 8. | Shared Voting Power 0 Ordinary Shares | |
| 9. | Sole Dispositive Power 0 Ordinary Shares | |
| 10. | Shared Dispositive Power 0 Ordinary Shares | |
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 Ordinary Shares | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐ | |
| 13. | Percent of Class Represented by Amount in Row (11) 0 | |
| 14. | Type of Reporting Person (See Instructions) CO | |
| CUSIP No. G21515104 | | ||
| 1. | Names of Reporting Persons. Marc Chan | ||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions). (a) ☒ (b) ◻ | ||
| 3. | SEC Use Only | ||
| 4. | Source of Funds (See Instructions) AF | ||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐ | ||
| 6. | Citizenship or Place of Organization Canada | ||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 Ordinary Shares | |
| 8. | Shared Voting Power 2,137,696 Ordinary Shares | ||
| 9. | Sole Dispositive Power 0 Ordinary Shares | ||
| 10. | Shared Dispositive Power 2,137,696 Ordinary Shares | ||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,137,696 Ordinary Shares | ||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐ | ||
| 13. | Percent of Class Represented by Amount in Row (11) 5.5%(1) | ||
| 14. | Type of Reporting Person (See Instructions) IN | ||
| (1) | Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of November 19, 2020 as provided by the Issuer. | ||
The following constitutes Amendment No. 7 to the Schedule 13D filed by the undersigned (“Amendment No. 7”). This Amendment No. 7 amends Amendment
Number 6 to Schedule 13D of the Reporting Persons dated November 20, 2020 to update certain information relating to the Reporting Persons as specifically set forth herein.
Pursuant to Rule 13d-2 promulgated under the Act, this Amendment No. 7 amends and supplements the Schedule 13D filed on September 27, 2019, as amended by
Amendment No. 1 filed on November 6, 2019, by Amendment No. 2 filed on March 20, 2020, by Amendment No. 3 filed on April 14, 2020, by Amendment No. 4 filed on September 17, 2020, by Amendment No. 5 filed on October 28, 2020, and by Amendment No. 6
filed on November 20, 2020 (the “Schedule 13D”), 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”).
Except as specifically provided herein, this Amendment No. 7 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 is hereby amended to add the following to the end of Item 4:
On December 30, 2020, Parfield closed the Additional Parfield SPA with 2019B Cayman Limited whereby it sold 300,000 ordinary shares to 2019B Cayman Limited
pursuant to the terms of the Additional Parfield SPA.
Item 5. Interest in Securities of the Issuer.
Items 5(a)-(c) are hereby amended and restated to read as follows:
The aggregate percentage of Shares reported owned by each person named herein is based upon 38,788,096
Shares as of November 19, 2020 as reported by the Issuer.
| A. | Parfield | |
| | | |
| | (a) | As of the close of the Additional Parfield SPA on December 31, 2020, Parfield directly beneficially owned 2,137,696 Shares. |
| Percentage: Approximately 5.5% | ||
| (b) | 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,137,696 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,137,696 | |
| (c) | Other than the Additional Parfield SPA, Parfield has not entered into any transactions in the Shares during the past sixty days. | |
| B. | Amplewood | |
| (a) | Amplewood directly beneficially owns 0 Shares. | |
| Percentage: 0% | ||
| (b) | 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 0 | |
| (c) | Amplewood has not entered into any transactions in the Shares during the past sixty days. | |
| C. | Mr. Chan | |
| (a) | As the director and sole-owner of each of Parfield and Amplewood, Mr. Chan may be deemed the beneficial owner of the (i) 2,137,696 Shares owned by Parfield and (ii) 0 Shares owned by Amplewood. | |
| Percentage: Approximately 5.5% | ||
| | ||
| (b) | 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,137,696 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,137,696 | |
| (c) | Other than the closing of the Additional Parfield SPA, Mr. Chan has not entered into any transactions in the Shares during the past sixty days. | |
Item 6. Contracts, Arrangement, 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 at the end thereof:
The description of the Additional Parfield SPA is incorporated by reference to the disclosure in Item 4 above and in Item 4 in Amendment No. 5 to this
Schedule 13D dated October 28, 2020.
Item 7. Materials to be Filed as Exhibits.
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: January 4. 2021
| PARFIELD INTERNATIONAL LTD. | |||
| By: | /s/ Marc Chan | ||
| Name: | Marc Chan | ||
| Title: | Director | ||
| AMPLEWOOD RESOURCES LTD. | |||
| By: | /s/ Marc Chan | ||
| Name: | Marc Chan | ||
| Title: | Director | ||
| /s/ Marc Chan | |
| MARC CHAN |