CUSIP No.
16938C106
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13D
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Page 1 of 6 pages
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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
[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. 2)*
CHINA BIOLOGIC PRODUCTS, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $0.0001 PER SHARE
(Title of
Class of Securities)
16938C106
(CUSIP Number)
No. 14 East Hushan Road
Taian City, Shandong
271000
Peoples Republic of China
(86)
538-620-2306
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
August 31, 2010
(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 that is the subject of this Schedule 13D,
and is filing this schedule because of §§ 240.13d -1(e), 240.13d -1(f) or
240.13d -1(g), check the following box [ ].
CUSIP No.
16938C106
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13D
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Page 2 of 6 pages
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1.
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NAMES OF REPORTING PERSONS
Lin Ling Li
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(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
PF
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5.
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CHECK BOX 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
People's Republic of China
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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
6,142,624(1)
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8.
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SHARED VOTING POWER
0
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9.
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SOLE DISPOSITIVE POWER
6,142,624(1)
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10.
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SHARED DISPOSITIVE POWER
0
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,142,624(1)
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.1%(2)
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14.
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TYPE OF REPORTING PERSON (See Instructions)
IN
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CUSIP No.
16938C106
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13D
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Page 3 of 6 pages
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(1)
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Includes 50,000 shares of common stock issuable upon the exercise of a
ten-year nonstatutory stock option granted to the Reporting Person by the
Issuer under the Issuers 2008 Equity Incentive Plan, exercisable within
sixty (60) days of this report at $4.00 per share.
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(2)
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All percentage calculations set forth herein are based on 23,513,533
shares of Common Stock outstanding as of August 9, 2010, as reported on
the Issuers most recent quarterly report on Form 10- Q for the quarter
ended March 31, 2010, filed with the Securities and Exchange Commission on
August 13, 2010.
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ITEM 1. Security and Issuer.
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This Amendment No. 2 to Schedule 13D relates to the common
stock, par value $0.0001 per share (the Common Stock), of China Biologic
Products, Inc., a Delaware corporation (the Issuer), which has its principal
executive offices located at No. 14 East Hushan Road, Taian City, Shandong,
271000, Peoples Republic of China. Information given in response to each item
shall be deemed incorporated by reference in all other items, as applicable.
ITEM 2. Identity and Background.
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(a) This Amendment No. 2 to Schedule 13D is being
filed by Lin Ling Li (the Reporting Person).
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(b) The business address of the Reporting Person is 14 East
Hushan Road, Taian City, Shandong, 271000, Peoples Republic of China.
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(c) Ms. Li is a Director of the Issuer and one of
its principal shareholders.
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(d) During the last five years, the Reporting Person has
not been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors).
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(e) During the last five years, the Reporting Person has
not been 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.
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(f) The Reporting Person is a citizen of the
Peoples Republic of China.
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ITEM 3. Source and Amount of Funds or Other
Consideration.
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The Reporting Person received the securities covered by this
statement pursuant to that certain share exchange agreement (the Share Exchange
Agreement) by and among the Issuer, Logic Express Limited (Logic Express) and
its stockholders. Upon the closing of the Share Exchange Agreement on July 18,
2006, Logic Express became a wholly-owned subsidiary of the Issuer and the
former stockholders of Logic Express, including the Reporting Person, owned
approximately 96.1% of the Issuer immediately prior to the private placement
described below. The Reporting Person received 7,902,624 shares of the Issuers
Common Stock.
On July 18, 2006, the Issuer also completed a private placement
transaction with a group of accredited investors. Pursuant to that certain
securities purchase agreement, as amended (the Securities Purchase Agreement
and together with the Share Exchange Agreement, the Agreements), the Issuer
sold 2,200,000 shares of its Common Stock and five-year warrants to purchase
1,070,000 shares of the Issuers Common Stock at an exercise price of $2.8425 per share, and at
a purchase price of $1.895 per unit. In addition, the Reporting Person sold an
aggregate of 1,040,000 shares of the Issuers Common Stock at a price of $1.895
per share to the same investors. Following the consummation of the Securities
Purchase Agreement, the Reporting Person owned 6,862,624 shares of the Issuers
Common Stock.
CUSIP No.
16938C106
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13D
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Page 4 of 6 pages
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The 6,142,624 shares of Common Stock beneficially owned by the
Reporting Person and reported herein also include options to purchase 50,000
shares of Common Stock that are fully vested and currently exercisable or will
become exercisable within sixty (60) days of the date hereof at an exercise
price of $4.00 per share. The options held by the Reporting Person were issued
to the Reporting Person under the Issuers 2008 Equity Incentive Plan (the
Plan) as compensation for her services as a Director of the Issuer.
On May 30, 2010, the Reporting Person and another stockholder
of the Issuer, Siu Ling Chan, entered into a stock purchase agreement (the
Stock Purchase Agreement) with Warburg Pincus Private Equity X, L.P. and
Warburg Pincus X Partners, L.P. (collectively, Warburg Pincus), whereby,
subject to the satisfaction of certain closing conditions, the Reporting Person
agrees to sell an aggregate of 1,500,000 shares of the Issuers Common Stock at
a price of $13.00 per share to Warburg Pincus. Immediately upon the closing of
the transactions contemplated in the Stock Purchase Agreement, the Reporting
Person will beneficially own 5,412,624 shares of the Issuers Common Stock. In
addition, after the closing, upon the request of Warburg Pincus, as long as the
Reporting Person continues to beneficially own five percent (5%) or more of the
total outstanding voting stock of the Issuer, the Reporting Person will be
obligated to use her best efforts to cause an individual nominated by Warburg
Pincus to promptly become elected or appointed as a director of the Issuer, so
far as such individual is not prohibited by any applicable law or stock exchange
rules to be a public company director. It should be noted that the transactions
contemplated by the Stock Purchase Agreement have not yet been consummated and
its consummation is subject to the satisfaction (or waiver, if applicable) of
the closing conditions set forth in the Stock Purchase Agreement.
On August 31, 2010, the Reporting Person entered into a
separate stock purchase agreement (the Second Stock Purchase Agreement) with
Warburg Pincus, whereby the Reporting Person sold an aggregate of 770,000 shares
of the Issuers Common Stock at a price of $13.00 per share to Warburg Pincus.
The closing of the sale occurred on the same day. Immediately after the closing,
the Reporting Person beneficially owned 6,142,624 shares of the Issuers Common
Stock.
ITEM 4. Purpose of Transaction.
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The Reporting Person acquired the Common Stock pursuant to the
Agreements and the Plan as described in Item 3 above. In connection with the
Share Exchange Agreement, there were changes to the Issuers board of directors
which were more fully described in the registration statement on Form SB-2 filed
by the Issuer on September 5, 2007. In addition, as described in Item 3 above,
the Reporting Person entered into the Stock Purchase Agreement with Warburg
Pincus on May 30, 2010 and, upon the closing of the transactions contemplated in
the Stock Purchase Agreement, the Reporting Person will be obligated to use her
best efforts to cause an individual nominated by Warburg Pincus to be elected or
appointed as a director of the Issuer, subject to certain conditions.
Except as set forth in this Schedule 13D/A and the registration
statement on Form SB-2 referred to above, the Reporting Person has not made any
proposals, and has not entered into any agreements, which would be related to or
would result in any of the events or matters described in part (a) through (j)
of Item 4 of Schedule 13D/A.
CUSIP No.
16938C106
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13D
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Page 5 of 6 pages
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ITEM 5. Interest in Securities of the Issuer.
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(a) As of the date of this Schedule 13D/A, the Reporting
Person beneficially owns 6,142,624 shares of Common Stock, which
represents approximately 26.1% of the issued and outstanding shares of
Common Stock of the Issuer. The Reporting Person does not own any other
securities of the Issuer.
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(b) The Reporting Person has the sole power to vote, or
direct the vote, and dispose of, or direct the disposition of, 6,142,624
shares of Common Stock, which represents approximately 26.1% of the
outstanding shares of Common Stock of the Issuer.
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(c) Other than the transactions in connection with the
Agreements and Plan described in Item 3 above, the Reporting Person has
not effected any transactions in the Issuers securities within the past
sixty (60) days. As described in Item 3 above, the Reporting Person
entered into the Stock Purchase Agreement with Warburg Pincus on May 30,
2010; however, the transactions contemplated therein have not been
effected as of the date of this Schedule 13D/A. The Reporting Person also
entered in to a Second Stock Purchase Agreement with Warburg Pincus on
August 31, 2010 and sold 770,000 shares of common stock to Warburg Pincus
on the same day.
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(d) Other than the Reporting Person, no other person is
known to have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of the Reporting Persons
securities.
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ITEM 6. Contracts, Arrangements, Understandings or
Relationships With Respect to Securities of
the Issuer.
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Except as disclosed in this Schedule 13D/A and in the
registration statement on Form SB-2 filed by the Issuer on September 5, 2007,
there are no contracts, arrangements, understandings or relationships (legal or
otherwise) among the Reporting Person and any other person with respect to any
securities of the Issuer, including, but not limited to transfer or voting of
any of the securities, finders fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of profits or loss,
or the giving or withholding of proxies.
As disclosed in Item 3 above, subject to the satisfaction of
certain closing conditions of the Stock Purchase Agreement, the Reporting Person
agrees to sell an aggregate of 1,500,000 shares of the Issuers Common Stock at
a price of $13.00 per share to Warburg Pincus. Immediately following the
consummation of the transactions contemplated in the Stock Purchase Agreement,
the Reporting Person will beneficially own 5,412,624 shares of the Issuers
Common Stock; however, such transactions have not yet been consummated as of the
date of this Schedule 13D/A and its consummation is subject to the satisfaction
(or waiver, if applicable) of the closing conditions set forth in the Stock
Purchase Agreement.
ITEM 7.
Materials to be Filed as Exhibits.
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Exhibit 1
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Share Exchange Agreement among the Issuer,
Logic Express and the selling stockholders signatory thereto, dated as of
July 18, 2006, incorporated by reference to Exhibit 2.1 to the Issuers
registration statement on Form SB-2 filed on September 5, 2007
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Exhibit 2
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Securities Purchase Agreement among the Issuer,
Logic Express, Shandong Missile Biologic Products Co., Ltd., and the
selling stockholders and investors signatory thereto, dated as of July 18,
2006 incorporated by reference to Exhibit 4.1 to the Issuers registration
statement on Form SB-2 filed on September 5, 2007
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Exhibit 3
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Issuers 2008 Equity Incentive Plan,
incorporated by reference to Exhibit 10.1 of the current report on Form
8-K, filed by the Issuer on May 13, 2008
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Exhibit 4
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Form of Stock Option Award Agreement of Issuer,
incorporated by reference to Exhibit 10.5 of the current report on Form
8-K, filed by the Issuer on May 13, 2008
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Exhibit 5
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Stock Purchase Agreement among Warburg Pincus
Private Equity X, L.P., Warburg Pincus X Partners, L.P. and the selling
stockholders signatory thereto, dated as of May 30, 2010, incorporated by
reference to Exhibit 5 of Schedule 13D/A filed by the Reporting Person on
June 25, 2010.
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Exhibit 6
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Stock Purchase Agreement among Warburg Pincus
Private Equity X, L.P., Warburg Pincus X Partners, L.P. and Linling Li,
dated August 31, 2010.*
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* Filed herewith
CUSIP No.
16938C106
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13D
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Page 6 of 6 pages
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SIGNATURE
After reasonable inquiry and to
the best of my knowledge and belief, I hereby certify that the information set
forth in this statement is true, complete and correct.
EXECUTED as a sealed instrument this
3rd day of September,
2010.
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LIN LING LI
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By:
/s/ Lin Ling Li
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Name: Lin Ling Li
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EXHIBIT INDEX
Exhibit 99.1
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Share Exchange Agreement among the Issuer,
Logic Express and the selling stockholders signatory thereto, dated as of
July 18, 2006, incorporated by reference to Exhibit 2.1 to the Issuers
registration statement on Form SB-2 filed on September 5, 2007
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Exhibit 99.2
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Securities Purchase Agreement among the Issuer,
Logic Express, Shandong Missile Biologic Products Co., Ltd., and the
selling stockholders and investors signatory thereto, dated as of July 18,
2006 incorporated by reference to Exhibit 4.1 to the Issuers registration
statement on Form SB-2 filed on September 5, 2007
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Exhibit 99.3
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Issuers 2008 Equity Incentive Plan,
incorporated by reference to Exhibit 10.1 of the current report on Form
8-K, filed by the Issuer on May 13, 2008
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Exhibit 99.4
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Form of Stock Option Award Agreement of Issuer,
incorporated by reference to Exhibit 10.5 of the current report on Form
8-K, filed by the Issuer on May 13, 2008
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Exhibit 99.5
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Stock Purchase Agreement among Warburg Pincus
Private Equity X, L.P., Warburg Pincus X Partners, L.P. and the selling
stockholders signatory thereto, dated as of May 30, 2010, incorporated by
reference to Exhibit 5 of Schedule 13D/A filed by the Reporting Person on
June 25, 2010.
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Exhibit 6
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Stock Purchase Agreement among Warburg Pincus
Private Equity X, L.P., Warburg Pincus X Partners, L.P. and Linling Li,
dated August 31, 2010.*
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* Filed herewith
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