Filing Details

Accession Number:
0001104659-20-140753
Form Type:
13D Filing
Publication Date:
2020-12-31 08:07:30
Filed By:
Centurium Capital Partners 2018, L.p.
Company:
China Biologic Products Inc. (NASDAQ:CBPO)
Filing Date:
2020-12-31
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
Beachhead Holdings Limited 0 7,908,726 0 7,908,726 7,908,726 20.4%
Double Double Holdings Limited 0 0 0 0 0 0.0%
Point Forward Holdings Limited 0 1,986,265 0 1,986,265 1,986,265 5.1%
Centurium Capital Partners 0 7,908,726 0 7,908,726 7,908,726 20.4%
Centurium Capital Partners 0 7,908,726 0 7,908,726 7,908,726 20.4%
Centurium Capital 0 1,316,265 0 1,316,265 1,316,265 3.4%
CCM CB I 0 670,000 0 670,000 670,000 1.7%
Centurium Capital 0 1,316,265 0 1,316,265 1,316,265 3.4%
CCM CB I Limited 0 670,000 0 670,000 670,000 1.7%
Centurium Holdings Ltd 0 9,894,991 0 9,894,991 9,894,991 25.5%
Centurium Holdings (BVI) Ltd 0 9,894,991 0 9,894,991 9,894,991 25.5%
Hui Li 28,269 9,894,991 28,269 9,894,991 9,923,260 25.6%
Filing
 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

 

(Amendment No. 16)*

 

China Biologic Products Holdings, Inc.

(Name of Issuer)

 

Ordinary Shares, Par Value $0.0001

(Title of Class of Securities)

 

G21515104

(CUSIP Number)

 

Andrew Chan

Chief Financial Officer

Centurium Capital Management Ltd.

Suite 1008, Two Pacific Place, 88 Queensway, Hong Kong

+852 3643 0755

 

(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)

 

December 28, 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.

 

Beachhead Holdings Limited

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

OO

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

7,908,726 Ordinary Shares (See Item 5)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

7,908,726 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,908,726 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

20.4%(1)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

Double Double Holdings Limited

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

OO

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

0 Ordinary Shares (See Item 5) (1)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

0 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

0 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

0.0%(2)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Excludes 358,333 Ordinary Shares that Double Double has agreed to sell to Biomedical Development pursuant to the Additional Centurium SPA.
(2) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

Point Forward Holdings Limited

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

OO

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

1,986,265 Ordinary Shares (See Item 5)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

1,986,265 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,986,265 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

5.1%(1)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

Centurium Capital Partners 2018, L.P.

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

N/A

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

7,908,726 Ordinary Shares (See Item 5)(1)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

7,908,726 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,908,726 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

20.4%(2)

14.

Type of Reporting Person (See Instructions)

 

PN

 

 

(1) Excludes 358,333 Ordinary Shares that Double Double has agreed to sell to Biomedical Development pursuant to the Additional Centurium SPA.
(2) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

Centurium Capital Partners 2018 GP Ltd.

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

N/A

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

7,908,726 Ordinary Shares (See Item 5) (1)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

7,908,726 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,908,726 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

20.4%(2)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Excludes 358,333 Ordinary Shares that Double Double has agreed to sell to Biomedical Development pursuant to the Additional Centurium SPA.
(2) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

Centurium Capital 2018 Co-invest, L.P.

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

N/A

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

1,316,265 Ordinary Shares (See Item 5)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

1,316,265 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,316,265 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

3.4%(1)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

CCM CB I, L.P.

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

N/A

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

670,000 Ordinary Shares (See Item 5)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

670,000 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

670,000 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

1.7%(1)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

Centurium Capital 2018 SLP-B Ltd.

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4. Source of Funds (See Instructions) N/A
5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

1,316,265 Ordinary Shares (See Item 5)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

1,316,265 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,316,265 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

3.4%(1)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

CCM CB I Limited

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

N/A

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

670,000 Ordinary Shares (See Item 5) (1)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

670,000 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

670,000 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

1.7%(1)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

Centurium Holdings Ltd.

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

N/A

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Cayman Islands

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

0

8.

Shared Voting Power

 

9,894,991 Ordinary Shares (See Item 5)(1)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

9,894,991 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

9,894,991 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

25.5%(2)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Excludes 358,333 Ordinary Shares that Double Double has agreed to sell to Biomedical Development pursuant to the Additional Centurium SPA.
(2) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

Centurium Holdings (BVI) Ltd.

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

N/A

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

8.

Shared Voting Power

 

9,894,991 Ordinary Shares (See Item 5)(1)

9.

Sole Dispositive Power

 

0

10.

Shared Dispositive Power

 

9,894,991 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

9,894,991 Ordinary Shares (See Item 5)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

25.5%(2)

14.

Type of Reporting Person (See Instructions)

 

CO

 

 

(1) Excludes 358,333 Ordinary Shares that Double Double has agreed to sell to Biomedical Development pursuant to the Additional Centurium SPA.
(2) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

CUSIP No. G21515104  
1.

Names of Reporting Persons.

 

Hui Li

2.

Check the Appropriate Box if a Member of a Group (See Instructions).

 

(a) ý (b) ¨

3. SEC Use Only
4.

Source of Funds (See Instructions)

 

N/A

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

Hong Kong

Number of Shares
Beneficially Owned by
Each Reporting Person
With
7.

Sole Voting Power

 

28,269 Ordinary Shares (See Item 5)

8.

Shared Voting Power

 

9,894,991 Ordinary Shares (See Item 5)(1)

9.

Sole Dispositive Power

 

28,269 Ordinary Shares (See Item 5)

10.

Shared Dispositive Power

 

9,894,991 Ordinary Shares (See Item 5)

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

9,923,260 Ordinary Shares (See Item 5) (2)

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

25.6%(3)

14.

Type of Reporting Person (See Instructions)

 

IN

 

 

(1) Excludes 358,333 Ordinary Shares that Double Double has agreed to sell to Biomedical Development pursuant to the Additional Centurium SPA.
(2) Represents (i) 28,269 Ordinary Shares directly held by Mr. David Hui Li and (ii) 9,894,991 Ordinary Shares deemed to be beneficially owned by Mr. Li, through Beachhead and Point Forward.
(3) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.

 

 

 

 

Pursuant to Rule 13d-2 promulgated under the Act, this amendment to Schedule 13D (this “Amendment No. 16”) amends and supplements the Schedule 13D filed on September 14, 2018, as amended by Amendment No. 1 filed on November 19, 2018, by Amendment No. 2 filed on December 18, 2018, by Amendment No. 3 filed on January 8, 2019, by Amendment No. 4 filed on February 4, 2019, by Amendment No. 5 filed on March 12, 2019, by Amendment No. 6 filed on September 19, 2019, by Amendment No. 7 filed on November 18, 2019, by Amendment No. 8 filed on January 24, 2020, by Amendment No. 9 filed on March 20, 2020, by Amendment No. 10 filed on April 10, 2020, by Amendment No. 11 filed on May 1, 2020, by Amendment No. 12 filed on May 7, 2020, by Amendment No. 13 filed on September 17, 2020, by Amendment No. 14 filed on October 28, 2020 and by Amendment No. 15 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. 16 does not modify any of the information previously reported in the Schedule 13D. All capitalized terms used and 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:

 

Double Double completed the first closing of the sale of 416,667 Ordinary Shares to Biomedical Development pursuant to the terms and conditions of the Additional Centurium SPA on December 28, 2020 and expects to complete the second closing of the sale of 358,333 Ordinary Shares to Biomedical Development in early January 2021.

 

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 statement on Schedule 13D is provided as of the date of this filing:

 

Reporting Persons   Ordinary
Shares
Held
Directly
    Shared Voting
Power
    Shared Dispositive
Power
    Beneficial
Ownership
    Percentage
(3)
 
Beachhead     7,908,726       7,908,726       7,908,726       7,908,726       20.4 %
Double Double(1)     0       0       0       0       0.0 %
Point Forward     1,986,265       1,986,265       1,986,265       1,986,265       5.1 %
CCP 2018(1)(2)     0       7,908,726       7,908,726       7,908,726       20.4 %
Centurium GP(1)(2)     0       7,908,726       7,908,726       7,908,726       20.4 %
CCCI 2018(2)     0       1,316,265       1,316, 265       1,316,265       3.4 %
Centurium SLP-B(2)     0       1,316,265       1,316,265       1,316,265       3.4 %
CCM CB I(2)     0       670,000       670,000       670,000       1.7 %
CCM CB I GP(2)     0       670,000       670,000       670,000       1.7 %
Centurium GP Holdco(1)(2)     0       9,894,991       9,894,991       9,894,991       25.5 %
Centurium TopCo(1)(2)     0       9,894,991       9,894,991       9,894,991       25.5 %
Mr. Hui Li (1)(2)(4)     28,269       9,894,991       9,894,991       9,923,260       25.6 %

 

(1) The number of Ordinary Shares beneficially owned by such Reporting Person excludes 358,333 Ordinary Shares that Double Double has agreed to sell to Biomedical Development pursuant to the Additional Centurium SPA.
(2) Beachhead is 100% owned by CCP 2018. Point Forward is 66.3% owned by CCCI 2018 and 33.7% owned by CCM CB I. Centurium GP is the general partner to CCP 2018, Centurium SLP-B is the general partner to CCCI 2018 and CCM CB I GP is the general partner of CCM CB I. Centurium GP Holdco and Centurium TopCo are the direct and indirect sole shareholders of Centurium GP, Centurium SLP-B and CCM CB I GP, respectively, and Mr. Li is the sole shareholder of Centurium TopCo. As such, each of CCP 2018, Centurium GP, Centurium GP Holdco, Centurium TopCo and Mr. Li may exercise voting and dispositive power over the Ordinary Shares held by Beachhead, and each of CCCI 2018, CCM CB I, Centurium SLP-B, CCM CB I GP, Centurium GP Holdco, Centurium TopCo and Mr. Li may exercise voting and dispositive power over the Ordinary Shares held by Point Forward.
(3) Percentage calculated based on 38,788,096 Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer.
(4) Represents (i) 28,269 Ordinary Shares directly held by Mr. David Hui Li, and (ii) 9,894,991 Ordinary Shares deemed to be beneficially owned by Mr. Li, through Beachhead and Point Forward.

 

 

 

 

Because of the arrangements in the A&R Consortium Agreement, the parties to that agreement 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 26,528,890 Ordinary Shares, which represents approximately 68.3% of the total number of Ordinary Shares issued and outstanding as of December 18, 2020 as provided by the Issuer. Neither the filing of this Amendment No. 16 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 16,633,899 Ordinary Shares beneficially owned in the aggregate by PWM, Parfield, CITIC Capital, Hillhouse, V-Sciences, Mr. Chow 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, to the knowledge of the Reporting Persons with respect to the persons named in response to Item 5(a)-(b), none of the persons named in response to Item 5(a)-(b) has effected any transactions in the Ordinary Shares during the past 60 days.

 

(d) Except as disclosed in Item 2, no person is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any securities covered by this Amendment No. 16.

 

(e) Not applicable.

 

 

 

 

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
   
  BEACHHEAD HOLDINGS LIMITED
   
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  DOUBLE DOUBLE HOLDINGS LIMITED
   
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  POINT FORWARD HOLDINGS LIMITED
   
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  CENTURIUM CAPITAL PARTNERS 2018, L.P.
   
  By: CENTURIUM CAPITAL PARTNERS 2018 GP LTD., GENERAL PARTNER
     
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  CENTURIUM CAPITAL PARTNERS 2018, GP LTD.
   
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  CENTURIUM CAPITAL 2018 CO-INVEST, L.P.
   
  By: CENTURIUM CAPITAL 2018 SLP-B LTD., GENERAL PARTNER
     
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

 

 

 

  CENTURIUM CAPITAL 2018 SLP-B LTD.
   
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  CCM CB I, L.P.
   
  By: CCM CB I Limited, GENERAL PARTNER
     
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  CCM CB I Limited
   
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  CENTURIUM HOLDINGS LTD.
   
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  CENTURIUM HOLDINGS (BVI) LTD.
   
  By: /s/ Hui Li
    Name: HUI LI
    Title: Director

 

  HUI LI
   
  By: /s/ Hui Li