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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| WP X Biologics LLC C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| Warburg Pincus Private Equity X, L.P. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| Warburg Pincus X Partners, L.P. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| Warburg Pincus X, L.P. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| Warburg Pincus X LLC C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| Warburg Pincus Partners LLC C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| WARBURG PINCUS & CO. 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| KAYE CHARLES R C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| Landy Joseph P. C/O WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 |
X | X | ||
| /s/ Scott A. Arenare, Attorney-in-fact* | 05/15/2013 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | The shares of common stock, $0.0001 par value per share (the "Common Stock") reported in Column 4 of this Form 4 were purchased pursuant to a share purchase agreement dated April 29, 2013, entered into by and among WP X Biologics LLC, a Delaware limited liability company ("WP X B"), Ms. Lin Ling Li, a Hong Kong resident (the "Seller") and Mr. Ze Qin Lin, a Hong Kong resident and husband of Ms. Li. At the closing of the transaction on May 14, 2013, the Seller sold 3,112,920 shares of Common Stock to WP X B for a purchase price of $62,258,400.00, or $20.00 per share. |
| (2) | As of May 14, 2013, WP X B is the holder of an aggregate of 3,112,920 shares of Common Stock of China Biologic Products, Inc. (the "Issuer"). As WP X B is owned 96.9% by Warburg Pincus Private Equity X, L.P., a Delaware limited partnership ("WP X") and 3.1% by Warburg Pincus X Partners, L.P., a Delaware limited partnership ("WPP X", and together with WP X, the "Funds"), therefore, WP X may be deemed to beneficially own 10,648,534 shares of Common Stock, including 7,632,115 shares that it directly holds and WPP X may be deemed to beneficially own 340,666 shares of Common Stock, including 244,165 shares that it directly holds. By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), Warburg Pincus X, L.P., a Delaware limited partnership ("WP X LP") and the sole general partner of each of the Funds, Warburg Pincus X LLC, a Delaware limited liability company ("WP X LLC") (continued on footnote 3) |
| (3) | and the sole general partner of WP X LP, Warburg Pincus Partners LLC, a New York limited liability company ("WPP LLC") and the sole member of WP X LLC, Warburg Pincus & Co., a New York general partnership ("WP") and the managing member of WPP LLC, Warburg Pincus LLC, a New York limited liability company ("WP LLC") that manages each of the Funds, and Messrs. Charles R. Kaye and Joseph P. Landy, each a Managing General Partner of WP and a Co-President and Managing Member of WP LLC, may be deemed to be the beneficial owner of the shares of Common Stock of the Issuer held by the Funds and WP X B. Messrs. Kaye and Landy may be deemed to control WP X B, the Funds, WP X LP, WP X LLC, WPP LLC, WP and WP LLC. Each of WP X B, the Funds, WP X LP, WP X LLC, WPP LLC, WP, WP LLC, and Messrs. Charles R. Kaye and Joseph P. Landy is a "Reporting Person" and collectively, the "Warburg Pincus Reporting Persons." |
| (4) | Information with respect to each of the Warburg Pincus Reporting Persons is given solely by such Warburg Pincus Reporting Person, and no Warburg Pincus Reporting Person has responsibility for the accuracy or completeness of information supplied by another Warburg Pincus Reporting Person. |
| (5) | Pursuant to Rule 16a-1(a)(4) of the Exchange Act, each of the Warburg Pincus Reporting Persons, other than WP X B and the Funds, herein states that this Form 4 shall not be deemed an admission that it or he is the beneficial owner of any of the shares of Common Stock of the Issuer reported in this Form 4. Each of WP X LP, WP X LLC, WPP LLC, WP, WP LLC, and Messrs. Kaye and Landy disclaims beneficial ownership of the Common Stock of the Issuer, except to the extent of its or his pecuniary interest in such shares of Common Stock. |
| Remarks: Solely for the purposes of Section 16 of the Exchange Act, each of the Funds, WP X LP, WP X LLC, WPP LLC and WP may be deemed a director-by-deputization by virtue of their contractual right to nominate a representative to serve on the board of directors of the Issuer. Dr. Bing Li became a director of the Issuer on February 27, 2011. Dr. Bing Li has been associated with Warburg Pincus Asia LLC since June 2010. * The Power of Attorney given by each of Warburg Pincus & Co., Mr. Kaye and Mr. Landy was previously filed with the U.S. Securities and Exchange Commission on January 15, 2013 as an exhibit to a statement on Schedule 13D/A filed by Warburg Pincus Private Equity X, L.P. with respect to Talon Therapeutics, Inc. and is hereby incorporated by reference. | |