UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule
13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
CHINA BIOLOGIC PRODUCTS, INC.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
16938C106
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ¨ | Rule 13d-1(b) | |
| ¨ | Rule 13d-1(c) | |
| x | Rule 13d-1(d) |
*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).
| CUSIP No. | 16938C106 |
| 1 |
NAME OF REPORTING PERSON
GL Trade Investment Limited
| ||
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
| ||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
1,605,315
| |
| 6 |
SHARED VOTING POWER
0
| ||
| 7 |
SOLE DISPOSITIVE POWER
1,605,315
| ||
| 8 |
SHARED DISPOSITIVE POWER
0
| ||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
1,605,315
| ||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3%1
| ||
| 12 |
TYPE OF REPORTING PERSON CO
| ||
1 Percentage calculated based on 25,573,407 shares of common stock issued and outstanding as of November 5, 2013, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2013.
| CUSIP No. | 16938C106 |
| 1 |
NAME OF REPORTING PERSON
GL China Opportunities Fund L.P.
| ||
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
| ||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
1,605,315
| |
| 6 |
SHARED VOTING POWER
0
| ||
| 7 |
SOLE DISPOSITIVE POWER
1,605,315
| ||
| 8 |
SHARED DISPOSITIVE POWER
0
| ||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
1,605,315
| ||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3%1
| ||
| 12 |
TYPE OF REPORTING PERSON
PN
| ||
1 Percentage calculated based on 25,573,407 shares of common stock issued and outstanding as of November 5, 2013, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2013.
| CUSIP No. | 16938C106 |
| 1 |
NAME OF REPORTING PERSON
GL Capital Management GP L.P.
| ||
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
| ||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
1,605,315
| |
| 6 |
SHARED VOTING POWER
0
| ||
| 7 |
SOLE DISPOSITIVE POWER
1,605,315
| ||
| 8 |
SHARED DISPOSITIVE POWER
0
| ||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
1,605,315
| ||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3%1
| ||
| 12 |
TYPE OF REPORTING PERSON PN
| ||
1 Percentage calculated based on 25,573,407 shares of common stock issued and outstanding as of November 5, 2013, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2013.
| CUSIP No. | 16938C106 |
| 1 |
NAME OF REPORTING PERSON
GL Capital Management GP Limited
| ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
| ||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
1,605,315
| |
| 6 |
SHARED VOTING POWER
0
| ||
| 7 |
SOLE DISPOSITIVE POWER
1,605,315
| ||
| 8 |
SHARED DISPOSITIVE POWER
0
| ||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
1,605,315
| ||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3%1
| ||
| 12 |
TYPE OF REPORTING PERSON CO
| ||
1 Percentage calculated based on 25,573,407 shares of common stock issued and outstanding as of November 5, 2013, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2013.
| CUSIP No. | 16938C106 |
| 1 |
NAME OF REPORTING PERSON
GL Partners Capital Management Limited
| ||
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
| ||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
1,605,315
| |
| 6 |
SHARED VOTING POWER
0
| ||
| 7 |
SOLE DISPOSITIVE POWER
1,605,315
| ||
| 8 |
SHARED DISPOSITIVE POWER
0
| ||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
1,605,315
| ||
| 10 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3%1
| ||
| 12 |
TYPE OF REPORTING PERSON CO
| ||
1 Percentage calculated based on 25,573,407 shares of common stock issued and outstanding as of November 5, 2013, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2013.
| CUSIP No. | 16938C106 |
| 1 |
NAME OF REPORTING PERSON
Zhenfu Li
| ||
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | ||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
| ||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5 |
SOLE VOTING POWER
14,462
| |
| 6 |
SHARED VOTING POWER
1,605,315
| ||
| 7 |
SOLE DISPOSITIVE POWER
14,462
| ||
| 8 |
SHARED DISPOSITIVE POWER
1,605,315
| ||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
1,619,777
| ||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ | ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3%1
| ||
| 12 |
TYPE OF REPORTING PERSON IN
| ||
1 Percentage calculated based on 25,573,407 shares of common stock issued and outstanding as of November 5, 2013, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2013.
| CUSIP No. | 16938C106 |
| ITEM 1(a). | NAME OF ISSUER: |
| China Biologic Products, Inc. | |
| ITEM 1(b). | ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: |
| 18th Floor, Jialong International Building | |
| 19 Chaoyang Park Road, Chaoyang District, Beijing 100125 | |
| People's Republic of China |
| ITEM 2(a). | NAME OF PERSON FILING: | |
| (i) | GL Trade Investment Limited | |
| (ii) | GL China Opportunities Fund L.P. | |
| (iii) | GL Capital Management GP L.P. | |
| (iv) | GL Capital Management GP Limited | |
| (v) | GL Partners Capital Management Limited | |
| (vi) | Zhenfu Li | |
| ITEM 2(b). | ADDRESS OF PRINCIPAL BUSINESS OFFICE: |
| For each filing person: | |
| Unit 3001, China World Tower 2 | |
| No.1 Jian Guo Men Wai Avenue Beijing 100004 | |
| People’s Republic of China |
| ITEM 2(c) | CITIZENSHIP: | |
| (i) – (v): | the Cayman Islands | |
| (vi): | USA | |
| ITEM 2(d). | TITLE OF CLASS OF SECURITIES: |
| Common Stock, par value $0.0001 per share |
| ITEM 2(e). | CUSIP NUMBER: |
| 16938C106 | |
| ITEM 3. | STATEMENT FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) or (c): |
| Not applicable. |
| ITEM 4. | OWNERSHIP: |
| Reporting Person | Amount beneficially owned: | Percent of class: | Sole power to vote or direct vote: | Shared power to vote or direct vote: | Sole power to dispose or direct disposition of: | Shared power to dispose or direct disposition of: |
| Zhenfu Li | 1,619,777 common stock | 6.3% | 14,462 common stock | 1,605,315 common stock | 14,462 common stock | 1,605,315 common stock |
| GL Partners Capital Management Limited | 1,605,315 common stock | 6.3% | 1,605,315 common stock | 0 | 1,605,315 common stock | 0 |
| GL Capital Management GP Limited | 1,605,315 common stock | 6.3% | 1,605,315 common stock | 0 | 1,605,315 common stock | 0 |
| GL Capital Management GP L.P. | 1,605,315 common stock | 6.3% | 1,605,315 common stock | 0 | 1,605,315 common stock | 0 |
| GL China Opportunities Fund L.P. | 1,605,315 common stock | 6.3% | 1,605,315 common stock | 0 | 1,605,315 common stock | 0 |
| GL Trade Investment Limited | 1,605,315 common stock | 6.3% | 1,605,315 common stock | 0 | 1,605,315 common stock | 0 |
The percentages of ownership set forth above are based on 25,573,407 shares of common stock issued and outstanding as of November 5, 2013, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2013.
GL Trade Investment Limited is the record owner of 1,605,315 shares of common stock. GL Trade Investment Limited is wholly owned by GL China Opportunities Fund L.P. GL Capital Management GP L.P. is the sole general partner of GL China Opportunities Fund L.P. GL Capital Management GP Limited is the sole general partner of GL Capital Management GP L.P. GL Partners Capital Management Limited is the record owner of 51% of the total issued and outstanding ordinary shares of GL Capital Management GP Limited and has the right to appoint three out of the six directors of GL Capital Management GP Limited. Zhenfu Li is the record owner of 70% of the total issued and outstanding ordinary shares of GL Partners Capital Management Limited. Due to the relationship among them, the reporting persons may constitute a “group” for purposes of Section 13(d) and 13(g) of the Securities Exchange Act of 1934, as amended. The reporting persons disclaim membership in such a group.
Zhenfu Li is the record owner of 14,462 shares of common stock.
| ITEM 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. |
| Not applicable. | |
| ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. |
| Not applicable . | |
| ITEM 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. |
| Not applicable. | |
| ITEM 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. |
| Not applicable. | |
| ITEM 9. | NOTICE OF DISSOLUTION OF GROUP. |
| Not applicable. | |
| ITEM 10. | CERTIFICATION. |
| Not applicable. |
SIGNATURE
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.
Dated: February 13, 2014
| GL Trade Investment Limited | |
| /s/ Ileana Bolcato | |
| Name: Ileana Bolcato | |
| Title: Director | |
| GL China Opportunities Fund L.P. | |
| By: GL Capital Management GP L.P. | |
| Its General Partner | |
| /s/ Zhenfu Li | |
| Name: Zhenfu Li | |
| Title: Chief Executive Officer | |
| GL Capital Management GP L.P. | |
| By: GL Capital Management GP Limited | |
| Its General Partner | |
| /s/ Zhenfu Li | |
| Name: Zhenfu Li | |
| Title: Chief Executive Officer | |
| GL Capital Management GP Limited | |
| /s/ Zhenfu Li | |
| Name: Zhenfu Li | |
| Title: Director | |
| GL Partners Capital Management Limited | |
| /s/ Zhenfu Li | |
| Name: Zhenfu Li | |
| Title: Director | |
| Zhenfu Li | |
| /s/ Zhenfu Li | |
| Name: Zhenfu Li |
LIST OF EXHIBITS
| Exhibit No. | Description |
| 1 | Joint Filing Agreement, dated as of November 12, 2013, by and among the Reporting Persons (incorporated by reference to Exhibit 1 of the Schedule 13G filed by the Reporting Persons on November 12, 2013). |