UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 SCHEDULE 13D

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

(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 Rule 13d-1(e), Rule 13-d1(f) or Rule 13d-1(g), check the following box. o

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Item 1. Security and Issuer

This Statement on Schedule 13D (this “Statement”) relates 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”), whose principal executive offices are located at 18th Floor, Jialong International Building, 19 Chaoyang Park Road, Chaoyang District, Beijing, People’s Republic of China. The Issuer’s Ordinary Share are listed on the NASDAQ Global Select Market under the symbol “CBPO.”

Item 2. Identity and Background

(a)          This Statement is being filed by (i) CCRE Holdings Limited, a company organized under the laws of the Cayman Islands (“CCRE”), (ii) CITIC Capital MB Investment Limited, a company organized under the laws of the Cayman Islands (“CCMB”), and (iii) CITIC Capital Holdings Limited, a Hong Kong corporation (“CCHL,” together with CCRE and CCMB, the “Reporting Persons”). The agreement between the Reporting Persons relating to the joint filing of this Statement is attached as Exhibit 1 hereto.

(b)          The address of CCRE’s registered office is 4th Floor, P.O. Box 2804, George Town, Grand Cayman, Cayman Islands.

The address of CCMB’s registered office is P.O. Box 31119, Grand Pavilion, Hisbiscus Way, 802 West Bay Road, Grand Cayman, KY1-1205, Cayman Islands.

The address of CCHL’s principal executive office is 28/F, CITIC Tower, 1 Tim Mei Avenue, Central, Hong Kong.

(c)          The principal activity of CCRE is investment holdings. CCRE is a wholly owned subsidiary of CCMB. The principal activity of CCMB is investment holdings. CCMB is a wholly owned subsidiary of CCHL. CCHL is an investment management and advisory company.

Schedule A, attached hereto, lists the executive officers and directors of CCRE, CCMB and CCHL and contains the following information with respect to each such person: (i) name; (ii) business address; (iii) present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted; and (iv) citizenship.

(d)          During the past five years, neither CCRE, CCMB, CCHL nor, to the best knowledge of the Reporting Persons, any person named in Schedule A, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)          During the past five years, neither CCRE, CCMB, CCHL nor, to the best knowledge of the Reporting Persons, any person named in Schedule A, was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activity subject to, federal or state securities laws or finding any violation with respect to such laws.

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(f)          Each of CCRE and CCMB is a corporation organized and existing under the laws of the Cayman Islands. CCHL is a corporation organized and existing under the laws of Hong Kong.

CCRE is making this joint filing with CCHL and CCMB because they may be deemed to constitute a “group” within the meaning of Rule 13d-5(b) under the Act by reason of the Proposal Letter (as defined below), as described in Item 4 below.

Item 3. Source and Amount of Funds or Other Consideration

The information set forth in or incorporated by reference in Items 4 and 5 of this statement is incorporated by reference in its entirety into this Item 3.

Between May 21, 2018 and June 8, 2018, an affiliate of the Reporting Persons (the “Original Purchaser”), used approximately $145,065,698.51 (including brokerage commissions) in the aggregate to purchase 1,680,863 Ordinary Shares (the “Shares”). The Shares were acquired through open market purchases. On June 14, 2018, the Original Purchaser transferred the Shares to CCMB for $78,589,887.64.

The source of the funds used by the Original Purchaser to acquire the Shares was its working capital. The source of funds used by CCMB to acquire the Shares from the Original Purchaser was its working capital.

Item 4. Purpose of Transaction

On June 11, 2018, CCRE submitted a preliminary, non-binding letter (the “Proposal Letter”) to the Board of Directors of the Issuer (the “Board”). In the Proposal Letter, CCRE outlined its proposal (“Proposal”) for the Transaction (as defined below). Under the Proposal, CCRE proposes to acquire, all of the outstanding share capital of the Issuer not already owned by CCRE and its affiliates (collectively “CITIC”) for US$110 in cash per Ordinary Share (the “Transaction”). In the Proposal Letter, CCRE stated that it intends to finance the Transaction with a combination of debt and equity. The Proposal also provides that, among other things, (a) CITIC will need to conduct due diligence on the Issuer, and (b) CITIC will negotiate with the Issuer to agree on, and enter into, definitive agreements with respect to the Transaction. In the Proposal Letter, CCRE also expressed its willingness to welcome members of the management of the Issuer and other shareholders of the Issuer in joining CITIC to participate in the Transaction, and at the very least, it hopes that the existing key members of management can continue to lead the Issuer after the completion of the Transaction.

The Proposal and the Transaction are subject to a number of conditions, including, among other things, the negotiation and execution of definitive agreements mutually acceptable in form and substance to the Issuer and CITIC and the redemption and termination of all preferred share purchase rights of the Issuer before any such right becomes exercisable. Neither the Issuer nor CITIC is obligated to complete the Transaction, and a binding commitment with respect to the Transaction will result only from the execution of definitive documents, and then will be on the terms provided in such documentation. CITIC reserves the right to withdraw the Proposal without further obligation of any kind at any time and for any reason or no reason.

References to the Proposal Letter in this Schedule 13D are qualified in their entirety by reference to the Proposal Letter, which is attached hereto as an exhibit and incorporated herein by reference as if set forth in its entirety herein.

If the proposed Transaction is completed, the Ordinary Shares would be delisted from the NASDAQ Global Select Market, and the Issuer’s obligation to file periodic reports under the Securities Exchange Act of 1934, as amended, would terminate. In addition, consummation of the proposed Transaction could result in one or more of the actions specified in clauses (a)-(j) of Item 4 of Schedule 13D, including the acquisition or disposition of securities of the Issuer, a merger or other extraordinary transaction involving the Issuer, a change to the board of directors of the Issuer (as the surviving company in the merger), and a change in the Issuer’s memorandum and articles of association to reflect that the Issuer would become a privately held company.

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Item 5. Interest in Securities of the Issuer

The information set forth in Item 4 hereof is hereby incorporated by reference into this Item 5.

(a), (b) The following table sets forth the beneficial ownership of Ordinary Shares of the Issuer for each of the Reporting Persons.

To the best of the Reporting Persons’ knowledge, other than set forth above, there are no Ordinary Shares which are beneficially owned by any of the persons named in response to Item 2.

(c)          To the best of the Reporting Persons’ knowledge, except with respect to the acquisition of the Shares described in Item 3 above and as set forth in this Item 5, there have been no transactions effected with respect to any Ordinary Shares during the past 60 days by any of the persons named in response to Item 2.

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(d)          To the best knowledge of the Reporting Persons, no person (other than the Reporting Persons) has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares.

(e)          Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

The information set forth, or incorporated by reference, in Item 4 is hereby incorporated by this reference in its entirety in this Item 6.

On June 18, 2018, the Reporting Persons entered into to an agreement with respect to the joint filing of this Statement and any amendments thereto (the “Joint Filing Agreement”). A copy of the Joint Filing Agreement is attached as Exhibit 1 to this Statement and is incorporated by reference herein.

Other than as described in this Statement, to the best knowledge of the Reporting Persons there are no contracts, arrangements, understandings or relationships among the Reporting Persons or the persons set forth on Schedule A, and between any such persons and any other person, with respect to any securities of the Issuer, including but not limited to, transfer and voting of any of the securities of the Issuer, joint ventures, loan or option arrangements, put or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies or a pledge or contingency the occurrence of which would give another person voting power or investment power over the securities of the Issuer.

Item 7. Material to be Filed as Exhibits

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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.

Dated: June 18, 2018

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SCHEDULE A

DIRECTORS AND EXECUTIVE OFFICERS OF THE REPORTING PERSONS

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DIRECTORS AND EXECUTIVE OFFICERS OF THE REPORTING PERSONS

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Exhibit 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all additional amendments thereto) with respect to the ordinary shares of China Biologic Products Holdings, Inc. and further agree that this joint filing agreement (this “Agreement”) shall be included as an Exhibit to such joint filing. Each person further agrees as follows:

1. Each person executing this Agreement is responsible for the timely filing of such Schedule 13D and any subsequent amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but no person executing this Agreement is responsible for the completeness or accuracy of the information concerning any other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

2. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same instrument.

[Remainder of Page Intentionally Left Blank]

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IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of June 18, 2018.

Exhibit 2

June 11, 2018

David Gao

Chairman and CEO

China Biologic Products Holdings, Inc.

18th Floor, Jialong International Building

19 Chaoyang Park Road

Chaoyang District, Beijing 100125

People’s Republic of China

Dear Mr. Gao:

It is our strong view that China Biologic Products Holdings, Inc. (the “Company”) has been very well managed under the Board’s guidance and with the strong leadership of the management team – all despite macro volatilities in the industry. We are writing to express our sincere interest in acquiring shares of the Company (as further described below) in an effort to offer our strong support to the management team and with hopes to continue to invest in and build the business for the long term. To this end, we would like to discuss our proposal with the Board and get your advice and support to move forward with this proposal in a way that you feel would be best for the Company and its shareholders. We possess deep sector knowledge about the pharmaceutical industry in China and unlike strategic investors, we are keen to keep the Company independent and do not have conflicting priorities. With the goal of creating a valuable outcome for existing shareholders, we are committed over the long term to the existing management team and would welcome any shareholders who are interested in joining our effort as well.

In view of the above, CCRE Holdings Limited, a wholly owned subsidiary of CITIC Capital Holdings Limited (together with its affiliates, “CITIC” or “we”), is pleased to submit this preliminary non-binding proposal to acquire 100% of the outstanding stock of the Company not already owned by CITIC (the “Acquisition”).

We are prepared to offer $110 in cash per share for each outstanding share of the Company not already owned by us, subject to certain conditions as discussed below. We believe this is a highly attractive offer to the Company’s shareholders and look forward to discussing our proposal as you take it under consideration. Our proposal represents a premium of 30.4% to the Company’s closing price on June 8, 2018 and a premium of 30.6% to the volume-weighted average price during the past 30 trading days.

The terms and conditions upon which we are prepared to pursue the Acquisition are set forth below. We believe we are a uniquely positioned acquirer of the Company and are confident in our ability to consummate the Acquisition as outlined in this letter.

1.  Continuity of Leadership. We have significant experience investing in the healthcare space and we place significant value on continuity of leadership within our investments. We hope that the members of management will join their equity interests with us and continue to be shareholders. At the very least, however, we sincerely hope that the existing key members of management can continue to lead the Company after the completion of the Acquisition. With the prior approval of the Board, and at the appropriate time, we wish to engage in discussions with the Company’s senior management team about continuing their roles in the Company going forward.

2.  Purchase Price. The consideration payable for each publicly held share of outstanding common stock of the Company will be $110 per share in cash.

3.  Financing. While we intend to finance the Acquisition with a combination of debt and equity capital, we are capable of funding fully with equity and our proposal is not conditioned on receiving any debt financing. We expect commitments for the debt financing to be in place when the Definitive Agreements (as defined below) are signed. Equity financing would be provided by investment funds managed or controlled by us, which have more than sufficient uncalled capital to complete the Acquisition.

4.  Next Steps. We are ready to move extremely quickly to complete the proposed Acquisition. We look forward to working with the Board and senior management to get you comfortable with our teams and our commitment to the long term success of the business, its management, and its employees. We are prepared to negotiate and finalize definitive agreements (the “Definitive Agreements”) concurrently with our due diligence review. The definitive acquisition agreement will provide for representations, warranties, covenants and conditions typical and appropriate for a transaction of this size and nature.

5.  Disclosure Obligations. Given our ownership stakes in the Company, we will need to make a Schedule 13D filing and will enclose this letter as an exhibit thereto. We would be happy to discuss this filing obligation with you if you have any question.

6.  Preferred Shares Purchase Rights. The closing of the Acquisition will be contingent upon the redemption and termination of all preferred share purchase rights before any such right becomes exercisable.

7.  About CITIC Capital. Founded in 2002, CITIC Capital is a leading alternative investment management and advisory company in China. The firm manages over US$22 billion of capital from a diverse group of international institutional investors, with multiple asset class platform covering private equity, real estate, structured investment & finance, and asset management. CITIC Capital has over 150 portfolio companies that span 11 sectors and employ over 820,000 people around the world. The firm has successfully led multiple U.S. public acquisitions in the past.

8.  Process. We believe that the Acquisition will provide superior value to the Company’s shareholders. We recognize that the Board will evaluate the proposed Acquisition independently before it can make its own determination whether to endorse it. With the Board’s approval and execution of customary non-disclosure agreements, we would like to begin our due diligence investigation immediately.

9.  Non-Binding Commitment. For the avoidance of doubt, this letter is not intended to be exhaustive of all matters which may be subsequently covered in future negotiations, requests for information, agreements and contracts. This letter expresses our interest in a possible transaction but (with the exception of this paragraph, which shall be binding on the parties) is non-binding and does not create any legal or other obligation whatsoever on the part of CITIC, including, without limitation, any obligation to consummate any transaction. Any binding commitment would only arise by execution and delivery of Definitive Agreements by the appropriate parties thereto. We reserve the right to withdraw this indication of interest without further obligation of any kind at any time and for any reason or no reason.

Thank you for considering our proposal. We look forward to hearing from you to continue discussing our interest in pursuing what we think is an exciting and compelling deal. We strongly believe that our investment experience and familiarity with the industry will allow us to be value-added partners to management and provide a high degree of certainty to shareholders for an expeditious closing. We can make ourselves available to discuss any aspect of the proposal.

Cc: Mr. Sean Shao, Dr. Yungang Lu, Mr. David Li, Prof. Wenfang Liu, Mr. Zhijun Tong, Mr. Albert Yeung, Mr. Joseph Chow and Ms Yue’e Zhang