LIMITED GUARANTEELimited Guarantee • November 20th, 2020 • Parfield International LTD • Biological products, (no disgnostic substances) • New York
This LIMITED GUARANTEE, dated as of November 19, 2020 (this “Limited Guarantee”), is made by Marc Chan, a Canadian citizen (the “Guarantor”), in favor of China Biologic Products Holdings, Inc., an exempted company incorporated with limited liability under the Laws of the Cayman Islands (the “Guaranteed Party”). This Limited Guarantee is being delivered to the Guaranteed Party concurrently with the execution and delivery of the Merger Agreement (as defined below). Unless otherwise defined herein, capitalized terms used herein shall have the meanings assigned to them in the Merger Agreement.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • September 27th, 2019 • Parfield International LTD • Biological products, (no disgnostic substances) • New York
This SHARE PURCHASE AGREEMENT, dated as of September 18, 2019 (this “Agreement”), by and among Parfield International Ltd., a British Virgin Islands company (“Parfield”), and Amplewood Resources Ltd., a British Virgin Islands company (“Amplewood,” together with Parfield, collectively, the “Seller”), and Beachhead Holdings Limited, a Cayman Islands company (the “Purchaser”, together with the Seller, each a “Party” and collectively, the “Parties”). Capitalized terms not otherwise defined shall have the meanings ascribed in Section 6.1 hereof.
CONSORTIUM AGREEMENTConsortium Agreement • September 27th, 2019 • Parfield International LTD • Biological products, (no disgnostic substances) • New York
This CONSORTIUM AGREEMENT (this “Agreement”) is made and entered into as of September 18, 2019, by and among Beachhead Holdings Limited (“Centurium”), PW Medtech Group Limited (普华和顺集团公司) (“PWM”), CITIC Capital China Partners IV, L.P., represented by its general partner CCP IV GP Ltd. (“CITIC”), Parfield International Ltd. (“Parfield”), HH Sum-XXII Holdings Limited (“Hillhouse”) and V-Sciences Investments Pte. Ltd (“Temasek,” together with Centurium, PWM, CITIC, Parfield and Hillhouse, collectively, the “Initial Consortium Members”). The Initial Consortium Members and the Additional Parties are referred to herein each as a “Party”, and collectively, the “Parties”. Unless otherwise defined herein, capitalized terms used herein shall have the meanings assigned to them in Section 11.1 hereof.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • October 28th, 2020 • Parfield International LTD • Biological products, (no disgnostic substances) • New York
This SHARE PURCHASE AGREEMENT, dated as of October 26, 2020 (this “Agreement”), by and among Parfield International Ltd., a British Virgin Islands company (the “Seller”) and 2019B Cayman Limited, a Cayman Islands company (the “Purchaser,” and together with the Seller, each a “Party” and collectively, the “Parties”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in Section 6.1 hereof.
ContractParfield International LTD • May 12th, 2023 • Biological products, (no disgnostic substances)
Specific parts of this Exhibit have been redacted because confidential treatment for those parts has been requested. The redacted materials have been separately provided to the Securities and Exchange Commission, and the redacted parts have been marked at the appropriate places with three asterisks [***]
AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENTShare Purchase Agreement • March 20th, 2020 • Parfield International LTD • Biological products, (no disgnostic substances)
THIS AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENT (this “Amendment”),dated as of March 17, 2020, is entered into by and among Parfield International Ltd., a British Virgin Islands company (“Parfield”), and Amplewood Resources Ltd., a British Virgin Islands company (“Amplewood,” together with Parfield, collectively, the “Seller”), and Beachhead Holdings Limited, a Cayman Islands company (the “Purchaser”).
JOINT FILING AGREEMENTJoint Filing Agreement • November 6th, 2019 • Parfield International LTD • Biological products, (no disgnostic substances)
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Ordinary Shares, $0.0001 par value, of China Biologic Products Holdings, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Deed of AdherenceDeed of Adherence • September 17th, 2020 • Parfield International LTD • Biological products, (no disgnostic substances)
LETTER AGREEMENTLetter Agreement • October 28th, 2020 • Parfield International LTD • Biological products, (no disgnostic substances) • Hong Kong
This letter agreement (this “Letter Agreement”) sets forth the agreement by and among Parfield International Ltd., a British Virgin Islands company (“Parfield”), and 2019B Cayman Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“2019B Cayman”, and together with Parfield, each a “Party” and collectively, the “Parties”) in relation to the Take Private Transaction (as defined below). It is contemplated that, (a) pursuant to that certain consortium agreement, dated as of September 18, 2019, by and among Parfield and other parties thereto (as amended by amendment no. 1 thereto dated as of January 23, 2020 and as further amended, restated or modified from time to time, the “Consortium Agreement”), parties to the Consortium Agreement (including other parties that subsequently join thereto from time to time but excluding those that withdraw therefrom from time to time, the “Consortium”) have submitted a preliminary non-binding proposal, dat
Deed of AdherenceAdherence • October 28th, 2020 • Parfield International LTD • Biological products, (no disgnostic substances)
AMENDMENT NO. 2 TO SHARE PURCHASE AGREEMENTShare Purchase Agreement • October 28th, 2020 • Parfield International LTD • Biological products, (no disgnostic substances)
THIS AMENDMENT NO. 2 TO SHARE PURCHASE AGREEMENT (this “Amendment”), dated as of October 26, 2020, is entered into by and among Parfield International Ltd., a British Virgin Islands company (“Parfield”), Amplewood Resources Ltd., a British Virgin Islands company (“Amplewood,” together with Parfield, collectively, the “Seller”) and Point Forward Holdings Limited, a Cayman Islands company (the “Purchaser”).
