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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 | |
| Fang Min C/O CPBO, 18/F JIALONG INTERNATIONAL BUILDING, 19 CHAOYANG PARK ROAD BEIJING, F4 100125 |
X | |||
| /s/ Min Fang | 08/12/2016 | |
| **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) | On August 11, 2016, WP X Biologics LLC, a Delaware limited liability company ("WP X B") made an in-kind distribution, without additional consideration to its members, of that number of shares of common stock ("Common Stock") of the Issuer set forth in column 4. |
| (2) | The 6,674 shares of Common Stock of the Issuer are held by WP X B. Warburg Pincus Private Equity X, L.P., a Delaware limited partnership ("WP X") is a holder of 96.9% of the equity interest in WP X B, and Warburg Pincus X Partners, L.P., a Delaware limited partnership ("WPP X"), is a holder of 3.1% of the equity interest in WP X B. WPP X together with WP X are collectively the "Funds". Warburg Pincus X, L.P., a Delaware limited partnership ("WP X LP") is the general partner of each of the Funds. Warburg Pincus X GP L.P., a Delaware limited partnership ("WP X GP"), is the general partner of WP X LP. WPP GP LLC, a Delaware limited liability company ("WPP GP") is the general partner of WP X GP, Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WPP GP LLC"), |
| (3) | (continued from Footnote 2) is the general partner of WP Partners. Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WPP GP LLC. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), manages each of the Funds. Charles R. Kaye and Joseph P. Landy are each Managing General Partners of WP and Managing Members and Co-Chief Executive Officers of WP LLC, and may be deemed to control WP X B, the Funds, WP X LP, WP X GP, WPP GP, WP Partners, WPP GP LLC, WP and WP LLC. By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), WP X LP, WP X GP, WPP GP, WP Partners, WPP GP LLC, WP, WP LLC, Mr. Kaye and Mr. Landy may be deemed to be the beneficial owners of any securities that may be beneficially owned by WP X B and the Funds. |
| (4) | (continued from Footnote 2) Each of WP X LP, WP X GP, WP Partners, WP GP LLC, WP, WP LLC, Mr. Kaye and Mr. Landy disclaim beneficial ownership of all shares of Common Stock that may be deemed to be beneficially owned by WP X B and the Funds, except to the extent of any indirect pecuniary interest therein. |
| (5) | Mr. Fang is a Managing Director and Member of WP LLC. As such, Mr. Fang may be deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Exchange Act) in an indeterminate portion of the securities reported as beneficially owned by the Funds and WP X B. Mr. Fang disclaims beneficial ownership of such securities, except to the extent of any direct pecuniary interest therein. |
| (6) | On August 11, 2016, Mr. Fang directly received the shares noted in column 5 in connection with the distribution set forth in footnote 1 above. |