-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ij54qKXVfyDRaOnOmcm7fjHrFf40Haj8ExRXwU2nQOZmFb9HPaPJlcNKahw1g1Ug 8ATe38PNxn0YSLXhX2NcrQ== 0001193125-09-060633.txt : 20090323 0001193125-09-060633.hdr.sgml : 20090323 20090323130350 ACCESSION NUMBER: 0001193125-09-060633 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090323 DATE AS OF CHANGE: 20090323 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BMP Sunstone CORP CENTRAL INDEX KEY: 0001281696 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DRUGS PROPRIETARIES & DRUGGISTS' SUNDRIES [5122] IRS NUMBER: 200434726 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81506 FILM NUMBER: 09698296 BUSINESS ADDRESS: STREET 1: 600 W. GERMANTOWN PIKE STREET 2: SUITE 400 CITY: PLYMOUTH MEETING STATE: PA ZIP: 19462 BUSINESS PHONE: 610-940-1675 MAIL ADDRESS: STREET 1: 600 W. GERMANTOWN PIKE STREET 2: SUITE 400 CITY: PLYMOUTH MEETING STATE: PA ZIP: 19462 FORMER COMPANY: FORMER CONFORMED NAME: BEIJING MED PHARM CORP DATE OF NAME CHANGE: 20040225 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BALEDGE LES R CENTRAL INDEX KEY: 0001206700 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: P.O. BOX 2020 CITY: SPRINGDALE STATE: AR ZIP: 72765 SC 13D/A 1 dsc13da.htm SCHEDULE 13D AMENDMENT NO. 1 Schedule 13D Amendment No. 1

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

Amendment No. 1*

 

 

 

    BMP Sunstone Corporation

(Formerly Beijing Med-Pharm Corporation)

(Name of Issuer)

 

 

    Common Stock

(Title of Class of Securities)

 

 

    077255107

(CUSIP Number)

 

 

    Les R. Baledge

668 N. Sequoyah Dr.

Fayetteville, AR 72701

Telephone: (479) 444-7425

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

 

    March 16, 2009

(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), 13d-1(f) or 13d-1(g), check the following box  ¨.

Note. Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-7 for other parties to whom copies are to be sent.

 

*   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 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.: 077255107

 

  1.  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

 

            Les R. Baledge

    
  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

    
  3.  

SEC USE ONLY

 

    
  4.  

SOURCE OF FUNDS

 

    
  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

 

   ¨
  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

            United States

    

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

  

  7.    SOLE VOTING POWER

 

                3,141,897

 

  8.    SHARED VOTING POWER

 

                0

 

  9.    SOLE DISPOSITIVE POWER

 

                3,141,897

 

10.    SHARED DISPOSITIVE POWER

 

                0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            3,141,897

    
12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

   ¨
13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

             7.6%

    
14.  

TYPE OF REPORTING PERSON

 

             IN

    

 

ITEM 1. Security and Issuer.

The class of equity securities to which this Statement on Schedule 13D (this “Statement”) relates is the common stock, par value $0.001 per share (the “Common Stock” or the “Shares”), of BMP Sunstone Corporation (the “Company”), with its principal executive offices located at 600 West Germantown Pike, Suite 400, Plymouth Meeting, PA 19462.

 

ITEM 2. Identity and Background.

(a) - (f) The name of the person filing this statement on Schedule 13D is Les R.Baledge (the “Reporting Person”);

The Reporting Person conducts business at 668 N. Sequoyah Dr., Fayetteville, AR 72701;

The Reporting Person is a private investor;

During the last five years, the Reporting Person has not been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

The Reporting Person is a US citizen.

 

ITEM 3. Source and Amount of Funds or Other Consideration

On March 13, 2009, the Company completed several transactions involving the exchange and/or sale of Convertible Notes due July 1, 2011 (collectively the “Notes”). The Reporting Person had previously exchanged $4,500,000 of the Company’s Senior Secured Promissory Notes due May 1, 2009 for new Notes which, upon completion of the transactions described above, became convertible into 1,500,000 Shares at any time on or after May 15, 2009. No funds or other consideration were paid in connection with this exchange transaction.

 

ITEM 4. Purpose of Transaction.

The Reporting Person engaged in this transaction for investment purposes.

Except as set forth herein, the Reporting Person has no plans or proposals that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

The Reporting Person is generally satisfied with the Company’s management and policies. However, the Reporting Person may take actions designed to increase shareholder representation on the Company’s board of directors. In addition, depending on various factors, the Reporting Person may take such actions deemed appropriate including, without limitation, engaging in discussions with management and the Board of Directors of the Company, and communicating with other stockholders.

The Reporting Person may from time to time consider, although he has no current plans to do so, additional purchases of Shares of the Company pursuant to one or more open-market purchase programs, through private transactions or otherwise, subject to applicable law. In

addition, the Reporting Person may also determine to dispose of the Shares, in whole or in part, at any time and from time to time, subject to applicable laws. He may also decide to change intentions with respect to the purposes and plans described in this Item 4. Any such decision would be based on his assessment of a number of different factors, including, without limitation, the business, prospects and affairs of the Company, the market for the Shares, the condition of the securities markets, general economic and industry conditions, liquidity issues and other opportunities available to him.

 

ITEM 5. Interest in Securities of the Issuer.

(a) The Reporting Person beneficially owns 3,141,897 Shares, representing 7.6% of all of the outstanding shares of Common Stock. This number includes (i) warrants to purchase 192,500 Shares issued by the Company in connection with previous offerings and (ii) 1,500,000 Shares resulting from potential conversion of Notes described in Item 3 above.

(b) The Reporting Person has sole power to vote or direct the vote of and to dispose or direct the disposition of the 3,141,897 Shares.

(c) The Reporting Person has effected no transactions in the Shares during the last sixty (60) days.

(d) Not applicable.

(e) Not applicable.

 

ITEM 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

None.

 

ITEM 7. Material to be Filed as Exhibits.

None.

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

Dated: March 23, 2009

 

/s/ Les R. Baledge

Les R. Baledge
 -----END PRIVACY-ENHANCED MESSAGE-----