-----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, KzgiBpITSvx+M7iOvzGF85XgmyH0Ex6Iy6kqFFZEGpg79ln9gzhpsTbpj4nykFC0 GnJQlrst+1r0YRuBAxYGow== 0001166134-10-000013.txt : 20100216 0001166134-10-000013.hdr.sgml : 20100215 20100216134433 ACCESSION NUMBER: 0001166134-10-000013 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100216 DATE AS OF CHANGE: 20100216 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Orient Paper Inc. CENTRAL INDEX KEY: 0001358190 STANDARD INDUSTRIAL CLASSIFICATION: CONVERTED PAPER & PAPERBOARD PRODS (NO CONTAINERS/BOXES) [2670] IRS NUMBER: 204158835 STATE OF INCORPORATION: NV FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-83142 FILM NUMBER: 10605918 BUSINESS ADDRESS: STREET 1: SUITE 100 STREET 2: 202 NORTH CURRY STREET CITY: CARSON CITY STATE: NV ZIP: 89703-4121 BUSINESS PHONE: (775) 321-8243 MAIL ADDRESS: STREET 1: SUITE 100 STREET 2: 202 NORTH CURRY STREET CITY: CARSON CITY STATE: NV ZIP: 89703-4121 FORMER COMPANY: FORMER CONFORMED NAME: CARLATERAL, INC. DATE OF NAME CHANGE: 20060403 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Pope Investments II LLC CENTRAL INDEX KEY: 0001409400 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 5100 Poplar Avenue STREET 2: Suite 805 CITY: Memphis STATE: TN ZIP: 38137 BUSINESS PHONE: (901) 763-4001 MAIL ADDRESS: STREET 1: 5100 Poplar Avenue STREET 2: Suite 805 CITY: Memphis STATE: TN ZIP: 38137 SC 13G 1 onp13g021210.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Orient Paper, Inc. (Name of Issuer) Common (Title of Class of Securities) 68619F205 (CUSIP Number) 12/31/2009 (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) [ x ] Rule 13d-1(c) [ ] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in 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. 68619F205 1. Names of Reporting Persons. Pope Investments II LLC I.R.S. Identification Nos. of above persons 26-0281944 2. Check the Appropriate Box if a Member of a Group (a) (b) 3. Not applicable 4. Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 5. Sole Voting Power 833333 6. Shared Voting Power 833333 7. Sole Dispositive Power 833333 8. Shared Dispositive Power 833333 9. Aggregate Amount Beneficially Owned by Each Reporting Person 833333 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares 11. Percent of Class Represented by Amount in Row (9) 6.67% 12. Type of Reporting Person (See Instructions) OO 1. Names of Reporting Persons. Pope Asset Management, LLC I.R.S. Identification Nos. of above persons 62-1871308 2. Check the Appropriate Box if a Member of a Group (a) (b) 3. SEC Use Only 4. Citizenship or Place of Organization Tennessee Number of Shares Beneficially Owned by Each Reporting Person With 5. Sole Voting Power 833333 6. Shared Voting Power 0 7. Sole Dispositive Power 833333 8. Shared Dispositive Power 0 9. Aggregate Amount Beneficially Owned by Each Reporting Person 833333 The amount reported above includes an aggregate of ownership by Pope Asset Management, LLC and Pope Investments II LLC. Pope Asset Management, LLC is the investment advisor for Pope Investments II LLC. Pope Investments II LLC owns 833,333 shares of Orient Paper, Inc. Therefore, Pope Asset Management, LLC, as investment advisor to Pope Investments II LLC, could be deemed to be beneficial owners of 833,333 shares of Orient Paper, Inc. 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares 11. Percent of Class Represented by Amount in Row (9) 6.67% 12. Type of Reporting Person (See Instructions) IA Names of Reporting Persons. William P. Wells I.R.S. Identification Nos. of above persons 426961338 2. Check the Appropriate Box if a Member of a Group (a) (b) 3. SEC Use Only 4. Citizenship or Place of Organization Tennessee Number of Shares Beneficially Owned by Each Reporting Person With 5. Sole Voting Power 833333 6. Shared Voting Power 0 7. Sole Dispositive Power 833333 8. Shared Dispositive Power 0 9. Aggregate Amount Beneficially Owned by Each Reporting Person 833333 The amount reported above includes an aggregate of ownership by Pope Asset Management, LLC and Pope Investments II LLC. Pope Asset Management, LLC is the investment advisor for Pope Investments II LLC. William P. WElls is the Chief Manager of Pope Asset Management, LLC. Pope Investments II LLC owns 833,333 shares of Orient Paper, Inc. Therefore, William P. Wells as Chief Manager of Pope Asset Management, LLC and because Pope Asset Management, LLC serves as investment advisor to Pope Investments II LLC, then William P. Wells could be deemed to be beneficial owner of 833,333 shares of Orient Paper, Inc. 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares 11. Percent of Class Represented by Amount in Row (9) 6.67% 12. Type of Reporting Person (See Instructions) IN Item 1. (a) Name of Issuer Orient Paper, Inc. (b) Address of Issuer's Principal Executive Offices Nansan Gongli, Nanhuan Road Xushui County Baoding, Hebei, 072550 Item 2. (a) This statement is filed by and on behalf of: (i) Pope Investments II LLC, a Delaware limited liability company ("Pope 2"); (ii) Pope Asset Management, LLC, a Tennessee limited liability company ("Pope Asset"); and (iii) William P. Wells ("Mr. Wells"). Pope Asset serves as an investment adviser and/or manager to various persons, including Pope 2. Pope Asset is the sole manager for Pope 2 and has sole voting control and investment and disposition power and discretion with respect to all securities held by Pope 2. Pope Asset may be deemed to beneficially own shares owned and/or held by and for the account of and/or benefit of various persons, including Pope 2. Mr. Wells is the Chief Manager of Pope Asset. Mr. Wells may be deemed to beneficially own shares owned and/or held by and/or for the account of and/or benefit of Pope 2. Pope Asset and Mr. Wells each declares that neither the filing of this statement nor anything herein shall be construed as an admission that such reporting person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement. Each of the reporting persons may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purposes of Section 13(d) or 13(g) of the Act. Each of the reporting persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the issuer or otherwise with respect to the issuer or any securities of the issuer, or (ii) a member of any group with respect to the issuer or any securities of the issuer. Pope 2, Pope Asset and Mr. Wells have entered into a Joint Filing Agreement, a copy of which is filed with this statement as Exhibit 99.1, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Act. (b) Address of Principal Business Office or if none, Residence 5100 Poplar Avenue Suite 805 Memphis, TN 38137 (c) Citizenship (i) Pope 2 - Delaware (ii) Pope Asset Management - Tennessee (iii) Mr. Wells - Tennessee (d) Title of Class of Securities Common Stock (e) CUSIP Number 68619F205 Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c) check whether the person filing is a: Not applicable. Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. For purposes of this statement the total number of shares reported as beneficially owned by the Reporting Persons is 833,333 of common stock. For purposes of determining percentage of outstanding shares with respect to this statement, the Reporting Persons have relied upon information obtained from the issuer's 10-Q release filed on November 13, 2009 and that the number of shares of the issuer was 12,496,088 shares of common stock. Additionally, See Item 2 above. (a) Amount Beneficially Owned: 833,333 (b) Percent of Class: 6.67% (c) Number of shares as to which the person has: (i) Sole power to vote or direct the vote: 833,333 (ii) Shared power to vote or to direct the vote: 833,333 (iii) Sole power to dispose or direct the disposition of: 833,333 (iv) Shared power to dispose or to direct the disposition of: 833,333 Pope Asset and Mr. Wells do not directly own any shares of the issuer's Common Stock. Pope Asset is the sole Manager of Pope 2. Mr. Wells is the Chief Manager of Pope Asset. Pope Asset may be deemed to beneficially own shares owned and/or held by and for the account of and/or benefit of various persons, including Pope 2. Mr. Wells may be deemed to own shares owned and/or held by and/or for the account of and/or benefit of Pope 2. Each of Pope Asset and Mr. Wells declares that neither the filing of this statement nor anything herein shall be construed as an admission that such reporting person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement. Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Instruction: Dissolution of a group requires a response to this item. Item 6. Ownership of More than Five Percent on Behalf of Another Person. If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Pope Asset serves as an investment adviser and/or manager to various persons, including Pope 2. Pope Asset is the sole manager for Pope 2 and has sole voting control and investment and disposition power and discretion with respect to all securities held by Pope 2. Pope Asset may be deemed to beneficially own shares owned and/or held by and for the account of and/or benefit of various persons, including Pope 2. Mr. Wells is the Chief Manager of Pope Asset. Mr. Wells may be deemed to own shares owned and/or held by and/or for the account of and/or benefit of Pope 2. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. If a parent holding company or Control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Item 8. Identification and Classification of Members of the Group If a group has filed this schedule pursuant to 240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to 240.13d-1(c) or 240.13d-1(d), attach an exhibit stating the identity of each member of the group. Item 9. Notice of Dissolution of Group Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. Item 10. Certification (a) The following certification shall be included if the statement is filed pursuant to 240.13d-1(b): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 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. 02/16/2010 Date Pope Asset Management BY: Pope Asset Management, LLC, Manager William P. Wells/President Pope Investments II LLC By: Pope Investments II LLC Signature William P. Wells/Managing Member Name/Title William P. Wells By: William P. Wells Signature William P. Wells/NA Name/Title Exhibit 99.1 JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Stock, Tianyin Pharmaceutical Co., Inc., a Delaware corporation, is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below in a accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Dated: February 16, 2009. Pope Investments II LLC By: Pope Asset Management, LLC, Manager Signature William P. Wells/Managing Member Name/Title By: Pope Asset Management, LLC, Manager Signature William P. Wells/President Name/Title By: William P. WElls Signature William P. Wells/NA Name/Title -----END PRIVACY-ENHANCED MESSAGE-----