Bohai Pharmaceutical (fka BOPH)

[Renee]

BOPH registration revoked:

https://www.sec.gov/litigation/admin/2019/34-85818.pdf

[wiltonio]

Etude Capital, LLC. has filed a new activist 13D, reporting 6.9% ownership in $OHAI - https://fintel.io/i/etude-capital and https://fintel.io/i/etude-capital

[Renee]

BOPH SEC Suspension for delinquent Financials/Filings:

https://www.sec.gov/litigation/suspensions/2017/34-81528.pdf

Order:

https://www.sec.gov/litigation/suspensions/2017/34-81528-o.pdf

Admin Proceeding:

https://www.sec.gov/litigation/admin/2017/34-81527.pdf

[stocktrademan]

$BOPH recent news/filings

bullish 0.39

$BOPH charts

basic chart ## source: stockcharts.com



basic chart ## source: stockscores.com



big daily chart ## source: stockcharts.com



big weekly chart ## source: stockcharts.com



$BOPH company information

## source: otcmarkets.com

Link: http://www.otcmarkets.com/stock/BOPH/company-info
Ticker: $BOPH

$BOPH extra dd links

## STOCK DETAILS ##
After Hours Quote (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/after-hours
Option Chain (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/option-chain
Historical Prices (yahoo.com): http://finance.yahoo.com/q/hp?s=BOPH+Historical+Prices
Company Profile (yahoo.com): http://finance.yahoo.com/q/pr?s=BOPH+Profile
Industry (yahoo.com): http://finance.yahoo.com/q/in?s=BOPH+Industry

## COMPANY NEWS ##
Market Stream (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/stream
Latest news (otcmarkets.com): http://www.otcmarkets.com/stock/BOPH/news - http://finance.yahoo.com/q/h?s=BOPH+Headlines

## STOCK ANALYSIS ##
Analyst Research (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/analyst-research
Guru Analysis (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/guru-analysis
Stock Report (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/stock-report
Competitors (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/competitors
Stock Consultant (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/stock-consultant
Stock Comparison (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/stock-comparison
Investopedia (investopedia.com): http://www.investopedia.com/markets/stocks/BOPH/?wa=0
Research Reports (otcmarkets.com): http://www.otcmarkets.com/stock/BOPH/research
Basic Tech. Analysis (yahoo.com): http://finance.yahoo.com/q/ta?s=BOPH+Basic+Tech.+Analysis
Barchart (barchart.com): http://www.barchart.com/quotes/stocks/BOPH

## FUNDAMENTALS ##
Call Transcripts (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/call-transcripts
Annual Report (companyspotlight.com): http://www.companyspotlight.com/library/companies/keyword/BOPH
Income Statement (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/financials?query=income-statement
Revenue/EPS (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/revenue-eps
SEC Filings (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/sec-filings
Latest filings (otcmarkets.com): http://www.otcmarkets.com/stock/BOPH/filings
Latest financials (otcmarkets.com): http://www.otcmarkets.com/stock/BOPH/financials
Short Interest (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/short-interest
Dividend History (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/dividend-history
RegSho (regsho.com): http://www.regsho.com/tools/symbol_stats.php?sym=BOPH&search=search
OTC Short Report (otcshortreport.com): http://otcshortreport.com/index.php?index=BOPH
Short Sales (otcmarkets.com): http://www.otcmarkets.com/stock/BOPH/short-sales
Key Statistics (yahoo.com): http://finance.yahoo.com/q/ks?s=BOPH+Key+Statistics
Insider Roster (yahoo.com): http://finance.yahoo.com/q/ir?s=BOPH+Insider+Roster
Income Statement (yahoo.com): http://finance.yahoo.com/q/is?s=BOPH
Balance Sheet (yahoo.com): http://finance.yahoo.com/q/bs?s=BOPH
Cash Flow (yahoo.com): http://finance.yahoo.com/q/cf?s=BOPH+Cash+Flow&annual

## HOLDINGS ##
Major holdings (cnbc.com): http://data.cnbc.com/quotes/BOPH/tab/8.1
Insider transactions (yahoo.com): http://finance.yahoo.com/q/it?s=BOPH+Insider+Transactions
Insider transactions (secform4.com): http://www.secform4.com/insider-trading/BOPH.BOPH
Insider transactions (insidercrow.com): http://www.insidercow.com/history/company.jsp?company=BOPH
Ownership Summary (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/ownership-summary
Institutional Holdings (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/institutional-holdings
Insiders (SEC Form 4) (nasdaq.com): http://www.nasdaq.com/symbol/BOPH/insider-trades
Insider Disclosure (otcmarkets.com): http://www.otcmarkets.com/stock/BOPH/insider-transactions

## SOCIAL MEDIA AND OTHER VARIOUS SOURCES ##
PST (pennystocktweets.com): http://www.pennystocktweets.com/stocks/profile/BOPH
Market Watch (marketwatch.com): http://www.marketwatch.com/investing/stock/BOPH
Bloomberg (bloomberg.com): http://www.bloomberg.com/quote/BOPH:US
Morningstar (morningstar.com): http://quotes.morningstar.com/stock/s?t=BOPH
Bussinessweek (businessweek.com): http://investing.businessweek.com/research/stocks/snapshot/snapshot_article.asp?ticker=BOPH

[HLG]

Does anyone have a clue? This Company was the shining light in the Chinese Company camp; now they have gone silent and won't answer any communications. Were the hot financial statements all a lie?

[willlbone]

Someone dropped the methyl isocyanide?

[chucktarman51]

BOPH Severely undervalued vs its peers

Bayer just completed its purchase of Chinese TCM-manufacturer Dihon Pharmaceutical for just under $600 million. Bohai (BOPH) produces revenue similar to Dihon with one-quarter of the workforce. (Dihon is private and its bottom line numbers are not available.) This puts the value of BOPH, on a comparative revenue basis, at close to $30/share.

http://www.press.bayer.com/baynews/baynews.nsf/id/Bayer-completes-acquisition-of-Dihon-Pharmaceutical-Group-Co-Ltd-in-China

[surfer44]

$BOPH: Amended Annual Report

http://ih.advfn.com/p.php?pid=nmona&article=64561636

[surfer44]

$BOPH: Quarterly Report

http://ih.advfn.com/p.php?pid=nmona&article=64424108&symbol=BOPH

[surfer44]

$BOPH: Annual Report

http://ih.advfn.com/p.php?pid=nmona&article=64037579&symbol=BOPH

[surfer44]

$BOPH: Form 8-K/A: Changes In Registrant's Certifying Accountant

http://ih.advfn.com/p.php?pid=nmona&article=63888040&symbol=BOPH

[surfer44]

$BOPH: Form NT 10-K: Annual Report Will Be Submitted Late

http://ih.advfn.com/p.php?pid=nmona&article=63852021&symbol=BOPH

[surfer44]

$BOPH: FORM 8-K: Changes In Registrant's Certifying Accountant

http://ih.advfn.com/p.php?pid=nmona&article=63748518&symbol=BOPH

[keep it simple]

Bohai Pharmaceuticals launched their new website. Great information, take a look at:

http://www.bohaipharma.com

[stocktrademan]

Bohai Pharmaceuticals Group Inc. [$BOPH] due diligence

bullish

$BOPH

DD Notes ~ http://www.ddnotesmaker.com/BOPH

##### recent news/filings ~ source: finance.yahoo.com

Thu, 26 Jun 2014 12:42:51 GMT ~ Bohai Pharmaceuticals Has Our Vote As The World's Most Undervalued Stock
read full: http://seekingalpha.com/article/2287503-bohai-pharmaceuticals-has-our-vote-as-the-worlds-most-undervalued-stock?source=yahoo
*********************************************************

Wed, 18 Jun 2014 14:30:14 GMT ~ Why Doesn't Bohai Pharmaceutical Go Up?
read full: http://seekingalpha.com/article/2272523-why-doesnt-bohai-pharmaceutical-go-up?source=yahoo
*********************************************************

Fri, 23 May 2014 17:04:12 GMT ~ BOHAI PHARMACEUTICALS GROUP, INC. Financials
read full: http://finance.yahoo.com/q/is?s=boph
*********************************************************

Thu, 15 May 2014 18:10:00 GMT ~ Bohai Pharmaceuticals Third Quarter Income Up 24% to $3.9 Million
[Marketwired] - Bohai Pharmaceuticals Group, Inc. , a leading manufacturer and marketer of traditional Chinese medicine , today announced that for the third fiscal quarter of 2014 ended March 31, the company had net revenues ...
read full: http://finance.yahoo.com/news/bohai-pharmaceuticals-third-quarter-income-181000762.html
*********************************************************

Thu, 15 May 2014 15:53:00 GMT ~ BOHAI PHARMACEUTICALS GROUP, INC. Files SEC form 10-Q, Quarterly Report
read full: http://biz.yahoo.com/e/140515/boph10-q.html
*********************************************************



##### chart ~ source: stockcharts.com



##### chart ~ source: eoddata.com



##### company info ~ source: otcmarkets.com

Link: http://www.otcmarkets.com/stock/BOPH/company-info
Ticker: $BOPH
OTC Market Place: OTCQB
CIK code: 0001443242
Company name: Bohai Pharmaceuticals Group Inc.
Incorporated In: NV, USA

##### extra dd links

Edgar filings: http://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001443242&owner=exclude&count=40
Latest filings: http://www.otcmarkets.com/stock/BOPH/filings
Latest financials: http://www.otcmarkets.com/stock/BOPH/financials
Latest news: http://www.otcmarkets.com/stock/BOPH/news - http://finance.yahoo.com/q/h?s=BOPH+Headlines

Major holdings: http://data.cnbc.com/quotes/BOPH/tab/8.1
Insider transactions (1): http://finance.yahoo.com/q/it?s=BOPH+Insider+Transactions
Insider transactions (2): http://www.secform4.com/insider-trading/BOPH.htm
Insider transactions (3): http://www.insidercow.com/history/company.jsp?company=BOPH

RegSho: http://www.regsho.com/tools/symbol_stats.php?sym=BOPH&search=search

DTCC: http://search2.dtcc.com/?q=Bohai+Pharmaceuticals+Group+Inc.&x=10&y=8&sp_p=all&sp_f=ISO-8859-1
Spoke company information: http://www.spoke.com/search?utf8=%E2%9C%93&q=Bohai+Pharmaceuticals+Group+Inc.
Corporation WIKI: http://www.corporationwiki.com/search/results?term=Bohai+Pharmaceuticals+Group+Inc.&x=0&y=0

Short Sales: http://www.otcmarkets.com/stock/BOPH/short-sales
Insider Disclosure: http://www.otcmarkets.com/stock/BOPH/insider-transactions
Research Reports: http://www.otcmarkets.com/stock/BOPH/research
Historical Prices: http://finance.yahoo.com/q/hp?s=BOPH+Historical+Prices
Basic Tech. Analysis: http://finance.yahoo.com/q/ta?s=BOPH+Basic+Tech.+Analysis
Company Profile: http://finance.yahoo.com/q/pr?s=BOPH+Profile
Key Statistics: http://finance.yahoo.com/q/ks?s=BOPH+Key+Statistics
Industry: http://finance.yahoo.com/q/in?s=BOPH+Industry
Insider Roster: http://finance.yahoo.com/q/ir?s=BOPH+Insider+Roster
Income Statement: http://finance.yahoo.com/q/is?s=BOPH
Balance Sheet: http://finance.yahoo.com/q/bs?s=BOPH
Cash Flow: http://finance.yahoo.com/q/cf?s=BOPH+Cash+Flow&annual
Market Watch: http://www.marketwatch.com/investing/stock/BOPH
Bloomberg: http://www.bloomberg.com/quote/BOPH:US
Morningstar: http://quotes.morningstar.com/stock/s?t=BOPH
Bussinessweek: http://investing.businessweek.com/research/stocks/snapshot/snapshot_article.asp?ticker=BOPH
Barchart: http://www.barchart.com/quotes/stocks/BOPH
OTC Short Report: http://otcshortreport.com/index.php?index=BOPH
Investopedia: http://www.investopedia.com/markets/stocks/BOPH/?wa=0

http://www.pennystocktweets.com/stocks/profile/BOPH

##### last known share structure ~ source: otcmarkets.com

Market Value: $34,293,283 a/o Jul 03, 2014
Shares Outstanding: 17,861,085 a/o Sep 27, 2013
Float: Not Available
Authorized Shares: Not Available
Par Value: 0.001

##### business description ~ source: otcmarkets.com



DD Notes ~ http://www.ddnotesmaker.com/BOPH
fi2

[Robertdow]

Yes, it is and price has been doubled.

[9HikeDiscGolf]

Mark this board.. I'm going check it out this weekend. Something brewing.

See ya on MONDAY!!

IMO

[bball71]

What is wrong with this stock very seldom trades with very little posts

[dfh]

Form 8-K for BOHAI PHARMACEUTICALS GROUP, INC.

6-Dec-2012

Item 8.01 Other Events
On January 5, 2010, Bohai Pharmaceuticals Group, Inc. (the "Company") consummated a $12,000,000 financing (the "Offering") with certain accredited investors (the "Investors") whereby the Company issued 6,000,000 units at $2.00 per unit, with each unit consisting of a $2.00 principal amount, two year convertible note (collectively, as amended, the "Notes") and a three year common stock purchase warrant to purchase one share of the Company's common stock, par value $0.001 per share, at $2.40 per share. The Notes were due to mature on January 5, 2012, but the maturity date was extended (with the agreement of Euro Pacific Capital, Inc. ("Euro Pacific"), the placement agent for the Offering and representative of the Investors) to October 5, 2012 through three amendments to the Notes undertaken during 2012.

Pursuant to an agreement between the Company and Euro Pacific, on November 30, 2012, the Company repaid a portion of amounts due under the Notes, in the amount of approximately $940,500, as a portion of the principal payment under the Notes.

In addition, and as a result of the Company's payment of the $940,500 as described above, on December 6, 2012, the Company and Euro Pacific entered into a Fourth Amendment to the Notes (the "Fourth Amendment") to extend the maturity date thereof from October 5, 2012 to April 5, 2013 (such extra six month period, the "Third Extended Period"); and (ii) maintain the interest rate on the Notes at an annual rate of 12% (or 6% for the Third Extended Period).

The Company is also committed to deposit the quarterly interest payment due April 5, 2013 in an aggregate amount of approximately $254,000 on or before March 20, 2013, into an escrow account designated by Euro Pacific.

A copy of the Fourth Amendment was attached hereto as Exhibits 4.1. The description of the Fourth Amendment is qualified in its entirety by reference to Exhibit 4.1.


Exhibit Description

4.1 Fourth Amendment to the Convertible Notes, dated December 6, 2012, between the Company and Euro Pacific, as investor representative.

[dfh]

Form 10-Q for BOHAI PHARMACEUTICALS GROUP, INC.
19-Nov-2012
Item 2. Management's Discussion and Analysis of Financial Conditions of Operations.

The following discussion and analysis of financial condition and results of operations relates to the operations and financial condition reported in our unaudited condensed consolidated financial statements for the three months ended September 30, 2012, and should be read in conjunction with such financial statements and related notes included in this report. Those statements in the following discussion that are not historical in nature should be considered to be forward looking statements that are inherently uncertain. Actual results and the timing of the events may differ materially from those contained in these forward looking statements due to a number of factors, including those discussed in the "Cautionary Note on Forward Looking Statements" set forth elsewhere in this Report.

Overview
We are engaged in the production, manufacturing and distribution in China of herbal pharmaceuticals based on traditional Chinese medicine, which we refer to herein as Traditional Chinese Medicine, or TCM. We are based in the city of Yantai, Shandong Province, China and our operations are exclusively in China.

Our medicines address rheumatoid arthritis, viral infections, gynecological diseases, cardio vascular issues and respiratory diseases. Our initial operating subsidiary Bohai obtained Drug Approval Numbers (or DANs) for 29 varieties of traditional Chinese herbal medicines in 2004, an additional 14 varieties in December 2010. Through our acquisition of Yantai Tianzheng in August 2011, we obtained DANs for another 5 varieties in August 2011. We currently produce 11 varieties of approved traditional Chinese herbal medicines in seven delivery systems: tablets, granules, capsules, formulations, concentrated powder, tincture and medicinal wine. Of these 11 products, 9 are prescription drugs and 2 are over the counter (or OTC) products.

Three of Bohai's lead products, Tongbi Capsules and Tablets and Lung Nourishing Syrup, are eligible for reimbursement under China's National Medical Insurance Program (or NRDL), which we believe significantly increases the marketability of these products. In addition to these lead products, three of our current products and five of our formulas we acquired in 2010 are eligible for NRDL reimbursement. In addition, one of our current products and four of our newly acquired formulas are currently included on the Chinese government's Essential Drug List (or EDL). Inclusion on either the EDL or NRDL allows for up to 100% insurance coverage by the Chinese government. Yantai Tianzheng owns five prescription products approved by the State Food and Drug Administration of China (which we refer to herein as the SFDA) and currently manufactures four of such products. Among Yantai Tianzheng's products, Fangfengtongsheng Granule has an exclusive status and is on the EDL and NDRL, and Zhengxintai Capsule is in the process of renewal for its protective status and is currently under the NDRL.

Prior to January 5, 2010, we were a public "shell" company operating under the name "Link Resources, Inc." On January 5, 2010, we consummated a share exchange transaction (the "Share Exchange") pursuant to which we acquired Chance High, the indirect parent company of Bohai, our principal operating subsidiary, which is a Chinese variable interest entity that we (through a Chinese wholly-owned foreign enterprise subsidiary) control through certain contractual arrangements. On August 8, 2011, WFOE II, a PRC company and a newly formed subsidiary of Chance High, entered into a Share Purchase Agreement pursuant to which we acquired, from the three individual holders thereof, one hundred percent (100%) of the outstanding shares of Yantai Tianzheng, which became our second operating subsidiary effective as of July 1, 2011. Our current organizational structure is summarized below:

Use of Non-GAAP Financial Measures

We make reference to Non-GAAP financial measures in portions of this "Management's Discussion of Financial Condition and Results of Operations". Management believes that investors may find it useful to review our financial results that exclude certain non-cash income and expense, namely the aggregate change in the fair value of our warrants, amortization of the beneficial conversion features in our convertible notes and the effective interest charges on our convertible notes, stock-based compensation, and deferred income tax expenses as shown in the chart below in the aggregate net amount of $(391,593) and $2,239,624 income/(expenses) for the three months ended September 30, 2012 and 2011, respectively.

Management believes that these Non-GAAP financial measures are useful to investors in that they provide supplemental information to intend to enhance on investors understanding of the underlying business trends and operating performance of our company. We use these Non-GAAP financial measures to evaluate operating performance. However, Non-GAAP financial measures should not be considered as either a substitute or alternative measurement of net income or any other performance measures derived in accordance with GAAP.

The following is a summary of reconciliations of such Non-GAAP financial measures to the most directly comparable GAAP financial measures for the three months ended September 30, 2012 and 2011:

Three Months Ended
September 30,
Increase
2012 2011 (Decrease)
(unaudited) (unaudited) (unaudited)
Net Income available to Common shareholders -GAAP $ 6,395,512 $ 2,655,784 $ 3,739,728
Add Back (Subtract):
Change in fair value of warrants (498,003 ) (332,485 ) (165,517 )
Amortization of beneficial conversion features on
convertible notes converted - 2,328,387 (2,328,387 )
Change in Option and Equity Based Compensation - 22,000 (22,000 )
Deferred income tax expenses - indefinite intangible
assets 106,410 221,722 (115,312 )
Adjusted Net Income available to Common shareholders
-non-GAAP $ 6,003,919 $ 4,895,408 $ 1,108,512
Net income margins -non-GAAP 16.98 % 16.36 % 0.63 %
Basic earnings per share - GAAP $ 0.36 $ 0.15 $ 0.21
Add back (Subtract):
Change in fair value of warrants (0.03 ) (0.02 ) (0.01 )
Amortitized beneficial conversion features on
convertible notes converted - 0.13 (0.13 )
Change in Option Based Compensation - 0.00 0.00
Deferred tax expenses - indefinite intangible assets 0.01 0.01 (0.00 )
Adjusted basic earnings per share non-GAAP $ 0.34 $ 0.27 $ 0.07

Diluted earnings per share-GAAP $ 0.28 $ 0.15 $ 0.23
Add back (Subtract):
Change in fair value of warrants (0.02 ) (0.01 ) (0.02 )
Unamortized beneficial conversion features on
convertible notes converted - 0.10 (0.10 )
Change in Option and Equity Based Compensation - - -
Deferred tax expenses - indefinite intangible assets - 0.01 (0.00 )
Adjusted diluted earnings per share non-GAAP $ 0.26 $ 0.25 $ 0.09

Weighted average number of shares
Basic 17,861,085 17,861,085
Diluted 22,563,585 23,086,085

Principal Factors Affecting Our Financial Performance


We believe that the following factors will continue to affect our financial
performance:

Sales of Key Products

For the three months ended
September 30,
2012 2011
(unaudited) (unaudited)

Tongbi Capsules 25.6 % 22.5 %

Other Products 19.6 % 24.0 %
Fangfengtongsheng Granule 18.5 % 16.5 %
Zhengxintai Capsule 11.7 % 9.9 %
Other Products 9.6 % 9.4 %
Total Sales 100 % 100 %

Our top selling products as a percentage of total net revenue consist of the following:

We expect that a significant portion of our future revenue will continue to be derived from sales of our top five products.

We held the Certificates of Protected Variety of Traditional Chinese Medicine (Grade Two) issued by the SFDA for Tongbi Capsules and Anti-flu Granules which gave the Company exclusive or near-exclusive rights to manufacture and distribute these two medicines. Tongbi Capsules' certificates expired in September 2009. We filed an application for extending the protection period on March 12, 2009 and received certification extension until September 13, 2016. Lung Nourishing Syrup received a patent with duration of 20 years from the State Intellectual Property Office of the PRC and the patent will expire on September 12, 2027.

Experienced Management

Management's marketing strategies and business relationships gives us the ability to expand our product market areas, which provides us with leverage to acquire less sophisticated operators, increase production volumes, and implement quality standards. Our future prospects depend substantially on the continued services of our senior management team, especially our President, Chief Executive Officer and Chairman of the Board, Mr. Qu.

Price Control of Drugs by PRC Government and SDRC

The State Development and Reform Commission of the PRC ("SDRC") and the price administration bureaus of the relevant provinces of the PRC in which the pharmaceutical products are manufactured are responsible for the retail price control over our pharmaceutical products. The SDRC sets the price ceilings for certain pharmaceutical products in the PRC. All of our products except those under the protection periods are subject to such price controls and could affect our future revenue growth. However, due to the direct support of TCM by the Chinese government, China's immense market, and our protected drugs, we are optimistic regarding our continuous growth potential for TCM in China.

Financial Highlights

? Net revenues for the three months ended September 30, 2012 increased 18.1% to $35.3 million compared to the same period in 2011.

o 67% of net revenues was from Bohai and 33% was from Yantai Tianzheng this first fiscal quarter

o Sales were mostly derived from our lead products, Lung Nourishing Syrup, Tongbi Capsules, Tongbi Tablets, Fangfengtongsheng Granule, and Zhengxintai Capsules, which together represented over 80.4% and 76.0% of our total net revenues for the three months ended September 30, 2012 and 2011, respectively.

o 80% of net revenue was derived from sales of prescription products and 20% was from Over-the-Counter products for the three months ended September 30, 2012.

? Non-GAAP net income for the three months ended September 30, 2012 increased 22.6% to $6.0 million compared to the same period in 2011. The difference was mainly due to increased net income offset by net decrease in effective interest charges on convertible notes of $0 million this first quarter ended September 30, 2012 compared to the same quarter in last year. (See above Use of Non-GAAP Financial Measures). GAAP net income for the three months ended September 30, 2012 increased 140.8% to $6.4 million compared to the same period in 2011. The difference was mainly due to increased net income from Tianzheng and Bohai offset by net decrease in effective interest charges on convertible notes of $0 million during the three quarters ended September 30, 2012 compared to the same quarter in last year. (See above Use of Non-GAAP Financial Measures).

o Income from operations increased 27.3% to $8.6 million this first quarter compared to the same quarter in the last fiscal year.

o Net income margin increased from 8.9% for the three months ended September 30, 2011 to 18.1% for the three months ended September 30, 2012. The increase was mainly due to the net decrease in certain non-cash activities such as effective interest charges from convertible notes and increase in gross profit, offset by increased selling and general and administrative expenses.

o Included in the net income this first fiscal quarter were non-cash charges in effective interest of $0 million, a non-cash charge in deferred income tax expenses of $0.1 million, and a non-cash credit of $0.5 million in changes in fair value of warrants.

? Basic and diluted earnings per share were $0.36 and $0.28 for the three months ended September 30, 2012.

o Non-GAAP Diluted earnings per share increased 2.4% to $0.26 for the three months ended September 30, 2012 compared to the same period in 2011.

o Non-GAAP Basic earnings per share increased 24.5% to $0.34 for the three months ended September 30, 2012 compared to the same period in 2011.

? Including restricted cash, our total cash balance was $28.7 million as of September 30, 2012 and cash flow from operating activities was $1.6 million for the three months ended September 30, 2012.

o Total cash and cash equivalents increased by $1.0 million for the three months ended September 30, 2012 compared to June 30, 2012.

Operating Results

Comparison of the three months ended September 30, 2012 and 2011

Net Revenues

Net revenues are comprised of sales of 19 traditional Chinese medicines in China during the three months ended September 30, 2012 (we currently sell 19 medicines following our acquisition of Yantai Tianzheng on August 8, 2011). Net revenues for the three months ended September 30, 2012 increased by $5,420,964, or 18.1%, to $35,348,820 as compared to $29,927,856 for the three months ended September 30, 2011. Net revenues were $23,550,273 and $11,798,547 for Bohai and Yantai Tianzheng, respectively, for the three months ended September 30, 2012. Net revenues were $21,162,188 and $8,765,668 for Bohai and Yantai Tianzheng, respectively, for the three months ended September 30, 2011. The increase in Bohai's revenue was primarily due to a net increase in revenues of 20.6% from our four lead products in Bohai: Lung Nourishing Syrup, Tongbi Capsules, Tongbi Tablets, and Shantongning Tablets, which together accounted for over 86.0% of our total net revenues for Bohai. All of our lead products from Bohai are listed for coverage and reimbursement under national medical insurance program starting in December 2009. The increase in Tianzheng's revenue was primarily due to a net increase in revenue of 33.0% of our two lead products in Tianzheng: Zhengxintai Capsul, Fangfengtongsheng Granule. The sale of our prescription drug products for the three months ended September 30, 2012 represented 80% of total net revenue compared to 74 % for the same period in last year. The increase in prescription sales was primary due to increases in sales volume of our two prescription drugs, Tongbi Capsules and Tongbi Tablets as well as prescription product sales from Yantai Tianzheng.

Cost of Revenues

Cost of revenues is comprised of raw material costs, labor cost, overhead costs associated with the manufacturing processes and related expenses which are directly attributable to our revenues. Our cost of revenues for the three months ended September 30, 2012 was $8,592,104 as compared to $6,943,720 for the three months ended September 30, 2011, representing an increase of $1,648,384, or 23.7%. Cost of revenues were $5,314,633 and $3,277,471 for Bohai and Yantai Tianzheng, respectively, for the three months ended September 30, 2012. Cost of revenues were $4,657,753 and $2,285,967 for Bohai and Yantai Tianzheng, respectively, for the three months ended September 30, 2011. The increase in cost of revenues for the three months ended September 30, 2012, compared to the same period in last year, was mainly due to an increase in total costs of raw materials, labor, and overhead as a result of an increase in overall sales.

Gross Profit

Gross profit represents the difference between net revenues and cost of revenues. We achieved gross profit of $26,756,716 for the three months ended September 30, 2012, as compared to $22,984,136 for the same period in 2011, representing an increase of $3,772,580, or 16.4%, over the same period in 2011. The increase of the gross profit is mainly due to increased revenues.

Our overall gross profit margins as a percentage of net revenues decreased by approximately 1.1% from 76.8% to 75.7% this fiscal quarter at September 30, 2012, as compared to the same period in 2011.The decrease of the gross profit margin is attributable to increases in the cost of raw materials during the three months ended September 30, 2012 compared to the same period last year. Meanwhile, the company also made an effort to improve its cost control to avoid negative inflation effect.

Operating Expenses

Our operating expenses increased by $1,931,517 or 11.9% to $18,166,006, for the three months ended September 30, 2012, as compared to $16,234,489 for the same fiscal period in 2011. The overall increase in selling, general, and administrative expenses was related to increased selling expenses due to services supporting an overall increase in sales activities. The percentage of operating expenses to net revenues was 51.4% and 54.2% for the three months ended September 30, 2012 and 2011, respectively, representing a decrease of 2.9% as a percentage of net revenues. The decrease of percentage of net revenue is because advertising expense decreased this quarter compared to the same period last year.

Total Other Income (Expenses)

Total other income (expenses) are comprised of interest income (expenses), changes in fair value of derivative instruments, other income (expenses), and amortization of deferred financing fees. Total other expenses were $13,952 for the three months ended September 30, 2012 compared to total other expenses of $2,275,504 for the period ended September 30, 2011, a decrease of total other expenses of $2,261,552. The decrease in total other expenses were principally due to a net decrease of $2,109,478 for interest expenses and a net decrease in non-cash gain in fair value of warrants for $165,517 for convertible notes in connection with our private placement on January 5, 2010. The effective interest expense for convertible notes is calculated using a constant effective interest rate, applied to the carrying value of the notes each month. As the carrying value increases, so does the interest expense. On December 31, 2011, the Company entered into an amendment to the Notes with Euro Pacific as representative of the Investors (the "Amendment") which: (i) extended the maturity date of the Notes from January 5, 2012 to April 5, 2012 (such extra three month period, the "Extended Period"); and (ii) increased the interest rate on the Notes to an annual rate of 12% (or 3% for the Extended Period). On May 14, 2012, the Company entered into an amendment to the Notes with Euro Pacific as representative of the Investors (the "Second Amendment") which: (i) extended the maturity date of the Notes from April 5, 2012 to October 5, 2012 (such extra six month period, the "Second Extended Period"); and (ii) remained the interest rate on the Notes at an annual rate of 12% (or 6% for the Second Extended Period). On June 27, 2012, we and Euro Pacific entered into a Third Amendment to the Notes (the "Third Amendment") to remove the limitations on our ability to incur debt, to incur liens or to make capital expenditures. The purpose of the Third Amendment is to provide us with enhanced flexibility to seek potential sources of financing. As of September 30, 2012, there were 4,702,500 shares of the Company's Common Stock issuable upon conversion of the outstanding convertible notes. (See Note 10).

Provision for Income Tax

Our provision for income taxes for the three months ended September 30, 2012 and 2011 were $2,181,246 and $1,818,359, an increase of $362,887, or 20.0%, from this fiscal quarter to date over the same period last year. The increase in provision for income tax was principallydue to an increase in taxable income under the PRC law from Bohai and from Yantai Tianzheng. The effective income tax rates were 25% and 41% for the three months ended September 30, 2012 and 2011, respectively.

Net Income

We had a net income of $6,395,512 for the three months ended September 30, 2012, as compared to net income of $2,655,784 for the three months ended September 30, 2011, an increase in net income of $3,739,728, or 140.8%. This translates into basic earnings per common share of $0.36 and $0.15, and diluted earnings per common share of $0.28 and $0.15, for the three months ended September 30, 2012 and 2011, respectively. The increase in net income was primarily attributable to an increase in total gross profit of $3,772,580 and a decrease in total other expenses (resulting from mostly effective interest charges) of $2,261,552, offset by an increase in selling, general and administrative expenses of $1,931,517 and an increase in the tax provision of $362,887 for this fiscal quarter as compared to the same period of prior year.

Net income margin was 18.1% for the three months ended September 30, 2012 as compared to net income margin 8.9% for the same period last year, an increase of 9.2%. The increase was mainly due to the net decrease in certain non-cash activities such as effective interest charges from convertible notes and increase in gross profit, offset by increased selling and general and administrative expenses.

Total other income included a non-cash charge in effective interest expenses of $0 for the three months ended September 30, 2012 compared to $2,328,387 for the same period in 2011.

Total other income for the three months ended September 30, 2012 also comprised of a non-cash credit for fair value of warrants of $498,002.

Liquidity and Capital Resources

Liquidity is the ability of a company to generate adequate amounts of cash to meet its needs for cash. As of September 30, 2012, we had cash and cash equivalents of $19,379,160 and restricted cash of $9,332,186, substantially almost all of which is located in financial institutions in China. The following table provides detailed information about our net cash flow for financial statement periods presented in this report:

[dfh]

9-Nov-2012

Update on Convertible Notes

On January 5, 2010, Bohai Pharmaceuticals Group, Inc. (the "Company") entered into a Securities Purchase Agreement with certain accredited investors (the "Investors"), for which Euro Pacific Capital, Inc. ("Euro Pacific") is acting as representative, whereby the Company issued two-year convertible notes in the aggregate amount of $12 million (collectively, the "Notes") and warrants to purchase shares of the Company's common stock. As of the date of this Report, there is currently $9.41 million due under the Notes and the maturity date of the Notes, as extended by the Second Amendment to the Notes, was October 5, 2012.

As previously reported, the Company has encountered significant difficult in converting the funds it generates from its business in China (denominated in the Chinese currency, the RMB) into US Dollars in order to make payments under the Notes. In an effort to demonstrate its commitment to repaying the Notes, the Company and Euro Pacific established an RMB denominated escrow account in China and deposited into such escrow account the remaining outstanding amount of the Notes. As of the date of this Report, the escrow account remains in place and the Company continues to work on converting RMB to Dollars in order to make payments under the Notes. However, the Company was not able to accomplish this by the October 5, 2012 maturity date under the Notes. As described further below, the Company is currently working with Euro Pacific as representative of the Investors on an amendment to the Notes which would extend the maturity date of the Notes further. As of the date of this Report, no written agreement has been entered into in this regard.

The Company has, however, paid the quarterly interest due under the Notes as of October 5, 2012 in two installments, with the final payment delivered October 31, 2012.

In addition, the Company is currently seeking to repay $0.94 million as a portion of the principal payment before November 30, 2012. Based on its discussions with Euro Pacific, in the event the $0.94 million principal is received before November 30, 2012, the Company and Euro Pacific expect to (i) enter into a Fourth Amendment to the Notes to extend the maturity date thereof from October 5, 2012 to April 5, 2013; and (ii) maintain the interest rate on the Notes at an annual rate of 12% (which was previously increased from the original 8% in consideration of extending the maturity date of the Notes).

The Company will continue to work with Euro Pacific on this matter and will continue its efforts to meet its obligations to the Note holders.

[dfh]

Form 8-K for BOHAI PHARMACEUTICALS GROUP, INC.
9-Oct-2012

Item 8.01 Other Information

On January 5, 2010, Bohai Pharmaceuticals Group, Inc. (the "Company") entered into a Securities Purchase Agreement with certain accredited investors (the "Investors"), for which Euro Pacific Capital, Inc. ("Euro Pacific") is acting as representative, whereby the Company issued two-year convertible notes in the aggregate amount of $12 million (collectively, the "Notes") and warrants to purchase shares of the Company's common stock. As of the date of this Report, there is currently $9.41 million due under the Notes and the maturity date of the Notes, as extended by the Second Amendment to the Notes, was October 5, 2012.

We had previously established an RMB denominated escrow account in China and deposited into such escrow account the remaining outstanding amount of the Notes. As of the date of this Report, the escrow account remains in place and we continue to work on converting RMB to Dollars in order to make payments under the Notes. However, we were not able to accomplish this by October 5, 2012, partially due to a one-week national holiday which ended on October 8, 2012. The Company is currently working with Euro Pacific as representative of the Investors on an amendment to the Notes which would extend the maturity date of the Notes further. As of the date of this Report, no written agreement has been entered into in this regard. We will continue to work with Euro Pacific on this matter and will continue our efforts in order to meet our obligations to the Note holders.

To demonstrate the Company's efforts to repay the Notes, the Company expects to pay the quarterly interest of the Notes due October 5, 2012 during the week of October 8th and repay up to 10% of the $9.41 million principal currently due under the Notes as soon as practicable thereafter.

[dfh]

Net Revenues

Net revenues are comprised of sales of 19 traditional Chinese medicines in China during the twelve months ended June 30, 2012 (we currently sell 19 medicines following our acquisition of Yantai Tianzheng on August 8, 2011). Net revenues for the twelve months ended June 30, 2012 increased by $56,043,937, or 68.9%, to $137,372,492 as compared to $81,328,555 for the twelve months ended June 30, 2011. Net revenues were $93,167,083 and $44,205,409 for Bohai and Yantai Tianzheng, respectively, for the twelve months ended June 30, 2012. The increase in Bohai's revenue was primarily due to a net increase in revenues of 17.7% from our four lead products in Bohai: Lung Nourishing Syrup, Tongbi Capsules, Tongbi Tablets, and Shantongning Tablets, which together accounted for over 82.1% of our total net revenues for Bohai. All of our lead products are listed for coverage and reimbursement under national medical insurance program starting in December 2009. The sale of our prescription drug products for the twelve months ended June 30, 2012 represented 77.5% of total net revenue compared to 60.7% for the same period in last year. The increase in prescription sales was primary due to increases in sales volume from our two prescription drugs, Tongbi Capsules and Tongbi Tablets as well as prescription product sales from Yantai Tianzheng. Yantai Tianzheng was acquired on July 1, 2011.

Cost of Revenues

Cost of revenues is comprised of raw material costs, labor cost, overhead costs associated with the manufacturing processes and related expenses which are directly attributable to our revenues. Our cost of revenues for the twelve months ended June 30, 2012 was $33,532,900 as compared to $17,293,680 for the twelve months ended June 30, 2011, representing an increase of $16,239,220, or 93.9%. Cost of revenues were $20,269,019 and $13,263,881 for Bohai and Yantai Tianzheng, respectively, for the twelve months ended June 30, 2012. The increase in overall cost of revenue was also due to cost of revenues of approximately $8.7 million from Yantai Tianzheng which was acquired on July 1, 2011. The increase in cost of revenues was also attributable to an increase in total cost of raw material, labor, and overhead as a result of an increase in overall sales from Bohai for the twelve months ended June 30, 2012 and attributable to increased unit cost mainly caused by increase raw material cost compared to the same period in last year.

Gross Profit

Gross profit represents the difference between net revenues and cost of revenues. We achieved gross profit of $103,839,592 for the twelve months ended June 30, 2012, compared to $64,034,875 for the same period in 2011, representing an increase of $39,804,717, or 62.2%, over the same periods in 2011. The increase of the gross profit is due to gross profit from Tianzheng, which was acquired on July 1, 2011, as well as due to increased revenues from Bohai.

Our overall gross profit margins as a percentage of net revenues decreased by approximately 3.1% from 78.7% to 75.6% the twelve months ended June 30, 2012 compared to the same period in 2011. The decrease of the gross profit margin is because of increased raw material cost for the twelve months ended June 30, 2012 compared to the same period last year. Meanwhile, the Company also makes the effort to improve the cost control to avoid negative inflation effect.

Operating Expenses

Our operating expenses increased by $29,689,115 to $75,468,125, for the twelve months ended June 30, 2012 compared to $45,779,010 for the same fiscal period in 2011. The overall increase in operating expenses was related to increased depreciation and amortization expenses, services supporting an overall increase in sales activities and new product promotions as well as increased activities arising from our acquisition of Yantai Tianzheng. Operating expenses amounted to $25,537,188 from Yantai Tianzheng for the twelve months ended June 30, 2012. The percentage of operating expenses to net revenues was 54.9% and 56.3% for the twelve months ended June 30, 2012 and 2011, respectively, representing a decrease of 1.4% as a percentage of net revenues.

Total Other Income (Expenses)

Total other income (expenses) are comprised of interest income (expenses), changes in fair value of derivative instruments, other income (expenses), and amortization of deferred financing fees. Total other expenses were $11,408,560 for the twelve months ended June 30, 2012 compared to total other income of $514,028 for the period ended June 30, 2011, an increase of total other expenses of $11,922,588. The increase in total other expenses were principally due to a net increase of $7,096,584 for interest expenses and a net increase in non-cash gain in fair value of warrants for $4,817,430for convertible notes in connection with our private placement on January 5, 2010. The effective interest expense for convertible notes is calculated using a constant effective interest rate, applied to the carrying value of the notes each month. As the carrying value increases, so does the interest expense. On December 31, 2011, the Company entered into an amendment to the Notes with Euro Pacific as representative of the Investors (the "Amendment") which: (i) extended the maturity date of the Notes from January 5, 2012 to April 5, 2012 (such extra three month period, the "Extended Period"); and (ii) increased the interest rate on the Notes to an annual rate of 12% (or 3% for the Extended Period). On May 14, 2011, the Company entered into an amendment to the Notes with Euro Pacific as representative of the Investors (the "Second Amendment") which: (i) extended the maturity date of the Notes from April 5, 2012 to October 5, 2012 (such extra six month period, the "Second Extended Period"); and (ii) remained the interest rate on the Notes at an annual rate of 12% (or 6% for the Second Extended Period). As of June 30, 2012, there were 5,225,000 shares of the Company's Common Stock issuable upon conversion of the outstanding convertible notes. (See Note 14).

Provision for Income Tax

Our provisions for income taxes for the twelve months ended June 30, 2012 and 2011 were $7,314,882 and $4,765,018, an increase of $2,549,864, or 53.5%, from this fiscal quarter to date over the same period last year. The increase in provision for income tax was principally due to an increase in taxable income under the PRC law from Bohai as well as income tax provision from Yantai Tianzheng (see Note 20 to the accompanying audited consolidated financial statements).

Net Income

We had a net income of $9,648,025 for the twelve months ended June 30, 2012, as compared to net income of $14,004,875 for the twelve months ended June 30, 2011, a decrease in net income of $4,356,850, or 31.1%. This translates into basic net income per common share of $0.54 and $0.81 and diluted net income per common share of $0.54 and $0.75, for the twelve months ended June 30, 2012 and 2011, respectively. The decrease in net income was primarily attributable to an increase in total gross profit of $41,062,431 offset by an increase in operating expenses of $30,946,829, an increase in total other expenses of $11,922,588 resulting from mostly effective interest charges and change in fair value of derivative liabilities, and an increase in the tax provision of $2,549,864 this fiscal year compared to the same period in prior year.

Net income margin was 7.0% for the twelve months ended June 30, 2012 compared to 17.2% for the same period last year, a decrease of 59.2%. The decrease in net income margin for the twelve months ended June 30, 2012 over the same period in the previous fiscalyear was principally due to a net increase in certain non-cash related activities such as amortization of beneficial conversion features on convertible notes converted and change in fair value of warrants for a total of $13,105,840, as well as a non-cash net decrease in deferred tax expense of $1,240,227. If we excluded such net gains, the net income margin would be 13.9% this fiscal year.

We had Non-GAAP net income of $19,113,232for the twelve months ended June 30, 2012, as compared to Non-GAAP net income of $11,769,996 for the twelve months ended June 30, 2011, an increase in Non-GAAP net income of $7,343,236, or 62.4%. This translates into basic Non-GAAP net income per common share of $1.07 and $0.68, and Non-GAAP diluted net income per common share of $1.07and $0.66, for the twelve months ended June 30, 2012 and 2011, respectively (See Use of Non-GAAP Financial Measures above).

Total other income included a non-cash charge in effective interest expenses of $9,317,897 for the twelve months ended June 30, 2012 compared to $1,029,487 for the same period in 2011.

Total other income included a non-cash charge for the twelve months ended June 30, 2012 and 2011 also comprised of a non-cash debit expense for fair value of warrants of $273,369 and income of $4,544,061, respectively.

Liquidity and Capital Resources

Liquidity is the ability of a company to generate adequate amounts of cash to meet its needs for cash. As of June 30, 2012, we had cash and cash equivalents of $18,386,288 and restricted cash of $9,449,905, substantially almost all of which is located in financial institutions in China. The following table provides detailed information about our net cash flow for financial statement periods presented in this report:

[dfh]

Financial Highlights

? Net revenues for the twelve months ended June 30, 2012 increased 68.9% to $137.4 million compared to the same period in 2011.

o 68% of net revenues was from Bohai and 32% was from Yantai Tianzheng this fiscal year compared to the last fiscal year.

o Sales were mostly derived from our lead products, Lung Nourishing Syrup, Tongbi Capsules, Tongbi Tablets, Fangfengtongsheng Granule, and Zhengxintai Capsules, which together represented over 77.4% of our total net revenues for the twelve months ended June 30, 2012, respectively.

o 78% of net revenue was derived from sales of prescription products and 22% was from Over-the-Counter products for the twelve months ended June 30, 2012.

? Non-GAAP net income for the twelve months ended June 30, 2012 increased 62.4% to $19.1 million compared to the same period in 2011. The difference was mainly due to increased net income offset by net increase in change in fair value of warrants of $4.8 million in the twelve months ended June 30, 2012 compared to the same period in last year and change in Amortization of beneficial conversion features on convertible notes converted of $8.3 million in the twelve months ended June 30,2012 compared to the same period in last year. (See above Use of Non-GAAP Financial Measures). GAAP net income for the twelve months ended June 30, 2012 decreased 31.1% to $9.6 million compared to the same period in 2011.

o Income from operations increased 55.4% to $28.4 million this fiscal year compared to the last fiscal year.

o Net income margin decreased from 17.2% for the twelve months ended June 30, 2011 to 7.0% for the twelve months ended June 30, 2012. The decrease was mainly due to the net increase in certain non-cash activities such as effective interest charges from convertible notes and deferred income tax expenses as well as increase in selling related expenses.

o Included in the net income this fiscal year ended June 30, 2012 were a non-cash charge in deferred income tax expenses of $0.8 million, and a non-cash credit of $0.3 million in changes in fair value of warrants.

? Basic and diluted earnings per share were $0.54 and $0.54 for the twelve months ended June 30, 2012.

o Non-GAAP Diluted earnings per share increased 62.1% to $1.07for the twelve months ended June 30, 2012 compared to the same period in 2011.

o Non-GAAP Basic earnings per share increased 57.4% to $1.07for the twelve months ended June 30, 2012 compared to the same period in 2011.

? Including restricted cash, our total cash balance was $27.8 million as of June 30, 2012 and cash flow from operating activities was $20.6 million for the twelve months ended June 30, 2012.

o Total cash and cash equivalents increased by $5.0 million for the twelve months ended June 30, 2012 compared to June 30, 2011.

o Major cash payment activities for the twelve months ended June 30, 2012 included $3.1 million for the repayment of short term bank loans and $9.7 million paid for acquisition.

[dfh]

Form 10-K for BOHAI PHARMACEUTICALS GROUP, INC.

28-Sep-2012

Annual Report


Item 7. Management's Discussion and Analysis or Plan of Operation.

The following discussion and analysis of financial condition and results of operations relates to the operations and financial condition reported in our audited consolidated financial statements for the twelve months ended June 30, 2012 and 2011, and should be read in conjunction with such financial statements and related notes included in this Annual Report. Those statements in the following discussion that are not historical in nature should be considered to be forward looking statements that are inherently uncertain. Actual results and the timing of the events may differ materially from those contained in these forward looking statements due to a number of factors, including those discussed in the "Cautionary Note on Forward Looking Statements" set forth elsewhere in this Annual Report.

Overview

We are engaged in the production, manufacturing and distribution in China of herbal pharmaceuticals based on traditional Chinese medicine, which we refer to herein as Traditional Chinese Medicine, or TCM. We are based in the city of Yantai, Shandong Province, China and our operations are exclusively in China.

Our medicines address rheumatoid arthritis, viral infections, gynecological diseases, cardio vascular issues and respiratory diseases. Our initial operating subsidiary Bohai obtained Drug Approval Numbers (or DANs) for 29 varieties of traditional Chinese herbal medicines in 2004, an additional 14 varieties in December 2010. Through our acquisition of Yantai Tianzheng in August 2011, we obtained DANs for another 5 varieties in August 2011. We currently produce 19 varieties of approved traditional Chinese herbal medicines in seven delivery systems: tablets, granules, capsules, formulations, concentrated powder, tincture and medicinal wine. Of these 19 products, 12 are prescription drugs and 7 are over the counter (or OTC) products.

Three of Bohai's lead products, Tongbi Capsules and Tablets and Lung Nourishing Syrup, are eligible for reimbursement under China's National Medical Insurance Program (or NRDL), which we believe significantly increases the marketability of these products. In addition to these lead products, three of our current products and five of our formulas we acquired in 2010 are eligible for NRDL reimbursement. In addition, one of our current products and four of our newly acquired formulas are currently included on the Chinese government's Essential Drug List (or EDL). Inclusion on either the EDL or NRDL allows for up to 100% insurance coverage by the Chinese government. Yantai Tianzheng owns five prescription products approved by the State Food and Drug Administration of China (which we refer to herein as the SFDA) and currently manufactures four of such products. Among Yantai Tianzheng's products, Fangfengtongsheng Granule has an exclusive status and is on the EDL and NDRL, and Zhengxintai Capsule has renewed its protective status to August 2017 and is currently under the NDRL.

Prior to January 5, 2010, we were a public "shell" company operating under the name "Link Resources, Inc." On January 5, 2010, we consummated a share exchange transaction (the "Share Exchange") pursuant to which we acquired Chance High, the indirect parent company of Bohai, our principal operating subsidiary, which is a Chinese variable interest entity that we (through a Chinese wholly-owned foreign enterprise subsidiary) control through certain contractual arrangements. On August 8, 2011, WFOE II, a PRC company and a newly formed subsidiary of Chance High, entered into a Share Purchase Agreement pursuant to which we acquired, from the three individual holders thereof, one hundred percent (100%) of the outstanding shares of Yantai Tianzheng, which became our second operating subsidiary effective as of July 1, 2011.

Use of Non-GAAP Financial Measures

We make reference to Non-GAAP financial measures in portions of this "Management's Discussion of Financial Condition and Results of Operations". Management believes that investors may find it useful to review our financial results that exclude certain non-cash income and expense, namely the aggregate change in the fair value of our warrants, amortization of the beneficial conversion features in our convertible notes and the effective interest charges on our convertible notes, stock-based compensation, and deferred income tax expenses as shown in the chart below in the aggregate net amount of $9,465,207 and $(2,234,879) income/(expenses) for the twelve months ended June 30, 2012 and 2011, respectively.

Management believes that these Non-GAAP financial measures are useful to investors in that they provide supplemental information to intend to enhance our investors' understanding of the underlying business trends and operating performance of our Company. We use these Non-GAAP financial measures to evaluate operating performance. However, Non-GAAP financial measures should not be considered as either a substitute or alternative measurement of net income or any other performance measures derived in accordance with GAAP.

The following is a summary of reconciliations of such Non-GAAP financial measures to the most directly comparable GAAP financial measures for the fiscal years ended June 30, 2012 and 2011:

Twelve Months Ended
June 30,
Increase
2012 2011 (Decrease)
Net income available to Common shareholders
-GAAP $ 9,648,025 $ 14,004,875 $ (4,356,850 )
Add Back (Subtract):
Change in fair value of warrants 273,369 (a) (4,544,061 )(a) 4,817,430
Amortization of beneficial conversion
features on convertible notes converted 9,317,897 (a) 1,029,487 (a) 8,288,410
Change in Option and Equity Based
Compensation 44,000 (b) 209,527 (b) (165,527 )
Deferred income tax expenses - indefinite
intangible assets (170,059 )(c) 1,070,168 (c) (1,240,227 )
Adjusted net income available to Common
shareholders -non-GAAP $ 19,113,232 $ 11,769,996 $ 7,343,236
Net income margins -non-GAAP 13.91 % 14.47 % (0.56 )%
Basic earning per share - GAAP $ 0.54 $ 0.81 $ (0.27 )
Add back (Subtract):
Change in fair value of warrants 0.02 (a) (0.26 )(a) 0.28
Amortization of beneficial conversion
features on convertible notes converted 0.52 (a) 0.06 (a) 0.46
Change in Option and Equity Based
Compensation 0.00 (b) 0.01 (b) (0.01 )
Deferred tax expenses - indefinite
intangible assets (0.01 )(c) 0.06 (c) (0.07 )
Adjusted basic earning per share non-GAAP $ 1.07 $ 0.68 $ 0.39

Diluted earning per share-GAAP $ 0.54 $ 0.75 $ (0.21 )
Add back (Subtract):
Change in fair value of warrants 0.02 (a) (0.20 )(a) 0.22
Amortization of beneficial conversion
features on convertible notes converted 0.52 (a) 0.05 (a) 0.47
Change in Option and Equity Based
Compensation 0.00 (b) 0.01 (b) (0.01 )
Deferred tax expenses - indefinite
intangible assets (0.01 )(c) 0.05 (c) (0.06 )
Adjusted diluted earning per share non-GAAP $ 1.07 $ 0.66 $ 0.41

Weighted average number of shares
Basic 17,861,085 17,198,917
Diluted 17,861,085 22,423,917

[dfh]

Hi Bob, thanks but actually I bought this at about a dime more than it is now. I'm still not sure what to think about this company now. They're real quiet and even Zacks who cover them has a hold rating on them. So who knows. : )
I hope all is well with you and yours.
Don

[luvthemtrainz]

Looks like you be jammin' with this one, Don. Nice and Congrats!

Trainz

[dfh]

It would seem a slow accumulation has been taking place in BOPH.
Hope it's a harbinger of good things to come. : )

[dfh]

July 25 Income Statement:
http://finance.yahoo.com/q/is?s=boph

[dfh]

Form 8-K for BOHAI PHARMACEUTICALS GROUP, INC.
12-Jul-2012

Item 8.01 Other Events

Bohai Pharmaceuticals Group, Inc. (the "Company") is hereby voluntarily reporting that it has repaid $731,000 (the "Repayment") due under the Company's two-year 8% convertible notes (the "Notes") as required under that certain Second Amendment to the Notes, dated May 15, 2012 (the "Second Amendment"). By making the Repayment, the term of the Notes has been formally extended to October 5, 2012 as provided for in the Second Amendment.

The Company is also voluntarily reporting that the Company has also paid $313,895 interest payment for the period of April 5, 2012 to July 5, 2012 on the Notes.

The Notes were originally issued in a financing completed by the Company in January 2010 for which Euro Pacific Capital, Inc. ("Euro Pacific") acted as placement agent and also acts as representative of the Note holders. The Company and Euro Pacific entered into the Second Amendment to extend the maturity date thereof from April 5, 2012 to October 5, 2012 (such extra six month period, the "Second Extended Period"); and (ii) maintain the interest rate on the Notes at an annual rate of 12% (or 6% for the Second Extended Period). As of the date of the Current Report on Form 8-K, an aggregate of US$9.405 million in principals remains due under the Notes.

[dfh]

Form 8-K for BOHAI PHARMACEUTICALS GROUP, INC.
28-Jun-2012

Entry into a Material Definitive Agreement, Financial Statement
Item 1.01 Entry Into a Material Definitive Agreement

On June 27, 2012, Bohai Pharmaceuticals Group, Inc. (the "Company") and Euro Pacific Capital, Inc. ("Euro Pacific"), acting as representative of the holders of certain 8% convertible notes, as amended, (the "Notes") issued by the Company on January 5, 2010, entered into a Third Amendment to the Notes (the "Third Amendment") to remove the limitations on Company's ability to incur debt, to incur liens or to make capital expenditures. The purpose of the Third Amendment is to provide the Company with enhanced flexibility to seek potential sources of financing for the Company.

A copy of the Third Amendment was attached hereto as Exhibit 4.1. The description of the Third Amendment is qualified in its entirety by reference to Exhibit 4.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Description

4.1 Third Amendment to the Convertible Notes, dated June 27, 2012, between
the Company and Euro Pacific, as investor representative.

[dfh]

It would be nice to see some auditing results from the group that the company PR'd about last year. It would go a long way in establishing credibility and a higher bid.

[otterman]

Bid firming up at least. Read an article yesterday that said buy China.

[dfh]

The reason for their ineptness escapes me. I'm more than disappointed with this bunch.

[ROCKHard]

That is truely assinine ridiculous. Doesn't management have a clue as to what is expected of them, just some common courtesy and general decency, or are they all just too busy for investors/owners interest?

[otterman]

Well now youve gone and done it, now theyre all even numbers too. Its was already weird, now its added conspiracy;)

The other day was the best volume in quite a while, that something.

[dfh]

I know this is thinly traded but the spread here is a bit wide.

[otterman]

What the heck is going on here? Ask suddenly way up, and my brokerage account has the SP at 1.614 (which Im sure is wrong but maybe Ill try selling it at that price;) But seriously, nice to see the ask that high.

~edit - and their quote page has a bid of .13 and an ask of 3.11.

[dfh]

Nice move up today, although volume could be better.

[dfh]

Yea, we're slowly climbing. Nice to see for a change.

[otterman]

38s are back in play! What a ride lol.

[otterman]

I was thinking 'mixed reviews' until I finished the whole thing. Much more good once again.

[dfh]

Maybe due to yesterday's 8k filing? ...

FORM 8-K
Date of Report (Date of Earliest Event Reported): April 3, 2012

Bohai Pharmaceuticals Group, Inc.

(Exact name of registrant as specified in its charter)


Nevada 000-53401 98-0697405
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

c/o Yantai Bohai Pharmaceuticals Group Co. Ltd.

No. 9 Daxin Road, Zhifu District

Yantai, Shandong Province, China 264000

Registrant’s telephone number, including area code: [phone]

(a) Proposed Extension of the Maturity Date of the Convertible Notes

On January 5, 2010, Bohai Pharmaceuticals Group, Inc. (the “Company”) entered into a Securities Purchase Agreement with certain accredited investors (the “Investors”), for which Euro Pacific Capital, Inc. (“Euro Pacific”) is acting as representative, whereby the Company issued two-year convertible notes in the aggregate amount of $12 million (collectively, the “Notes”) and warrants to purchase shares of the Company’s common stock. As of the date of this Report, there is currently $10.45 million due under the Notes and the original maturity date of the Notes was January 5, 2012.

On December 31, 2011, the Company entered into an amendment to the Notes with Euro Pacific as representative of the Investors (the “Amendment”) which: (i) extended the maturity date of the Notes from January 5, 2012 to April 5, 2012 (such extra three month period, the “Extended Period”); and (ii) increased the interest rate on the Notes to an annual rate of 12% (or 3% for the Extended Period).

Due to certain difficulties faced by the Company in China relating to the Company’s ability to convert its cash on hand from RMB (the Chinese currency) to US Dollars and in turn remit such amount outside China, the Company is currently in active discussions with Euro Pacific to (i) extend the maturity date of the Notes from April 5 to October 5, 2012 (such extra six month period, the “Second Extended Period”); and (ii) maintain the interest rate on the Notes as an annual rate of 12% (or 6% for the Second Extended Period). A second amendment to the Notes to memorialize the agreements of the Company and Euro Pacific with respect to the Second Extended Period is expected to be entered into by both parties in the near future.

To demonstrate the Company’s efforts to repay the Notes, the Company expects to repay up to 10% of the $10.45 million currently due under the Notes by April 13, 2012. In addition to such proposed payment, and to further demonstrate the Company’s commitment to repay the Notes in full, the Company expects, as part of the contemplated Note amendment described above, to establish an RMB escrow account in China by April 13, 2012 with a reputable bank agreed upon by both Euro Pacific and the Company and to deposit into such escrow account the remaining outstanding amount of the Notes, which the Company will have no right to dispose of or use except for (i) conversion into US Dollars for the purpose of repayment of the Notes or (ii) releases from such escrow account from time to time in amounts equal to the decreases in the outstanding amount of the Notes, either by payments made by the Company or conversion of the Notes by Noteholders.

The Company expects to fulfill its obligations under the Notes on or before applicable due dates pursuant to the terms of the applicable agreements with Euro Pacific and the Investors (including the contemplated Note amendment described above).

(b) Fiscal 2012 Guidance and other information

The Company is hereby publishing its preliminary gross revenue guidance for the third quarter of fiscal year 2012 ended March 31, 2012 in the range of $35 million to $39 million which, if achieved, would represent year-over-year quarterly growth of approximately 62.8-69.3%. The Company expects that this revenue growth were driven by a combination of its Yantai Tianzheng acquisition undertaken in mid-2011 and increasing of essential drug sales. In addition, the Company expects that the revenue growth will continue into the fourth quarter of fiscal 2012 (ending June 30, 2012) and the second half of the calendar 2012.

During the first half of the fiscal year 2012 ended December 31, 2011, the Company generated net operating cash flow of approximately $11 million. As of March 31, 2012, the Company is estimated to have a cash and equivalent balance of approximately $22.9 million .

As indicated in previous 8-K, the Company continues its effort to identify a qualified CFO candidate. In addition, the Company continues to explore strategic opportunities to grow its business and bring value to shareholders, including operating and financing opportunities.

[otterman]

Got a bit of interest today. Volume and B&A are up.

[dfh]

Now I see that Bohai's website has expired. Is this reflective of idiots running the company?

[dfh]

I'm kind of thinking that the slowdown in China isn't our problem here. Medicinal sales are not too affected in slowdowns. I think the uncertainty of the financing arrangement of the acquisition, lack of the auditing arrangement they said would happen, and their obliviousness or ineptness of the website being down has worried investors, including myself. The one danger sign I don't see here is no pumping. So, who knows?

[otterman]

Couple of items regarding business in China:

http://www.theglobeandmail.com/globe-investor/markets/markets-blog/market-view-video/video-why-worry-about-china/article2361520/

http://www.theglobeandmail.com/globe-investor/investment-ideas/how-to-play-chinas-slowdown/article2360780/

[dfh]

I've been hoping to see some auditing by our accounting firm Marcum Bernstein & Pinchuk. I wonder whatever happened to that? The website is still not up either. Maybe Friday I'll call their PR firm.

[otterman]

Still a strong buy on the site I watch, although I do not know how often they update. I still think its just economics and the China issues. Maybe pharmas falling out of favor as well. Sure wish I was fishing here, .20! is lucky:)

[dfh]

We've been getting hammered. Wish I knew why. I see Zacks still has them as a "hold".