Tianyin Pharmaceutical Co., Inc (NYSE AMEX:TPI)

Section 3 – Securities and Trading Markets

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On February 25, 2016, Tianyin Pharmaceutical Co., Inc. (the “Company”) received a notice from the NYSE MKT Staff indicating that the Company is below certain of the continued listing standards of the NYSE MKT (the “Exchange”) as set forth in Sections 134 and 1101 of the NYSE MKT Company Guide, due to its failure to timely file its Form 10-Q for the period ended December 31, 2015 (the “Form 10-Q”). Currently the Company is working to compile and disseminate the information required to be included in the Form 10-Q.

CHENGDU, China, January 12, 2016 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI) (the "Company"), a pharmaceutical company that specializes in the patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API), received a plan acceptance letter (the "Plan Acceptance Letter") on January 5, 2016 from the NYSE MKT LLC (the "Exchange") indicating that the Exchange accepted the Company's compliance plan, submitted on October 19, 2015 and supplemented on December 4, 2015, regarding the Company's non-compliance of certain of the Exchange's continued listing standards, as set forth in Sections 134 and 1101 of the NYSE MKT Company Guide.

The Company was notified by the Exchange previously of its noncompliance of the continued listing standards due to the delay in filing of its Quarterly Report on Form 10-Q for the period ended September 30, 2015 (the "Form 10-Q"), in addition to the delay in filing of its Annual Report on Form 10-K for the year ended June 30, 2015 (the "Form 10-K").

In the Plan Acceptance Letter, the Exchange indicated its acceptance of the Company's compliance plan and granted a plan period through April 1, 2016, subject to the following conditions:

1. The Company must regain possession of the files taken by the Sichuan Province Public Security Department ("SPPSD") by April 1, 2016;
2. The Company must comply with the Exchange's timely alert policy when it has material news pursuant to Part 4 of the NYSE MKT Company Guide; and
3. The Company should give serious consideration to disclosing estimated figures that reflect its current financial condition.

NYSE Regulation Staff will review the Company periodically for compliance with the initiatives outlined in its compliance plan. If any adverse development occurs in the interim, the Company is not in compliance with the continued listing standards by April 1, 2016 or if the Company does not make progress consistent with the compliance plan within the plan period, Exchange staff will initiate delisting procedures as appropriate. If that occurs, the Company may appeal a staff delisting determination in accordance with Section 1010 and Part 12 of the Company Guide.

Section 3 – Securities and Trading Markets

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On December 2, 2015, Tianyin Pharmaceutical Co., Inc. (the “Company”) filed a Current Report on Form 8-K (“Form 8-K”) to disclose that, on November 25, 2015, it received a notice from the NYSE MKT Staff indicating that the Company was below certain of the continued listing standards of the NYSE MKT (the “Exchange”) as set forth in Sections 134 and 1101 of the NYSE MKT Company Guide, due to the delay in filing its Quarterly Report on Form 10-Q for the period ended September 30, 2015 (the “Form 10-Q”) beyond the extended filing due date, in addition to the delay in filing of its Annual Report on Form 10-K for the year ended June 30, 2015 (the “Form 10-K”). On December 4, 2015, the Company submitted to the Exchange a supplement (“Supplement”) to its compliance plan dated October 19, 2015.

On January 5, 2016, the Company received a Plan Acceptance Letter from the Exchange (“Plan Acceptance Letter”), in which the Exchange indicated its acceptance of the Company’s compliance plan and granted a plan period through April 1, 2016, subject to the following conditions:

 1. The Company must regain possession of the files taken by the Sichuan Province Public Security Department (“SPPSD”) by April 1, 2016;
 2. The Company must comply with the Exchange’s timely alert policy when it has material news pursuant to Part 4 of the NYSE MKT Company Guide; and
 3. The Company should give serious consideration to disclosing estimated figures that reflect its current financial condition.

NYSE Regulation Staff will review the Company periodically for compliance with the initiatives outlined in its compliance plan. If any adverse development occurs in the interim, the Company is not in compliance with the continued listing standards by April 1, 2016 or if the Company does not make progress consistent with the compliance plan within the plan period, Exchange staff will initiate delisting procedures as appropriate. If that occurs, the Company may appeal a staff delisting determination in accordance with Section 1010 and Part 12 of the Company Guide.

On January 11, 2016, we issued a press release regarding the receipt of the Plan Acceptance Letter from the Exchange. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein in its entirety.

Item 8.01. Other Events

Tianyin Pharmaceutical Co., Inc. (the “Company”) is filing this amendment (the “Amendment”) to a Current Report on Form 8-K (the “Form 8-K”) filed by the Company on October 16, 2015 which disclosed that, in late September of 2015, the Company was informed that an investigation had been initiated against Mr. Guoqing Jiang, Chief Executive Officer, Acting Chief Financial Officer and Chairman of the Company by Public Order Corps of Sichuan Province Public Security Department (the “SPPSD”) in connection with the temporary halt of production and sale of the Company’s Hugan Tablets in mid 2014, which was disclosed in a Current Report on Form 8-K filed by the Company on April 7, 2014, amended subsequently on May 14, 2014, May 23, 2014 and July 8, 2014, as well as the Company’s periodic reports thereafter.

The Company is filing this Amendment to clarify that the investigation initiated by SPPSD is unrelated to the investigations in mid-2014 which was conducted by China Food and Drug Administration (“CFDA”). It is alleged by SPPSD that the Company’s wholly-owned subsidiary, Chengdu Tianyin Pharmaceutical Co., Ltd. (“Chengdu Tianyin”), was involved in production and sale of counterfeit drugs in connection with the Company’s Hugan Tablets. It is alleged by SPPSD that, according to China’s Drug Administration Law, Chengdu Tianyin’s substitution of a required herbal ingredient (Radix Bupleuri) with another herbal ingredient (Bupleurum Marginatum) in the production of Hugan Tablets is illegal and therefore shall be deemed “production and sale of counterfeit drugs”. This is a criminal investigation against Chengdu Tianyin, and not against Mr. Jiang as an individual. Mr. Jiang is being involved in this investigation because he is the legal representative of Chengdu Tianyin. Mr. Jiang is currently being detained by SPPSD and his personal freedom is being restricted; therefore, for the time being, he cannot perform his regular duties.

As a part of the investigation, SPPSD took certain accounting files and relevant purchase, production and sale files of the Company. Currently the Company is actively seeking to get back the files as soon as possible, since those files are required to complete the Company’s annual audit for the fiscal year ended June 30, 2015. According to the Company’s recent communications with SPPSD, it is expected that the files may be returned to the Company in March 2016.

CHENGDU, China, Dec. 2, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI) (the "Company"), a pharmaceutical company that specializes in the patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API), received notice on November 25, 2015 from the NYSE MKT LLC (the "Exchange") indicating that the Company is below certain of the Exchange's continued listing standards, as set forth in Sections 134 and 1101 of the NYSE MKT Company Guide, due to the delay in filing of its Quarterly Report on Form 10-Q for the period ended September 30, 2015 (the "Form 10-Q"), in addition to the delay in filing of its Annual Report on Form 10-K for the year ended June 30, 2015 (the "Form 10-K"). Under NYSE MKT rules, until the Company files the Form 10-Q and Form 10-K, its common stock will remain listed on the NYSE MKT under the symbol "TPI," but assigned an ".LF" indicator to signify late filing status and the Company is on the list of NYSE MKT noncompliant issuers on the website. The indicator will be removed when the Company has regained compliance with all applicable continued listing standards.

In order to maintain its listing, the Company intends to submit a supplement to its compliance plan by December 4, 2015 to the Exchange.  If the plan is accepted, the Company must be in compliance with all the Exchange's continued listing standards by April 16, 2016 and must make progress consistent with the compliance plan submitted to the Exchange; otherwise, the Exchange will initiate delisting procedures as appropriate.

Currently the Company is working diligently to compile and disseminate the information required to be included in the Form 10-K and Form 10-Q. The Company expects to file the Form 10-K and Form 10-Q before April 16, 2016.

CHENGDU, China, October 20, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI) (the "Company"), a pharmaceutical company that specializes in the patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API), received notice on October 16, 2015 from the NYSE MKT LLC (the "Exchange") indicating that the Company is below certain of the Exchange's continued listing standards, as set forth in Sections 134 and 1101 of the NYSE MKT Company Guide, due to the delay in filing of its Annual Report on Form 10-K for the year ended June 30, 2015 (the "Form 10-K"). Under NYSE MKT rules, until the Company files the Form 10-K, its common stock will remain listed on the NYSE MKT under the symbol "TPI," but will be assigned an ".LF" indicator to signify late filing status. Five business days following the receipt of the noncompliance letter, the Company will be added to the list of NYSE MKT noncompliant issuers on the website and the indicator will be disseminated with the Company's ticker symbol. The indicator will be removed when the Company has regained compliance with all applicable continued listing standards.

In order to maintain its listing, the Company must submit a plan of compliance by November 15, 2015 addressing how it intends to regain compliance with Sections 134 and 1101 of the NYSE MKT Company Guide by April 15, 2016. If the plan is accepted, the Company may be able to continue its listing but will be subject to periodic reviews by the Exchange. If the plan is not accepted or if it is accepted but the Company is not in compliance with the continued listing standards by April 15, 2016, or if the Company does not make progress consistent with the plan, the Exchange will initiate delisting procedures as appropriate. The Company intends to submit a compliance plan on or before the deadline set by the Exchange.

Currently the Company is working diligently to compile and disseminate the information required to be included in the Form 10-K. The Company expects to file the Form 10-K before the deadline set by the Exchange.

Item 8.01. Other Events

In late September of 2015, Tianyin Pharmaceutical Co., Inc. (the “Company”) was informed that an investigation had been initiated against Dr. Guoqing Jiang, Chief Executive Officer, Acting Chief Financial Officer and Chairman of the Company by Public Order Corps of Sichuan Province Public Security Department (the “SPPSD”) in connection with the temporary halt of production and sale of the Company’s Hugan Tablets in mid 2014, which was disclosed in a Current Report on Form 8-K filed by the Company on April 7, 2014, amended subsequently on May 14, 2014, May 23, 2014 and July 8, 2014, as well as our periodic reports thereafter. As a part of the investigation, certain files of the Company have been taken by the SPPSD, which has caused additional delay in the Company’s annual audit for the fiscal year ended June 30, 2015.

The Company’s Board of Directors is currently looking into this matter and ascertaining the nature and scope of the investigation. The Company will file an amendment to provide more information once it becomes available.

Item 4.02(a). Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

As disclosed in a Current Report on Form 8-K filed on July 14, 2015 by Tianyin Pharmaceutical Co., Inc. (the “Company”), on October 29, 2014, Chengdu Tianyin Pharmaceutical Co., Ltd. (“Chengdu Tianyin”, which is the Company’s indirect wholly-owned subsidiary), Grandway Group Holdings Ltd. (“Grandway Group”, which is the Company’s indirect wholly-owned subsidiary), Guoqing Jiang (“Jiang”, who is the Company’s Chairman and CEO), and Shandong Buchang Pharmaceutical Co., Ltd. (“Shandong Buchang”) (each, a “Party”, and collectively “Parties) entered into a Cooperation Framework Agreement Regarding Chengdu Tianyin Pharmaceutical Co., Inc. (“Cooperation Framework Agreement”). Pursuant to the Cooperation Framework Agreement, the Parties agreed to establish a joint venture, Qionglai Tianyin Pharmaceutical Co., Ltd. (“Qionglai Tianyin”), with the total registered capital of RMB 200,000,000 (approximately US$32.3 million), with Chengdu Tianyin owning 95% and Shandong Buchang owning 5%. Shandong Buchang’s capital investment in Qionglai Tianyin took the form of RMB 10 million (approximately US$1.6 million), and Chengdu Tianyin’s capital investment in Qionglai Tianyin took the form of its buildings, land use rights, machineries and equipment of its plants located at Longquan and Qionglai, all of its patents and trademarks, and its portfolio drugs collectively valuated at approximately RMB 190 million (approximately USD $30.7 million) (the “Assets”). Following the execution of the Cooperation Framework Agreement, registration documents to establish Qionglai Tianyin were filed on November 3, 2014 and approved on January 27, 2015. In April and May 2015, pursuant to certain Share Transfer Agreements (the “Share Transfer Agreements”), Chengdu Tianyin transferred a total 75% ownership of Qionglai Tianyin to Shandong Buchang for RMB160 million (approximately $26 million).

Due to the entry into the Cooperation Framework Agreement and Share Transfer Agreements within the quarter ended December 30, 2014, and the fact that the Company had decided to contribute the Assets to Qionglai Tianyin as its capital contribution in the joint venture, the Company’s Board of Directors therefore concluded on August 6, 2015 that the Assets which will be contributed to the joint venture should be classified as “Assets Held for Sale” in the unaudited consolidated financial statements included in the Quarterly Report on Form 10-Q for the period ended December 31, 2014 (the “Form 10-Q”) and a footnote regarding the transactions shall be also included therein. Accordingly, it is concluded that the unaudited consolidated financial statements included in the Form 10-Q as filed should no longer be relied upon.

Management and the Board of Directors of the Company discussed this matter with the Company’s principal accountants and decided to amend the Company’s Form 10-Q as soon as possible to include the disclosures of the joint venture and share transfer, as well as the effects on the Company’s unaudited consolidated financial statements for the period.

Management Discussion and Analysis

Sales for the quarter ended March 31, 2015 were $4.0 million as compared to $8.6 million for the quarter ended March 31, 2014. Sales for the nine months ended March 31, 2015 were $20.4 million as compared to $37.3 million for the nine months ended March 31, 2014. The sales decrease was a result of continuous pricing pressure and restrictive sales policies on generic products compared with the same period last year. The decrease was caused by the relocation process of the Company’s manufacturing facility from the previous Longquan location to the new QLF site in parallel with the Chinese New Year in February during this period.

Net Loss was $1.2 million for the quarter ended March 31, 2015, as compared to $0.0 million for the quarter ended March 31, 2014. Net loss was $0.1 million for the nine months ended March 31, 2015 as compared to $3.1 million net income with net margin of 8% for the nine months ended March 31, 2014. The decrease of net margins was primarily due to the GMOL R&D costs and the decrease of sales as a result of the relocation process discussed above.

CHENGDU, China, July 31, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI) (the "Company"), a pharmaceutical company that specializes in the patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API), provided updates regarding the notice it received on May 21, 2015 from the NYSE MKT LLC (the "Exchange") indicating that the Company was below certain of the Exchange's continued listing standards, as set forth in Sections 134 and 1101 of the NYSE MKT Company Guide, due to the delay in filing of its Quarterly Report on Form 10-Q for the period ended March 31, 2015 (the "Form 10-Q"). On July 24, 2015, the Company received another notice from the Exchange in connection with the filing of the Form 10-Q that the Company continued to be not in compliance with Sections 134 and 1101 of the NYSE MKT Company Guide and that its listing is being continued pursuant to an extension.

Under NYSE MKT rules, until the Company files the Form 10-Q, its common stock will continue to be subject to the ".LF" indicator to signify its late filing status and will remain on the list of NYSE MKT noncompliant issuers at www.nyse.com.

In order to maintain its listing, the Company must regain compliance with Sections 134 and 1101 of the NYSE MKT Company Guide by August 21, 2015. Failure to regain compliance within the given timeframe will likely result in the Exchange Staff indicating delisting procedures pursuant to Section 1009 of the Company Guide.

Currently the Company is working diligently with the auditor to compile and disseminate the information required to be included in the Form 10-Q, as well as the required review of the Company's financial information. The Company expects to file the Form 10-Q as soon as possible and before the deadline set by the Exchange.

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On July 13, 2015 (“Notice Date”), Tianyin Pharmaceutical Co., Inc. (the “Company”) received a notice from the NYSE MKT Staff indicating that the Company is below certain of the continued listing standards of the NYSE MKT (the “Exchange”) as set forth in Section 1103(f)(iv) of the NYSE MKT Company Guide, which requires listed companies to pay, when due, any applicable listing fees established by NYSE MKT. As of the Notice Date, the Company was delinquent in paying its listing fees of $10,000.

The failure of the Company’s payment in the listing fees was due to an inadvertent oversight. On July 16, 2015, the Company arranged a wire and remitted the payment of $10,000 to NYSE MKT. As of the date of this filing, the Company is waiting for the NYSE MKT to confirm that the payment has been received and that it is no longer delinquent in the payment of the listing fees.

Stock Pledge Agreement

In November 2014, Chengdu Tianyin and Shandong Buchang entered into a Stock Pledge Agreement, pursuant to which the parties agreed that Chengdu Tianyin shall pledge its 23% stake of Qionglai Tianyin to Shandong Buchang as its down payment to Shandong Buchang and guarantee of performance of Chengdu Tianyin, Grandway Group and Dr. Guoqing Jiang under the Cooperation Framework Agreement.

Share Transfer Agreement

In November 2014, the Parties entered into a Share Transfer Agreement Regarding Qionglai Tianyin Pharmaceutical Co., Ltd. (“Share Transfer Agreement”). Pursuant to the Share Transfer Agreement, after Chengdu Tianyin has completed the transfer of the Assets into Qionglai Tianyin, Chengdu Tianyin shall transfer 72% of Qionglai Tianyin’s stock to Shandong Buchang at the total price of RMB 144,000,000 (approximately USD $24 million) which shall be paid in installments. Shandong Buchang made the first installment of payment in the amount of RMB 50,000,000 (approximately USD $8.3 million) on April 8, 2015. Chengdu Tianyin and Shandong Buchang are currently negotiating the timeline for the remaining payments.

As of March 13, 2015, Chengdu Tianyin had completed the transfer of 72% of Qionglai Tianyin’s stock to Shandong Buchang. As of the date of this filing, Chengdu Tianyin and Shandong Buchang own 23% and 77% of Qionglai Tianyin, respectively.

CHENGDU, China, June 15, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) updated that during the advanced stage of the discussions between Chengdu Tianyin and Buchang Pharma (www.buchang.com) it is likely that Buchang Pharma will significantly increase its stake in the Tianyin-Buchang Alliance joint venture. The total registered capital for the joint venture is RMB 200 million (approximately $33 million), which TPI's wholly owned subsidiary Chengdu Tianyin Pharmaceutical Co., Ltd. owns 95% and Buchang Pharma owns 5%.

The above mentioned discussions follow the construction completion and the subsequent successful GMP certification (Certification No.: SC20140067, valid till July 1, 2020) according to the latest GMP standards at the Company's new manufacturing Qionglai Facility (QLF). The integration of sales network of TPI-Buchang Pharma platform is currently ongoing.

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On May 21, 2015, we received a notice from the NYSE MKT Staff indicating that the Company is below certain of the continued listing standards of the NYSE MKT (the “Exchange”) as set forth in Sections 134 and 1101 of the NYSE MKT Company Guide, due to the delay in filing its Quarterly Report on Form 10-Q for the period ended March 31, 2015 (the “Form 10-Q”) beyond the extended filing due date of May 20, 2015. Currently the Company is working diligently with the auditor to compile and disseminate the information required to be included in the Form 10-Q, as well as the required review of the Company’s financial information. The Company expects to file the Form 10-Q as soon as possible and before the deadline set by the Exchange.

Management Discussion and Analysis

Sales for the quarter ended December 31, 2014 were $6.7 million as compared to $13.9 million for the quarter ended December 31, 2013. Sales for the six months ended December 31, 2014 were $16.4 million as compared to $28.7 million for the six months ended December 31, 2013. The sales decrease was a result of continuous pricing pressure and restrictive sales policies on generic products compared with the same period last year. The decrease was also a result of the relocation process of Company’s manufacturing facility from the previous Longquan location to the new QLF site.

Net Income was $0.1 million with net margin of 1.5% for the quarter ended December 31, 2014, as compared to net income of $1.7 million with net margin of 12% for the quarter ended December 31, 2013. Net income was $1.1 million with net margin of 7% for the six months ended December 31, 2014 as compared to $3.2 million with net margin of 11% for the six months ended December 31, 2013. The decrease of net margins was primarily due to the GMOL R&D costs and the decrease of sales as a result of the relocation process discussed above.

CHENGDU, China, Feb. 26, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in the patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API), received notice on February 24, 2015 from the NYSE MKT LLC (the "Exchange") indicating that the Company is below certain of the Exchange's continued listing standards, as set forth in Sections 134 and 1101 of the NYSE MKT Company Guide, due to the delay in filing of its Quarterly Report on Form 10-Q for the period ended December 31, 2014 (the "Form 10-Q"). Under NYSE MKT rules, until the Company files the Form 10-Q, its common stock will remain listed on the NYSE MKT under the symbol "TPI," but will be assigned an ".LF" indicator to signify late filing status. Five business days following the receipt of the noncompliance letter, the Company will be added to the list of NYSE MKT noncompliant issuers on the website and the indicator will be disseminated with the Company's ticker symbol. The indicator will be removed when the Company has regained compliance with all applicable continued listing standards.

In order to maintain its listing, the Company must submit a plan of compliance by March 10, 2015 addressing how it intends to regain compliance with Sections 134 and 1101 of the NYSE MKT Company Guide by May 22, 2015.  If the plan is accepted, the Company may be able to continue its listing but will be subject to periodic reviews by the Exchange. If the plan is not accepted or if it is accepted but the Company is not in compliance with the continued listing standards by May 22, 2015, or if the Company does not make progress consistent with the plan, the Exchange will initiate delisting procedures as appropriate. The Company intends to submit a compliance plan on or before the deadline set by the Exchange.

Currently the Company is working diligently with the auditor to compile and disseminate the information required to be included in the Form 10-Q, as well as the required review of the Company's financial information. The Company expects to file the Form 10-Q as soon as possible and before the deadline set by the Exchange.

CHENGDU, China, February 18, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in the development and sale of patented biopharmaceutical medicine, modernized traditional Chinese medicine (TCM), branded generics and active pharmaceutical ingredients (API) updated on the business and development at its Jiangchuan Macrolide Facility (JCM) API operation.

In addition to JCM's certification at India, along with other international clients located at Bangladesh, Philippines and Iran on import status, TPI plans for FDA certification process at its JCM facility in order to service international clients such as Pfizer's (www.pfizer.com) and their subsidiaries in China. This is expected to translate to further demand for JCM's macrolide API business in both the domestic and international markets.

CHENGDU, China, February 6, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today announced that TPI and Buchang Pharmaceutical Co., Ltd. ("Buchang Pharma", http://www.bloomberg.com/profiles/companies/SHPHRZ:CH-shandong-buchang-pharmaceuticals-co-ltd) plan to establish Tianyin-Buchang Strategic Alliance (the "Alliance") to synergize and accelerate the growth of the Company, boosting TPI's mTCM franchise focusing on its cardiovascular revenue driver Gingko Mihuan (GMOL).

1. The Alliance platform will be established based upon TPI's newly completed and GMP-certified Qionglai Tianyin Facility (QLF) with the latest technologies and expanded production capacities in mTCM pre-extraction, purification and formulation manufacturing.
2. The Alliance will integrate TPI's portfolio drugs especially core product portfolio with the possibility of integrating additional products beyond the current indication categories of cardiovascular, viral infection and immunology.
3. The Alliance will be established in the form of a joint venture, with a total registered capital RMB 200 million (approximately $33 million), of which TPI's wholly owned subsidiary Chengdu Tianyin Pharmaceutical will own 95%, with the plant, machinery and technology of its QLF and its portfolio drugs collectively valuated at approximately RMB 190 million comprising its capital contribution, and Buchang Pharma will own 5% with a cash contribution of RMB 10 million.
4. The Alliance will synergize the current TPI's sales force with the Buchang Pharma's network resources (>15,000 hospitals nationwide) to achieve significant improvement on the sales expansion of TPI's product portfolio focusing on TPI's lead revenue driver GMOL.
5. Based on the nature of JCM's antibiotic business specializing on API manufacturing and sales, TPI's Jiangchuan macrolide facility (JCM), a wholly owned subsidiary of Chengdu Tianyin, currently valued at $18 million, along with other assets under TPI, will not be included in the Alliance.

"We are excited to establish the Alliance with Buchang Pharma, one of China's most elite pharmaceutical companies with over $1.4 billion annual sales," TPI's Chairman and CEO Dr. Guoqing Jiang commented. "The estimated annual growth rate for GMOL is projected at 30% annually, with a possibility to approach RMB 500 million or $80 million annual sales with the support of the Alliance."

King & Wood Mallesons participated as an advisor to the establishment of the Alliance.

CHENGDU, China, Feb. 6, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today announced that TPI and Buchang Pharmaceutical Co., Ltd. ("Buchang Pharma", http://www.bloomberg.com/profiles/companies/SHPHRZ:CH-shandong-buchang-pharmaceuticals-co-ltd) plan to establish Tianyin-Buchang Strategic Alliance (the "Alliance") to synergize and accelerate the growth of the Company, boosting TPI's mTCM franchise focusing on its cardiovascular revenue driver Gingko Mihuan (GMOL).

1. The Alliance platform will be established based upon TPI's newly completed and GMP-certified Qionglai Tianyin Facility (QLF) with the latest technologies and expanded production capacities in mTCM pre-extraction, purification and formulation manufacturing.

2. The Alliance will integrate TPI's portfolio drugs especially core product portfolio with the possibility of integrating additional products beyond the current indication categories of cardiovascular, viral infection and immunology.

3. The Alliance will be established in the form of a joint venture, with a total registered capital RMB 200 million (approximately $33 million), of which TPI's wholly owned subsidiary Chengdu Tianyin Pharmaceutical will own 95%, with the plant, machinery and technology of its QLF and its portfolio drugs collectively valuated at approximately RMB 190 million comprising its capital contribution, and Buchang Pharma will own 5% with a cash contribution of RMB 10 million.

4. The Alliance will synergize the current TPI's sales force with the Buchang Pharma's network resources (>15,000 hospitals nationwide) to achieve significant improvement on the sales expansion of TPI's product portfolio focusing on TPI's lead revenue driver GMOL.

5. Based on the nature of JCM's antibiotic business specializing on API manufacturing and sales, TPI's Jiangchuan macrolide facility (JCM), a wholly owned subsidiary of Chengdu Tianyin, currently valued at $18 million, along with other assets under TPI, will not be included in the Alliance.

"We are excited to establish the Alliance with Buchang Pharma, one of China's most elite pharmaceutical companies with over $1.4 billion annual sales," TPI's Chairman and CEO Dr. Guoqing Jiang commented. "The estimated annual growth rate for GMOL is projected at 30% annually, with a possibility to approach RMB 500 million or $80 million annual sales with the support of the Alliance."

King & Wood Mallesons participated as an advisor to the establishment of the Alliance.

CHENGDU, China, January 23, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in the development and sale of patented biopharmaceutical medicine, modernized traditional Chinese medicine (TCM), branded generics and active pharmaceutical ingredients (API) today announced the business and development progress at its Jiangchuan Macrolide Facility (JCM) API operation.

1. Following the September 2014 JCM application (No. 51268) for the import certificate to India via India's Central Drugs Standard Control Organization Ministry of Health & Family Welfare, TPI's JCM successfully passed the preliminary examination on December 30, 2014, and was notified on January 16, 2015 by the Directorate General Of Health Services, Office of Drug Controller General (India) Import and Registration Division regarding the application to import Azithromycin API products and intermediates to send in samples of Azithromycin API from three different lots for analysis. Upon request, the samples were sent to the Central Drug Testing Laboratory (CDTL) in Mumbai, India. Further information regarding India's Central Drugs Standard Control Organization can be found via http://cdsco.nic.in/forms/Default.aspx.

2. In addition to the business and development at India, JCM has developed business with a number of international clients located in Bangladesh, the Philippines and Iran with substantial progress on import status.

3. JCM has also been in negotiation with a subsidiary of a large international (US) pharmaceutical company who specializes in Azithromycin tablets sale worldwide for API orders.

Item 8.01. Other Events

Tianyin Pharmaceutical Co., Inc. (the “Company”) plans to establish a strategic alliance with Buchang Pharmaceutical Co., Ltd. (“Buchang Pharma”), one of China's most elite pharmaceutical companies, to synergize and accelerate the growth of the Company, boosting the Company’s modernized traditional Chinese medicines (mTCM) franchise focusing on its cardiovascular revenue driver Gingko Mihuan (GMOL). The strategic alliance is anticipated to be in the form of a joint venture to be established based upon the Company’s newly completed and GMP-certified Qionglai Tianyin Facility (QLF) with the latest technologies and expanded production capacities in herbal medicine active ingredients pre-extraction, purification and formulation manufacturing. The alliance will integrate the Company’s portfolio drugs especially high margined core product portfolio with the possibility of integrating additional products beyond the current indication categories of cardiovascular, viral infection and immunology. The total registered capital for the joint venture will be RMB 200 million (approximately $33 million), which the Company’s wholly owned subsidiary Chengdu Tianyin Pharmaceutical Co., Ltd. owns 95% and Buchang Pharma owns 5%.

CHENGDU, China, January 15, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today announced that TPI and Buchang Pharmaceutical Co., Ltd. ("Buchang Pharma", plan to establish Tianyin-Buchang Strategic Alliance (the "Alliance") to synergize and accelerate the growth of the Company, boosting TPI's mTCM franchise focusing on its cardiovascular revenue driver Gingko Mihuan (GMOL).

1. The Alliance platform will be established based upon TPI's newly completed and GMP-certified Qionglai Tianyin Facility (QLF) with the latest technologies and expanded production capacities in mTCM pre-extraction, purification and formulation manufacturing.
2. The Alliance will integrate TPI's portfolio drugs especially core product portfolio with the possibility of integrating additional products beyond the current indication categories of cardiovascular, viral infection and immunology.
3. The Alliance will be established in the form of a joint venture, with the total registered capital for the Alliance of RMB 200 million (approximately $33 million), which TPI's wholly owned subsidiary Chengdu Tianyin Pharmaceutical owns 95% and Buchang Pharma owns 5%. The registered capital forms the basis of valuing TPI's current portfolio drugs alone at $33 million with possibility of future growth which will lead to further increase of registered capital.
4. The Alliance will synergize the current TPI's sales force with the Buchang Pharma's network resources (>15,000 hospitals nationwide) to achieve significant improvement on the sales expansion of TPI's product portfolio focusing on TPI's lead revenue driver GMOL.
5. Based on the nature of JCM's antibiotic business specializing on API manufacturing and sales, TPI's Jiangchuan macrolide facility (JCM), a wholly owned subsidiary of Chengdu Tianyin, currently valued at $18 million, along with other assets under TPI, will not be included in the Alliance.

"We are excited to establish the Alliance with Buchang Pharma, one of China's most elite pharmaceutical companies with over $1.4 billion annual sales," TPI's Chairman and CEO Dr. Guoqing Jiang commented. "The estimated annual growth rate for GMOL is projected at 30% annually, with a possibility to approach RMB 500 million or $80 million annual sales with the support of the Alliance."

King & Wood Mallesons participated as an advisor to the establishment of the Alliance.

CHENGDU, China, January 3, 2015 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today updates regarding the Alliance discussions with industrial leaders (private and state-owned enterprises) in China's pharmaceutical market to form integrated platform of its mTCM franchise focusing on its cardiovascular revenue driver Gingko Mihuan (GMOL).

1. The Alliance platform is to be established based upon TPI's newly completed and imminently GMP-certified Qionglai Facility (QLF).
2. The Alliance is to focus on TPI's core product portfolio along with other portfolio drugs with the possibility of integrating additional products beyond the current indication categories of cardiovascular, viral infection and immunology.
3. The Alliance is to be established with TPI's wholly owned subsidiary Chengdu Tianyin Pharmaceutical owning majority stake of the Alliance with the strategic partner owning a minority stake with the total registered capital for the Alliance in the range of RMB 200 million - RMB 250 million, approximately $30 million - $40 million.
4. The Alliance is to integrate the current TPI's sales force with the network resources brought by the industrial partner to achieve significant improvement on the revenue of TPI's core portfolio with the focus on GMOL.
5. TPI's Jiangchuan macrolide facility (JCM), a wholly owned subsidiary of Chengdu Tianyin, currently valued at $18 million, is not included in the Alliance due to the nature of JCM's business specializing on API manufacturing and sales.

"In recent years, TPI has met challenges due to intensified market competition and policy changes amid the ongoing healthcare reform in China. In an effort to regain the momentum of revenue growth, we ally with well-entrenched industrial leaders to synergize and optimize various resources to improve the depth and coverage of sales networks." TPI's Chairman and CEO, Jiang, Guoqing commented, "We will provide updates when these efforts substantiate."

Management Discussion and Analysis

Sales for the quarter ended September 30, 2014 was $9.7 million as compared to $14.7 million for the quarter ended September 30, 2013. The sales decrease was a result of continuous pricing pressure and restrictive sales policies on generic products compared with the same period last year.

Net Income was $1.0 million with net margin of 10% for the quarter ended September 30, 2014, as compared to net income of $1.5 million with net margin of 10% for the quarter ended September 30, 2013.

First Quarter 2015 Financial Results

• Revenue was $9.7 million compared with $14.7 million in 1Q14 with gross margins improved to 52% compared with 40% in 1Q14
• Earnings per diluted share were $0.03 per share compared with $0.05 per share in 1Q14

Business Development & Outlook

Fiscal 2015 Guidance

The following factors, in our opinion, will influence the Company's growth perspectives for fiscal year 2015:

1. Market expansion and revenue growth of TPI's core product portfolio led by flagship product Gingko Mihuan Oral Liquid (GMOL) and other major products;
2. JCM revenue at both domestic and international markets in the fiscal year 2015;
3. Generic sale stabilization and recovery along with our strategy to cope with pricing restrictions and market competition under the ongoing healthcare reform; and
4. QLF GMP certification/relocation and smooth transition of production capacity.

We forecast that the organic revenue growth for TPI may range from 5-10% for the fiscal year 2015. Management will continue to evaluate the Company's business outlook and communicate any changes on a quarterly basis or as when appropriate.

CHENGDU, China, Dec. 26, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today announced that the Company is engaged in discussion with a pharmaceutical industry strategic partner to form an Alliance (the "Alliance") in building a nationwide mTCM portfolio platform. We expect the Alliance to be based at TPI's new Qionglai Tianyin Facility (QLF) as the core entity with TPI's current product portfolio to drive the growth of the Company with a more focused effort to TPI's core product portfolio, an expanded national footprint and the opportunity to integrate both the upstream and downstream client base.

The outline of the initiative is described as follows:

-- Two Companies to form an Alliance to integrate and synergize the sales network to reach over 10,000 hospitals nationwide, 10 fold increase from TPI's current 1,000 own network hospitals;

-- The Alliance is expected to transform TPI's portfolio landscape by creating a multifaceted platform that focuses on cardiovascular franchise led by TPI's revenue driver, Gingko Mihuan Oral Liquid (GMOL);

-- Optimize the market penetration for other potential revenue drivers amongst TPI's comprehensive product portfolio.

CHENGDU, China, December 17, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today updates that it expects to receive the formal Good Manufacturing Practice (GMP) certificate for its Qionglai Facility's (QLF) from the China Food & Drug Administration's (CFDA) by the end of December 2014. Prior to the official issuance of the GMP certificate, there is a public notice period which is likely to take place within this week. The public notice period is an important step of GMP certificate during which the pharmaceutical manufacturing facility's GMP application will be disclosed on the CFDA website. The public notice time will last for approximately 10 business days which is to be followed by immediate issuance of the GMP certificate. TPI is currently preparing for the smooth transition of production capacity from the current Longquan facilities to the new QLF immediately following the official issuance of GMP certificate.

Management Discussion and Analysis

Sales for the fiscal year ended June 30, 2014 was $46.6 million, decreased by 31% from $67.5 million for the fiscal year 2013, mainly due to the Hugan incidence, along with generic pricing pressure, sales volume decrease and prolonged JCM production ramp up. We witnessed a 43% reduction of total revenue of TPI’s organic portfolio which excludes the distribution revenue, from $51.0 million for the fiscal year ended June 30, 2013 to $29.3 million for the fiscal year ended June 30, 2014. With the recovery of production capacity and sales, we are implementing various strategies to stabilize our generic sales.

Net loss attributable to TPI was $0.8 million for the fiscal year ended June 30, 2014, compared with a net income of $6.6 million in fiscal year ended June 30, 2013. The loss was mainly caused by the production interruption, sales decrease and related costs that resulted from GMP re-certification.

CHENGDU, China, December 2, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today updates that its Qionglai Facility's (QLF) Good Manufacturing Practice (GMP) certification to be issued by the China Food & Drug Administration's (CFDA) is expected to receive the status of public notice period within the month of December. The public notice period is a required procedure of GMP certification during which the pharmaceutical manufacturing facility's GMP application will be disclosed on the CFDA website. The public notice time will last for approximately 10 business days which could be followed by immediate issuance of the GMP certificate. TPI is currently preparing for the smooth transition of production capacity from the current Longquan facilities to the new QLF immediately following the official issuance of GMP certificate.

With the expanded manufacturing facility and high throughput TCM ingredients extraction technologies, TPI is seeking various growth opportunities that include 1) further in-depth research and development of Gingko Mihuan series product and other proprietary products; 2) seeking strategic collaboration and alliance with entities that are endowed with significant market platform in cardiovascular diseases and other high incidence conditions in China. And the imminent GMP certification of the QLF is to serve the basis of growth in revenue and earnings with these strategies.

CHENGDU, China, October 23, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today updates that its Qionglai Facility (QLF) Good Manufacturing Practice (GMP) certification by the China Food & Drug Administration's (CFDA) is on schedule. The Company forecasts that the QLF may receive its formal certification as early as November 2014. TPI is currently preparing the smooth transition of production capacity from the current Longquan facility to the new QLF immediately following the official issuance of GMP certificate.

The QLF is a combination of both pre-extraction plant and formulation plant. The pre-extraction facility is designated for processing and purifying raw materials for TCMs using ethanol or distilled water precipitation, filtration, centrifugation, concentration and purification. The TCM extracts will then be processed for the production of mTCM products at the formulation facility where the final biopharmaceutical, TCM and generic products in the forms of oral liquid, granules, tablets, and capsules are produced. In September 2014, the Company has successfully completed the site visit for GMP certification, during which a team of GMP experts and specialists along with CFDA officials conduct a thorough examination of production facility in terms of pre-extraction process, formulation process and various aspects of the pharmaceutical manufacturing procedure. The successful completion of the site inspection at QLF provides necessary assurance for the final issuance of GMP certificate for QLF.

Section 3 – Securities and Trading Markets

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On October 15, 2014, we received a notice from the NYSE MKT Staff indicating that the Company is below certain of the continued listing standards of the NYSE MKT (the “Exchange”) as set forth in Sections 134 and 1101 of the NYSE MKT Company Guide, due to the delay in filing its Annual Report on Form 10-K for fiscal year ended June 30, 2014 (the “2014 Form 10-K”) beyond the extended filing due date of October 14, 2014. Currently the Company is working diligently with the auditor to finish the audit and complete the 2014 10-K, and expect to file the 2014 Form 10-K by October 29, 2014.

Furthermore, on October 21, 2014, we received another notice from the Exchange regarding our non-compliance with Section 803(B)(2)(a)(iii) of the NYSE MKT Company Guide indicating that the Company has failed to maintain at least one member of the Audit Committee who is financially sophisticated, due to the resignation of Mr. Bo Tan, who served as the Company's Independent Director and Chairman of Audit, Compensation and Nominating Committees until September 30, 2014. The Company is currently actively seeking candidates who are financially sophisticated to replace Mr. Tan to serve as Independent Director and Chairman of Audit, Compensation and Nominating Committees.

On October 21, 2014, we issued a press release regarding the receipt of the two notices of delinquency from the NYSE MKT. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein in its entirety.

CHENGDU, China, September 29, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API), today announced that its Qionglai Facility (QLF) has successfully completed the official site visit by the China Food & Drug Administration's (CFDA) for its Good Manufacturing Practice (GMP) certification.

In early September 2014, the Company has submitted the GMP dataset for CFDA review, following final rounds of test runs at QLF following months of preparation and production optimization. The site visit is a critical component for GMP certification during which a team of GMP experts and specialists along with CFDA officials conduct a thorough examination of production facility in terms of pre-extraction process, formulation process and various aspects of the pharmaceutical manufacturing procedure. The successful completion of the site visit is required for the final issuance of GMP certificate for QLF. TPI is currently preparing the smooth transition of production capacity from the current Longquan plant to the new QLF in the coming months.

The QLF is a combination of both pre-extraction plant and formulation plant. The pre-extraction facility is designated for processing and purifying raw materials for TCMs using ethanol or distilled water precipitation, filtration, centrifugation, concentration and purification. The TCM extracts will then be processed for the production of mTCM products at the formulation facility where the final biopharmaceutical, TCM and generic products in the forms of oral liquid, granules, tablets, and capsules are produced.

CHENGDU, China, Sept. 9, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in the development and sale of patented biopharmaceutical medicine, modernized traditional Chinese medicine (TCM), branded generics and active pharmaceutical ingredients (API) further updated the business development at its Jiangchuan Macrolide Facility (JCM) API operation. JCM has initiated the application process for the import certificate to India via India's Central Drugs Standard Control Organization Ministry of Health & Family Welfare. The initiative is triggered by a surge in the orders by API users from India of JCM's Azithromycin API products and intermediates. Further information regarding India's Central Drugs Standard Control Organization could be found at onhttp://cdsco.nic.in/forms/Default.aspx.

Further testing and improvement on quality, purity, stereochemistry, stability in compliance with the international standards of Azithromycin API have been conducted at JCM for the past few months following an increasing amount of orders from both domestic and international buyers. Previously JCM has been receiving orders to manufacture one of the major intermediates of Azithromycin, Azithromycin amine (Azi Amine) at a competitive international price. And the increasing demand for Azithromycin API necessitates the application for certificate of import. TPI will provide updates on the development of the Azithromycin export on a quarterly basis.

CHENGDU, China, August 29, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today updates the timeline for the GMP certification regarding the Company's Qionglai Facility (QLF).

The Company is scheduled to submit the Good Manufacturing Practice (GMP) dataset for China Food & Drug Administration's (CFDA) review in the week of September 1^st, following the final rounds of test production at Qionglai facility (QLF).

The QLF is a combination of both pre-extraction plant and formulation plant. The pre-extraction facility is designated for processing and purifying raw materials for TCMs using ethanol or distilled water precipitation, filtration, centrifugation, concentration and purification. The TCM extracts will then be processed for the production of mTCM products at the formulation facility where the final biopharmaceutical, TCM and generic products in the forms of oral liquid, granules, tablets, and capsules are produced.

CHENGDU, China, August 18, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE MKT: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today provided further updates for the GMP certification regarding the Company's Qionglai Facility (QLF).

Through a series of testing runs using various traditional Chinese medicine (TCM) raw materials at individual production lines, QLF has been preparing for the final GMP examination by the provincial China Food and Drug Administration (CFDA). Further optimization of the production process according to the latest GMP standards were also conducted along with equipment installation and production tests. The manufacturing specialists at TPI's currently operating Longquan plant have also contributed tremendously to the GMP preparation process. TPI has also consulted a designated GMP advisory team for the documentation and compliance for the final GMP examination.

The Company is now scheduling September for the official inspection for both QLF's pre-extraction and formulation facility.

The QLF facility is a combination of both pre-extraction plant for TCM and formulation plant. The pre-extraction facility is designed to process and purify raw materials for TCMs using ethanol or distilled water precipitation, filtration, centrifugation, concentration and purification, which will be further processed for the production of mTCM products at the formulation facility where the final biopharmaceutical, TCM and generic products in the forms of oral liquid, granules, tablets, and capsules are produced.

CHENGDU, China, August 4, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today provided further updates regarding the Company's Qionglai Facility (QLF).

A series of testing runs with individual production lines have been performed at QLF in July following the equipment installation. The specific products that were produced during these manufacturing testing runs included Qianlie Shule Capsules, Gingko Mihuan Oral Liquid, Xuelian Chongcao Oral Liquid, and Qiangli Pipa Oral Liquid. The testing runs have been completed successfully. These procedures of testing runs are essential for QLF GMP certification to be issued by the China Food & Drug Administration (the "CFDA"). The Company is now scheduling for the official inspection of both QLF's pre-extraction and formulation facilities.

The QLF facility is a combination of both pre-extraction plant (TCM) and formulation plant. The pre-extraction facility is designed to process and purify raw materials for TCMs using ethanol or distilled water precipitation, filtration, centrifugation, concentration and purification, which will be further processed for the production of modernized TCM products at the formulation facility where the final biopharmaceutical, TCM and generic products in the forms of oral liquid, granules, tablets, and capsules are produced.

CHENGDU, China, July 7, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in the development and sale of patented biopharmaceutical medicine, modernized traditional Chinese medicine (TCM), branded generics and active pharmaceutical ingredients (API), today announced that the Company has received the Good Manufacturing Practice (GMP) certification under certificate number Chuan K0592, valid until December 31, 2015 for its tablets manufacturing division. TPI will start production of the tablets formulation immediately and expect the resumption of full production capacity within 30 days.

In April 2014, TPI announced that regulatory quality and pricing tests were conducted by the China Food and Drug Administration (CFDA) of Sichuan province, which resulted in the Company's GMP certificate being temporarily administrated by the provincial CFDA. As a result, production and sale of certain of the Company's products were temporarily halted, pending the results of quality and pricing tests. In early May, TPI received the renewed GMP certificate for both of its Chengdu Tianyin's pre-extraction facility in the city of Chengdu and formulation facility at Longquan County of Chengdu, valid until December 31, 2015, under certificate numbers of "Chuan J0461" and "Chuan K0592." Normal manufacturing and sales for most of the Company's products resumed, except for the tablets formulation division which was scheduled for further inspection by the provincial CFDA staff. TPI passed the inspection on its tablets formulation division in mid June.

CHENGDU, China, June 29, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in the development and sale of patented biopharmaceutical medicine, modernized traditional Chinese medicine (TCM), branded generics and active pharmaceutical ingredients (API) attended 2014 China Pharmaceutical International Conference and Exhibit (CPhI China: http://www.cphi-china.cn/) held at Shanghai from June 26^th till 28^th, 2014 to facilitate the business development of its API division, Jiangchuan Macrolide Facility (JCM).

During the conference period, new API orders were initiated and the details of the export contracts were negotiated on a series of Azithromycin APIs including Azithromycin Amine (Azi Amine), in addition to JCM's projected monthly orders of 5-8 tons per month for international export. TPI will provide further updates until the details of these orders are substantiated.

Item 8.01. Other Events

On April 7, 2014, Tianyin Pharmaceutical Inc. (the “Company” or “TPI”) filed a Current Report on Form 8-K (the “Form 8-K”) regarding the examination for quality and pricing tests that were conducted by the CFDA of Sichuan province on the Company, which resulted in the Company’s Good Manufacturing Practice (“GMP”) certificate being administrated by the provincial CFDA and, that as a result, production and sale of certain of the Company’s products were temporality halted, pending the results of quality and pricing tests. On May 14, 2014, the Company filed an amendment to the Form 8-K to announce that on May 9, 2014 the Company received its renewed GMP certificate for both of its Chengdu Tianyin’s pre-extraction facility in the city of Chengdu and formulation facility at Longquan County of Chengdu, valid until the end of 2015. Normal manufacturing and sales for most of the Company’s products resumed, except the tablets formulation division which was scheduled to be further inspected for its production process by the provincial CFDA staff on May 24, 2014.

The Company is filing this second amendment to the Form 8-K to announce that the Company has passed the inspection on its tablets formulation division and expects to receive the relevant GMP certificate towards the end of June or the beginning of July. We will promptly file another amendment to the Form 8-K upon receipt of the GMP certificate for the tablets formulation division.

Third Quarter 2014 Financial Results:

• Revenue was $8.6 million versus $15.5 million in the third quarter FY 2013, a decrease of 45% year over year.
• Net Income was $0.38 million for the quarter ended March 31, 2014, EPS of $0.00, as compared to net income of $1.3 million with EPS of $0.04 for the quarter ended March 31, 2013.

Business Outlook

Fiscal 2014 Guidance

TPI continues to experience restrictive pricing pressures in the healthcare market. The prevailing tightened pricing control of generic products in China from the government's efforts to promote lower margined essential drugs (EDL) compressed our margins as well as our sale volumes of those generics. These factors, together with the negative market environment of Azi API pricing led to an intensified market and pricing competition combined with an excess of capacity that may last for the next few years.

Based on the impact from the suspension of production and sale of Hugan Tablets and the effect from temporary production interruption and the rippling market effect, we revise our previous revenue forecast of 0% to 5% growth year over year to (20-30)% year over year reduction mainly due to the further underperformance of our generic segment and the rippling market impact from the Hugan Tablets incident. We currently keep our 10% net margin forecast unchanged. The forecasted net income guidance excludes any non-cash expenses associated with stock compensation plans or stock option expenses.

We believe the following factors will influence the future growth prospects of our Company:

1) Revenue growth of TPI's core product portfolio led by flagship product GMOL;

2) Steady ramp up of JCM revenue in the fiscal year 2014;

3) Stabilization of generic sales following the progressive pricing restrictions and the recovery of market share following of the production restart;

4) Meaningful TMT distribution revenue contribution; and

5) QLF relocation and smooth transition of production capacity.

Management will continue to evaluate the Company's business outlook and communicate any changes on a quarterly basis or as when appropriate.

CHENGDU, China, April 16, 2014 /PRNewswire/ -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in the development and sale of patented biopharmaceutical medicine, modernized traditional Chinese medicine (TCM), branded generics, and active pharmaceutical ingredients (API), updated regarding the recent progress of the Jiangchuan Macrolide Facility (JCM). JCM has developed a new line of Azithromycin (Azi) API products that support steady monthly export orders to South Asia.

Following a series of tests on quality, purity, intermediates contents, stereochemistry, stability in comparison with the international standards of Azi API, JCM has received monthly orders for manufacturing one of the major intermediates of Azi, Azithromycin amine (Azi Amine) at a competitive international price which varies from month to month according to the market demands and the foreign exchange rate. The monthly orders starting April this year for Azi Amine were estimated at 5-8 tons per month. TPI will provide updates on the development of the Azi Amine export on a quarterly base.

Item 8.01. Other Events

As an effort to expand generic market amid the pricing pressure of its generic division, Tianyin Pharmaceutical Inc. (the “Company” or “TPI”) has explored the strategic reduction of the tendering price of its Hugan Tablets (for liver conditions, approximately $0.6 million sales per year) in order to compete in Zhejiang province of China. The competitive tender price has helped TPI to successfully secure the right of sales for Hugan Tablets in Zhejiang province. However, as a part of the government’s regulatory procedure, the China Food and Drug Administration (the “CFDA”) normally conducts examination on the production process and the cost of sales for competitive (low) tendering price bidders. Currently TPI is under such examination for quality and pricing tests that are conducted by the CFDA of Sichuan province. During the examination period, the Company’s Good Manufacturing Practice (“GMP”) certificate granted by the CFDA on August 27, 2013 is being administrated by Sichuan provincial CFDA and the sale of our Hugan Tablets are temporarily halted, pending the results of quality and pricing tests. We expect the tests will be completed in late April. Management is confident that TPI will pass the quality and pricing tests successfully and be able to resume sales of Hugan Tablets.
 
The Company is currently assessing the impact on sales of Hugan Tablets as a result of this event, as well as indirect impact on the sales of our other generic products, if any. We will promptly file an amendment to this Form 8-K when a status update is available.

Second Quarter 2014 Financial Results

• Revenue was $13.9 million versus $17.6 million in the second quarter FY 2013, a decrease of 21% year over year.
• Net Income EPS was $0.6 for the second quarter FY 2014 as compared with $0.6 in the second quarter FY 2013.

Business Development & Outlook

Research and Development (R&D)

The partnership-based R&D strategy supports TPI to commercialize, produce, and broaden our product pipeline and to market those products through our sales and marketing infrastructure. Currently, we have been monitoring the progress of several pipeline drugs with our partnership research institutes, of which we could be able to register intellectual property rights of these products upon milestone results.

R&D for additional indications of GMOL

Our flagship product GMOL (CFDA certification number: H20013079; patent number: 20061007800225) contributes significantly to our revenue. Clinical application and information gathered from physicians showed that in addition to our approved indication for GMOL: cardiovascular disorders, coronary heart disease and cerebral ischemic attack including strokes, off-label use of GMOL have been indicated in hepatic diseases and ophthalmological diseases. The validity of these observations is currently being investigated.

Jiangchuan Macrolide Project (JCM)

TPI has completed the 240-ton JCM facility for the R&D, manufacturing and sale of API and chemical intermediates of macrolide antibiotics. In January 2012, JCM was approved for its GMP certification designated as "CHUAN M0799," which is valid for the period of December 31, 2011 until December 31, 2015. Following the efficiency improvement and calibration, JCM started the production of the macrolide API for TPI's Azithromycin Dispersible Tablets (SFDA No: H20074145) since July 2012. Currently the monthly production capacity of JCM is 5 - 10 tons of Azithromycin macrolide API. The API produced by JCM is mainly to supply for TPI's own Azithromycin Tablets.

Tianyin Medicine Trading Distribution Business (TMT)

TMT is established to distribute products manufactured by both TPI and other pharmaceutical companies to fuel our expanding sales network as well as to provide synergy to our existing organic product portfolio. TMT has been distributing mainly TPI's own products since its inception in 2009. Since 2010, TPI has signed and later extended distribution contracts with Jiangsu Lianshui Pharmaceutical ("Lianshui") to distribute Lianshui-branded generic injection products including cough suppressant, antibiotics, anti-inflammatory medicines and other healthcare indications. On average, TMT distribution revenue contributed approximately $1-2 million sales per quarter.

Pre-extraction and formulation plant development at Qionglai Facility (QLF)

In preparation for the new Good Manufacturing Practice (GMP) standards stipulated by the PRC government in early 2011, TPI initiated a process to optimize the manufacturing facilities and production lines of the Company in compliance with the new GMP standards. We received our current GMP certificate for both of our pre-extraction plant and formulate facilities on August 27, 2013 for the next three years until the end of 2015. In addition, under the guidance by provincial government, our facility is scheduled to be relocated to Qionglai County, south of Chengdu, which is designated for the pharmaceutical industry. The Qionglai facility (QLF) post-relocation is approximately 18 miles from the Company's recently completed JCM facility. The proposed relocation project also includes our TCM pre-extraction plant which is currently located near the center of the city of Chengdu surrounded by a rapidly expanding residential area. Both the pre-extraction plant and the formulation plant will subsequently be relocated to Qionglai County to become a combined QLF plant, which is estimated to be 80 mu or approximately 13 acres. The combined QLF plant, designed and constructed according to the latest GMP standards, is expected to relieve the current capacity saturation at the current facilities. The re-location cost for Phase I (which includes relocation of both the formulation plant and pre-extraction plant) is estimated at $25 million, which, when completed, is expected to expand the current capacity by approximately 30%. If the Company decides to further expand the capacity, Phase II QLF, an additional $10 million may be invested to double the current capacity. Since the official start of the relocation project in February 2012, the construction of the QLF project has been progressing on schedule. The relocation of pre-extraction plant of Phase I has been initiated at the beginning of 2014 calendar year which will be immediately followed by the initiation of the relocation of formulation plant.

Fiscal 2014 Guidance

TPI continues to experience restrictive pricing pressures in the pharmaceutical market. The prevailing tightened pricing control of generic medicines in China from the government's efforts to promote lower margined essential drugs (EDL) compressed our margins as well as our sale volumes of those generics. These factors, together with the negative market environment of Azithromycin API pricing led to intensified market and pricing competition combined with an excess of capacity that may last for the next few years.

We reiterate the revenue forecast to range from 0% to 5% year over year growth from fiscal year 2013, with about 10% net margin. The net income guidance excludes any non-cash expenses associated with stock or stock options compensation plans.

We believe the following factors will influence the future growth perspectives of TPI:

• Revenue growth of TPI's core product portfolio led by flagship product GMOL;
• Gradual ramp up of JCM revenue in the fiscal year 2014;
• Stabilization of generic sales following the progressive pricing restrictions;
• Meaningful TMT distribution revenue contribution;
• andQLF relocation and smooth transition of production capacity. 

Management will continue to evaluate the Company's business outlook and communicate any changes on a quarterly basis or as when appropriate.

First Quarter 2014 Financial Results

• Revenue was $14.8 million compared with $16.0 million in the first quarter fiscal year 2013, a decrease of 8.1% year over year;
• Earnings per share of $0.05 per basic share, $0.05 per diluted share, compared with $0.05 per basic share, or$0.05 per diluted share in the first quarter fiscal year 2013;

Business Development & Outlook

Research and Development (R&D)

The partnership-based R&D strategy supports TPI to commercialize, produce, and broaden our product pipeline and to market those products through our sales and marketing infrastructure. Currently, we have been monitoring the progress of several pipeline drugs with our partnership research institutes, of which we could be able to register intellectual property rights of these products upon milestone results.

R&D for additional indications of GMOL

Our flagship product GMOL (CFDA certification number: H20013079; patent number: 20061007800225) contributes significantly to our revenue. Clinical application and information gathered from physicians showed that in addition to our approved indication for GMOL: cardiovascular disorders, coronary heart disease and cerebral ischemic attack including strokes, off-label use of GMOL have been indicated in hepatic diseases and ophthalmological diseases. The validity of these observations is currently being investigated.

Fiscal 2014 Guidance

The Company continues experiencing restrictive pricing pressures in the healthcare market in China as a result of the enactment of additional healthcare reform policies. The prevailing tightened pricing control of generic medicines inChina amid the healthcare reform and from the government's efforts to promote lower margined essential drugs (EDL) also simultaneously compressed our margins as well as our sale volumes of those generic products. These factors, together with the negative market environment of Azithromycin API pricing led to intensified market and pricing competition combined with an excess of capacity that may continue to last for the next few years.

Based on the continuous pricing pressure going forward, we reiterate the revenue forecast to range from 0% to 5% growth year over year from fiscal year 2013, along with a 10% net margin. The forecasted net income guidance excluded any non-cash expenses associated with stock compensation plans or stock option expenses.

We believe the following factors will influence the future growth perspectives of our Company:

Management will continue to evaluate the Company's business outlook and communicate any changes on a quarterly basis or as when appropriate.

CHENGDU, China, Oct. 15, 2013 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API), announced that as of October 8, 2013, the Audit Committee and the Board of Directors of TPI (the "Company") both unanimously approved the termination of the Company's independent auditor, Patrizio and Zhao LLC ("P&Z"), due to the fact that P&Z agreed to a cease-and-desist order and prohibition from practicing before the Securities and Exchange Commission (the "SEC") on September 30, 2013, with the right to apply for reinstatement after three years.

From January 25, 2008 when P&Z was engaged, through the termination of the engagement with P&Z on October 8, 2013, there were no: (1) disagreements with P&Z on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to their satisfaction, would have caused them to make reference in connection with their opinion to the subject matter of the disagreements, or (2) reportable events.

The audit reports of P&Z on the consolidated financial statements of the Company as of and for the two most recent fiscal years ended June 30, 2013 and 2012 and in the subsequent interim periods did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.

Since P&Z is barred from practicing before the SEC, financial statements for a period previously audited by P&Z and required to be included in a filing made by the Company after September 30, 2013 will have to be re-audited by a firm that is registered with the PCAOB.

Currently, the Company is evaluating options to appoint a new independent registered public accounting firm to replace P&Z.

Fourth Quarter Fiscal 2013 Results

• The company reported revenue of $18.4 million, compared to $19.5 million for the same quarter of fiscal 2012.
• The company reported EPS of $0.07, compared to $0.10 for the same quarter of fiscal 2012.

Sales for the fiscal year ended June 30, 2013 was $67.5 million, decreased by 3.0% from $69.6 million for the fiscal year 2012, as a result of generic pricing pressure, coupled with prolonged JCM production ramp up. We are currently exploring and implementing various strategies to stabilize our generic sales. In addition to the distribution revenue from TMT and JCM macrolide API revenue, we are also focusing on expanding sales efforts at tier 3 and tier 2 hospitals in major cities of China to strengthen our high-end hospital pharmaceutical market segment.

Business Outlook

Our revenue of approximately $67.5 million came below our previously estimated 5% growth projection year over year. This was mainly due to the tightened pricing control of generic medicines in China amid the healthcare reform and from the government's efforts to promote lower margined essential drugs (EDL) prices that simultaneously compressed our margins as well as our sale volumes of those generic products. Those factors, together with the negative market environment of Azithromycin API pricing led to intensified market and pricing competition combined with an excess of capacity that may continue to last for a few years.

Our net margin guidance met our estimated 10% goal and delivered net income for our fiscal year 2013 of $6.8 million, a growth of 6% from fiscal year 2012. This was primarily attributable to the improvement of our gross margins driven by growth in our core product sales growth.

The following factors, in our opinion, will influence the future growth perspectives of our Company:

1. Market expansion and revenue growth of TPI's core product portfolio led by flagship product Gingko Mihuan Oral Liquid (GMOL) and other major products;
2. Gradual ramp up of JCM revenue in the fiscal year 2014;
3. The stabilization of generic sales following the progressive pricing restrictions as a result of the ongoing healthcare reform;
4. Steady TMT distribution revenue contribution; and
5. QLF relocation and smooth transition of production capacity.

Considering the continuous generic pricing pressure going forward, along with gradual development of our JCM business and the steady TMT distribution revenue for the following year, we forecast that the revenue growth for TPI may range from 0% to 5% for the coming year, along with a 10% net margin.

CHENGDU, China, July 19, 2013 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today provided further updates on the business development of its flagship product: Gingko Mihuan Oral Liquid (GMOL) with the SFDA approval number: H20013079.

GMOL is a prescription medicine that targets cardiovascular indications such as strokes, coronary heart diseases, angina as well as reduces the risks of age-related cardiovascular ailments. Additional information regarding GMOL can also be accessed at the official website of SFDA at www.sfda.gov.cn, (Chinese version) or http://baike.baidu.com/view/3029034.htm.

In July 2013, GMOL was awarded Provincial Essential Drug List (PEDL) status at Guangdong Province, one of the major provinces of China with population over 100 million (http://finance.qq.com/a/20110430/000490.htm). This is the fifth province that awarded PEDL status to TPI's GMOL after its PEDL listings at Henan Province, Shandong Province, Sichuan Province and theCity of Chongqing (Directly Governed City, the same status as provinces). The combined population of these regions is estimated at approximately 330 million (http://baike.baidu.com/view/244361.htm#2).

Under the ongoing healthcare reform, PEDL listing ensures the full coverage of the costs for the patients who use the PEDL drugs. As a result, national and provincial EDL listings could substantiate the market development for these products.

Third Quarter Fiscal Year 2013 Financial Results

• Revenue was $15.5 million compared with $14.4 million in 3Q12 an increase of 8.1% year over year,
• Operating income was $1.8 million, compared with $1.3 million in 3Q12, an increase of 38.8% year over year,
• Net Income was $1.3 million compared with $0.9 million in 3Q12, an increase of 40.9% year over year,
• Earnings per share of $0.04 per basic share, $0.04 per diluted share, compared with $0.03 per basic share, or $0.03 per diluted share in 3Q12,

Business Development & Outlook

R&D for additional indications of flagship product Gingko Mihuan (GMOL)

Our flagship product Gingko Mihuan Oral Liquid (GMOL, SFDA certification number: H20013079; patent number: 20061007800225) contributes approximately 39% to our total revenue. Clinical application and information gathered from our physicians showed that in addition to our approved indication for GMOL: cardiovascular disorders, coronary heart disease and cerebral ischemic attack including strokes, off-label use of GMOL have been indicated in hepatic diseases and ophthalmological diseases. The validity of these observations is currently being investigated.

Fiscal 2013 Guidance

The Company continues to face restrictive pricing pressures in our general marketplace as a result of the enactment of additional healthcare reform policies. We believe these policies could continue to put pressure on our ability to increase pricing both short-term and over the next several years, moderately affecting our revenue and margin guidance. However, we believe that the positive revenue growth we are realizing in our JCM and TMT distribution business, along with the growth we are experiencing in our core product portfolio, may help us offset to a certain degree of the general pricing pressures we have been witnessing. Given these conditions, we presently believe that we may be able to deliver revenue growth of approximately 5% to 10% in our fiscal year 2013 at a 10% net margin.

Management will continue to evaluate the Company's business outlook and communicate any changes on a quarterly basis or as when appropriate.

CHENGDU, China, May 1, 2013 /PRNewswire/ -- Tianyin Pharmaceutical Co., Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) today provided the updates on its Qionglai Facility (QLF). The construction of QLF has been completed in mid April as previously projected which was immediately followed by equipment installation and a series of procedures that prepares the plant for the final GMP certification. The Company targets mid June 2013 for the GMP certification process initiation for the QLF TCM pre-extraction facility.

The pre-extraction facility will conduct initial processing of TCM raw material, separation using alcohol or water precipitation, filtration, centrifugation, concentration and purification of TCM pharmaceutical ingredients which will be further processed for the production of mTCM at the formulation facility.

Third Quarter Fiscal Year 2012 Ended March 31, 2012 Financial Highlights:

• 3Q FY2012 revenue delivered $14.4 million compared with $24.9 million in 3Q FY2011,
• Operating income delivered $1.3 million, compared with $5.0 million in 3Q FY2011,
• Net Income was $0.9 million compared with $4.1 million in 3Q FY2011,
• Earnings per share of $0.03 per basic share, or $0.03 per diluted share, compared with $0.14 per basic share, or $0.14 per diluted share in 3Q FY2011,
• Cash and cash equivalents totaled $29.9 million on March 31, 2012,
• Operating cash flow for the nine months ended March 31, 2012 was $4.8 million, compared with $12.2 million for the nine months ended March 31, 2011.

Business Development & Outlook

R&D for additional indications of flagship product Gingko Mihuan (GMOL)

Our flagship product Gingko Mihuan Oral Liquid (GMOL, SFDA certification number: H20013079; patent number: 20061007800225) contributes to more than 30% of our total revenue. Clinical application and information gathered from our physicians showed that in addition to our approved indication for the usage of GMOL: cardiovascular disorders, coronary heart disease and cerebral ischemic attack including strokes, Off-label use of GMOL have been indicated in hepatic diseases and ophthalmological diseases. The validity and mechanisms of these observations are being investigated in a number of hospitals.

Under the ongoing healthcare reform policy that favors the sale of EDL drugs in China, the national or provincial EDL listing could substantially support the market development of these products. Recently, GMOL has been selected as an EDL drug in both Henan and Shandong province (with a combined population of approximately 200 million) EDL provincial supplementary lists. The EDL status grants a full insurance coverage or 100% government reimbursement for patients.

Fiscal Year 2012 Financial Guidance

As a result of the current pricing restriction by the healthcare reform policies of the government along with the rippling effect of the highly competitive market environment for our generic portfolio, we revised our fiscal 2012 revenue guidance from $100 million to $66 million and our net income guidance from $10 million to $6.5 million. Our revised estimated projection is based upon several factors including but not limited to the following:

1. A delay in our JCM revenue ramp up estimated to occur in the second half of 2012;
2. Reduced generic sales as a result of pricing restrictions and healthcare reform policies recently undertaken by the government that was only partially offset from the steady revenue stream of our flagship product portfolio;
3. Flat but steady TMT distribution revenue.

Management will continue to evaluate the Company's business outlook and communicate any changes on a quarterly basis or as when appropriate.

Frustrated investors voice their opinion during fiscal 2012 second quarter conference call:

Second Quarter 2012 Results

• 2Q FY2012 revenue delivered $18.2 million compared with $25.3 million in 2Q FY2011,
• 2Q FY2012 operating income delivered $2.1 million, compared with $5.3 million in 2Q FY2011,
• Net Income was $1.7 million compared with $5.9 million in 2Q FY2011,
• Earnings per share of $0.06 per basic share, or $0.06 per diluted share, compared with $0.21 per basic share, or $0.20 per diluted share in 2Q FY2011,
• Cash and cash equivalents totaled $36.9 million on December 31, 2011,
• Operating cash flow for the six months ended December 31, 2011 was $8.2 million, compared with $10.8 million for the six months ending December 31, 2010.

The sales decrease from the prior year was mainly due to 1) generic pricing pressure, 2) government policy to prioritize Essential Drug List (EDL) drug sales that led to the sales and margin compression of higher margined generic pharmaceuticals, and 3) in the quarter ended December 31, 2010, ahead of the current healthcare reform policies being enforced, downstream customers had significantly built up their inventory which led to a revenue gain of 69.6% for TPI from the prior year.

Based on the blend of the TMT lower margin revenue and the current pricing restriction, our overall gross margin in the near term, on a quarter to quarter comparison basis, may trend lower, but on a sequential basis should stabilize depending on the sales mix of TMT, JCM API revenue as compared to the proprietary portfolio revenue performance.

Business Development & Outlook

GMOL Capsule formulation

In November 2011, we announced the formulation expansion program for our flagship product GMOL (SFDA certification number: H20013079; patent number: 20061007800225). GMOL, the proprietary prescription medicine for TPI, is used nationwide in China to treat brain ischemia and infarction, coronary heart diseases, memory dysfunction and other neurological disorders. The new capsule formulation is more convenient to carry while traveling, adding to its ease of use for those long term treatment users. In addition, the cost of production and packaging material for the capsule formulation will reduce the overall cost of sales by 70% while extending the expiration period to 3 years from the current 2 years for oral liquid form. The new capsule formulation is expected to support the revenue growth of GMOL at approximately 30% year over year and improve the gross margin of GMOL products to 75% or higher. TPI will also apply for patent protection for the new capsule formulation. The R&D cost associated with the capsule formulation is estimated at $1-2 million.

Jiangchuan Macrolide Project (JCM)

In January 2012, following a series of the internal quality assessment and the environmental safety and impact assessment, JCM was approved for its GMP certification designated as "CHUAN M0799" valid through the period of December 31, 2011 until December 31, 2015.

Qionglai (QLF) Project

In preparation for the new Good Manufacturing Practice (GMP) standards stipulated by the PRC government in early 2011, TPI initiated the process of optimizing the manufacturing facilities and production lines in compliance with the new GMP standards by 2013. Concurrently, the city of Chengdu has re-designated various industrial parks of nearby counties to for particular industries such as automobile, biotechnologies, pharmaceuticals and chemical engineering for individual locations. As a consequence, TPI's manufacturing facility at the Longquan district, east of Chengdu, which is designated for automotive industry, is scheduled to be relocated to Qionglai city, south of Chengdu, which is designated for pharmaceutical industry. The QLF is approximately 18 miles from the Company's recently completed Jiangchuan macrolide (JCM) facility. The proposed relocation project also includes our TCM pre-extraction plant which is located near the center of city of Chengdu surrounded by rapidly expanding residential area.

On February 13, 2012, TPI announced the official start of its Qionglai Facility (QLF) project following the initial planning period. The Phase I of QLF project will be the construction of the pre-extraction plant which is targeted for completion by the end of 2012 calendar year.

The pre-extraction is the first step of the manufacturing process of modernized traditional Chinese medicine (mTCM). The pre-extraction facility will conduct initial processing of TCM raw material, separation using alcohol or water precipitation, filtration, centrifugation, concentration and purification of TCM pharmaceutical ingredients which will be further processed for the production of mTCM at the formulation facility.

The QLF occupies 80 mu or 53,000 m². Both pre-extraction plant and the formulation plant are to be relocated. The combined QLF plant, designed and constructed according to the latest GMP standards, is expected to relieve the current capacity saturation at TPI's facilities. The re-location and construction cost is estimated at $25 million for Phase I which will expand the current capacity by 30%. For Phase II QLF, an additional $10 million may be employed to double the current capacity by 2013.ally begun after the initial planning stage.

First Quartr 2012 Results

In preparation for the new Good Manufacturing Practice (GMP) standards stipulated by the PRC government in early 2011, which requires pharmaceutical companies to be in compliance by 2013, Tianyin Pharmaceutical Inc. (the “Company” or “TPI”) initiated the process of optimizing the manufacturing facilities and production lines according to the newly issued guidelines. Concurrently, the city of Chengdu has re-designated its industrial parks in nearby counties to be dedicated to particular industries such as automobile, pharmaceuticals, chemical engineering and etc. for individual locations. As a consequence, the TPI’s manufacturing facility at the Longquan district, east of Chengdu, which is designated for automotive industry, is scheduled to be relocated to Qionglai city, south of Chengdu that is dedicated to pharmaceutical industry. The Qionglai facility (QLF) is approximately 18 miles from the recently completed Jiangchuan macrolide facility (JCM) which is also located south of Chengdu. The proposed relocation project also includes our traditional Chinese medicine (TCM) pre-extraction plant which is located near the center of city of Chengdu surrounded by rapidly expanding residential area.

The manufacturing site is estimated to be 80 mu or 53,000 m2. Both pre-extraction plant and the formulation plant are scheduled to be relocated. The combined QLF plant, designed and constructed according to the newest GMP standards, is expected to relieve the current capacity saturation at TPI’s manufacturing facilities. The re-location and construction cost is estimated at $25 million for Phase I which, when completed in 2012, will expand the current capacity by 30%. For Phase II QLF, an additional $10 million may be invested to double the current capacity that is scheduled to complete in 2013.

Tianyin Pharmaceutical Inc.

Fiscal Year 2011 Annual Financial Results Conference Call

September 27, 2011

Operator: Good day, ladies and gentleman. Thank you for standing by. Welcome to the Tianyin Pharmaceutical Fiscal Year 2011 Annual Financial Results Conference Call.

During today’s presentation, all parties will be in a listen-only mode. Following the presentation, the conference will be opened for questions. If you have a question, please press the star, followed by the one on your touchtone phone. If you would like to withdraw your question, you can press the star, followed by the two, and if you are using speaker equipment, please lift the handset before making your selection. This conference is being recorded today, Tuesday, September 27th, 2011.

Fiscal 2011 financial results

• Revenue delivered $95.2 million, exceeding the guided $90.0 million revenue forecast for fiscal year 2011, a gain of 48.9% year over year from $63.9 million in fiscal year 2010;
• Income from operation increased 23.1% year over year to $18.1 million from $14.7 million in fiscal year 2010;
• Net Income (excluding non-cash equity compensation of $1.9 million) increased to $17.5 million, up 35.4% year over year from $13.0 million in fiscal year 2010; Net income exceeded previously guided $16.0 million net income forecast excluding non-cash equity compensation.
• Earnings per share increased to $0.55 per basic share, or $0.53 per diluted share, up from $0.47 per basic share, or $0.40 per diluted share in fiscal year 2010, a gain of 17.0% and 32.5%, respectively;

CHENGDU, China, June 3, 2011 /PRNewswire-Asia-FirstCall/ -- Tianyin Pharmaceutical Co., Inc., a pharmaceutical company that specializes in patented biopharmaceutical medicine, modernized traditional Chinese medicine, branded generics and other pharmaceuticals today announced that the Board of Directors has reinstated the stock repurchase program that authorized the repurchase of up to 3 million TPI's common stock on the open market at prevailing market price.

"The stock repurchase program illustrates our confidence in the long-term growth of the Company and our commitment to returning capital to our shareholders," said Dr. Jiang, Guoqing, Chairman and CEO of TPI.

TPI will update investors on the status of the repurchase program on a quarterly basis, in conjunction with the reporting of its quarterly and annual financial results.

Third Quarter Results:

• Revenue increased 56.3% year over year to $24.9 million from $15.9 million in third quarter fiscal year 2010;
• Operating income increased 39.9% year over year to $5.0 million from $3.6 million in third quarter fiscal year 2010;
• Net Income increased to $3.7 million, up 27.7% year over year from $2.9 million in third quarter fiscal year 2010;
• Earnings per share of $0.13 per basic share, or $0.12 per diluted share, up from $0.11 per basic share, or $0.09 per diluted share a year earlier, a gain of 19.3% and 35.5%,  respectively;
• Cash and cash equivalents totaled $31.1 million on March 31, 2011 or $1.10 per basic share in cash;
• Targeting 900 hospitals coverage by the end of fiscal year 2011 up from the current 880 hospitals network;
• Forecasting $30 million JCM macrolide API revenue for the first year of operation

Due to the recent healthcare reform and the resulting pricing pressure on  generic pharmaceutical sales nationwide, since January 2011, our generic division which makes up approximately 40% of our total revenue is expected to experience sales reduction for the next few quarters. In addition, the longer than expected equipment installation and GMP certification preparation process following the newly issued SFDA GMP standards by the PRC government at the beginning of March 2011, are expected to reduce the previously forecast revenue of JCM macrolide facility. We therefore revise our fiscal year 2011 revenue guidance to $90.0 million representing 40.8% year over year growth, from the previously guided $113.0 million in total revenue.

Based on the revised revenue forecast of $90.0 million along with the new 25% income tax rate starting in January 2011 from the previous 15% for Chengdu Tianyin, we revise our net income forecast to $16 million, representing 32.9% year over year growth from previous $18 million. The forecasted net income excludes any non-cash expenses associated with stock compensation plans or stock option expenses. 

Our analysis of the market condition suggests that although the pricing pressure on the generic division is likely to continue for the remainder of 2012 calendar year, the JCM along with TMT distribution business are expected to support the growth of TPI for the coming fiscal year.

• Revenue increased 69.6% year over year to $25.3 million from $14.9 million in 2Q FY2010
• Operating income increased 69.0% year over year to $5.3 million from $3.2 million in 2Q FY2010.
• Net Income was $4.4 million, up 69.2% year over year from $2.6 million in 2Q FY2010.
• Earnings per share of $0.16 per basic share, or $0.14 per diluted share, up from $0.10 per basic share, or $0.08 per diluted share a year earlier, a gain of 52.5% and 70.9% respectively.
• We reiterate our fiscal year 2011 revenue guidance of $113.0 million, representing 76.8% year over year growth and net income guidance of $18.0 million, representing 50.0% year over year growth

Will TPI seek equity capital.

On November 30, 2010, we received unanimous consent from eight accredited investors to amend certain terms in Series C Warrant, which we issued pursuant to the Securities Purchase Agreement entered into by and among us and the Investors on October 27, 2009, as disclosed in the Current Report on Form 8-K that we filed on October 30, 2009. Pursuant to Sections 3(e) and (f) of the Series C Warrant, the Investors had certain weighted average anti-dilution protection in the event we issue any Additional Shares of Common Stock, Convertible Securities or Common Stock Equivalents (as those terms are defined in the Series C Warrant) at a price per share less than the Warrant Price then in effect. We requested that the Investors amend the Series C Warrant to delete Sections 3(e) and (f) thereof; in consideration thereof, the holders of the Series C Warrant shall have a right until May 1, 2011, to pre-approve any Additional Issuances at a price less than the Warrant Price then in effect. The Warrant Amendment is attached hereto as Exhibit 99.1.

This Trading Plan (the “Trading Plan”) is entered into on October 11, 2010 (“Seller’s Adoption Date”) between Time Poly Management Limited (“Seller”) and UBS Financial Services Inc. (“UBSFS“) for the purpose of selling shares of common stock (“Stock”) of Tianyin Pharmaceutical Co., Inc. (“Issuer”), TPI (Ticker), including; Stock that the Seller has the right to acquire under outstanding stock options (“the Options”); Stock that is acquired by Seller pursuant to the Issuer's employee stock purchase plan (the "ESPP Stock"); Stock that is acquired upon vesting of outstanding restricted stock units/awards from Issuer (“RSUs/RSAs”); and, Stock that is acquired upon vesting of outstanding performance share awards from Issuer (“PSAs”) listed on Exhibit A, in accordance with Rule 10b5-1(c)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

The Filer entered into a Rule 10b5-1 Trading Plan on October 11, 2010 (the “Trading Plan”, attached hereto as Exhibit 7.1), pursuant to which a total number of 1,000,000 shares of the Issuer’s Common Stock will be sold by the Filer during the period from October 11, 2010 to June 30, 2011 according to the specific trading instructions as set forth in the Trading Plan. As of the date of this Schedule, a total number of 94,899 shares of the Issuer’s Common Stock have been sold pursuant to the Trading Plan, thus reducing the Filer’s ownership of the Issuer’s Common Stock from 9,351,824 shares to 9,256,925 shares.

Who is Time Poly?

The securities disclosed herein were acquired through a share exchange transaction between the Issuer, Raygere Limited, a company organized under the laws of the British Virgin Islands (“Raygere”), and Time Poly Management Limited, Happyvale Limited and Fartop Management Limited, each a BVI company, and Cmark Holding Co., Ltd., an exempted company organized under the laws of the Cayman Islands (collectively, the “Raygere Stockholders”), pursuant to which all the shares of Raygere were transferred to the Issuer and Raygere became the Issuer’s wholly-owned subsidiary (the “Share Exchange”).

On January 16, 2008, we entered into and consummated the transactions (the “Share Exchange”) contemplated under a Securities Exchange Agreement (the “Share Exchange Agreement”) by and among us, Raygere Limited (“Raygere”), a company organized under the laws of the British Virgin Islands (“BVI”) and Time Poly Management Limited (“Time Poly”), Happyvale Limited (“Happyvale”) and Fartop Management Limited (“Fartop”), each a BVI company, and Cmark Holding Co., Ltd.( “Cmark”), an exempted company organized under the laws of the Cayman Islands. At the time of the Share Exchange, Time Poly, Happyvale, Fartop and Cmark owed collectively 100% of the capital stock of Raygere. Under the terms of the Share Exchange Agreement, the Raygere stockholders transferred to the Company all the shares of Raygere and Raygere became a wholly-owned subsidiary of the Company. As part of the Share Exchange, the shareholders of Raygere were issued 12,790,800 shares of the Company’s common stock, which represented 87.68% of the 14,587,200 issued and outstanding shares of the Company’s Common Stock immediately following the Share Exchange.

Fiscal Year 2011 Financial Guidance

We reiterate our fiscal year 2011

• revenue guidance of $113.0 million, representing 76.8% year over year growth

• net income guidance of $18.0 million, representing 50.0% year over year growth.

Our forecast is based on the following growth drivers:

1) steady revenue growth of the existing product portfolio including our flagship products such as Gingko Mihuan Oral Liquid (GMOL) for age-related cardiovascular and central nervous system disorders such as coronary heart diseases and stroke, Xuelian Chongcao Oral Liquid (XLCC) for immunity enhancement, Azithromycin Tablets (AZI) for bacterial infections and Apu Shuangxin (Benorylate) Granules (APU) for rheumatoid arthritis;

2) capacity ramp-up of Tianyin's newly completed production facility;

3) new product market entries from Tianyin's pipeline;

4) revenue contribution from Jiangchuan macrolide facility;

5) business development of Tianyin Medicine Trading (TMT), Tianyin’s distribution arm for specialty products by other pharmaceuticals that provide synergy to our existing product portfolio. In our forecast, we assume steady pricings for our products and revenue growth driven by increased sales. Forecasted net income does not include non-cash expenses associated with stock compensation plans, stock option expenses and/or future interest expense.

Our current facilities operate at approximately 80% of the total capacity on 24 hours per day schedule. We will be able to further utilize the remaining capacity and optimize the production with high-efficiency equipment base on increasing market demand

Business Development & Outlook

Jiangchuan Progress Update

Jiangchuan focuses on the production of one of the world's best-selling antibiotics, macrolide antibiotics, such as Azithromycin. Jiangchuan holds a license from China's SFDA to produce macrolide antibiotics and a related business license from the Industry and Commerce Bureau and Tax department. Tianyin owns 77% of Jiangchuan and will utilize Jianchuan as the foundation of a broader, longer term strategy to build a significant presence in the rapidly growing macrolide antibiotics market. Construction of the new production facility in Xinjin Industrial Development Area commenced on January 8, 2010 with Phase I capacity of 240 ton capacity, followed by Phase II (total of 480 ton capacity including phase I) with a total estimated capital expenditures of $20 million. Tianyin anticipates Jiangchuan's revenue contribution to begin in the 2^nd half of fiscal year 2011.

Development of Tianyin Medicine Trading Distribution Business

Since the inception of Tianyin Medicine Trading (TMT), we have been developing the distribution portfolio of TMT, Tianyin's distribution arm for specialty products manufactured by other pharmaceuticals that provide synergy to our existing organic product portfolio. Previously, TMT distributes mainly Tianyin's own products. In early November this year, we have successfully obtained one year distribution rights from state-owned Jiangsu Lianshui Pharmaceutical (Lianshui) to distribute approximately 15 Lianshui-branded generic injection products including cough suppressant, antiobiotics along with other healthcare indications. We forecast the annual distribution revenue from TMT to reach approximately $10 million.

GeoTeam® September 2010 Rodman & Renshaw notes:

TPI Tianyin Pharmaceuticals (NYSE AMEX:TPI)

• Has 56 products with a combination of patented medicine, modernized Chinese medicine, branded generics and other pharmaceuticals. Products are successful because of their efficacy in treating high-incidence healthcare indications in China and little side effects. TPI is the sole manufacturer of several revenue-driving products and most of which are eligible for government reimbursement.
• Introduces 7 to10 new products each year
• Usually takes new products about 3 years to reach maturity
• Revenue expectation for new products is $500,000 - $1 million revenues for the first year and gradually increasing, possibly to several million dollars in the following 3 to 5 years.
• 70% of the revenue was contributed by prescription medicines in Tianyin's portfolio; more than 30% of the revenue was contributed by the patented biopharmaceutical.
• China healthcare sector is growing about 15-19% annually
• current tax rate 18%
• No acquisitions in works
• Will be working to call in warrants. Have around 9.0 million outstanding including 3.8 million at $1.60, another 4.3 million at $2.5 and the rest at $3.25 to $4.50.
• CFO, CBDO and Director, James Jiayuan Tong, formerly with Rodman & Renshaw and has been tracking the progress of the company since its U.S. listing in early 2008.Joined company in April 2010. Recruiting him into the company was a more than two year process so he knew exactly what he was signing up for. He is a PhD and MD. Very impressive individual.

• FY2010 revenue exceeds our revenue guidance of $63.0 million for FY2010, up 49.0% year over year (yoy) to $63.9 million from $42.9 million for FY2009.
  
• Gross profit delivered $33.3 million, up 55.6% yoy from $21.4 million for FY2009
  
• Gross margins increased to 52.2% from 49.8% for FY2009.
  
• Net income rose 51.9% yoy to $12.0 million at 19.0% net margin from $7.9 million at 18.0% net margin for FY2009; the net income also exceeds our net income guidance of $11.0 million for FY2010.
  
• Earnings per share equals to $0.47 per basic share, or $0.40 per diluted share, up 25.0% year over year from $0.32 per diluted share in FY2009.
  
• Cash and cash equivalents were $27.0 million on June 30, 2010 as compared to $12.4 million in cash and cash equivalents on June 30, 2009.
  
• FY2010 operating cash flow rose 85.5% year over year to $15.4 million from $8.3 million in FY2009

"For the fiscal year 2010, we have reached and exceeded our revenue and net income targets of $63.0 million and $11.0 million respectively. We thank our 1,365 employees whose diligence and persistence make possible Tianyin's successful operating performance not only for this year but for the past almost a decade of growth. In addition, we exceeded our revenue target of $22.0 million for Gingko Mihuan Oral Liquid through our continuous effort in sales expansion and market penetration," stated Dr. Jiang, Guoqing, Tianyin's Chief Executive Officer. "In addition to our 10 late-stage pipeline drugs pending approval that target various high-incidence medical indications in China, the future lays ahead with our initiative in the growing pharmaceutical raw material space. We expect our Jiangchuan macrolide facility to contribute to our revenue growth in the fiscal year 2011."

 Fiscal year 2011 Guidance:

The management reaffirms

• Revenue guidance of $113.0 million.
  
• Net income guidance of $18.0 million, representing 77.0% and 50.0% year over year growth respectively.

Our intent over the short-term is to build a check list to assess the risk position of firms in the ChinaHybrid space. For the time being this will consist of the following: (this list is likely to grow substantially)

- Is the company's auditor ranked in the top 100?
- Is the auditor located in the U.S.A? If located in China the PCAOB (Public Company Oversight Board) may be denied access to investigate the practices of the auditing firm. Short sellers have been using this information as a tool to validate their opinions.
- Are the company's internal controls satisfactory?
- Are their any outstanding legal issues?
- Do the company's top ten customers represent less than 10% of revenues?
- Operating cash flow divided by current liabilities is greater than one. The higher the better.
- Cash divided by current liabilities. This is an the most conservative liquidity ratio. The higher the better
- Is the company buying back stock?
- Chinese filings match respective SEC filings.(In process)

Short term and risk adverse investors should be aware of the quality issues currently present in the ChinaHybrid Space, questioning the validity of what seem like solid fundamental stories. It is beginning to get ugly so be cautious and understand that more pain may have to be endured, as ChinaHybrids are easy prey for short investors. The broad brush that is being applied to theses stocks appears unfair, but we can’t ignore the psychological impact this can have on investors’ portfolio decisions. If history is our guide, fear will eventually create an immense opportunity to invest in the companies that prove they can meet quality litmus tests enact shareholder friendly moves. Credibility can also be restored if independent legal/SEC opinions validate accounting practices currently in question.

We have yet to verify if the Chinese filings for ChinaHybrid stocks we monitor match respective SEC filings. We are in the process of completing this task. Conservative investors may want to limit exposure or buy put options on stocks, that have this availability, as insurance against long positions, until we publish our findings. Odds are we will identify some promising companies that will fail this litmus test.

Added to the GeoSpecial list on December 3, 2009 @ $4.35

Catalyst: Company has a robust drug pipeline. Substantially increased capacity.
Peak performance: Reached a high of $5.25 on January 13, 2010.
Current Price: $3.06

Current road block: The company is still dealing with dilution issues that we originally highlighted in our initial report on December 3, 2009; No knowledge of capital needs for its fiscal 2011 year:

"We believe that Tianyin is adequately funded to meet all of our working capital and capital expenditure needs for 2010."

Remains on the GeoSpecial list. Tianyin Pharmaceuticals 2010 fiscal year ends in June. If 2010 guidance holds up fourth quarter EPS should grow 24% to $0.10. This will be the first EPS growth quarter since the its 2010 first quarter when EPS grew 9.1% to $0.08. If all holds, 2010 EPS will come in at $0.35 ($0.32 fully taxed). Based on fiscal 2011 net income guidance of $19.6 million, EPS could reach $0.56 ($0.50 fully taxed). This would imply an EPS growth rate of 56.25% and may qualify TPI as a GeoBargain as it enters 2011 as long as the company does not give away stock in an equity financing. The stock trades with a forward P/E of 6.2 and less than two times its book value per share of $1.75. We also like that the company has been buying back stock.

"On October 27, 2008, the Board of Directors authorized the Company to repurchase up to $3.0 million of its common stock from time to time in the open-market or through privately negotiated transactions."

"On January 30, 2009, we announced the start of the initial purchase of shares under its previously announced stock repurchase program. Those shares will be retired to the treasury while reducing the number of outstanding shares of the common stock or sold out wholly or partially when market turns better. The initial share buyback illustrate our confidence in the long-term growth of the company and our commitment to our shareholders. As of April 3, 2009, a total of 83,785 shares have been bought back at prevailing market prices. The share repurchase program is to continue for the remainder of 2010."

This morning we coded Tianyin Pharmaceuticals (NYSE Amex:TPI) as a GeoSpecial. Our readers may be aware that we have been tracking the Company for some time. Our largest hang up had been with potential dilution from "in-the-money" warrants. Although the Company's fiscal 2010 net income June guidance of $11.3 million represents a 43.0% increase from the fiscal 2009 raw net income number of $7.9 million, the increase in shares poses some uncertainty regarding the near term EPS growth scenario. (Extra outstanding shares is dependent on share price and application of the treasury stock method). We are unsure of the final share count that will be used  for 2010 year end numbers. Tianyin reported $0.32 EPS for its 2009 fiscal year.

Having said that, this morning Tianyin issued fiscal 2011 net income guidance of $19.6 million which implies EPS of $0.56 ($0.50 fully taxed). Couple this with an overall positive outlook and the TPI story begins to gain strength:

• With approximately 39 products and a solid pipeline of 17 pharmaceutical products pending SFDA approval, Tianyin may be able to achieve consistent long term growth. It is important to note that the Company's product pipeline has been strong for some time and reflects the management team's vision.
• We are very impressed with the rapid pace of SFDA approvals TPI has achieved. The Company has received 12 new approvals over the past 12 months. This bodes well for quick pipeline revenue generation and market penetration of its product pipeline.
• The Company is aggressively targeting the macrolide antibiotics market where it sees significant opportunity.
• Tianyin has the financial means to consider acquisitions that may give upside to guidance. They have $15 million in cash, $12 million in cash flow and the potential for $25 million from warrants that are currently in the money.
• TPI has an extensive distribution channel with full province coverage, giving new products quick and broad market penetration.
• With recent fund raising proceeds, the Company increased its capacity approximately 300% for solid dosage forms and can support annual revenues in excess of $100 million.
• Bullish Management commentary:

"Management believes that our emphasis on further commercializing and broadening our product line coupled with the expansion of our production facility and capacity, enhanced sales and marketing efforts should continue to yield significant increases in revenue in 2010 and beyond. Additionally, we believe that our growth and overall market coverage could be further improved by certain strategic acquisitions or licensing opportunities. In addition, we believe the Pharmaceutical Industry could benefit from the expanded social reform which is part of the recently announced government stimulus plan.

Our forecasts do not include any potential future acquisitions or joint venture agreements. The company is currently evaluating several acquisition opportunities, including companies with complementary product portfolios, and those which would accelerate the macrolide antibiotic business growth strategy."

"It's important for our shareholders to understand the management's vision for building a successful pharmaceutical company through both organic growth and accretive acquisitions."

While short-term investors may still approach TPI with trepidation, astute long term investors may be begin to notice the opportunity, especially given the Company's overall strong fundamental story. The stock is selling at trailing P/E of 13 and forward P/E of 8.

The company came public via a reverse merger transaction on January 28 , 2008. The shell symbol that they merged into was VSCO. The new symbol is TYNP.