UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September~~March 3031, ~~2012~~2013

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____ to _____

Commission File Number: 000-54269

China VantagePoint Acquisition Company

(Exact Name of Registrant as Specified in Its Charter)

Cayman Islands		98-0677690
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

555 NE 15^th Street, Suite 200
Miami, Florida		33132
(Address of Principal Executive Offices)		(Zip Code)

(305) 981-6888

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨	Accelerated filer ¨
Non-accelerated filer (Do not check if a smaller reporting company) ¨	Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No ¨

As of ~~November~~July 2122, ~~2012~~2013 the registrant had 3807,~~552,991~~065 ordinary ~~shares~~ shares outstanding.

EXPLANATORY NOTE

On November 14, 2012, the Securities and Exchange Commission ("SEC") issued Securities Exchange Act of 1934 (the "Exchange Act") Release No. 68224, in which the following order under Section 17A and Section 26 granting exemptions from specified provisions of the Exchange Act and certain rules thereunder was made:

Pursuant to Section 36 of the Exchange Act, that a registrant (as defined in Exchange Act Rule 12b-2) subject to the reporting requirements of Exchange Act Section 13(a) or 15(d), and any person required to make any filings with respect to such a registrant, is exempt from any requirement to file or furnish materials with the Commission under Exchange Act Sections 13(a), 13(d), 13(f), 13(g), 14(a), 14(c), 15(d) and 16(a), Regulations 13A, 13D, 13G, 14A, 14C and 15D, and Exchange Act Rules 13f-1 and 16a-3, as applicable, for the period from and including October 29, 2012 to November 20, 2012, where the conditions below are satisfied:

(a) The registrant or person other than a registrant is not able to meet a filing deadline due to Hurricane Sandy and its aftermath;

(b) The registrant or person other than a registrant files with the Commission any report, schedule or form required to be filed during the period from and including October 29, 2012 to November 20, 2012, on or before November 21, 2012; and

(c) In any such report, schedule or form filed pursuant to this Order, the registrant or person other than a registrant must disclose that it is relying on this Order and state the reasons why, in good faith, it could not file such report, schedule or form on a timely basis.

Lack of communications, transportation, electricity and available staff and professional advisors as a result of Hurricane Sandy and its aftermath significantly hampered the Registrant's effort to meet its Quarterly Report on Form 10-Q ("10-Q") filing deadline of November 14, 2012. As a result, the Registrant, (i) was unable, in good faith, to file the 10-Q on a timely basis; (ii) availed itself of the filing extension granted under the order issued in Exchange Act Release No. 68224; and (iii) is filing its 10-Q on November 26, 2012.

TABLE OF CONTENTS

PART I.	FINANCIAL INFORMATION	~~FINANCIAL INFORMATION~~	1
Item 1.	Financial Statements	~~Financial Statements~~3	1
	Condensed Consolidated Balance Sheets	~~Condensed Consolidated Balance Sheets~~3	1
	Condensed Consolidated Statements of Operations	~~Condensed Consolidated Statements of Operations~~4	2
		Condensed Consolidated Statement of Changes in Shareholders' Equity	3
	Condensed Consolidated Statement of Changes in Shareholders' (Deficit) Equity	5
	Condensed Consolidated Statements of Cash Flows	~~Condensed Consolidated Statements of Cash Flows~~6	4
	Notes to Condensed Consolidated Financial Statements	~~Notes to Condensed Consolidated Financial Statements~~7	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	~~Management’s Discussion and Analysis of Financial Condition and Results of Operations~~15	16
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	~~Quantitative and Qualitative Disclosures About Market Risk~~17	18
Item 4.	Controls and Procedures	~~Controls and Procedures~~17	18
PART II.	OTHER INFORMATION	~~OTHER INFORMATION~~	19
Item 1.	Legal Proceedings	~~Legal Proceedings~~19	19
Item 1A.	Risk Factors	~~Risk Factors~~19	19
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	~~Unregistered Sales of Equity Securities and Use of Proceeds~~19	19
Item 3.	Defaults Upon Senior Securities	~~Defaults Upon Senior Securities~~19	20
Item 4.	Mine Safety Disclosures	~~Mine Safety Disclosures~~19	20
Item 5.	Other Information	~~Other Information~~19	20
Item 6.	Exhibits	~~Exhibits~~19	20

PART I.

FINANCIAL INFORMATION

Item 1.

Financial Statements

China VantagePoint Acquisition Company

(A Company in the Development Stage)

CONDENSED CONSOLIDATED BALANCE SHEETS

	As of
	September 30, 2012			March 31, 2012
	March 31, 2013			December 31, 2012
	(unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	~~105~~36,~~897~~568		$	1441,~~926~~617
Prepaid expenses		1,500			1,500
Due from Black Diamond		192,938			-
Total current assets		38,068			43,117
Total current assets		300,335			16,426
Restricted cash and cash equivalents held in trust account		-			16,540,161
Restricted cash and cash equivalents held in trust account		16,533,369			16,534,880
Total assets	$	38,068		$	16,583,278
Total assets	$	16,833,704		$	16,551,306
LIABILITIES, REDEEMABLE ORDINARY SHARES AND SHAREHOLDERS’ (DEFICIT) EQUITY
LIABILITIES, REDEEMABLE ORDINARY SHARES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable and accrued expenses	$	~~147~~376,~~837~~924		$	37334,~~583~~919
Accounts payable - related party		~~151~~196,025			~~106~~173,~~025~~525
Total liabilities		~~298~~572,~~862~~949			~~143~~508,~~608~~444
Commitments and contingencies
Ordinary shares, subject to possible redemption (1,845,795 and 1,845,879 shares at redemption value at September 30, 2012 and March 31, 2012, respectively)(1)		11,047,489			11,051,067
Ordinary shares, subject to possible redemption (1,845,879 shares at redemption value at December 31, 2012)		-			11,054,281
Shareholders’ equity
Shareholders’ (deficit) equity
Preferred shares, $0.001 par value, 5,000,000 shares authorized; none issued or outstanding		-			-
Ordinary shares, $0.001 par value, 50,000,000 shares authorized; 3,552,991 shares issued and outstanding (less 1,845,795 and 1,845,879 shares subject to possible redemption) at September 30, 2012 and March 31, 2012, respectively)(1)		1,707			1,707
Ordinary shares, $0.001 par value, 50,000,000 shares authorized; 807,065 and 3,552,991 shares issued and outstanding (less 0 and 1,845,879 shares subject to possible redemption) at March 31, 2013 and December 31, 2012, respectively		807			1,707
Additional paid-in capital		5131,~~612,863~~855			5,~~609~~606,~~285~~071
Deficit accumulated during the development stage		(~~127~~667,~~217~~543	)		(~~254~~587,~~361~~225	)
Total shareholders’ equity		5,487,353			5,356,631
Total shareholders’ (deficit) equity		(534,881	)		5,020,553
Total liabilities, redeemable ordinary shares and shareholders’ equity	$	16,833,704		$	16,551,306
Total liabilities, redeemable ordinary shares and shareholders’ (deficit) equity	$	38,068		$	16,583,278

~~(1)As~~The aaccompanying ~~result~~notes ofare ~~repurchases~~an ~~of subunits and interest~~integral ~~earned~~part onof ~~the~~these ~~funds~~condensed ~~held~~consolidated infinancial trust, but not released for working capital purposes through September 30, 2012, in connection with the Company's Repurchase Plan, aggregate ordinary shares subject to possible redemption are 1,845,795statements.

~~The accompanying notes are an integral part of these condensed consolidated financial statements.~~3

1China VantagePoint Acquisition Company

~~China~~(A ~~VantagePoint Acquisition~~ Company in the Development Stage)

(ACONDENSED ~~Company~~CONSOLIDATED inSTATEMENTS ~~the Development~~OF ~~Stage)~~OPERATIONS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

							For the Period September 3, 2010
	Three Months Ended March 31,						(Inception) through
	2013			2012			March 31, 2013

Operating and formation costs:
Legal and professional fees	$	60,631		$	39,755		$	235,595
General and administrative expenses		423			1,929			51,805
Bad debt expense		-			-			466,799
Administrative expense - related party		22,500			22,500			152,946

Loss from operations		(83,554	)		(64,184	)		(907,145	)

Interest income		3,236			7,011			49,602
Other income		-			-			190,000

Net loss	$	(80,318	)	$	(57,173	)	$	(667,543	)

Basic and diluted net loss per share	$	(0.06	)	$	(0.03	)

Weighted average ordinary shares outstanding - basic and diluted		1,376,909			1,711,299

	Three months ended September 30,						Six months ended September 30,						For the Period September 3, 2010 (Inception) through
	2012			2011			2012			2011			September 30, 2012
Operating and formation costs:
Legal and professional fees	$	24,792		$	25,721		$	40,228		$	67,631		$	174,964
General and administrative expenses		419			4,008			9,023			29,608			51,382
Administrative expense - related party		7,500			22,500			30,000			45,000			130,446
Loss from operations		(32,711	)		(52,229	)		(79,251	)		(142,239	)		(356,792	)
Interest income		8,305			3,452			16,395			9,181			39,575
Other income		190,000			-			190,000			-			190,000
Net income (loss)	$	165,594		$	(48,777	)	$	127,144		$	(133,058	)	$	(127,217	)
Basic and diluted net income (loss) per share	$	0.10		$	(0.03	)	$	0.07		$	(0.08	)
Weighted average ordinary shares outstanding - basic and diluted		1,706,670			1,707,691			1,706,887			1,709,484

The accompanying notes are an integral part of these condensed consolidated financial statements.

~~The accompanying notes are an integral part of these condensed consolidated financial statements.~~4

2China VantagePoint Acquisition Company

~~China~~(A ~~VantagePoint Acquisition~~ Company in the Development Stage)

(ACONDENSED ~~Company~~CONSOLIDATED inSTATEMENT ~~the~~OF ~~Development~~CHANGES ~~Stage~~IN SHAREHOLDERS' (DEFICIT) EQUITY

~~CONDENSED~~For ~~CONSOLIDATED~~the ~~STATEMENT~~Period from September 3, 2010 OF(Inception) ~~CHANGES~~through INMarch ~~SHAREHOLDERS'~~31, ~~EQUITY~~2013

For the Period from September 3, 2010 (Inception) through September 30, 2012

										Deficit
										Accumulated
							Additional			During the
	Ordinary Shares						Paid-In			Development			Shareholders'
	Shares			Amount			Capital			Stage			(Deficit) Equity
Ordinary shares issued September 3, 2010 (Inception) at $0.0316 per share for cash		790,625		$	791		$	24,209		$	-		$	25,000

Sale of 2,750,000 units on February 25, 2011 at $6.00 per Unit, net of offering expenses of $868,176 (includes 1,833,149 shares subject to possible redemption as of March 31, 2011)		2,750,000			2,750			15,629,074			-			15,631,824

Sale of Warrant Offering warrants on February 25, 2011		-			-			925,000			-			925,000

Sale of Underwriter Purchase Option on February 25, 2011		-			-			100			-			100

Sale of 412,500 units on March 11, 2011 at $6.00 per unit, net of offering expenses of $86,973 (includes 408,430 shares subject to possible redemption as of March 31, 2011)		412,500			412			2,387,615			-			2,388,027

Net proceeds subject to possible redemption of 2,241,579 shares at redemption value		-			(2,241	)		(13,350,734	)		-			(13,352,975	)

Net loss		-			-			-			(22,324	)		(22,324	)

Balance at March 31, 2011		3,953,125		$	1,712		$	5,615,264		$	(22,324	)	$	5,594,652

Repurchase of ordinary shares in accordance with the Company's Repurchase Plan		(400,134	)		(400	)		(2,307,492	)		-			(2,307,892	)

Reduction in net proceeds subject to possible redemption of 395,700 shares at redemption value		-			395			2,301,513			-			2,301,908

Net loss		-			-			-			(232,037	)		(232,037	)

Balance at March 31, 2012		3,552,991		$	1,707		$	5,609,285		$	(254,361	)	$	5,356,631

Reduction in net proceeds subject to possible redemption of 448 shares at redemption value		-			-			(3,214	)		-			(3,214	)

Net loss		-			-			-			(332,864	)		(332,864	)

Balance at December 31, 2012		3,552,991		$	1,707		$	5,606,071		$	(587,225	)	$	5,020,553

Redemption of ordinary shares on February 27, 2013 at $6.02 per share		(2,745,926	)		(900	)		(5,474,216	)		-			(5,475,116	)

Net loss		-			-			-			(80,318	)		(80,318	)

Balance at March 31, 2013 (unaudited)		807,065		$	807		$	131,855		$	(667,543	)	$	(534,881	)

										Deficit
										Accumulated
							Additional			During the
	Ordinary Shares						Paid-In			Development			Shareholders'
	Shares			Amount			Capital			Stage			Equity
Ordinary shares issued September 3, 2010 (Inception) at $0.0316 per share for cash		790,625		$	791		$	24,209		$	-		$	25,000
Sale of 2,750,000 units on February 25, 2011 at $6.00 per Unit, net of offering expenses of $868,176 (includes 1,833,149 shares subject to possible redemption as of March 31, 2011)(1)		2,750,000			2,750			15,629,074			-			15,631,824
Sale of Warrant Offering warrants on February 25, 2011		-			-			925,000			-			925,000
Sale of Underwriter Purchase Option on February 25, 2011		-			-			100			-			100
Sale of 412,500 units on March 11, 2011 at $6.00 per unit, net of offering expenses of $86,973 (includes 408,430 shares subject to possible redemption as of March 31, 2011)(1)		412,500			412			2,387,615			-			2,388,027
Net proceeds subject to possible redemption of 2,241,579 shares at redemption value		-			(2,241	)		(13,350,734	)		-			(13,352,975	)
Net loss		-			-			-			(22,324	)		(22,324	)
Balance at March 31, 2011		3,953,125		$	1,712		$	5,615,264		$	(22,324	)	$	5,594,652
Repurchase of subunits in accordance with the Company's Repurchase Plan		(400,134	)		(400	)		(2,307,492	)		-			(2,307,892	)
Reduction in net proceeds subject to possible redemption of 395,700 shares at redemption value(1)		-			395			2,301,513			-			2,301,908
Net loss		-			-			-			(232,037	)		(232,037	)
Balance at March 31, 2012		3,552,991		$	1,707		$	5,609,285		$	(254,361	)	$	5,356,631
Reduction in net proceeds subject to possible redemption of 84 shares at redemption value (1)		-			-			3,578			-			3,578
Net income		-			-			-			127,144			127,144
Balance at September 30, 2012		3,552,991			1,707			5,612,863			(127,217	)		5,478,353

The accompanying notes are an integral part of these condensed consolidated financial statements.

(1)As a result of repurchases of subunits and interest earned on the funds held in trust but not released for working capital purposes through September 30, 2012, in connection with the Company's Repurchase Plan, aggregate ordinary shares subject to possible redemption are 1,845,795.5

~~The~~China ~~accompanying~~VantagePoint ~~notes~~Acquisition ~~are an integral part of these condensed consolidated financial statements.~~Company

3(A Company in the Development Stage)

~~China~~CONDENSED ~~VantagePoint~~CONSOLIDATED ~~Acquisition~~STATEMENTS OF ~~Company~~CASH FLOWS

(A Company in the Development Stage)

	For the Three Months Ended March 31, 2013			For the Three Months Ended March 31, 2012			For the Period September 3, 2010 (Inception) through March 31, 2013
Operating Activities
Net loss	$	(80,318	)	$	(57,173	)	$	(667,543	)
Adjustments to reconcile net loss to cash used in operating activities:
Bad debt expense		-			-			466,799
Changes in operating assets and liabilities:
Prepaid expenses		-			-			(1,500	)
Due from Black Diamond		-			-			(466,799	)
Accounts payable and accrued expenses		42,005			20,240			376,924
Accounts payable - related party		22,500			22,500			196,025
Net cash used in operating activities		(15,813	)		(14,433	)		(96,094	)

Investing Activities
Investment in restricted cash and cash equivalents		(3,236	)		(7,010	)		(18,885,364	)
Amounts released from restricted cash and cash equivalents used to repurchase ordinary shares		-			-			2,307,892
Proceeds from redemption of restricted cash and cash equivalents		16,543,397			16,169			16,577,472
Net cash provided by investing activities		16,540,161			9,159			-

Financing Activities
Proceeds from sale of ordinary shares to initial shareholders		-			-			25,000
Proceeds from issuance of note to initial shareholders		-			-			50,000
Repayment of note to initial shareholders		-			-			(50,000	)
Proceeds from Public Offering, net of offering costs		-			-			18,019,851
Proceeds from Warrant Offering		-			-			925,000
Proceeds from sale of Underwriter Purchase Option		-			-			100
Repurchase of ordinary shares		-			-			(2,307,892	)
Redemption of ordinary shares		(16,529,397	)		-			(16,529,397	)
Net cash (used in) provided by financing activities		(16,529,397	)		-			132,662

Net (decrease) increase in cash and cash equivalents		(5,049	)		(5,274	)		36,568
Cash and cash equivalents, beginning		41,617			20,200			-
Cash and cash equivalents, ending	$	36,568		$	14,926		$	36,568

Supplemental disclosure of non-cash investing and financing transactions:
Repurchase of ordinary shares included in accounts payable and accrued expenses	$	-		$	311,820		$	-

~~CONDENSED~~The ~~CONSOLIDATED~~accompanying ~~STATEMENTS~~notes are an integral OFpart ~~CASH~~of ~~FLOWS~~these condensed consolidated financial statements.

	For the six months ended September 30, 2012			For the six months ended September 30, 2011			For the Period September 3, 2010 (Inception) through September 30, 2012
Operating Activities
Net income (loss)	$	127,144		$	(133,058	)	$	(127,217	)
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities:
Changes in operating assets and liabilities:
Prepaid expenses		-			5,577			(1,500	)
Accounts payable and accrued expenses		(67,684	)		8,934			(30,101	)
Accounts payable - related party		30,000			39,872			136,025
Net cash provided by (used in) operating activities		89,460			(78,675	)		(22,793	)
Investing Activities
Investment in restricted cash and cash equivalents		(16,395	)		(9,068	)		(18,875,336	)
Amounts released from restricted cash and cash equivalents used to repurchase ordinary shares		-			2,307,892			2,307,892
Proceeds from redemption of restricted cash and cash equivalents		17,906			-			34,075
Net cash provided by (used in) investing activities		1,511			2,298,824			(16,533,369	)
Financing Activities
Proceeds from sale of ordinary shares to initial shareholders		-			-			25,000
Proceeds from issuance of note to initial shareholders		-			-			50,000
Repayment of note to initial shareholders		-			-			(50,000	)
Proceeds from Public Offering, net of offering costs		-			-			18,019,851
Proceeds from Warrant Offering		-			-			925,000
Proceeds from sale of Underwriter Purchase Option		-			-			100
Repurchase of subunits		-			(2,307,892	)		(2,307,892	)
Net cash (used in) provided by financing activities		-			(2,307,892	)		16,662,059
Net increase (decrease) in cash and cash equivalents		90,971			(87,743	)		105,897
Cash and cash equivalents, beginning		14,926			132,384			-
Cash and cash equivalents, ending	$	105,897		$	44,641		$	105,897
Supplemental non-cash investing and financing activities:
Amount due from Black Diamond for reimbursed expenses	$	192,938		$	-		$	192,938

~~The~~CHINA ~~accompanying~~VANTAGEPOINT ~~notes~~ACQUISITION ~~are an integral part~~COMPANY ofAND ~~these condensed consolidated financial statements.~~SUBSIDIARY

4(A Company in the Development Stage)

~~CHINA~~NOTES ~~VANTAGEPOINT~~TO ~~ACQUISITION~~CONDENSED ~~COMPANY~~CONSOLIDATED FINANCIAL STATEMENTS

(AMarch ~~Company~~31, ~~in the Development Stage)~~2013

~~NOTES~~Note TO1—Organization, ~~CONDENSED~~Business ~~CONSOLIDATED~~Operations ~~FINANCIAL~~and Going ~~STATEMENTS~~Concern

China VantagePoint Acquisition Company (the ‘‘Company’’) is a blank check company incorporated on September 303, 2010, ~~2012~~formed under the laws of the Cayman Islands. It was formed for the purpose of acquiring, through merger, share exchange, asset acquisition, plan of arrangement, recapitalization, reorganization or similar business combination, one or more operating businesses, or control of such operating business or businesses through contractual arrangements (a “Business Combination”).

The accompanying condensed consolidated financial statements are presented in U.S. dollars and have been prepared in accordance with United States generally accepted accounting principles (~~Unaudited~~“GAAP”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered for a fair presentation have been included. The Company has evaluated subsequent events through the issuance of this Form 10-Q. Operating results for the three months ended March 31, 2013 are not necessarily indicative of the results that may be expected for the year ended December 31, 2013 or any future period. The balance sheet data at December 31, 2012 is derived from the Company’s audited financial statements but does not include all of the disclosures required by GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements and notes thereto included in the Company’s Transition Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on June 24, 2013.

~~Note~~The Company ~~1—Organization~~is considered to be a development stage company and as such, ~~Business~~the financial statements are prepared in accordance with the ~~Operations~~Accounting ~~and~~Standards ~~Going~~Codification ~~Concern~~(‘‘ASC’’) 915 ‘‘Development Stage Entities’’. The Company is subject to all of the risks associated with development stage companies.

~~China~~At ~~VantagePoint~~March ~~Acquisition~~31, ~~Company~~2013, (the ‘‘Company~~’’)~~ ishad anot ~~blank~~commenced ~~check~~any ~~company~~operations. ~~incorporated~~All onactivity ~~September~~through 3March 31, ~~2010,~~ ~~formed~~2013 ~~under~~relates to the ~~laws~~Company’s formation, of the ~~Cayman~~Company’s ~~Islands~~initial ~~for~~public offering, the ~~purpose~~Company’s distribution of ~~acquiring,~~the ~~through~~Trust ~~merger,~~Account ~~share~~to ~~exchange,~~the ~~asset~~Public ~~acquisition~~Shareholders, ~~plan~~and ofthe ~~arrangement,~~search ~~recapitalization,~~for ~~reorganization~~a ~~or similar~~ business combination,. ~~one~~The orregistration ~~more~~statement ~~operating~~for ~~businesses,~~the orCompany’s ~~control of~~initial ~~such~~public ~~operating~~offering ~~business~~(“Public Offering”) orwas ~~businesses~~declared ~~through~~effective ~~contractual~~on ~~arrangements~~February (a17, ~~“Business Combination”)~~2011. On ~~August~~February 2318, ~~2012~~ 2011, the Company ~~formed~~filed ~~BDH~~a ~~Acquisition~~new ~~Corp~~registration ~~(“Purchaser”),~~statement to aincrease ~~Delaware~~the ~~corporation,~~Public ~~with~~Offering ~~authorized~~by ~~capital~~10% atpursuant ~~formation consisting~~to ofRule ~~1,000~~462(b) ~~shares~~under ofthe ~~common~~Securities ~~stock,~~Act ~~$0.001~~of ~~par~~1933 ~~value,~~(the ~~for~~“Securities ~~the~~Act”). The ~~purpose~~Company ofconsummated ~~effecting~~the aPublic ~~future~~Offering ~~business~~and ~~combination~~Warrant ~~with~~Offering ~~Black Diamond~~on ~~Holdings,~~February ~~LLC~~25, a2011 ~~Colorado~~and ~~limited~~received ~~liability~~initial ~~corporation~~net ~~(“Black~~proceeds ~~Diamond”)~~of $16,556,824. On ~~See~~March ~~Note~~8, 62011, –the ~~Merger~~underwriter ~~and~~exercised ~~Share Exchange~~its ~~Agreement~~over-allotment ~~for~~option aand ~~discussion~~on ofMarch 11, 2011 the ~~merger~~Company ~~and~~received ~~share~~additional ~~exchange~~net proceeds ~~agreement~~of ~~entered~~$2,388,027, ~~into~~bringing ontotal ~~August~~net 24proceeds to $18,944,851 ~~2012~~(Note 3).

The ~~accompanying~~ ~~unaudited~~Company ~~condensed~~was ~~consolidated~~not ~~financial~~able ~~statements~~to ~~are~~consummate ~~presented~~a inbusiness ~~U.S.~~combination ~~dollars~~by ~~and~~February ~~have~~25, ~~been~~2013. On ~~prepared~~February in25, ~~accordance with~~2013, ~~United~~the ~~States~~Company’s ~~generally~~shareholders ~~accepted~~approved ~~accounting~~the ~~principles~~amendment ~~(“GAAP”)~~of ~~for~~the ~~interim~~Company's ~~financial~~Articles ~~information~~of ~~and~~Association ~~the~~to ~~instructions~~permit the Company to ~~Form~~continue ~~10-Q.~~its ~~Accordingly~~existence after February 25, ~~they~~2013 do(the ~~not~~"Continued ~~include~~Existence ~~all~~Proposal"). ofSpecifically, ~~the~~this proposal ~~information~~removed ~~and~~the ~~footnotes~~provision ~~required~~in byArticle ~~GAAP.~~163 Inrequiring the ~~opinion~~dissolution of ~~management, all~~the ~~adjustments~~Company ~~(consisting~~and ofreplaced ~~normal~~the ~~accruals)~~provision ~~considered~~with ~~for~~one athat permits ~~fair~~the ~~presentation~~Company ~~have~~to ~~been~~not ~~included.~~dissolve, ~~The~~while ~~Company~~requiring ~~has~~it ~~evaluated subsequent~~to ~~events~~distribute ~~through~~a ~~the~~pro-rata ~~issuance~~portion of ~~this~~the ~~Form~~Trust ~~10-Q. Operating~~Account ~~results~~to ~~for~~holders of the Company's ~~three~~Subunits ~~and~~issued ~~six~~in ~~months~~the ~~ended~~Company's ~~September 30,~~IPO ~~2012~~in ~~and~~exchange ~~2011~~for ~~are~~the ~~not~~redemption ~~necessarily~~of ~~indicative~~99 out of ~~the~~every ~~results~~100 ~~that~~Subunits ~~may~~issued bein ~~expected~~the ~~for~~Company's IPO (since the ~~year~~warrants ~~ending~~composing ~~March~~part ~~31,~~of ~~2013~~the orSubunit ~~any other~~would ~~future~~expire ~~period.~~on ~~The~~February ~~balance~~25, ~~sheet~~2013, ~~data~~thereafter ata ~~March~~Subunit ~~31,~~will ~~2012~~be ~~was~~equivalent to ~~derived~~one ~~from~~ordinary share); and amending the Company’'s ~~audited~~Articles ~~financial~~of ~~statements but~~Association ~~does~~to not ~~include~~require ~~all~~the ~~disclosures~~Company ~~required~~to bycomply ~~GAAP.~~with ~~The~~Articles ~~accompanying~~157-163 of ~~condensed~~the ~~financial~~Articles ~~statements~~of ~~should~~Association be(which ~~read~~govern inthe ~~conjunction with~~activities of the Company’s ~~financial~~while ~~statements~~it ~~and~~is ~~notes~~a ~~thereto~~Special ~~included~~Purpose inAcquisition Company) after the ~~Company’s~~earlier ~~annual~~to ~~report~~occur onof ~~Form~~a ~~10-K~~consummation ~~filed with~~of ~~the~~a ~~Securities~~business ~~and~~combination ~~Exchange~~or ~~Commission~~the onliquidation ~~June~~of ~~29,~~the ~~2012~~Trust Account.

The Company is considered to be a development stage company and as such, the financial statements are prepared in accordance with the Accounting Standards Codification (‘‘ASC’’) 915 ‘‘Development Stage Entities.’’ The Company is subject to all of the risks associated with development stage companies.7

~~At September~~CHINA ~~30,~~VANTAGEPOINT ~~2012,~~ACQUISITION ~~the Company had not commenced any operations. All activity through September 30, 2012 relates to the Company’s~~COMPANY ~~formation,~~AND the Company’s initial public offering and the search for a business combination. The registration statement for the Company’s initial public offering (“Public Offering”) was declared effective on February 17, 2011. On February 18, 2011, the Company filed a new registration statement to increase the Public Offering by 10% pursuant to Rule 462(b) under the Securities Act of 1933 (the “Securities Act”). The Company consummated the Public Offering and Warrant Offering on February 25, 2011 and received initial net proceeds of $16,556,824. On March 8, 2011, the underwriter exercised its over-allotment option and on March 11, 2011 the Company received additional net proceeds of $2,388,027, bringing total net proceeds to $18,944,851 (Note 3).SUBSIDIARY

5(A Company in the Development Stage)

~~CHINA~~NOTES ~~VANTAGEPOINT~~TO ~~ACQUISITION~~CONDENSED ~~COMPANY~~CONSOLIDATED FINANCIAL STATEMENTS

(AMarch ~~Company~~31, ~~in the Development Stage)~~2013

~~NOTES~~Note TO1—Organization, ~~CONDENSED~~Business Operations ~~CONSOLIDATED~~and ~~FINANCIAL STATEMENTS~~Going Concern, continued

~~September~~Accordingly, pursuant 30to its Amended and Restated Memorandum and Articles of Association, ~~2012~~on February 27, 2013, each Public Shareholder (i) received a pro-rata portion of the Trust Account and (ii) for every 100 Subunits held by a shareholder, such shareholder retained one ordinary share. Increments of less than 100 Subunits only received the applicable pro-rata portion of the Trust Account. Accordingly, on February 27, 2013, the holders of the Subunits received a pro-rata share of the Trust Account, consisting in the aggregate of $16,529,397 and Public Shareholders retained 16,440 ordinary shares. After the distribution of the funds held in the Trust Account, the Initial Shareholders owned 98% of the outstanding ordinary shares which constituted a change of control of the Company. On February 25, 2013, upon the Public Shareholders approval of its Amended and Restated Memorandum and Articles of Association, the Company was permitted to continue its existence past the date of February 25, 2013. After February 25, 2013, the Company’s objective is to seek a Business Combination with an operating company.

From September 3, 2010 (~~Unaudited~~the Company’s inception) through February 25, 2013, under the Company’s former Memorandum and Articles of Association, the Company was considered a Special Purpose Acquisition Company and was subject to certain limitations under these articles. The Company had limited access to the funds from its Public Offering and Warrant Offering, which were placed into the Trust Account. Pursuant to its former Memorandum and Articles of Association, if the Company had not completed a Business Combination prior to February 25, 2013 it would have automatically dissolved and be forced to liquidate its assets. Furthermore, the Initial Shareholders were not permitted to trade their shares. Subsequent to February 25, 2013, in connection with the approval of its Amended and Restated Articles of Association, all of these limitations and restrictions have been removed.

~~Note~~On August 23, 2012, the Company formed BDH Acquisition Corp (“BDH”), a Delaware corporation, with authorized capital at formation consisting of 1~~—Organization~~,000 ~~Business~~shares of common stock, $0.001 par value, for the purpose of effecting a future business combination ~~Operations~~with ~~and~~Black ~~Going~~Diamond ~~Concern~~Holdings, ~~continued~~LLC, a Colorado limited liability corporation (“Black Diamond”), which was not completed.

~~The Company’s~~On ~~management~~August ~~has~~24, ~~broad~~2012, ~~discretion~~in connection with ~~respect to~~ the ~~specific~~Acquisition ~~application~~Agreement, of the ~~net~~Company ~~proceeds~~and ofBlack ~~the~~Diamond ~~Public~~entered ~~Offering~~into ~~and~~an ~~the~~expense ~~Warrant~~reimbursement ~~Offering~~agreement ~~although substantially all of~~ (the ~~net~~“Expense ~~proceeds are intended to be generally applied toward consummating a Business Combination. Furthermore~~Agreement”), ~~there~~whereby isBlack noDiamond ~~assurance~~had ~~that~~agreed ~~the Company will be able~~ to ~~successfully~~pay ~~effect~~certain aexpenses ~~Business~~on ~~Combination.~~behalf ~~An amount~~ of ~~$18,835,874 in~~ the ~~aggregate, (or approximately $5~~Company.~~96 per Unit) of the proceeds of the Public Offering and the Warrant Offering was placed~~ ~~into~~The aExpense ~~trust~~Agreement ~~account~~is ~~(“Trust~~discussed ~~Account”)~~further ~~and invested~~ in ~~United~~Note ~~States~~6 ~~government~~- ~~securities~~Merger ~~within~~and ~~the~~Share ~~meaning~~Exchange ofAgreement, ~~Section 2(a)(16)~~along ofwith ~~the Investment Company Act of 1940 having~~ a ~~maturity~~discussion of ~~180~~the ~~days or less, or in money market funds meeting certain~~termination ~~conditions~~of ~~under Rule 2a-7 promulgated under~~ the ~~Investment~~Acquisition ~~Company Act of 1940~~Agreement.

~~In the event that~~As ~~the~~explained ~~subunits~~further ~~offered~~ in ~~the~~Note ~~Public~~7 ~~Offering~~- ~~(the~~Subsequent ~~“Subunits”) traded at or below $5.70 per Subunit~~Event, ~~there was able to be released from the Trust Account amounts necessary for the Company to purchase up to 50% of the Subunits sold in the Public Offering (1,581,250 Subunits) at any time commencing~~ on ~~April~~May 1910, ~~2011 and ending on the date the Company announced a Business Combination. Purchases were made only in open market transactions pursuant to a 10b5-1 plan entered into by the Company on February 16~~2013, ~~2011 (~~the ~~“Repurchase Plan”), which required the~~ Company toreceived ~~maintain~~ a ~~limit~~refundable ~~order~~advance ~~for the Subunits at $5.70 per Subunit during the purchase period until the maximum number~~ of Subunits had been purchased. On August 27, 2012 the Company announced that it had entered into a merger and share exchange agreement (the “Acquisition Agreement”) pursuant to which it will acquire Black Diamond (the “Black Diamond Merger”) and, accordingly, is no longer permitted to make any repurchases of its Subunits under the Repurchase Plan. Through August 27, 2012, the Company has purchased 400,134 Subunits under this plan at a cost of $250,~~307,892.~~000 ~~The placing of the funds in the Trust Account may not protect those funds~~ from ~~third~~an ~~party claims against the Company.~~operating ~~Although~~company ~~the~~seeking ~~Company will seek~~ to ~~have~~merge ~~all vendors, prospective target businesses or other entities it engages, execute agreements~~ with the Company ~~waiving any right, title, interest or claim of any kind in or to any monies held in the Trust Account, there is no guarantee that they will execute such agreements~~.

The ~~Company’s~~ ~~shareholders~~Company ~~prior~~will need to ~~the~~raise ~~offering,~~additional ~~including~~capital ~~certain~~through ofloans ~~the~~or ~~Company’s~~additional ~~officers~~investments ~~and~~from ~~directors~~its (“Initial Shareholders”), officers, ~~have~~directors, ~~agreed~~or ~~that~~third ~~they~~parties. ~~will~~None beof ~~liable~~the ~~under~~Initial ~~certain~~Shareholders, ~~circumstances~~officers toor ~~ensure~~directors ~~that~~is ~~the~~under ~~proceeds~~any inobligation ~~the~~to ~~Trust~~advance ~~Account~~funds ~~are~~to, or ~~not~~to ~~reduced by~~invest in, the ~~claims~~Company. ofAccordingly, ~~target~~the ~~businesses~~Company ormay ~~vendors~~not orbe ~~other~~able ~~entities~~to ~~that~~obtain ~~are~~additional ~~owed~~financing. ~~money~~If by the Company ~~for~~is ~~services rendered, contracted~~unable ~~for or products sold~~ to ~~the~~raise ~~Company.~~additional ~~However~~capital, ~~there~~it ~~can~~may be norequired ~~assurance~~to ~~that~~take ~~they~~additional ~~will~~measures ~~be able~~ to ~~satisfy~~conserve ~~those~~liquidity, ~~obligations~~which ~~should they~~could ~~arise.~~include, ~~The~~but ~~remaining proceeds (~~not necessarily ~~held in the Trust Account) may~~ be ~~used~~limited to, ~~pay~~curtailing ~~for business~~operations, ~~legal~~suspending ~~and~~the ~~accounting~~pursuit ~~due~~of ~~diligence on~~its ~~prospective~~business ~~acquisitions~~plan, and ~~continuing~~reducing ~~general~~overhead ~~and administrative~~ expenses. The InCompany ~~addition,~~cannot ~~interest~~provide ~~earned~~any onassurance ~~the~~that ~~funds~~new ~~held in~~financing ~~the~~will ~~Trust~~be ~~Account~~available ~~(after~~to ~~payment~~it ofon ~~taxes~~commercially ~~owed~~acceptable onterms, ~~such~~if ~~interest~~at ~~income)~~all. These ~~may~~conditions beraise ~~released~~substantial todoubt about the Company’s ability to ~~fund~~continue ~~its~~as ~~working~~a ~~capital~~going concern. These unaudited financial ~~requirements~~statements indo ~~seeking~~not toinclude ~~consummate~~any aadjustments ~~business~~that ~~combination~~might ~~and~~result tofrom ~~pay~~the ~~its~~outcome ~~tax~~of ~~obligations~~these uncertainties.

The Company, having signed the Acquisition Agreement, is required to provide shareholders who acquired shares in the Public Offering (“Public Shareholders”) with the opportunity to redeem their Subunits for a pro rata share of the Trust Account. In the event that shareholders owning 58.37% (as adjusted for repurchases through September 30, 2012 under the Repurchase Plan and interest earned but not released from the Trust Account) or more of the Subunits sold in the Public Offering exercise their redemption rights described below (the “Redemption Threshold”), or, if a majority vote against the Business Combination, the Business Combination will not be consummated. The Initial Shareholders have waived any redemption rights they may have in connection with the Business Combination. 8

6CHINA VANTAGEPOINT ACQUISITION COMPANY AND SUBSIDIARY

~~CHINA~~(A ~~VANTAGEPOINT~~Company ~~ACQUISITION~~in ~~COMPANY~~the Development Stage)

(ANOTES ~~Company~~TO inCONDENSED ~~the~~CONSOLIDATED ~~Development Stage)~~FINANCIAL STATEMENTS

~~NOTES~~March TO31, ~~CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~2013

~~September~~Note ~~30,~~2—Significant ~~2012~~Accounting Policies

~~(Unaudited)~~Principles of Consolidation

~~Note~~The ~~1—Organization,~~accompanying ~~Business~~condensed consolidated financial statements include the accounts of China VantagePoint ~~Operations~~Acquisition Company and ~~Going~~BDH. ~~Concern,~~All ~~continued~~significant intercompany transactions and balances have been eliminated in consolidation.

~~If a~~Cash Business Combination is consummated, any Public Shareholder can demand that the Company redeem his or her Subunits. Because the Company intends to hold a shareholder vote to approve a Business Combination, any Public Shareholder voting against a Business Combination and ~~seeking redemption will be entitled to redeem their Subunits for a pro rata portion of the Trust Account up to~~cash a maximum of approximately $5.96 per Subunit. Any Public Shareholder voting in favor of a Business Combination and seeking redemption will have his or her Subunits redeemed for a full pro rata portion of the Trust Account (approximately $5.99 per Subunit as of September 30, 2012) net of (i) taxes payable and (ii) interest income earned on the Trust Account previously released to the Company for working capital requirements. Accordingly, Public Shareholders holding up to 1,845,795 Subunits (as adjusted for repurchases through September 30, 2012 under the Repurchase Plan and interest earned but not released from the Trust Account) may seek redemption of their Subunits in connection with a Business Combination. Notwithstanding the foregoing, the Company’s amended Memorandum and Articles of Association provide that a Public Shareholder, together with any affiliate or other person with whom such Public Shareholder is acting in concert or as a “group” (within the meaning of Section 13 of the Securities Act of 1934, as amended), will be restricted from voting or redeeming more than 10% of the Subunits sold in the Public Offering (but only with respect to the amount over 10% of the Subunits sold in the Public Offering). A “group” will be deemed to exist if Public Shareholders (i) file a Schedule 13D or 13G indicating the presence of a group or (ii) acknowledge to the Company that they are acting, or intend to act, as a group.equivalents

~~The~~Cash: ~~Company’s~~The ~~Amended and Restated Memorandum and Articles of Association provide that if the~~ Company ~~has~~maintains ~~not completed a Business Combination by February 25, 2013, the Company will automatically dissolve, liquidate and distribute~~ its ~~remaining~~cash ~~assets,~~with ~~including amounts~~high ~~held~~credit inquality ~~the~~financial ~~Trust Account, to the Public Shareholders~~institutions. InAt ~~the event of a liquidation~~times, if the Company’s ~~has~~cash not presented an initial Business Combination to the Public Shareholders for approval, the Public Shareholders will be entitled to receive their pro rata share of the Trust Account (approximately $5.99 per Subunit as of September 30, 2012). In the event of a liquidation, if the Company has presented an initial Business Combination to the Public Shareholders for approval, and ~~the~~cash ~~Public Shareholders~~equivalents ~~have~~may ~~rejected~~be ~~the~~uninsured ~~initial Business Combination, the Public Shareholders who voted against the last initial Business Combination~~ or ~~who~~in ~~did~~deposit ~~not~~accounts ~~vote~~that ~~will~~exceed ~~be entitled to receive only a pro rata share of~~ the ~~Trust~~Federal ~~Account~~Deposit upInsurance toCorporation a(“FDIC”) ~~maximum~~insurance ~~of approximately $5~~limit.96 ~~per~~As ~~Subunit and Public Shareholders who voted in favor~~ of ~~the~~March ~~last~~31, ~~initial~~2013, ~~Business~~substantially ~~Combination~~all ~~will be entitled to receive a full pro rata share~~ of the ~~Trust~~Company’s ~~Account~~funds ~~calculated~~were ~~two~~held ~~days~~at ~~prior~~one tofinancial ~~the distribution date~~institution.

~~Pursuant~~Cash toEquivalents: ~~letter~~The ~~agreements executed prior to the consummation of the Public Offering with the~~ Company, ~~the~~considers ~~Initial~~all ~~Shareholders~~short-term ~~have waived~~investments ~~their rights to participate in any liquidation distribution from the Trust Account but only~~ with ~~respect~~a tomaturity ~~their~~of ~~initial shares;~~three ~~they~~months ~~will~~or ~~participate~~less inwhen ~~any~~purchased ~~liquidation distribution with respect~~ to ~~any~~be ~~Units acquired in the Public Offering or in the~~cash ~~aftermarket~~equivalents.

7Loss per share

~~CHINA~~Ordinary ~~VANTAGEPOINT~~loss ~~ACQUISITION~~per share ~~COMPANY~~is computed by dividing net loss by the weighted-average number of ordinary shares outstanding during the period. Ordinary shares included in Subunits subject to possible redemption at March 31, 2013 and 2012 of 0 and 1,845,879, respectively, have been excluded from the calculation of basic loss per share since such shares, if redeemed, would have only participated in their pro rata share of the Trust Account earnings. Loss per share assuming dilution would give effect to dilutive options, warrants, and other potential ordinary shares outstanding during the period. The Company has not considered the effect of warrants to purchase 0 and 5,605,289 ordinary shares at March 31, 2013 and 2012, respectively, in the calculation of diluted loss per share, since the exercise of the warrants was contingent upon the occurrence of future events. On February 25, 2013, the warrants expired. During the three months ended March 31, 2013 and 2012, there were no outstanding dilutive options, warrants, or other potential ordinary shares which would affect the fully diluted loss per share.

(AOrdinary ~~Company~~shares included in ~~the~~Subunits ~~Development~~subject ~~Stage)~~to possible redemption

~~NOTES~~The TOCompany ~~CONDENSED~~accounted ~~CONSOLIDATED~~for ~~FINANCIAL~~its ordinary shares included in Subunits subject to possible redemption in accordance ~~STATEMENTS~~with the guidance enumerated in ASC 480 “Distinguishing Liabilities from Equity”. Ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares feature certain redemption rights that are considered by the Company to be outside of the Company’s control and subject to the occurrence of uncertain future events. On February 27, 2013, the Company distributed to each of the Public Shareholders their pro rata interest in the Trust Account, and accordingly, at March 31, 2013, there remained no ordinary shares subject to possible redemption. At December 31, 2012, the ordinary shares included in Subunits subject to possible redemption were presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet.

~~September~~Income ~~30, 2012~~taxes

The Company accounts for income taxes under ASC 740 Income Taxes (~~Unaudited~~“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.

~~Note 1—Organization, Business Operations and Going Concern, continued~~9

~~During the~~CHINA ~~six~~VANTAGEPOINT ~~months~~ACQUISITION ~~ended September 30, 2012, the Company received $190,000 from a former potential business combination~~COMPANY ~~target,~~AND that was not Black Diamond, as reimbursement for certain expenses incurred. Of this amount, the Company retained $90,000. This reimbursement is included in the $89,460, of cash generated from operating activities on the Company’s condensed consolidated statements of cash flows. On August 24, 2012, in connection with the Acquisition Agreement, the Company and Black Diamond entered into an expense reimbursement agreement (the “Expense Agreement”), whereby Black Diamond has agreed to pay certain expenses on behalf of the Company. The Expense Agreement is discussed further in Note 6. The Company anticipates that in order to fund its working capital requirements, the Company will need to use all of the remaining funds not held in trust, the interest earned on the funds held in the Trust Account, as well as entering into contingent fee arrangements with its vendors. The Company will need to raise additional capital through loans or additional investments from its Initial Shareholders, officers, directors, or third parties. None of the Initial Shareholders, officers or directors is under any obligation to advance funds to, or to invest in, the Company. Accordingly, the Company may not be able to obtain additional financing. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of its business plan, and reducing overhead expenses. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. These unaudited financial statements do not include any adjustments that might result from the outcome of these uncertainties.SUBSIDIARY

~~Note~~(A ~~2—Significant~~Company ~~Accounting Policies~~in the Development Stage)

~~Principles of~~NOTES ~~Consolidation~~TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~The~~March ~~accompanying condensed~~31, consolidated financial statements include the accounts of China VantagePoint Acquisition Company and Purchaser. All significant intercompany transactions and balances have been eliminated in consolidation.2013

~~Cash~~Note ~~and~~2—Significant ~~cash~~Accounting ~~equivalents~~Policies, continued

~~Cash: The~~Income ~~Company maintains its cash with high credit quality financial institutions. At times~~taxes, ~~the Company’s cash and cash equivalents~~ may be uninsured or in deposit accounts that exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance limit. As of September 30, 2012, substantially all of the Company’s funds were held at one financial institution.continued

~~Cash~~ASC 740 also clarifies ~~Equivalents:~~the ~~The~~accounting ~~Company~~for ~~considers~~uncertainty ~~all~~in ~~short-term~~income ~~investments~~taxes ~~with~~recognized in an enterprise’s financial statements and prescribes a ~~maturity~~recognition threshold and measurement process for financial statement recognition and measurement of ~~three~~a ~~months~~tax position taken or ~~less~~expected ~~when~~to ~~purchased~~be taken in a tax return. For those benefits to be ~~cash~~recognized, a tax position must be more-likely-than-not to be sustained upon examination ~~equivalents~~by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company has identified the Cayman Islands, the United States and the State of Florida as its only major tax jurisdictions, as defined. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on September 3, 2010, the evaluation was performed for the 2010 and 2011 tax years, which are the only completed periods subject to examination. The Company is on a calendar year for tax purposes. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material changes to its financial position.

~~Restricted~~The Company is considered ~~cash~~an ~~and~~exempted ~~cash~~company ~~equivalents~~in ~~held~~the Cayman Islands for tax purposes. As an exempted company, the Company is able to avoid direct taxation from the Cayman Islands government for a period of 20 years if such direct taxation were ever introduced in ~~Trust~~the ~~Account~~Cayman Islands by obtaining a tax undertaking from the Cayman Islands government.

The Company’s ~~amounts~~policy ~~held~~for inrecording ~~the~~interest ~~Trust~~and ~~Account~~penalties ~~represent~~associated ~~substantially~~with ~~all~~audits ofis ~~the~~to ~~proceeds~~record ofsuch ~~the~~items ~~Public~~as ~~Offering~~a ~~and~~component ~~are~~of ~~classified~~income astax ~~restricted~~expense. ~~assets~~There ~~since~~were ~~such~~no amounts ~~can~~accrued ~~only~~for bepenalties ~~used~~or byinterest ~~the~~as ~~Company~~of inor ~~connection~~during ~~with~~ the ~~consummation~~period offrom aSeptember ~~Business~~3, ~~Combination.~~2010 ~~The~~(Inception) ~~funds~~through March ~~held~~31, in2013. ~~the~~Management ~~Trust~~is ~~Account~~currently ~~are~~unaware ~~invested~~of ~~primarily~~any issues under review that could result in asignificant ~~highly~~payments, ~~liquid~~accruals ~~mutual~~or ~~fund~~material deviations from its position.

~~Income~~Recent ~~(loss)~~Accounting ~~per share~~Pronouncements

~~Ordinary income~~Management ~~(loss)~~does ~~per~~not ~~share~~believe isthat ~~computed~~any byrecently ~~dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the period. Ordinary shares included in Subunits subject to possible redemption at September 30~~issued, ~~2012~~but ~~and~~not ~~2011 of 1~~effective,~~845,795~~ ~~and~~accounting 1standards,~~845,663,~~ ~~respectively,~~if ~~have~~currently ~~been excluded from the calculation of basic income (loss) per share since such shares~~adopted, ifwould ~~redeemed,~~have ~~only~~a ~~participate~~material ~~in their pro rata share of the income (loss) per share assuming dilution would give~~ effect toon ~~dilutive options, warrants, and other potential ordinary shares outstanding during~~ the ~~period. The~~ Company’s ~~has not~~financial considered the effect of warrants to purchase 5,605,289 ordinary shares in the calculation of diluted income (loss) per share, since the exercise of the warrants is contingent upon the occurrence of future eventsstatements. ~~During the three and six months ended September 30,2012, there were no outstanding dilutive options, warrants, or other potential which would affect the fully diluted income (loss) per share.~~

8Note 3—Public Offering and Warrant Offering

~~CHINA~~On ~~VANTAGEPOINT~~February ~~ACQUISITION~~25, ~~COMPANY~~2011, the Company sold 2,750,000 units at an offering price of $6.00 per Unit. Each Unit included one Subunit and one-half of a warrant. Each Subunit consisted of one ordinary share and one-half of a warrant. On March 8, 2011, the underwriters of the Public Offering exercised their over-allotment option for an additional 412,500 Units, or an aggregate offering of 3,162,500 Units. The warrants expired on February 25, 2013, in connection with the Company not having consummated a Business Combination within the required time period. On February 27, 2013, in connection with the distribution of the interests in the Trust Account, all Units and Subunits were redeemed, all warrants expired, and pursuant to the February 25, 2013 Amended and Restated Memorandum and Articles of Association, holders of Subunits retained one ordinary share for every full 100 Subunits owned (See Note 5). In the aggregate, 16,440 ordinary shares were retained by the former Public Shareholders.

~~(A Company in the Development Stage)~~10

~~NOTES~~CHINA TOVANTAGEPOINT ~~CONDENSED~~ACQUISITION ~~CONSOLIDATED FINANCIAL~~COMPANY ~~STATEMENTS~~AND SUBSIDIARY

~~September~~(A ~~30,~~Company ~~2012~~in the Development Stage)

~~(Unaudited)~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~Note~~March ~~2—Significant Accounting Policies~~31, ~~continued~~ 2013

~~Fair~~Note ~~value measurements~~3—Public Offering and Warrant Offering, continued

~~Fair~~Holders ~~value~~had isthe ~~defined~~option asto ancontinue ~~exit~~to ~~price,~~hold ~~representing~~Units or separate their Units into the ~~amount~~component ~~that~~pieces. However, no fractional Public Warrants would be ~~received~~issued and ~~upon~~only ~~the~~whole ~~sale~~Public ofWarrants anwould ~~asset~~trade. orThe ~~payment~~Subunits would continue to ~~transfer~~trade as a ~~liability~~Subunit inconsisting of one ordinary share anand ~~orderly~~one-half ~~transaction~~of ~~between~~a ~~market~~Public ~~participants.~~Warrant ~~Fair~~until ~~value~~the isconsummation of a ~~market-based~~Business ~~measurement~~Combination, ~~that~~at iswhich ~~determined~~time ~~based~~they onwould ~~assumptions~~automatically separate ~~that~~and ~~market~~the ~~participants~~Subunits would ~~use~~no inlonger ~~pricing~~be anoutstanding. ~~asset~~Since orno ~~liability.~~fractional APublic ~~three-tier~~Warrants ~~fair~~would ~~value~~be ~~hierarchy~~issued isand ~~used~~only whole Public Warrants would trade, investors would need to ~~prioritize~~either ~~the~~have not separated their Units at this time or have a number of Subunits divisible ~~inputs~~by intwo ~~measuring~~at ~~fair~~that ~~value~~time asor ~~follows:~~they would lose a portion of the Public Warrants they would otherwise be entitled to.

·On ~~Level~~February 125, 2011, the Company also sold 2,642,856 warrants at a price of $0.35 ~~Observable~~per ~~inputs~~warrant ~~such~~(the as“Warrant ~~quoted~~Offering ~~prices~~Warrants”), for an aggregate purchase price of $925,000 (the “Warrant Offering”). The sale of the Warrant Offering Warrants occurred simultaneously with the consummation of the Public Offering. The proceeds the Company received from the Warrant Offering were placed in ~~active~~the ~~markets;~~Trust Account.

·The ~~Level~~Public ~~2. Inputs~~Warrants, Insider ~~other~~Warrants ~~than~~and ~~quoted~~EBC/Third ~~prices~~Party inWarrants ~~active~~were ~~markets,~~collectively ~~that~~referred ~~are~~to ~~observable~~as ~~either~~the ~~directly~~“Warrants.” orThe ~~indirectly;~~Warrants ~~and~~expired on February 25, 2013.

·The ~~Level~~Company entered into an agreement with the underwriters of the Public Offering (the “Underwriting Agreement”). Pursuant to the Underwriting Agreement, the Company paid 3.5% ~~Unobservable~~of ~~inputs~~the ~~for~~gross ~~which~~proceeds ~~there~~of isthe ~~little~~Public Offering or no$664,125 ~~market~~as ~~data,~~underwriting ~~which~~discounts and ~~require~~commissions upon the ~~reporting~~closing ~~entity~~of tothe ~~develop~~Public ~~its~~Offering, ~~own~~including ~~assumptions~~the exercise of the over-allotment option.

~~Assets~~Note 4—Commitments and ~~liabilities measured at fair value are based on one or more of three valuation techniques identified in the tables below. The valuation techniques are as follows:~~Contingencies

(The Company agreed to pay an aggregate of $7,500 a) ~~Market~~month ~~approach~~for office space and general and administrative services to an entity affiliated with the Company, commencing February 17, 2011 and ending on the liquidation of the trust account on February 25, 2013. ~~Prices~~The Company subsequently entered into a second agreement with this affiliate, to extend this arrangement past February 25, 2013, on a month to month basis. This affiliated entity also occasionally pays for travel and other ~~relevant~~expenses ~~information~~of ~~generated~~the byCompany ~~market~~not ~~transactions~~related ~~involving~~to ~~identical~~general orand ~~comparable~~administrative services. ~~assets~~The orCompany ~~liabilities;~~is obligated to reimburse them for these expenses. At March 31, 2013, the Company has included in accounts payable – related party $196,025 representing an obligation to this affiliate company for this office space, these general and administrative services, and these reimbursable expenses.

~~(b)~~The ~~Cost~~Company ~~approach.~~had ~~Amount~~engaged EBC ~~that~~as ~~would~~an beinvestment ~~required~~banker in connection with its initial Business Combination to ~~replace~~provide it with assistance in negotiating and structuring the ~~service~~terms ~~capacity~~of the initial Business Combination. These services included assisting the Company with valuing and structuring the offer made to a target business and negotiating its definitive agreement with Black Diamond. The Company would have paid EBC a cash fee for such services upon the consummation of its initial Business Combination in an ~~asset~~amount ~~(replacement~~equal ~~cost);~~to ~~and~~$600,000. The engagement of EBC expired on February 25, 2013.

~~(c) Income approach. Techniques to convert future amounts to a single present amount based on market expectations (including present value techniques, option-pricing and excess earnings models).~~11

~~Assets~~CHINA ~~Measured~~VANTAGEPOINT atACQUISITION COMPANY ~~Fair~~AND ~~Value on a Recurring Basis~~SUBSIDIARY

	Balance Sheet		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Restricted cash and cash equivalents held in Trust Account:
September 30, 2012	$	16,533,369	$	16,533,369	$	-	$	-
March 31, 2012	$	16,534,880	$	16,534,880	$	-	$	-

(A Company in the Development Stage)

~~Ordinary~~NOTES ~~shares included~~TO inCONDENSED ~~Subunits~~CONSOLIDATED ~~subject to possible redemption~~FINANCIAL STATEMENTS

The Company accounts for its ordinary shares included in Subunits subject to possible redemption in accordance with the guidance enumerated in ASC 480 “Distinguishing Liabilities from Equity”. Ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares feature certain redemption rights that are considered by the Company to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly at September 30, 2012 and March 31, ~~2012, the ordinary shares included in Subunits subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet.~~2013

9Note 5—Shareholders’ Equity

~~CHINA~~Ordinary ~~VANTAGEPOINT ACQUISITION COMPANY~~Shares

(A The Company inis ~~the~~authorized ~~Development~~to ~~Stage)~~issue up to 50,000,000 ordinary shares with a par value of $0.001 per share.

~~NOTES~~In connection TOwith ~~CONDENSED~~the ~~CONSOLIDATED~~organization ~~FINANCIAL~~of the Company, on September 3, 2010, a total of 790,625 shares (718,750 shares before the effect ~~STATEMENTS~~of the share dividend, discussed below) of the Company’s ordinary shares were sold to the Initial Shareholders at a price of $0.0316 per share ($0.0348 per share before the effect of the share dividend, discussed below) for an aggregate of $25,000.

~~September~~Effective February 3018, ~~2012~~2011, the Company’s Board of Directors authorized a share dividend of 0.1 ordinary share for each outstanding ordinary share. All share amounts presented have been restated to reflect the effect of this share dividend.

~~(Unaudited)~~On February 17, 2011 the Initial Shareholders placed their initial shares into an escrow account maintained by Continental Stock Transfer & Trust Company, acting as escrow agent. Subject to certain limited exceptions, these shares will not be transferable during the escrow period which expires on the first anniversary of the closing date of the initial Business Combination. These shares were released from escrow on February 27, 2013, upon the Company’s distribution of the funds held in the Trust Account.

~~Note~~In ~~2—Significant~~the ~~Accounting~~event that ~~Policies~~the subunits offered in the Public Offering (the “Subunits”) traded at or below $5.70 per Subunit, ~~continued~~there was able to be released from the Trust Account amounts necessary for the Company to purchase up to 50% of the Subunits sold in the Public Offering (1,581,250 Subunits) at any time commencing on April 19, 2011 and ending on the date the Company announced a Business Combination. Purchases were made only in open market transactions pursuant to a 10b5-1 plan entered into by the Company on February 16, 2011 (the “Repurchase Plan”), which required the Company to maintain a limit order for the Subunits at $5.70 per Subunit during the purchase period until the maximum number of Subunits had been purchased. On August 27, 2012 the Company announced that it had entered into a merger and share exchange agreement (the “Acquisition Agreement”) pursuant to which it planned to acquire Black Diamond (the “Black Diamond Merger”) and, accordingly, was no longer permitted to make any repurchases of its Subunits under the Repurchase Plan. Through August 27, 2012, the Company had purchased 400,134 Subunits under this plan at a cost of $2,307,892.

~~Use~~Pro-rata Distribution of ~~estimates~~the Trust Account

~~The~~Upon ~~preparation~~the approval of ~~financial~~the ~~statements~~Continued Existence Proposal, as discussed in ~~conformity~~Note ~~with~~1, ~~GAAP~~each ~~requires~~shareholder ~~management~~received to(i) ~~make~~a ~~estimates~~pro-rata portion of the Company’s Trust Account and ~~assumptions~~(ii) ~~that~~for ~~affect~~every ~~the~~one ~~reported~~hundred ~~amounts~~Subunits held by a shareholder, such shareholder retained one ordinary share. Increments of ~~assets~~less ~~and~~than ~~liabilities~~one ~~and~~hundred ~~disclosure~~Subunits only received the applicable pro-rata portion of ~~contingent~~the ~~assets~~Trust ~~and~~Account. ~~liabilities~~Accordingly, aton February 27, 2013, the ~~date~~holders of Subunits received a pro-rata portion of the ~~financial~~Trust ~~statements~~Account, ~~and~~consisting in the ~~reported amounts~~aggregate of ~~expenses~~$16,529,397. Further, ~~during~~holders of the ~~reporting~~Subunits ~~period~~retained 16,440 ordinary shares. ~~Actual~~Effective ~~results~~on ~~could~~February ~~differ~~25, ~~from~~2013, ~~those~~all ~~estimates~~warrants were terminated and equity instruments outstanding consisted solely of 807,056 ordinary shares.

~~Income taxes~~12

~~The~~CHINA ~~Company~~VANTAGEPOINT ~~accounts for~~ACQUISITION ~~income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and~~COMPANY ~~liabilities~~AND for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.SUBSIDIARY

~~ASC~~(A 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company has identified the Cayman Islands, the United States and the State of Florida as its only major tax jurisdictions, as defined. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the ~~Company’s~~Development financial statements. Since the Company was incorporated on September 3, 2010, the evaluation was performed for the 2010 and 2011 tax years, which are the only completed periods subject to examination. The Company is on a calendar year for tax purposes. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material changes to its financial position.Stage)

~~The~~NOTES ~~Company~~TO isCONDENSED ~~considered an~~CONSOLIDATED ~~exempted company in the Cayman Islands for tax purposes. As an exempted company, the Company is able to avoid direct taxation~~FINANCIAL ~~from the Cayman Islands government for a period of 20 years if such direct taxation were ever introduced in the Cayman Islands by obtaining a tax undertaking from the Cayman Islands government.~~STATEMENTS

~~The~~March Company’s policy for recording interest and penalties associated with audits is to record such items as a component of income tax expense. There were no amounts accrued for penalties or interest as of or during the period from September 331, 2010 (Inception) through September 30, 2012 or for the three and six months ended September 30, 2012 and 2011. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.2013

~~Recent~~Note ~~Accounting~~5—Shareholders’ ~~Pronouncements~~Equity, continued

~~Management~~Preferred ~~does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.~~Shares

10On February 16, 2011 the Company amended the capital clause of the Memorandum and Articles of Association authorizing the issuance of up to 5,000,000 preferred shares with a par value of $0.001 with such designations as may be determined by the Board of Directors of the Company from time to time.

~~CHINA~~Unit Purchase ~~VANTAGEPOINT ACQUISITION COMPANY~~Option

On February 25, 2011, the Company issued a unit purchase option, for $100, to EBC or its designees to purchase 175,000 units at an exercise price of $6.60 per unit commencing on the later of (Ai) one year from the effective date of the registration statement or (ii) the consummation of an initial Business Combination, and expiring upon the earlier of (i) the liquidation of the Trust Account if we had not completed a Business Combination within the required time periods or (ii) three years from the closing of the Company’s initial Business Combination (but in no event would the ~~Development~~option ~~Stage~~expire more than five years from the effective date of the registration statement for the Public Offering). On February 25, 2013, the unit purchase option expired worthless.

~~NOTES~~Note TO6—Merger ~~CONDENSED~~and Share ~~CONSOLIDATED~~Exchange ~~FINANCIAL STATEMENTS~~Agreement

~~September~~On 30August 24, 2012, the Company, BDH, Black Diamond, all of the Class A members of Black Diamond, certain Preferred Members of Black Diamond and Black Diamond Financial Group, LLC, a Delaware limited liability company and the manager of Black Diamond, entered into the Acquisition Agreement. The Company was not able to consummate the Acquisition Agreement by February 25, 2013. On June 5, 2013, the Acquisition Agreement was terminated.

~~(Unaudited)~~Expense Agreement

~~Note~~On ~~3—Public~~August ~~Offering~~24, 2012, in connection with the Acquisition Agreement, the Company and ~~Warrant~~Black Diamond entered into the Expense Agreement. Pursuant to the ~~Offering~~Expense Agreement, Black Diamond had agreed to (i) assume and pay up to $250,000 of the costs and expenses (including but not limited to reasonable legal fees) of the Company that had accrued up to the date that the Acquisition Agreement was signed (August 24, 2012), and (ii) pay, so long as the Company does not materially breach the representations and warranties it made in the Acquisition Agreement, all of the costs and expenses (including but not limited to reasonable legal fees and expenses related to the merger) incurred by the Company from and after the signing of the Acquisition Agreement. Costs covered under the Expense Agreement up to August 24, 2012 were net of the Company’s balance of cash on hand on that date (excluding the amount in trust). Any expenses incurred through December 31, 2012 were considered covered under the Expense Agreement and were deemed to be costs incurred by Black Diamond and through December 31, 2012 were recorded as amounts “Due from Black Diamond” on the Company’s condensed consolidated balance sheet. During the three months ended March 31, 2013, no additional amounts were recorded as amounts “Due from Black Diamond” under the Expense Agreement.

On February 25, 2011, the Company sold 2,750,000 units at an offering price of $6.00 per Unit. Each Unit included one Subunit and one-half of a warrant. Each Subunit consisted of one ordinary share and one-half of a warrant. On March 8, 2011, the underwriters of the Public Offering exercised their over-allotment option, for an additional 412,500 Units, or an aggregate offering of 3,162,500 Units. Each whole warrant (“Public Warrant”) will entitle the holder to purchase from the Company one ordinary share at an exercise price of $5.00 per share and the Public Warrants will become exercisable upon the consummation of a business combination with a target business. The Public Warrants will expire on the earlier of (i) 5:00 p.m., New York City time, on the three-year anniversary of the consummation of a Business Combination, (ii) the Company’s liquidation if the Company has not consummated a Business Combination within the required time periods and (iii) the redemption of the Public Warrants. The Units sold in the Public Offering began trading on February 22, 2011. The Subunits and Public Warrants comprising the Units, but not the ordinary shares and Public Warrants included in the Subunits, began separate trading on March 15, 2011. 13

~~Holders~~CHINA ~~have~~VANTAGEPOINT ~~the~~ACQUISITION ~~option~~COMPANY toAND continue to hold Units or separate their Units into the component pieces. However, no fractional Public Warrants will be issued and only whole Public Warrants will trade. The Subunits will continue to trade as a Subunit consisting of one ordinary share and one-half of a Public Warrant until the consummation of a Business Combination, at which time they will automatically separate and the Subunits will no longer be outstanding. As indicated above, since no fractional Public Warrants will be issued and only whole Public Warrants will trade, investors will need to either have not separated their Units at this time or have a number of Subunits divisible by two at that time or they will lose a portion of the Public Warrants they would otherwise be entitled to. Accordingly, in order to avoid such a situation, investors that do not intend to transfer the component pieces of the Units prior to the consummation of a Business Combination should continue to hold their securities as a combined Unit so as to ensure that no portion of the Public Warrant is lost.SUBSIDIARY

~~On February 25, 2011, the Company also sold 2,642,856 warrants at a price of $0.35 per warrant~~ (~~the~~A “Warrant Offering Warrants”), for an aggregate purchase price of $925,000 (the “Warrant Offering”). The sale of the Warrant Offering Warrants occurred simultaneously with the consummation of the Public Offering. The proceeds the Company ~~received from the Warrant Offering were placed~~ in the ~~Trust~~Development ~~Account. The Warrant Offering Warrants are identical to the Public Warrants except that (i~~Stage) 1,500,000 of the Warrant Offering Warrants (the “Insider Warrants”) are non-redeemable and may be exercised on a “cashless basis”, (ii) the Company may only call the remaining 1,142,856 Warrant Offering Warrants (the “EBC/Third Party Warrants”), for redemption and only permit exercise on a cash basis with the consent of EarlyBird Capital, Inc. (“EBC”), so long as such warrants are held by the initial purchasers thereof or their affiliates, and (iii) the Company will only call the EBC/Third Party Warrants for redemption if the Company also simultaneously calls the Public Warrants so long as such warrants are held by the initial purchasers of such warrants or their affiliates. In addition, the Company may call the Public Warrants for redemption and only permit exercise on a cash basis, but simultaneously call the EBC/Third Party Warrants for redemption and permit exercise on a cashless basis, which the Company may do without the consent of EBC. Additionally, any Warrants purchased by the Company’s shareholders prior to the Public Offering, including certain of the Company’s officers and directors (the “Initial Shareholders”) in the open market after the consummation of the Public Offering will also be non-redeemable and may be exercised on a “cashless basis” so long as they continue to be held by the Company’s Initial Shareholders or their affiliates. The purchasers agreed that the Warrant Offering Warrants will not be sold or transferred by them (except to certain permitted transferees) until after the Company has completed a Business Combination.

11NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~CHINA~~March ~~VANTAGEPOINT~~31, ~~ACQUISITION COMPANY~~2013

(ANote ~~Company~~6—Merger inand Share ~~the~~Exchange ~~Development~~Agreement, ~~Stage)~~continued

~~NOTES~~Expense ~~TO CONDENSED CONSOLIDATED FINANCIAL~~Agreement, ~~STATEMENTS~~continued

~~September~~Furthermore, 30pursuant to the Expense Agreement, promptly after Black Diamond or one or more of Black Diamond’s subsidiaries or portfolio companies receives an aggregate of $2,500,000 of proceeds from all financing transactions (including, but not limited to, issuing debt or equity securities of Black Diamond, selling assets of and/or receiving amounts in repayment of debt) occurring after August 24, 2012, Black Diamond shall deposit the sum of $250,000 in the bank account of the Company to pay for expenses as described above.

~~(Unaudited)~~Through March 31, 2013, the Company has recorded as “Due from Black Diamond” a total of $466,799, pursuant to the Expense Agreement. As of March 31, 2013 and through July 22, 2013, no amounts were received from Black Diamond in connection with this Expense Agreement. The Company has made attempts to collect the amounts due to the Company pursuant to the Expense Agreement, but these collection efforts have not been successful. On December 31, 2012, the Company recorded a charge of $466,799 to fully reserve the amount due from Black Diamond pursuant to the Expense Agreement.

Note 37—~~Public Offering and Warrant~~Subsequent ~~Offering, continued~~Event

~~The~~Refundable holders of the Warrant Offering Warrants (or underlying securities) are entitled to registration rights with respect to Warrant Offering Warrants (or underlying securities) pursuant to an agreement signed on February 17, 2011.Advance

~~The~~On May ~~Public~~10, ~~Warrants~~2013, ~~Insider~~ ~~Warrants~~the ~~and~~Company ~~EBC/Third~~received ~~Party~~a ~~Warrants~~refundable ~~are~~advance ~~collectively~~of ~~referred~~$50,000 from an operating company seeking to asmerge with the ~~“Warrants~~Company.”

The Company may call the Warrants for redemption (excluding the Insider Warrants but including the EBC/Third Party Warrants as described above and any outstanding Warrants issued upon exercise of the unit purchase option issued to EBC), in whole and not in part, at a price of $.01 per Warrant at any time after the Warrants become exercisable, upon not less than 30 days’ prior written notice of redemption to each Warrant holder, and if, and only if, the reported last sale price of the ordinary shares equals or exceeds $8.50 per share, for any 20 trading days within a 30 trading day period ending on the third business day prior to the notice of redemption to Warrant holders. The Warrants may be called for redemption provided that a registration statement under the Securities Act relating to the ordinary shares issuable upon exercise of the Warrants is effective and is expected to remain effective from the date on which the Company sends a redemption notice to and including the redemption date and a prospectus relating to the ordinary shares issuable upon exercise of the Warrants is available for use by the Warrant holders and remains available for use from the date on which the Company sends a redemption notice to and including the redemption date.14

~~The~~Item Company may not redeem the Warrants unless the Warrants and the ordinary shares underlying the Warrants are covered by an effective registration statement from the beginning of the measurement period through the date fixed for the redemption2. ~~In no event will the registered holders of a Warrant be entitled to receive a net cash settlement, or other consideration in lieu of physical settlement in shares of the Company~~Management’s ~~ordinary~~Discussion ~~shares.~~and ~~The~~Analysis ~~holders~~ of ~~the~~Financial ~~Warrants~~Condition ~~do not have the rights or privileges of holders of the Company’s ordinary shares or any voting rights until such holders exercise their respective Warrants~~ and ~~receive~~Results ~~ordinary shares~~ of ~~the Company. If the Company redeems the Warrants, it will have the option to require all holders that wish to exercise the Warrants to do so on a “cashless basis.”~~Operations

InForward-Looking accordance with the Warrant agreement relating to the Warrants sold and issued in the Public Offering, the Company is only required to use its reasonable efforts to maintain the effectiveness of the registration statement relating to ordinary shares issuable upon exercise of the Warrants. The Company will not be obligated to deliver securities, and there are no contractual penalties for failure to deliver securities, if a registration statement is not effective at the time of exercise. Additionally, in the event that a registration statement is not effective at the time of exercise, the holder of such Warrant shall not be entitled to exercise such Warrant and in no event (whether in the case of a registration statement not being effective or otherwise) will the Company be required to net cash settle the Warrant exercise. Consequently, the Warrants may expire unexercised, unredeemed and worthless, and an investor in the Public Offering may effectively pay the full Unit price solely for the ordinary shares included in the Units.Statements

~~There~~This Quarterly ~~will~~Report beon noForm ~~distribution from~~10-Q includes forward-looking statements within the ~~Trust~~meaning ~~Account~~of ~~with~~Section ~~respect~~27A toof the ~~Warrants~~Securities inAct of 1933, as amended, and Section 21E of the ~~event~~Securities Exchange Act of ~~liquidation~~1934, as ~~described~~amended in(the ~~Note~~“Exchange 1Act”). We have based these forward-looking statements on our current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such ~~Warrants~~forward-looking ~~will~~statements. In some cases, you can identify forward-looking statements by terminology ~~expire~~such ~~worthless~~as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in our other Securities and Exchange Commission (“SEC”) filings. References to “we”, “us”, “our” or the “Company” are to China VantagePoint Acquisition Company, except where the context requires otherwise.

The following ~~Company~~discussion ~~entered into~~should anbe ~~agreement~~read in conjunction with ~~the~~our ~~underwriters~~financial ofstatements, ~~the Public~~together ~~Offering~~with (the ~~“Underwriting~~notes ~~Agreement”). Pursuant~~ to ~~the Underwriting~~those ~~Agreement~~statements, included ~~the~~elsewhere ~~Company~~in ~~paid~~this 3Report.5% ofOur ~~the~~actual ~~gross~~results ~~proceeds~~may ofdiffer ~~the~~materially ~~Public~~from ~~Offering~~those ordiscussed ~~$664,125~~in asthese ~~underwriting~~forward-looking ~~discounts~~statements ~~and~~because ~~commissions upon closing~~ of the ~~Public~~risks ~~Offering,~~and ~~including~~uncertainties ~~the~~inherent ~~exercise~~in offuture ~~the over-allotment option~~events.

12Overview

~~CHINA~~We ~~VANTAGEPOINT~~are ~~ACQUISITION~~a ~~COMPANY~~blank check company in the development stage, formed on September 3, 2010 to serve as a vehicle to acquire, through a merger, share exchange, asset acquisition, plan of arrangement, recapitalization, reorganization or similar business combination, one or more operating businesses, or control of such operating businesses through contractual arrangements. Although we were not limited to a particular geographic region or industry, we had initially intended to focus on acquiring an operating business with its primary operations located in the People’s Republic of China.

(AWe ~~Company~~presently inhave no revenue, have had losses since inception, and have no operations other than the ~~Development~~active ~~Stage)~~solicitation of an acquisition target. We had relied upon the sale of our securities to fund our operations.

~~NOTES~~On TOFebruary ~~CONDENSED~~25, ~~CONSOLIDATED~~2011, we ~~FINANCIAL~~consummated an initial public offering of 2,750,000 units. On March 11, 2011, we consummated the sale of an additional 412,500 ~~STATEMENTS~~units (collectively with the initial public offering, the “Public Offering”) pursuant to the exercise of the over-allotment by our underwriter. On February 25, 2011, we also consummated an offering of 2,642,856 warrants (the “Warrant Offering”). These offerings raised aggregate net proceeds of $18,944,851. We intended to use this cash, our capital stock, any debt we may incur or a combination of cash, capital stock, and debt, in effecting our initial business combination.

~~September~~On 30August 24, 2012, we entered into a definitive merger and share exchange agreement (the “Acquisition Agreement”) with Black Diamond Holdings, LLC (“Black Diamond”), pursuant to which, if consummated, we would have redomesticated to the State of Delaware (the “Redomestication”) and would have acquired Black Diamond (the “Black Diamond Merger”). On June 5, 2013, the Acquisition Agreement was terminated.

Also on August 24, 2012, in connection with entering into the Acquisition Agreement, we and Black Diamond entered into an expense reimbursement agreement (~~Unaudited~~the “Expense Agreement”), whereby Black Diamond agreed to pay certain expenses on behalf of the Company. Pursuant to the Expense Agreement, Black Diamond agreed to (i) assume and pay up to $250,000 of our costs and expenses (including but not limited to reasonable legal fees) that accrued up to the date that the Acquisition Agreement was signed (August 24, 2012), and (ii) pay, so long as we did not materially breach the representations and warranties in the Acquisition Agreement, all of our costs and expenses (including but not limited to reasonable legal fees and expenses related to the merger) incurred from and after the signing of the Acquisition Agreement. Costs covered under the Expense Agreement up to August 24, 2012 were net of our balance of cash on hand on that date (excluding the amount in trust). As of December 31, 2012, $466,799 had been recorded as a receivable under this Expense Agreement and this amount has been fully reserved at December 31, 2012. During the three months ended March 31, 2013, no additional amounts were recorded as amounts “Due from Black Diamond” under the Expense Agreement. Through July 22, 2013, no amounts have yet been received from Black Diamond in connection with this Expense Agreement.

~~Note 4—Commitments and Contingencies~~15

~~The~~We ~~Company~~were ~~has~~not ~~agreed~~ able to consummate ~~pay an aggregate of $7,500~~ a ~~month~~business ~~for~~combination ~~office~~by ~~space~~February ~~and general and administrative services to an entity affiliated with the Company~~25, ~~commencing February 17~~2013, ~~2011 and terminating on~~ the ~~earlier~~deadline to ~~occur~~consummate ofa ~~(i)~~business ~~the~~combination ~~consummation~~pursuant ~~of an initial Business Combination and (ii) the liquidation of the Company. This affiliated entity also occasionally pays for travel and other expenses of the Company not related~~ to ~~general~~our ~~and administrative services. The Company is obligated to reimburse them for these expenses. At September~~First ~~30,~~Amended ~~2012, the Company has included in accounts payable – related party $151,025 representing an obligation to this affiliate company for this office space, these general~~ and ~~administrative~~Restated ~~services,~~Memorandum and ~~these~~Articles ~~reimbursable~~of ~~expenses~~Association.

~~The~~On ~~Company~~February ~~has~~25, ~~engaged~~2013, ~~EBC~~our asshareholders anvoted ~~investment~~to ~~banker~~approve ina ~~connection~~change ~~with~~to ~~its~~our ~~initial~~corporate ~~Business~~charter ~~Combination~~and bylaws (the “Second Amended and Restated Memorandum and Articles of Association”) to ~~provide~~permit itus ~~with~~to ~~assistance~~continue inour ~~negotiating~~existence ~~and~~after February 25, 2013. Specifically, this proposal ~~structuring~~removed the ~~terms~~provision ofin ~~the~~Article ~~initial~~163 ~~Business~~of ~~Combination.~~our ~~These~~Amended ~~services~~and ~~include~~Restated ~~assisting~~Articles ~~the~~of ~~Company~~Association ~~with~~requiring ~~valuing~~our dissolution and ~~structuring~~replaced the ~~offer~~provision ~~made~~with toone athat ~~target~~permits ~~business~~us ~~and~~to ~~negotiating~~not ~~its~~dissolve, ~~definitive~~while ~~agreement~~requiring ~~with~~us ~~Black~~to ~~Diamond.~~distribute ~~The~~a ~~Company~~pro-rata ~~will~~portion ~~pay~~of ~~EBC~~the aTrust ~~cash~~Account ~~fee~~to ~~for~~holders ~~such~~of ~~services~~our ~~upon~~Subunits issued in our Public Offering in exchange for the ~~consummation~~redemption of ~~its~~99 ~~initial~~out ~~Business~~of ~~Combination~~every 100 Subunits issued in anour ~~amount~~Public ~~equal~~Offering to(since ~~$600~~the warrants composing part of the Subunit would expire on February 25,~~000.~~ ~~Such~~2013, ~~amounts~~thereafter ~~due~~a Subunit will be equivalent to ~~EBC~~one ~~may~~ordinary beshare); ~~paid~~and ~~out~~amending our Articles of Association to not require us to comply with Articles 157-163 of the ~~funds~~Articles ~~held~~of inAssociation (which governs our activities while we were a Special Purpose Acquisition Company) after the earlier to occur of a consummation of a business combination or the liquidation of the Trust Account.

~~Note~~In ~~5—Shareholders’~~connection ~~Equity~~with the amendment to the Second Amended and Restated Memorandum and Articles of Association, each public shareholder received (i) a pro-rata portion of our Trust Account and (ii) for every one hundred Subunits held by a shareholder, such shareholder retained one ordinary share. Increments of less than one hundred Subunits only received the applicable pro-rata portion of the Trust Account. Accordingly, on February, 27, 2013, the holders of Subunits received a pro-rata portion of the Trust Account, consisting in the aggregate of $16,529,397. Further, holders of the Subunits retained 16,440 ordinary shares. Effective on February 25, 2013, all warrants expired and 807,056 ordinary shares were outstanding. No convertible securities were outstanding as of such date.

~~Ordinary~~Since ~~Shares~~February 25, 2013, our objective has been to seek a business combination with an operating company. We continue to have merger discussions with various operating companies and as of the date of this filing we have not entered into any definitive agreements. There can be no assurance that any of these discussions will result in a successful business combination.

~~The Company~~Results ~~is authorized to issue up to 50,000,000 ordinary shares with a par value~~ of ~~$0.001 per share.~~Operations

InWe have not generated ~~connection~~any ~~with~~revenues to date. Our entire activity since inception up to the ~~organization~~closing of ~~the~~our ~~Company,~~Public Offering on ~~September~~February 325, ~~2010~~2011 was in preparation for that event. After the Public Offering, aour ~~total~~activity has been limited to the evaluation of ~~790~~business combination candidates,~~625~~ ~~shares~~and ~~(718,750~~we ~~shares~~will ~~before~~not generate any operating revenues until the ~~effect~~closing and completion of our initial business combination. Until February 25, 2013, we were able to generate small amounts of non-operating income in the ~~share~~form ~~dividend~~of interest income on cash and cash equivalents. Interest income through February 25, ~~discussed~~2013 ~~below)~~was not significant in view of ~~the~~current ~~Company’s~~low ~~ordinary~~interest ~~shares~~rates ~~were~~on ~~sold~~risk-free investments (treasury securities). Subsequent to our pro-rata distribution of the ~~Initial~~Trust ~~Shareholders~~Account, atwe awill ~~price~~no longer receive interest income as a source of $0working capital.~~0316~~ ~~per~~We ~~share~~expect ~~($0.0348~~to ~~per~~continue ~~share~~to ~~before~~incur ~~the~~expenses ~~effect~~as a result of ~~the~~being ~~share~~a ~~dividend~~public company (for legal, financial ~~discussed~~reporting, ~~below~~accounting and auditing compliance), ~~for~~as anwell ~~aggregate~~as offor ~~$25,000~~due diligence expenses.

~~Effective~~We incurred a net ~~February~~loss ~~18,~~of ~~2011~~$80,318 for the ~~Company’s~~three ~~Board~~months ofended ~~Directors~~March ~~authorized~~31, a2013 ~~share~~as ~~dividend~~compared ofto ~~0.1~~our ~~ordinary~~net ~~share~~loss of $57,173 for ~~each~~the ~~outstanding~~three months ended March ~~ordinary~~31, ~~share~~2012. ~~All~~We ~~share~~incurred ~~amounts~~a ~~presented~~net ~~have~~loss ~~been~~of ~~restated~~$667,543 tofor ~~reflect~~ the ~~effect~~period offrom ~~this~~September ~~share~~3, ~~dividend~~2010 (inception) through March 31, 2013. Until we enter into a business combination, we will not have revenues.

On February 17, 2011 the Initial Shareholders placed their initial shares into an escrow account maintained by Continental Stock Transfer & Trust Company, acting as escrow agent. Subject to certain limited exceptions, these shares will not be transferable during the escrow period which expires on the first anniversary of the closing date of the initial Business Combination.16

~~Depending~~Liquidity on the number of holders who choose to exercise their redemption rights in connection with the Company’s initial Business Combination, the Company could be required to redeem for cash up to one Subunit less than 58.37% (as adjusted for repurchases through September 30, 2012 under the Company’s Repurchase plan and ~~interest earned but not released from the~~Capital Trust Account) of the subunits sold in the Public Offering, or 1,845,795 shares, at a redemption price of approximately $5.99 per share for approximately $11,047,489, in the aggregate assuming that all of the Company’s shareholders vote in favor of the proposed Business Combination and are therefore entitled to receive a full pro rata share of the Trust Account.Resources

~~Preferred~~As ~~Shares~~of March 31, 2013, we had $36,568 in cash and cash equivalents. Through August 27, 2012, we had used $2,307,892 of the funds that were held in trust to repurchase Subunits and on February 25, 2013, the remainder of the funds that were held in the Trust Account were distributed, pro-rata, to the Public Shareholders.

OnWe ~~February~~anticipate ~~16, 2011~~that ~~the~~in ~~Company~~order ~~amended~~to ~~the~~fund our ongoing working capital ~~clause~~requirements, we will need to use all of the ~~Memorandum~~remaining ~~and~~cash ~~Articles~~funds ofas ~~Association~~well ~~authorizing~~as ~~the~~entering into ~~issuance~~contingent offee uparrangements with our vendors. We may need to 5raise additional capital through loans or additional investments from our initial shareholders,~~000~~ officers,~~000 preferred~~ ~~shares~~directors, ~~with~~or athird ~~par~~parties. ~~value~~None of $0the initial shareholders, officers or directors is under any obligation to advance funds or invest in, us.~~001~~ ~~with~~Accordingly, ~~such~~we ~~designations~~may asnot be able to obtain additional financing. If we are unable to raise additional capital, we may be ~~determined~~required byto take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the ~~Board~~pursuit of ~~Directors~~our ofbusiness ~~the~~plan, ~~Company~~and controlling overhead ~~from~~expenses. ~~time~~We cannot provide any assurance that new financing will be available to ~~time~~us on commercially acceptable terms, if at all. These factors raise substantial doubt about our ability to continue as a going concern.

13Off-Balance Sheet Arrangements

~~CHINA~~Our ~~VANTAGEPOINT~~Company ~~ACQUISITION~~did ~~COMPANY~~not have any off-balance sheet arrangements in the three months ended March 31, 2013.

(AItem ~~Company~~3. inQuantitative ~~the~~and ~~Development~~Qualitative ~~Stage)~~Disclosures about Market Risk

~~NOTES~~Not TOapplicable to ~~CONDENSED~~smaller ~~CONSOLIDATED~~reporting ~~FINANCIAL STATEMENTS~~companies.

~~September~~Item ~~30,~~4. ~~2012~~Controls and Procedures

~~(Unaudited)~~Evaluation of Disclosure Controls and Procedures

~~Note~~Under ~~5—Shareholders’~~the ~~Equity~~supervision and with the participation of our management, including our principal executive and financial officer, we conducted an evaluation ~~continued~~of the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter ended March 31, 2013, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on this evaluation, our principal executive and financial officer has concluded that during the period covered by this report, the Company’s disclosure controls and procedures were not effective due to a material weakness in our internal control over financial reporting described below.

~~Unit~~Disclosure controls ~~Purchase~~and ~~Option~~procedures are designed to ensure that information required to be disclosed by us in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

OnManagement ~~February~~has 25concluded, ~~2011,~~ ~~the~~based ~~Company~~on ~~issued a unit purchase option, for $100, to EBC or~~ its ~~designees to purchase 175~~evaluation,~~000~~ ~~units~~that atas ~~an exercise price~~ of ~~$6.60~~ ~~per~~March ~~unit~~31, ~~commencing~~2013, oninternal ~~the~~control ~~later~~over offinancial ~~(i)~~reporting ~~one~~was ~~year~~not ~~from the~~ effective ~~date~~due ofto ~~the registration statement or~~ (~~ii) the consummation of an initial Business Combination, and expiring upon the earlier of (~~i) the ~~liquidation of the Trust Account if we have not completed~~ ~~a Business Combination within the required time periods or (ii) three years from the closing of the~~ Company’s ~~initial~~inability ~~Business Combination~~to ~~(but~~timely infile noits ~~event~~Transition ~~will~~Report ~~the~~on ~~option~~Form ~~expire~~10-K ~~more than five years from the effective date of the registration statement~~ for the ~~Public~~nine ~~Offering).~~months ~~The~~ended ~~units~~December ~~issuable upon exercise of this option are identical to the units being offered in the Public Offering~~31, ~~with~~2012 ~~the exception of (i) not including Subunits~~ and ~~instead including only the ordinary shares and warrants that would~~its ~~otherwise~~Quarterly ~~comprise~~Report ~~such~~on ~~Subunits~~Form ~~since~~10-Q ~~the Subunits will no longer be trading once the unit purchase option becomes exercisable and (ii) containing a provision~~ for ~~cashless exercise by EBC. The Company accounted for~~ the ~~fair~~quarter ~~value~~ended ofMarch ~~the unit purchase option~~31, ~~inclusive~~ ~~of the receipt of a $100 cash payment~~2013, as an expense of the Public Offering resulting in a charge directly to shareholders’ equity. The Company estimated that the fair value of this unit purchase option as of February 25, 2011 was approximately $431,185 ($2.46 per unit) using a Black-Scholes option-pricing model. The fair value of the unit purchase option granted to the underwriter was estimated as of the date of grant using the following assumptions: (1) expected volatility of 48.1%, (2) risk-free interest rate of 2.0% and (3ii) ~~expected life of five years. The unit purchase option may be exercised for cash or on a ‘‘cashless’’ basis, at~~ the ~~holder’s~~lack ~~option (except in the case~~ of aeffective ~~forced~~communications ~~cashless exercise upon the Company’s redemption~~ of ~~the Warrants,~~material ~~as described in Note 3), such that the holder may use the appreciated value of the unit purchase option (the difference~~information between ~~the~~executive ~~exercise~~management ~~prices of the unit purchase option~~ and ~~the~~accounting ~~underlying~~personnel ~~Warrants~~responsible ~~and~~for ~~the~~external ~~market price of the Units and underlying ordinary shares) to exercise the unit purchase option without the payment of any cash~~reporting. The Company will have no obligation to net cash settle the exercise of the unit purchase option or the Warrants underlying the unit purchase option. The holder of the unit purchase option will not be entitled to exercise the unit purchase option or the Warrants underlying the unit purchase option unless a registration statement covering the securities underlying the unit purchase option is effective or an exemption from registration is available. If the holder is unable to exercise the unit purchase option or underlying Warrants, the unit purchase option or Warrants, as applicable, will expire worthless.

~~Note~~The ~~6—Merger~~control deficiency regarding the lack of effective communications could result in material misstatements of significant accounts and ~~Share~~disclosures ~~Exchange~~that would ~~Agreement~~result in a material misstatement to our interim or annual consolidated financial statements that would not be prevented or detected. Accordingly, our management has determined that this control deficiency constitutes a material weakness.

On August 24, 2012, the Company, Purchaser, Black Diamond, all of the Class A members of Black Diamond, certain Preferred Members of Black Diamond and Black Diamond Financial Group, LLC, a Delaware limited liability company and the manager of Black Diamond, entered into the Acquisition Agreement.17

~~Black Diamond~~Remediation isInitiative ~~in the business of acquiring controlling~~ and non-controlling interests in and actively managing small and development-stage companies. Black Diamond’s businesses are principally engaged in precious metal exploration and mining, enterprise software systems, internet wine retailing, video gaming, and other technology oriented activities.Progress

~~The~~Our ~~Acquisition~~intentions have ~~Agreement~~been ~~provides~~to incomply ~~part~~with ~~that~~the ~~each~~information ~~ordinary~~and ~~share~~reporting requirements of the ~~Company~~federal ~~will~~securities belaws ~~converted~~applicable ~~automatically~~to ~~into~~us. ~~one~~However, ~~share~~due ~~of preferred~~to ~~stock~~a lack of ~~Purchaser~~liquidity ~~(“Purchaser~~which ~~Preferred~~was ~~Stock”)~~exacerbated ~~and~~by the fact that ~~upon~~we ~~the~~were ~~closing~~not ofable ~~the~~to ~~transactions~~consummate a business combination, we did not have ~~contemplated~~the infinancial resources to timely file our Transition Report on Form 10-K for the ~~Acquisition~~nine ~~Agreement~~months ended December 31, 2012 and our Quarterly Report on Form 10-Q for the ~~Company~~quarter ~~will~~ended beMarch ~~merged~~31, ~~with~~2013. ~~and~~On ~~into~~June ~~Purchaser~~24, ~~the~~2013, ~~separate~~we ~~corporate~~filed ~~existence~~our Transition Report on Form 10-K. Provided ofthat ~~the~~we ~~Company~~can ~~will~~generate ~~cease~~sufficient ~~and~~liquidity, ~~Purchaser~~we ~~will~~intend ~~continue~~to ascomply ~~the~~with ~~surviving~~our ~~corporation~~future ~~(the~~reporting ~~“Redomestication”)~~requirements.

14Further, our management has implemented additional control procedures to provide for the orderly and timely communication of material agreements and other potentially material financial information to its accounting personnel.

~~CHINA~~Changes ~~VANTAGEPOINT~~in ~~ACQUISITION~~Internal ~~COMPANY~~Control over Financial Reporting

(AOther ~~Company~~than described above, there was no change in our internal control over financial reporting that occurred during the ~~Development~~quarter ~~Stage)~~ended March 31, 2013 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~18

~~September~~PART ~~30,~~II. ~~2012~~OTHER INFORMATION

~~(Unaudited)~~Item 1. Legal Proceedings

~~Note 6—Merger and Share Exchange Agreement, continued~~None.

InItem ~~connection~~1A. ~~with the~~Risk Redomestication, each warrant to purchase one ordinary share of the Company will be converted into one substantially equivalent warrant (“Purchaser Warrant”) to purchase one share of common stock of Purchaser (“Purchaser Common Stock”); each Subunit of the Company will be converted automatically into one subunit consisting of one share of Purchaser Preferred Stock and one-half of a warrant to purchase Purchaser Common Stock (“Purchaser Subunit”); each Unit of the Company will be converted automatically into one Purchaser Subunit and one-half of a warrant to purchase Purchaser Common Stock (“Purchaser Unit”); and each unit purchase option of the Company will be converted into one substantially equivalent unit purchase option to purchase one Purchaser Unit.Factors

~~Pursuant~~Not toapplicable the Acquisition Agreement, Purchaser will acquire 100% of the issued and outstanding Class A Units of Black Diamond and 45.62% of the Preferred Units of Black Diamond in exchange for an aggregate of 67,383,334 shares of the common stock of Purchaser (“Purchaser Common Stock”) and 1,433,333 shares of Purchaser Preferred Stock. Prior to ~~the~~smaller ~~Business~~reporting ~~Combination, Purchaser will authorize and/or increase its authorized share capital appropriately to facilitate the consummation of the transaction~~companies.

~~Holders~~Item ~~of Purchaser Preferred Stock will have a liquidation preference of $12 per share~~2. ~~Holders~~Unregistered ofSales ~~Purchaser Preferred stock will receive dividends on a quarterly basis equal to 90%~~ of ~~Purchaser’s~~Equity ~~available~~Securities ~~cash, until such time as they have received $6 per share. Thereafter, holders of Purchaser Preferred Stock will receive 50% of the dividends paid~~ and ~~holders~~Use of Purchaser Common Stock will receive 50% of dividends paid. Once the holders of Purchaser Preferred Stock receive $12 per share, all Purchaser Preferred Stock will automatically convert into Purchaser Common Stock at an initial conversion ratio of one for one provided the $12 per share is received within three years, and two for one if the $12 per share is received thereafter.Proceeds

~~Prior~~Recent toSales ~~consummating any~~ of ~~the~~ ~~transactions~~Unregistered contemplated by the Acquisition Agreement, the Redomestication and the Black Diamond Merger, such actions must be approved by a majority of the holders of the Company’s ordinary shares and the Company’s warrant holders must approve an amendment to the Warrant agreements dated February 25, 2011 in order to change the warrants to be Purchaser Warrants. The Company is preparing for a special meeting of the holders of its ordinary shares and Warrants in order to obtain such approvals.Securities

~~Expense Agreement~~None.

OnUse August 24, 2012, in connection with the Acquisition Agreement, the Company and Black Diamond entered into the Expense Agreement. Pursuant to the Expense Agreement, Black Diamond has agreed to (i) assume and pay up to $250,000 of the costs and expenses (including but not limited to reasonable legal fees) of the Company that have accrued up to the date that the Acquisition Agreement was signed (August 24, 2012), and (ii) pay, so long as the Company does not materially breach the representations and warranties it made in the Acquisition Agreement, all of the costs and expenses (including but not limited to reasonable legal fees and expenses related to the merger) incurred by the Company from and after the signing of the Acquisition Agreement. Costs covered under the Expense Agreement up to August 24, 2012 were net of the Company’s balance of cash on hand on that date (excluding the amount in trust). Any expenses covered under the Expense Agreement are deemed to be costs incurred by Black Diamond and are recorded as amounts “Due from Black Diamond” on the Company’s condensed consolidated balance sheet.Proceeds

~~Furthermore, pursuant to~~ From the ~~Expense Agreement,~~completion ~~promptly~~of ~~after~~our ~~Black~~initial ~~Diamond~~public oroffering ~~one~~through orMarch ~~more~~31, of2013, ~~Black~~we ~~Diamond’s~~have ~~subsidiaries~~incurred or$667,543 ~~portfolio~~of ~~companies~~operating ~~receives~~expenses, ~~an aggregate~~used of $2,~~500~~307,~~000 of proceeds~~ 892 from ~~all~~the ~~financing~~amounts ~~transactions~~held ~~(including,~~in ~~but~~our ~~not~~trust ~~limited~~account to, ~~issuing~~repurchase ~~debt~~our ~~or equity securities of Black Diamond~~Subunits, ~~selling assets of~~ and~~/or~~ ~~receiving~~returned ~~amounts in repayment of debt) occurring after August 24, 2012, Black Diamond shall deposit~~ the ~~sum~~remaining of $~~250~~16,~~000~~529,397 held in ~~the~~trust ~~bank account of the Company~~ back to ~~pay~~our ~~for~~Public ~~expenses as described above~~Shareholders.

AsItem ~~of September 30, 2012 the Company has recorded in “Due from Black Diamond” $192~~3.~~938,~~ ~~the~~Defaults ~~amounts~~Upon ~~due~~Senior ~~under the Expense Agreement. Through November 16, 2012, no amounts have yet been received from Black Diamond in connection with this Expense Agreement.~~Securities

15None.

Item 24. ~~Management’s~~Mine ~~Discussion~~Safety ~~and Analysis of Financial Condition and Results of Operations~~Disclosures

~~Forward-Looking Statements~~Not applicable.

~~This Quarterly~~Item Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)5. WeOther have based these forward-looking statements on our current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in our other Securities and Exchange Commission (“SEC”) filings. References to “we”, “us”, “our” or the “Company” are to China VantagePoint Acquisition Company, except where the context requires otherwise. Information

~~The following discussion should be read in conjunction with our financial statements, together with the notes to those statements, included elsewhere in this Report~~None. ~~Our actual results may differ materially from those discussed in these forward-looking statements because of the risks and uncertainties inherent in future events.~~

~~Overview~~Item 6. Exhibits

We are a blank check company in the development stage, formed on September 3, 2010 to serve as a vehicle to acquire, through a merger, share exchange, asset acquisition, plan of arrangement, recapitalization, reorganization or similar business combination, one or more operating businesses, or control of such operating businesses through contractual arrangements.

Exhibit No.		Document Description
31.1		Certification of the Principal Executive, Accounting and Financial Officer pursuant to Rule 13A-14(A)/15D-14(A) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of the Principal Executive, Accounting and Financial Officer pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002).
101.INS		XBRL Instance Document.
101.SCH		XBRL Taxonomy Schema.
101.CAL		XBRL Taxonomy Extension Calculation Linkbase.
101.DEF		XBRL Taxonomy Extension Definition Linkbase.
101.LAB		XBRL Taxonomy Extension Label Linkbase.
101.PRE		XBRL Taxonomy Extension Presentation Linkbase.

We presently have no revenue, have had losses since inception due to incurring formation costs and incurring costs in connection with our search for a target business and have no other operations other than in connection with consummating the transactions contemplated by the Acquisition Agreement (as defined below). We have relied upon the sale of our securities to fund our operations.19

On February 25, 2011, we consummated an initial public offering of 2,750,000 units. On March 11, 2011, we consummated the exercise of the over-allotment option by our underwriter of 412,500 units (collectively with the initial public offering, the “Public Offering”). On February 25, 2011, we also consummated an offering of 2,642,856 warrants (the “Warrant Offering”). These offerings raised aggregate net proceeds of $18,944,851. We intend to use this cash, our capital stock, any debt we may incur or a combination of cash, capital stock, and debt, in effecting our initial business combination.SIGNATURES

AsPursuant ~~set forth in Note 6~~ to the ~~Condensed~~requirements ~~Consolidated~~of ~~Financial~~the ~~Statements~~Securities ~~included~~Exchange ~~elsewhere~~Act of ~~in this Quarterly Report on Form 10-Q~~1934, ~~on August 24, 2012, we entered into a definitive merger and share exchange agreement (~~the ~~“Acquisition~~registrant ~~Agreement”)~~has ~~with~~duly ~~Black~~caused ~~Diamond~~this ~~Holdings, LLC~~report ~~(“Black Diamond”) pursuant~~ to ~~which~~be wesigned ~~will~~on ~~redomesticate~~its tobehalf ~~the~~by ~~State of Delaware (~~the ~~“Redomestication”) and~~undersigned ~~will~~thereunto ~~acquire~~duly ~~Black Diamond (the “Black Diamond Merger”)~~authorized.

Prior to consummating any of the transactions contemplated by the Acquisition Agreement, the Redomestication and the Black Diamond Merger, such actions must be approved by a majority of the holders of our ordinary shares and our warrant holders must approve an amendment to the warrant agreement. We are preparing for a special meeting of the holders of our ordinary shares and warrants in order to obtain such approvals.

	CHINA VANTAGEPOINT ACQUISITION COMPANY

Date: July 25, 2013
	By:	/s/ Wei Li
		Name:	Wei Li
		Title:	Chief Executive Officer
			(Principal Executive, Accounting
			and Financial Officer)

1620

~~Results~~Exhibit ~~of Operations~~Index

We have neither engaged in any business operations nor generated any revenues to date. Our entire activity from inception up to the closing of our Public Offering on February 25, 2011 was in preparation for that event. After the Public Offering, our activity has been limited to the evaluation of business combination candidates and negotiating transaction terms with certain candidates. and we will not be generating any operating revenues until the closing and completion of our initial business combination. We expect to generate small amounts of non-operating income in the form of interest income on cash and cash equivalents. Interest income is not expected to be significant in view of current low interest rates on risk-free investments (treasury securities). During the three and six months ended September 30, 2012, a potential business combination target, which was not Black Diamond, paid us $190,000 to reimburse us for certain operating expenses. We used $100,000 of this amount to pay our accrued expenses and retained the remainder. We recorded the reimbursement as other income. We have incurred increased expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses.

Exhibit No.		Document Description
31.1		Certification of the Principal Executive, Accounting and Financial Officer pursuant to Rule 13A-14(A)/15D-14(A) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of the Principal Executive, Accounting and Financial Officer pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002).
101.INS		XBRL Instance Document.
101.SCH		XBRL Taxonomy Schema.
101.CAL		XBRL Taxonomy Extension Calculation Linkbase.
101.DEF		XBRL Taxonomy Extension Definition Linkbase.
101.LAB		XBRL Taxonomy Extension Label Linkbase.
101.PRE		XBRL Taxonomy Extension Presentation Linkbase.

On August 24, 2012, in connection with the Acquisition Agreement, we and Black Diamond entered into an expense reimbursement agreement (the “Expense Agreement”), whereby Black Diamond will pay certain expenses on behalf of the Company. The Expense Agreement is discussed further below.21

Our net income was $165,594 and $127,144 for the three and six months ended September 30, 2012 as compared to our net losses of $48,777 and $133,058 for the three and six months ended September 30, 2011. We incurred a net loss of $127,217 for the period from September 3, 2010 (inception) through September 30, 2012. Until we enter into a business combination, we will not have revenues.

Liquidity and Capital Resources

As of September 30, 2012, we had $105,897 in cash and cash equivalents. We had $16,533,369 in restricted cash and cash equivalents held in trust, which amount is to be used only to consummate a business combination and repurchase or redeem the subunits offered in the Public Offering (our “Subunits”). As of August 27, 2012, we have used $2,307,892 of the funds held in trust to repurchase our Subunits. Our right to repurchase Subunits offered in the Public Offering ended on August 27, 2012, when we announced our entry into the Acquisition Agreement.

During the six months ended September 30, 2012 we generated cash of $89,460 from operating activities, including the $190,000 received as a reimbursement, as described above.

We intend to use the cash available for operations plus the interest earned on the funds held in the trust account that may be released to us to fund our working capital requirements. As of November 19, 2012, for the week ended November 16, 2012, U.S. Treasury Bills with four week, three month, and six month maturities were yielding approximately 0.12%, 0.09%, and 0.14%, respectively. While we may invest in other securities, we believe such rates are representative of those we may receive on the balance of the trust account.

Over the next five months from September 30, 2012, we will be using these funds to consummate the transactions contemplated by the Acquisition Agreement, including preparing the proxy statement to solicit the approval of the holders of our ordinary shares and warrants. We expect that funds will be used principally to pay the fees of our advisors for legal, business and accounting services. Our actual costs may be higher or lower than these estimates. We anticipate that we will incur approximately:

· $400,000 of expenses for the legal, accounting and other third-party expenses attendant to the due diligence investigations, structuring and negotiating of a business combination;

· $5,000 of expenses for the due diligence and investigation of a target business by our officers, directors and initial shareholders;

· $35,000 of expenses in legal and accounting fees relating to our SEC reporting obligations;

· $10,000 for general working capital that will be used for miscellaneous expenses, liquidation obligations and reserves, including director and officer liability insurance premiums; and

· $37,500 for office space, administrative services and secretarial support.

We anticipate that in order to fund our working capital requirements, we will need to use all of the remaining funds not held in trust, the interest earned on the funds held in the trust account, as well as entering into contingent fee arrangements with our vendors. On August 24, 2012, in connection with the Acquisition Agreement, we and Black Diamond entered into the Expense Agreement. Pursuant to the Expense Agreement, Black Diamond has agreed to (i) assume and pay up to $250,000 of our costs and expenses (including but not limited to reasonable legal fees) that have accrued up to the date that the Acquisition Agreement was signed (August 24, 2012), and (ii) pay, so long as we do not materially breach the representations and warranties it made in the Acquisition Agreement, all of our costs and expenses (including but not limited to reasonable legal fees and expenses related to the merger) incurred from and after the signing of the Acquisition Agreement. Costs covered under the Expense Agreement up to August 24, 2012 was net of our balance of cash on hand on that date (excluding the amount in trust). As of September 30, 2012. $192,938 has been recorded as a receivable under this Expense Agreement. Through November 16, 2012, no amounts have yet been received from Black Diamond in connection with this Expense Agreement.

We may need to raise additional capital through loans or additional investments from our initial shareholders, officers, directors, or third parties. None of the initial shareholders, officers or directors is under any obligation to advance funds to, or invest in, us. Accordingly, we may not be able to obtain additional financing. If we are unable to raise additional capital, we may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of our business plan, and controlling overhead expenses. We cannot provide any assurance that new financing will be available to us on commercially acceptable terms, if at all. These factors raise substantial doubt about our ability to continue as a going concern.

After the underwriters exercised their over-allotment option, the net proceeds from our Public Offering and Warrant Offering, after deducting offering expenses of $291,024 and underwriting discounts of $664,125, were $18,944,851. Of this amount, $18,835,874, was placed into trust. The remaining net proceeds not being held in trust are being used for working capital purposes. We intend to use the funds held in the trust account to acquire a target business and to pay our expenses relating thereto, including $600,000 payable to EarlyBirdCapital, Inc. (“EBC”) upon consummation of an initial business combination for acting as our non-exclusive investment banker for structuring and negotiating our business combination. To the extent that our capital stock is used in whole or in part as consideration to effect a business combination, the remaining proceeds held in the trust account as well as any other net proceeds not expended will be used as working capital to finance the operations of the target business. Such working capital funds could be used in a variety of ways including continuing or expanding the target business’ operations, for strategic acquisitions and for marketing, research and development of existing or new products. Such funds could also be used to repay any operating expenses or finders’ fees, which we had incurred prior to the completion of our business combination if the funds available to us outside of the trust account were insufficient to cover such expenses.

Off-Balance Sheet Arrangements

We did not have any off-balance sheet arrangements as of September 30, 2012.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Not applicable to smaller reporting companies.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive and financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter ended September 30, 2012, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on this evaluation, our principal executive and financial officer has concluded that during the period covered by this report, the Company’s disclosure controls and procedures were not effective due to a material weakness in our internal control over financial reporting described below.

Disclosure controls and procedures are designed to ensure that information required to be disclosed by us in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control over financial reporting that is less severe than a material weakness, yet important enough to merit attention by those responsible for oversight of our financial reporting.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act. Our management is also required to assess and report on the effectiveness of our internal control over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act of 2002 (“Section 404”). Management assessed the effectiveness of our internal control over financial reporting as of September 30, 2012. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework. Based on our evaluation, our principal executive and financial officer has concluded that as of September 30, 2012, our internal control over financial reporting was not effective due to the lack of effective communications of material information between executive management and accounting personnel responsible for external reporting.

Such control deficiency could result in material misstatements of significant accounts and disclosures that would result in a material misstatement to our interim or annual consolidated financial statements that would not be prevented or detected. Accordingly, our management has determined that this control deficiency constitutes a material weakness.

Remediation Initiative and Progress

Our management has immediately implemented additional control procedures to provide for the orderly and timely communication of material agreements and other potentially material financial information to its accounting personnel.

Changes in Internal Control over Financial Reporting

There was no change in our internal control over financial reporting that occurred during the quarter ended September 30, 2012 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

Not applicable to smaller reporting companies.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Recent Sales of Unregistered Securities

None.

Use of Proceeds

From the completion of our initial public offering through September 30, 2012, we have incurred $549,730 of operating expenses and used $2,307,892 from the amounts held in our trust account to repurchase our Subunits, as further described below.

Purchases of Securities by the Company

The following table provides information about shares of our common stock purchased by the Company during the quarter ended September 30, 2012:

Period	(a) Total Number of Shares (or Units) Purchased		(b) Average Price Paid per Share (or Unit)	(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs		(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs
7/1/12 – 7/31/12(1)		-			-
8/1/12 – 8/27/12(1)		-			-
Total		-			-		1,181,116

(1) According to our Amended and Restated Memorandum and Articles of Association, in the event that the Subunits trade at or below $5.70 per Subunit, there can be released from the Trust Account amounts necessary for the Company to purchase up to 50% of the Subunits sold in the Public Offering (1,581,250 Subunits) at any time commencing on April 19, 2011 and ending on the date we announce a Business Combination. On August 27, 2012, we announced that we had entered into the Acquisition Agreement and, as a result, our ability to purchase Subunits sold in the Public Offering, pursuant to the foregoing sentence, ended.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit No.		Document Description
10.1		Merger and Share Exchange Agreement, dated August 24, 2012, by and among China VantagePoint Acquisition Corporation, BDH Acquisition Corp., Black Diamond Holdings LLC, the Class A Members listed on Schedule I to the Merger and Share Exchange Agreement, the Preferred Members listed on Schedule I to the Merger and Share Exchange Agreement and Black Diamond Financial Group, LLC.*
10.2		First Amendment to Merger and Share Exchange Agreement, dated September 10, 2012, by and among China VantagePoint Acquisition Corporation, BDH Acquisition Corp., Black Diamond Holdings LLC, the Class A Members listed on Schedule I to the Merger and Share Exchange Agreement, the Preferred Members listed on Schedule I to the Merger and Share Exchange Agreement and Black Diamond Financial Group, LLC.**
10.3		Expense Agreement, dated August 24, 2012, by and between China VantagePoint Acquisition Company and Black Diamond Holdings LLC.
10.4		Amendment No. 1 to Expense Agreement, dated November 21, 2012, by and between China VantagePoint Acquisition Company and Black Diamond Holdings LLC.
31.1		Certification of the Principal Executive, Accounting and Financial Officer pursuant to Rule 13A-14(A)/15D-14(A) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of the Principal Executive, Accounting and Financial Officer pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002).
101.INS		XBRL Instance Document.
101.SCH		XBRL Taxonomy Schema.
101.CAL		XBRL Taxonomy Extension Calculation Linkbase.
101.DEF		XBRL Taxonomy Extension Definition Linkbase.
101.LAB		XBRL Taxonomy Extension Label Linkbase.
101.PRE		XBRL Taxonomy Extension Presentation Linkbase.

*Incorporated by reference to CVAC’s Current Report on Form 8-K, dated August 30, 2012.

**Incorporated by reference to CVAC’s Current Report on Form 8-K, dated September 12, 2012.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	CHINA VANTAGEPOINT ACQUISITION COMPANY
Date: November 26, 2012
	By:	/s/ Wei Li
		Name:	Wei Li
		Title:	Chief Executive Officer
			(Principal Executive, Accounting
			and Financial Officer)

Exhibit Index

Exhibit No.		Document Description
10.1		Merger and Share Exchange Agreement, dated August 24, 2012, by and among China VantagePoint Acquisition Corporation, BDH Acquisition Corp., Black Diamond Holdings LLC, the Class A Members listed on Schedule I to the Merger and Share Exchange Agreement, the Preferred Members listed on Schedule I to the Merger and Share Exchange Agreement and Black Diamond Financial Group, LLC.*
10.2		First Amendment to Merger and Share Exchange Agreement, dated September 10, 2012, by and among China VantagePoint Acquisition Corporation, BDH Acquisition Corp., Black Diamond Holdings LLC, the Class A Members listed on Schedule I to the Merger and Share Exchange Agreement, the Preferred Members listed on Schedule I to the Merger and Share Exchange Agreement and Black Diamond Financial Group, LLC.**
10.3		Expense Agreement, dated August 24, 2012, by and between China VantagePoint Acquisition Company and Black Diamond Holdings LLC.
10.4		Amendment No. 1 to Expense Agreement, dated November 21, 2012, by and between China VantagePoint Acquisition Company and Black Diamond Holdings LLC.
31.1		Certification of the Principal Executive, Accounting and Financial Officer pursuant to Rule 13A-14(A)/15D-14(A) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of the Principal Executive, Accounting and Financial Officer pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002).
101.INS		XBRL Instance Document.
101.SCH		XBRL Taxonomy Schema.
101.CAL		XBRL Taxonomy Extension Calculation Linkbase.
101.DEF		XBRL Taxonomy Extension Definition Linkbase.
101.LAB		XBRL Taxonomy Extension Label Linkbase.
101.PRE		XBRL Taxonomy Extension Presentation Linkbase.

*Incorporated by reference to CVAC’s Current Report on Form 8-K, dated August 30, 2012.

**Incorporated by reference to CVAC’s Current Report on Form 8-K, dated September 12, 2012.

Filing Compare · China VantagePoint Acquisition Co