Amended Statement of Ownership (sc 13g/a)
March 22 2017 - 5:30PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT
TO § 240.13d-1(b), (c) and (d) AND
AMENDMENTS THERETO FILED
PURSUANT TO §240.13d-2
(Amendment No. 1 )*
Origo
Acquisition Corporation (f/k/a CB Pharma Acquisition Corp.)
(Name of Issuer)
Ordinary
Shares, par value $0.0001
(Title of Class of Securities)
G67789126
(CUSIP Number)
March 10, 2017
(Date of Event Which Requires Filing of
this Statement)
Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
o
Rule 13d-1(b)
x
Rule 13d-1(c)
o
Rule 13d-1(d)
*The remainder of this cover page shall
be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any
subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
1
|
NAMES OF REPORTING PERSONS
Woodland Partners
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP (SEE INSTRUCTIONS)
(a)
o
(b)
o
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With
|
5
|
SOLE VOTING POWER
0 shares
|
6
|
SHARED VOTING POWER
0 shares
|
7
|
SOLE DISPOSITIVE POWER
0 shares
|
8
|
SHARED DISPOSITIVE POWER
0 shares
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON
0 shares
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
0%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
1
|
NAMES OF REPORTING PERSONS
Barry Rubenstein
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP (SEE INSTRUCTIONS)
(a)
o
(b)
o
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With
|
5
|
SOLE VOTING POWER
0 shares
|
6
|
SHARED VOTING POWER
0 shares
|
7
|
SOLE DISPOSITIVE POWER
0 shares
|
8
|
SHARED DISPOSITIVE POWER
0 shares
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON
0 shares
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
0%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAMES OF REPORTING PERSONS
Marilyn Rubenstein
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP (SEE INSTRUCTIONS)
(a)
o
(b)
o
|
3.
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With
|
5
|
SOLE VOTING POWER
0 shares
|
6
|
SHARED VOTING POWER
0 shares
|
7
|
SOLE DISPOSITIVE POWER
0 shares
|
8
|
SHARED DISPOSITIVE POWER
0 shares
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON
0 shares
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
o
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
0%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
|
(a)
|
Name of Issuer:
|
|
|
|
|
|
Origo Acquisition Corporation (f/k/a CB Pharma Acquisition Corp.)
|
|
|
|
|
(b)
|
Address of Issuer’s Principal Executive Offices:
|
708 Third Avenue
New York, New York 10017
1.
|
(a)
|
Name of Person Filing:
|
Woodland Partners
|
|
(b)
|
Address of Principal Business
|
|
|
|
Office, or, if None, Residence:
|
68 Wheatley Road
|
|
|
|
Brookville, New York 11545
|
|
(c)
|
Place of Organization:
|
New York
|
|
(d)
|
Title of Class of Securities:
|
Ordinary Shares, par value $0.0001
|
|
(e)
|
CUSIP Number:
|
G67789126
|
|
|
|
|
2.
|
(a)
|
Name of Person Filing:
|
Barry Rubenstein
|
|
(b)
|
Address of Principal Business
|
|
|
|
Office, or, if None, Residence:
|
68 Wheatley Road
|
|
|
|
Brookville, New York 11545
|
|
(c)
|
Citizenship:
|
United States
|
|
(d)
|
Title of Class of Securities:
|
Ordinary Shares, par value $0.0001
|
|
(e)
|
CUSIP Number:
|
G67789126
|
|
|
|
|
3.
|
(a)
|
Name of Person Filing:
|
Marilyn Rubenstein
|
|
(b)
|
Address of Principal Business
|
|
|
|
Office, or, if None, Residence:
|
68 Wheatley Road
|
|
|
|
Brookville, New York 11545
|
|
(c)
|
Citizenship:
|
United States
|
|
(d)
|
Title of Class of Securities:
|
Ordinary Shares, par value $0.0001
|
|
(e)
|
CUSIP Number:
|
G67789126
|
Item 3.
|
If this statement is filed pursuant to §240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
|
(a)
|
o
|
Broker or dealer registered under section 15 of the
Act (15 U.S.C.78o).
|
|
(b)
|
o
|
Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
|
|
(c)
|
o
|
Insurance company as defined in section 3(a)(19) of
the Act (15 U.S.C. 78c).
|
|
(d)
|
o
|
Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
|
|
(e)
|
o
|
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
|
|
(f)
|
o
|
An employee benefit plan or endowment fund in accordance
with §240.13d-1(b)(1)(ii)(F).
|
|
(g)
|
o
|
A parent holding company or control person in accordance
with §240.13d-1(b)(1)(ii)(G).
|
|
(h)
|
o
|
A savings associations as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813).
|
|
(i)
|
o
|
A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
|
|
(j)
|
o
|
A non-U.S. institution in accordance with §240.13d-(b)(1)(ii)(J).
|
|
(k)
|
o
|
Group, in accordance with §240.13d-1(b)(1)(ii)(K).
|
If filing is a non-U.S. institution
in accordance with §240.13d-(b)(1)(ii)(J) please specify the type of institution.
1.
|
Woodland Partners:
|
|
(a)
|
Amount beneficially owned: 0
shares.
|
|
(b)
|
Percent of class: 0%
|
|
(c)
|
Number of shares as to which such person has:
|
|
|
(i)
|
Sole power to vote or to direct the vote: 0
shares.
|
|
|
(ii)
|
Shared power to vote or to direct the vote: 0 shares.
|
|
|
(iii)
|
Sole power to dispose or to direct the disposition of: 0
shares.
|
|
|
(iv)
|
Shared power to dispose or to direct the disposition of: 0 shares.
|
|
|
|
|
2.
|
Barry Rubenstein:
|
|
(a)
|
Amount beneficially owned: 0
shares. Barry Rubenstein is a
general partner of Woodland Partners. Barry Rubenstein is the husband of Marilyn Rubenstein.
|
|
(b)
|
Percent of class: 0%
|
|
(c)
|
Number of shares as to which such person has:
|
|
|
(i)
|
Sole power to vote or to direct the vote: 0 shares.
|
|
|
(ii)
|
Shared power to vote or to direct the vote: 0
shares.
|
|
|
(iii)
|
Sole power to dispose or to direct the disposition of: 0 shares.
|
|
|
(iv)
|
Shared power to dispose or to direct the disposition of: 0 shares.
|
3.
|
Marilyn Rubenstein:
|
|
(a)
|
Amount beneficially owned: 0 shares. Marilyn Rubenstein is a general partner of Woodland
Partners. Marilyn Rubenstein is the wife of Barry Rubenstein.
|
|
(b)
|
Percent of class: 0%
|
|
(c)
|
Number of shares as to which such person has:
|
|
|
(i)
|
Sole power to vote or to direct the vote: 0 shares.
|
|
|
(ii)
|
Shared power to vote or to direct the vote: 0 shares.
|
|
|
(iii)
|
Sole power to dispose or to direct the disposition of: 0 shares.
|
|
|
(iv)
|
Shared power to dispose or to direct the disposition of: 0
shares.
|
Exhibit A,
a Joint Filing Agreement, was previously filed with the Schedule 13G, filed on June 10, 2016.
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
If this statement is
being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following.
x
Instruction:
|
Dissolution of a group requires a response to this item.
|
|
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
|
|
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Not Applicable.
|
|
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Persons.
|
|
|
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Not Applicable.
|
|
|
Item 8.
|
Identification and Classification of Members of the Group.
|
|
|
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Not Applicable.
|
|
|
Item 9.
|
Notice of Dissolution of Group.
|
|
|
|
Not Applicable.
|
By signing below each party certifies
that, to the best of his/her/its knowledge and belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry
and to the best of their knowledge and belief, each of the undersigned hereby certifies that the information set forth in this
statement is true, complete and correct.
Dated: March 21, 2017
|
WOODLAND PARTNERS
|
|
|
|
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By:
|
/s/ Barry Rubenstein
|
|
|
Barry Rubenstein, a General Partner
|
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|
|
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/s/ Barry Rubenstein
|
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Barry Rubenstein
|
|
|
|
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/s/ Marilyn Rubenstein
|
|
Marilyn Rubenstein
|
|
|
Attention:
|
Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)
|
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