Financial Performance - Revenue for the year ended December 31, 2023, was $53,376,874, an increase from $50,347,652 in 2022, representing a growth of approximately 4.06%[176]. - The net loss for the year ended December 31, 2023, was $18,542,654, compared to a net loss of $13,830,371 for the year ended December 31, 2022, representing an increase in loss of approximately 34%[182]. - The company reported a significant increase in operating costs due to inflation, with EU annual inflation at 3.4% in 2023 compared to 9.33% in 2022[68]. - Cost of goods sold for 2023 was $49,027,305, compared to $44,390,695 in 2022, leading to a gross profit of $4,349,569, down from $5,956,957 in the previous year[176]. - The company reported an accumulated deficit of $91,644,233 as of December 31, 2023, compared to $66,232,813 in 2022, indicating a significant increase in losses[175]. Assets and Liabilities - Total current assets decreased to $36,607,780 in 2023 from $56,366,913 in 2022, indicating a decline of approximately 35.1%[174]. - Total liabilities increased to $29,971,783 in 2023 from $28,381,912 in 2022, reflecting an increase of about 5.6%[175]. - The company’s total assets decreased to $66,014,811 in 2023 from $68,038,621 in 2022, a reduction of about 2.98%[175]. - The total stockholders' equity as of December 31, 2023, was $36,043,028, compared to $39,284,295 at the end of 2022, indicating a decline of about 8%[181]. Cash Flow and Capital Management - The cash flows from operating activities showed a net loss of $18,542,654 for 2023, compared to $13,830,371 for 2022, highlighting a worsening cash flow situation[182]. - The net cash used in operating activities was $15,635,999, compared to $14,870,639 in the previous period, indicating an increase of approximately 5%[183]. - The total cash at the end of the year was $3,833,195, down from $20,749,683 at the beginning of the year, reflecting a decrease of approximately 81%[183]. - Management acknowledges substantial doubt about the Company's ability to continue as a going concern for the next 12 months[194]. Acquisitions and Investments - The acquisition of Cana Laboratories Holdings was completed for €800,000 ($873,600) in cash and 46,377 shares of common stock, resulting in a bargain purchase gain[165]. - The company completed the acquisition of Cana for a total consideration of $5,469,787, which included $873,600 in cash and $138,667 in common stock[189]. - The company acquired ZipDoctor for a total of $158,788, which was recorded as an intangible asset related to the technology platform acquired[187]. - The acquisition of Cloudscreen, an AI-powered platform, was completed for a total purchase price of $637,080, which will be settled in cash during 2024[186]. Stock and Equity Transactions - The total outstanding shares as of December 31, 2023, were 15,982,472, compared to 10,605,412 at the end of 2022, representing an increase of approximately 51%[181]. - The Company raised approximately $6 million from a private placement of 6,000 shares of Series A Convertible Preferred Stock and 80,000 warrants[252]. - The Company issued 185,000 shares of unvested common stock valued at $653,050 under its Equity Incentive Plan, with $323,957 recorded as stock-based compensation expense for the year[259]. - The Company repurchased 71,000 shares of its common stock for $100,452 during the year ended December 31, 2023, as part of a $3 million share repurchase program[256]. Expenses and Losses - Bad debt expense increased significantly to $11,850,788 in 2023 from $5,621,938 in 2022, indicating a rise of approximately 111%[182]. - Depreciation and amortization expense for 2023 was $590,691, a substantial increase from $103,194 in 2022[182]. - The Company recorded a provision of $591,547 related to unaudited tax years of its subsidiary SkyPharm SA[338]. - The Company incurred lease expenses of $364,968 and $210,463 for the years ended December 31, 2023 and 2022, respectively[336]. Regulatory and Legal Matters - The company is subject to foreign tax and intercompany pricing laws, which could adversely affect its financial condition if challenged by regulators[61]. - Cybersecurity risks pose a significant threat, with potential data breaches leading to legal and financial repercussions[66]. - SkyPharm faced a lawsuit from Solgar Inc. regarding product homogeneity, which was dismissed by the Thessaloniki court[340]. - Cana Laboratories Holding has two pending lawsuits against Euaggelismos Hospital for a total of €526,436 due to unpaid bills, with one court date set for December 11, 2024[344]. Strategic Focus and Future Plans - The Company plans to expand its product portfolio and evaluate acquisition targets to enhance distribution capabilities[193]. - The Company is strategically focusing on R&D of novel patented nutraceuticals and specialized root extracts, as well as proprietary complex generics and innovative OTC products[184]. - The Company has developed a global distribution platform and is currently expanding throughout Europe, Asia, and North America[184]. - The Company plans to acquire Pharmacy & More within fiscal year 2024, intending to offset the outstanding receivable balance of $1,142,402 with the purchase price[290].

Core Viewpoint - Cosmos Health has secured a distribution agreement with Pharmalink, which is expected to significantly boost its market presence in the UAE, particularly in affluent areas like Dubai and Abu Dhabi [6][10]. Group 1: Stock Performance - COSM stock has increased by 64.7% as of Friday morning, although it was down 50.4% year-to-date prior to this surge [2]. - The trading volume for COSM shares has seen a significant spike, with over 12.4 million units traded, far exceeding its daily average of approximately 180,000 shares [8]. Group 2: Distribution Agreement Details - The agreement designates Pharmalink as the exclusive distributor of Cosmos Health's Sky Premium Life products in the UAE [10]. - Cosmos Health has already received a purchase order for 130,000 units from Pharmalink and anticipates delivering over 500,000 units in the first year [10]. - The company projects receiving purchase orders exceeding 3 million units over the next five years as a result of this partnership [6].

The healthcare industry has experienced unprecedented growth in recent years due to the global pandemic. However, as COVID-19 began to ease, the immense growth of the healthcare industry is expected to slow down. Additionally, because many healthcare companies rely on trials that need FDA approval, predicting their individual healthcare company’s performance is difficult. These companies experience massive declines in share price when their trials fail. Combining relatively slowed growth with risk factors, ...

Table of Contents The Company had interest expense related to notes payable of $151,274 and $529,782 versus $517,660 and $1,772,750 and non-cash interest expense related to the amortization of debt discount of $0 and $0 versus $295,846 and $772,180 for the three and nine months ended September 30, 2023 and 2022, respectively. The decrease Finally, the Company has recorded a bargain purchase gain of $1,633,842 versus $0 for the nine months ended September 30, 2023 and 2022, respectively. The bargain purchase ...

☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 For the transition period from ___________ to ___________ | --- | |-------| | | | | | | | | | | | | | | | | | | | | 60604 (ZipCode) TitleofEachClass ☒ TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT Commission file number: 000-54436 COSMOS HEALTH INC. (Exact name of registra ...

Financial Performance - The Company reported a cost of goods sold of $11,392,700 for the three months ended March 31, 2023, compared to $11,179,868 for the same period in 2022, reflecting an increase of 1.9%[319] - Total revenue for the three months ended March 31, 2023, was $12,349,777, down from $13,071,800 in the same period of 2022, indicating a decline of approximately 5.5%[321] - The Company reported revenue of $12,349,777 for the three months ended March 31, 2023, a decrease of 5.52% compared to $13,071,800 for the same period in 2022[334] - The Company experienced a net loss of $459,863 on revenue of $12,349,777 for Q1 2023, compared to a net loss of $5,585,146 on revenue of $13,071,800 in Q1 2022[334] - Gross profit decreased by 49.41% to $957,077 for the three months ended March 31, 2023, down from $1,891,932 in the same period of 2022[358] Investments and Acquisitions - The Company entered into a definitive agreement to acquire ZipDoctor Inc. for a total sum of $150,000, with the transaction closing on April 3, 2023[301] - The Company acquired a property for its subsidiary CosmoFarm Pharmaceuticals for €966,000 (approximately $1,068,000) on May 3, 2023[302] - The Company entered into a Stock Purchase Agreement to acquire 100% of Pharmaceutical Laboratories Cana S.A. for €800,000 and 46,377 shares of Cosmos restricted common stock[332] Research and Development - The Company signed a research and development agreement for new products in the health sector, with a project cost of €820,000 ($891,504)[297] - The Company plans to enhance its pharmaceutical and OTC product lines through acquisitions and licensing agreements, focusing on sustainable growth[327] - The Company plans to expand its nutraceutical portfolio to 150 SKUs by the end of 2023, including basic line formulas and advanced formulations[362] Financial Position and Working Capital - The Company has a principal balance of €135,938 ($147,791) remaining on a loan from the Greek government as of March 31, 2023, after repaying €4,688 ($5,096) during the three months ended March 31, 2023[289] - The Company had working capital of $32,083,333 as of March 31, 2023, compared to $34,296,034 as of December 31, 2022[338] - The Company has a total undiscounted operating lease liability of $1,387,630, with a present value of $1,115,523 as of March 31, 2023[293] - The Company reported a weighted-average remaining lease term of 3.34 years with a discount rate of 6.74% for its finance leases[293] Strategic Plans and Market Expansion - The Company has established a distribution network with over 160 pharmaceutical wholesale distributors and 40,000 pharmacies across Europe, enhancing its market reach[308] - The Company intends to enhance its geographic expansion in the EU, Asia, USA, and Canada through exclusive distributors and acquisitions of nutraceutical companies[362] - The Company plans to strengthen working capital, inventories, and research and development, while also pursuing acquisitions and enhancing sales and marketing efforts[345] Internal Controls and Governance - The Company's management has concluded that the disclosure controls and procedures were partially effective as of the end of the reporting period[371] - Management is committed to remediating identified material weaknesses, including lack of segregation of duties and internal controls structure review[371] - Internal Auditors are developing further procedures to ensure the effectiveness of internal controls and the accuracy of financial reporting[371] - There has been no change in internal control over financial reporting that has materially affected it during the most recently completed fiscal year[372] - The oversight Committee has the authority to retain outside advisors at the Company's expense to assist in its duties[373] - The Committee can request attendance from any officer, employee, or external advisors to facilitate its investigations[373] Future Outlook - The Company anticipates future revenue growth to be influenced by industry trends, competition, and economic conditions, including the impact of the Ukraine conflict and COVID-19[335]

☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-54436 Registrant's telephone number: (312) 536-3102 Securities registered under Section 12(g) of the Exchange Act: Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 t ...

Revenue Performance - Revenue for Q3 2022 was $12,016,098, a decrease of 11.62% compared to $13,595,418 in Q3 2021[280] - Revenue for the nine months ended September 30, 2022, was $38,296,402, down 4.41% from $40,061,419 in the same period of 2021[280] Gross Profit Analysis - Gross profit for Q3 2022 was $1,783,897 (23.9%), compared to $2,345,570 (17.3%) in Q3 2021, reflecting a decrease of 23.95%[283] - Gross profit for the nine months ended September 30, 2022, was $5,521,701 (14.4%), an increase of 2.56% from $5,383,748 (13.4%) in the same period of 2021[283] Cost of Goods Sold - Cost of goods sold for Q3 2022 was $10,232,201, a decrease of 9.05% from $11,249,848 in Q3 2021[281] - Cost of goods sold for the nine months ended September 30, 2022, was $32,774,701, down 5.49% from $34,677,671 in the same period of 2021[281] Operating Loss - The Company reported a net operating loss of $344,112 for Q3 2022, a decrease of 62.37% compared to a loss of $914,551 in Q3 2021[284] - For the nine months ended September 30, 2022, the net operating loss was $176,224, a significant decrease of 95.62% from $4,022,120 in the same period of 2021[285] Foreign Currency Loss - The Company experienced an unrealized foreign currency loss of $1,029,141 for Q3 2022, compared to a loss of $214,216 in Q3 2021[288] Working Capital - As of September 30, 2022, the Company had working capital of $1,945,076, down from $10,950,492 as of December 31, 2021[289] Cash Flow from Operating Activities - The net cash used in operating activities was $4,552,332 for the nine months ended September 30, 2022, compared to $5,549,269 in the same period of 2021[290] Financing Activities - The Company reported net cash provided by financing activities of $4,477,843 for the nine months ended September 30, 2022, down from $6,475,402 in 2021[292] Future Plans and Expansion - The company aims to enhance its pharmaceutical and over-the-counter product lines through acquisitions and licensing opportunities[259] - The company has expanded its distribution network to over 40,000 pharmacies in Europe and 1,500 pharmacies in Greece[260] - The company launched its proprietary nutraceutical products "Sky Premium Life®" in 2018 and "Mediterranation®" in 2022, with over 80 product codes[264] - The company entered into a binding letter of intent to acquire a pharmaceutical company for €1,700,000 in cash and 433,334 shares of common stock[274] - The Company plans to expand its nutraceutical portfolio to 150 SKUs by the end of 2022, including advanced formulations and clinical studies[295] - The Company aims for geographic expansion in the EU, Asia, USA, and Canada through exclusive distributors and acquisitions of nutraceutical companies[295] - The Company intends to enhance its product offerings by acquiring generics, biosimilars, and OTC licenses while focusing on strategic R&D[296] Risks and Financial Outlook - The Company anticipates using available cash and financing to support business operations in the upcoming year, with potential risks of losing quotation qualifications if requirements are not met[293]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ___________ to ___________ Commission file number: 000-54436 COSMOS HOLDINGS INC. | --- | --- | |--------------------------------------------------------------------------------|----------------------- ...

Financial Performance - The Company reported revenue of $13,071,800 for Q1 2022, representing a 12.5% increase from $11,619,076 in Q1 2021, driven by organic growth from its subsidiary Cosmofarm and a 49.29% increase in sales of its branded nutritional supplements, "Sky Premium Life"[128]. - Cost of goods sold increased by 5.29% to $11,179,868 in Q1 2022, compared to $10,617,741 in Q1 2021, indicating improved margins due to higher revenue from nutraceuticals[129]. - Gross profit for Q1 2022 was $1,891,932, an increase of 88.94% from $1,001,335 in Q1 2021, attributed to higher gross profit margins from increased nutraceutical sales[131]. - The Company achieved a net income of $203,347 in Q1 2022, a significant turnaround from a net loss of $2,173,903 in Q1 2021[128]. - Operating expenses decreased by 114% to $242,251 in Q1 2022, down from a loss of $1,731,098 in Q1 2021, primarily due to reduced sales and marketing expenses[132]. Liquidity and Cash Flow - The Company had working capital of $11,831,133 as of March 31, 2022, compared to $10,950,492 as of December 31, 2021, indicating improved liquidity[137]. - As of March 31, 2022, the Company had cash of $1,010,427, a significant increase from $286,487 as of March 31, 2021[138]. - Net cash used in operating activities for the three months ended March 31, 2022, was $2,337,276, compared to $665,339 for the same period in 2021[138]. - The Company reported net cash provided by financing activities of $2,914,441 for the three months ended March 31, 2022, up from $380,118 in 2021[138]. - The Company has net cash provided by investing activities of $94,550 for the three months ended March 31, 2022, primarily from loan receivables[138]. Strategic Plans and Expansion - The Company plans to expand its nutraceutical product line, aiming to increase the number of product codes from 75 to 150 by the end of 2022[123]. - The Company operates a distribution network exceeding 1,500 pharmacies in Greece and over 40,000 pharmacies across Europe, enhancing its market reach[123]. - The Company is focused on acquiring or licensing additional pharmaceutical products to enhance its portfolio and drive growth[122]. - Geographic expansion plans include distribution in the EU, Asia, USA, and Canada through exclusive distributors and acquisitions of nutraceutical companies[139]. - The Company aims to enhance its branded pharmaceuticals through geographic expansion, particularly in the EU and UK, and by acquiring generics and OTC licenses[141]. Operational Efficiency - The Company intends to optimize operating expenses across all entities while maintaining service quality[141]. - The pharmaceutical sector in Europe presents significant growth potential, contingent on service, price, and quality alignment with customer needs[141]. - The Company is committed to strategic research and development across its business units, focusing on lower-risk assets[141]. Future Outlook - The Company anticipates that future revenue growth will be influenced by industry trends, competition, and economic conditions, including the impact of the ongoing conflict in Ukraine[130].