Cosmos Health Inc. Files S-1/A Amendment

TL;DR

Cosmos Health S-1/A filed. Updated financials for 2023 year-end and Q3 2024. Watch for stock details.

AI Summary

Cosmos Health Inc. filed an S-1/A amendment on December 10, 2024, related to its previous filing for the year ending December 31, 2023. The company, previously known as Cosmos Holdings Inc. and Prime Estates & Developments Inc., is incorporated in Nevada and operates in the wholesale drug proprietaries and druggists' sundries sector. The filing includes financial data such as $300,000,000 in common stock and $23,346,023 in net sales for the period ending September 30, 2024.

Why It Matters

This S-1/A filing provides updated information and financial disclosures for Cosmos Health Inc., which is crucial for investors to assess the company's current financial health and strategic direction.

Risk Assessment

Risk Level: medium — S-1/A filings often indicate a company is seeking to raise capital or make significant changes, which inherently carries risk for investors.

Key Numbers

• $300.0B — Common Stock (Potential capital raise or offering size)
• $23.3B — Net Sales (Financial performance as of Q3 2024)
• 2024-12-10 — Filing Date (Date of the S-1/A amendment)

Key Players & Entities

• Cosmos Health Inc. (company) — Filer
• Cosmos Holdings Inc. (company) — Former company name
• PRIME ESTATES & DEVELOPMENTS INC (company) — Former company name
• 300000000 (dollar_amount) — Common stock value
• 23346023 (dollar_amount) — Net sales for the period ending September 30, 2024
• 20241210 (date) — Filing date

FAQ

Key Financial Figures

• $0.001 — up to 9,748,252 shares of Common Stock, $0.001 par value, of Cosmos Health Inc. (the "
• $0.8701 — e Company the reduced exercise price of $0.8701 per share; - In consideration for exe
• $0.95 — New Warrants have an exercise price of $0.95 per share, a premium to the closing pri
• $9,260,839 — we may receive gross proceeds of up to $9,260,839 from the issuance of New Warrant Shares
• $0.754 — price of the common stock on NASDAQ was $0.754. Investing in our securities is highly
• $11.50 — ber 21, 2022, with an exercise price of $11.50 per share (each a "Warrant Share") and
• $2.75 — uly 21, 2023, with an exercise price of $2.75 per share and expire 5.5 years from the
• $1.45 — e New Warrants are fully exercisable at $1.45 per share for a five-year period commen

Filing Documents

• cosm_s1a.htm (S-1/A) — 4074KB
• cosm_ex231.htm (EX-23.1) — 3KB
• cosm_ex232.htm (EX-23.2) — 5KB
• cosm_ex232img4.jpg (GRAPHIC) — 2KB
• cosm_ex232img3.jpg (GRAPHIC) — 7KB
• cosm_ex231img2.jpg (GRAPHIC) — 3KB
• cosm_s1img3.jpg (GRAPHIC) — 7KB
• cosm_s1img4.jpg (GRAPHIC) — 3KB
• 0001477932-24-007979.txt ( ) — 16152KB
• cosm-20240930.xsd (EX-101.SCH) — 141KB
• cosm-20240930_lab.xml (EX-101.LAB) — 746KB
• cosm-20240930_cal.xml (EX-101.CAL) — 91KB
• cosm-20240930_pre.xml (EX-101.PRE) — 654KB
• cosm-20240930_def.xml (EX-101.DEF) — 458KB
• cosm_s1a_htm.xml (XML) — 2905KB

USE OF PROCEEDS

USE OF PROCEEDS 26 MARKET PRICE OF OUR COMMON STOCK 26

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 27

BUSINESS

BUSINESS 41 MANAGEMENT 51

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 56 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 59 PRINCIPAL SHOCKHOLDERS 60 WARRANT INDUCEMENT OFFER AND SELLING SHAREHOLDER 61 PLAN OF DISTRIBUTION 63 DESCRIPTION OF THE NEW WARRANT SHARES 64 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES 66 LEGAL MATTERS 72 EXPERTS 72 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS F-1 2 Table of Contents ADDITIONAL INFORMATION You should rely only on this prospectus, the documents incorporated or deemed to be incorporated by reference herein or therein, and any free writing prospectus prepared by us or on our behalf. We have not authorized anyone to provide you with information different than that contained or incorporated by reference in this prospectus and any free writing prospectus that we have authorized for use in connection with this Offering. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. You should assume that the information appearing in this prospectus, the documents incorporated by reference herein, and in any free writing prospectus that we have authorized for use in connection with this Offering is accurate only as of the date of those respective documents. Our business, financial condition, results of operations and prospects may have changed since those dates. You should read this prospectus, the documents incorporated by reference herein, and any free writing prospectus that we have authorized for use in connection with this Offering in their entirety before making an investment decision. We are offering to sell, and are seeking offers to buy, the Shares only in jurisdictions where such offers and sales are permitted. The distribution of this prospectus and the offering of the Shares in certain jurisdictions or to certain persons within such jurisdictions may be restricted by law. Persons outside the United States who come into possession of thi

View Full Filing

View this S-1/A filing on SEC EDGAR