8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 1, 2023

Cosmos Health Inc.

(Exact name of registrant as specified in its charter)

Nevada	000-54436	27-0611758
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

141 West Jackson Blvd, Suite 4236, Chicago, Illinois	60604
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (312) 865-0026

Cosmos Health Inc.

(Former name or former address, if changed since last report.)

Title of Each Class	Trading Symbol	Name of Each Exchange On Which Registered
Common Stock, $.001 par value	COSM	Nasdaq Capital Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 1, 2023, Cosmos Health Inc. (the “Company”) announced the appointment of Nikos Bardakis (54), who comes with over two decades of international branded pharmaceutical sector experience, as the Chief Operating Officer (COO).

As the Chief Operating Officer at Cosmos Health, Mr. Bardakis’ objective will be to bring new capabilities and processes into the organization for optimizing operational excellence towards global commercial expansion of Cosmos’ premium products. In addition, Mr. Bardakis will focus on life science research ideas and transforming them into product innovations that will be designed, engineered, and marketed by Cosmos.

From January 2019 to February 2023, he served as Business Development Manager at Cloudpharm, a research and development company focused on the discovery of bioactive compounds and next generation food supplements, and the development of state-of-the-art algorithms for drug repurposing and providing computational services for drug design and development.  From June 2016 to February 2023, Mr. Bardakis was Managing Director of Life NLB, an importing and distributing company specialized in the areas of medical devices and food supplements.  From January 2009 to February 2016, Mr. Bardakis was the National Sales Director for Servier Hellas, a multinational pharmaceutical company specializing in the areas of Cardiovascular, Central Nervous System and Metabolic diseases, where he led a cross functional, client focused team comprised of sales, trade, marketing and business development personnel, managing over 130 employees. He gained international exposure, participating in several boards and meetings focused on European level design and launch projects, pioneering in international operations.  From 1993 to December 2008, Mr. Bardakis was a sales representative, area manager, full sales manager for Servier Hellas, where he last led seventy (70) representatives and nine (9) area managers. Mr. Bardakis received a BS in Finance from American College of Greece along with relevant studies in Natural Sciences.

Nikos Bardakis will succeed Pavlos Ignatiades, who will assume the position of Chief Communications Officer (CCO). As the Chief Communications Officer at Cosmos Health, Pavlos Ignatiades’ focus will be to create a consistent message across all stakeholders that clearly communicates the Company’s progress, its vision for the future and the roadmap of how it intends to get there. Mr. Ignatiades has been with Cosmos since its inception and was promoted to COO in 2020, where he was responsible for capital markets activities including the Company’s listing onto Nasdaq, as well as managing the Company’s public relations and investor relations departments.

A copy of the press release titled “Cosmos Health Announces the Appointment of Nikos Bardakis, an Experienced Executive in the Pharmaceutical Industry, as Chief Operating Officer” is furnished as Exhibit 99.1 to this Report.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits 

Number
99.1	Press Release dated February 1, 2023 titled “Cosmos Health Announces the Appointment of Nikos Bardakis, an Experienced Executive in the Pharmaceutical Industry, as Chief Operating Officer”
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

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

	COSMOS HEALTH INC.
Date: February 7, 2023	By:	/s/ George Terzis
		George Terzis
		Chief Financial Officer

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EX-99.1

EXHIBIT 99.1

Cosmos Health Announces the Appointment of Nikos Bardakis, an Experienced Executive in the Pharmaceutical Industry, as Chief Operating Officer

CHICAGO, IL / ACCESSWIRE / February 1, 2023 /Cosmos Health Inc.(“the Company”)(Nasdaq:COSM),a global healthcare group with proprietary lines of nutraceuticals and distributor of pharmaceuticals, branded generics, OTC medications and medical devices, is pleased to announce the appointment of Nikos Bardakis, who comes with over two decades of international branded pharmaceutical sector experience, as the Chief Operating Officer (COO).

As the Chief Operating Officer at Cosmos Health, Mr. Bardakis’ objective will be to bring new capabilities and processes into the organization for optimizing operational excellence towards global commercial expansion of Cosmos’ premium products. In addition, Mr. Bardakis will focus on life science research ideas and transforming them into product innovations that will be designed, engineered, and marketed by Cosmos.

Mr. Bardakis was the National Sales Director for Servier Hellas, a multinational pharmaceutical company specializing in the areas of Cardiovascular, Central Nervous System and Metabolic diseases, where he led a cross functional client focused team comprised of Sales, Trade, Marketing and Business Development personnel, managing over 130 employees. He gained international exposure, participating in several boards and meetings focused on European level design and launch projects, pioneering in international operations. Mr. Bardakis received a BS in Finance from American College of Greece along with relevant studies in Natural Sciences.

Nikos Bardakis will succeed Pavlos Ignatiades, who will assume the position of Chief Communications Officer (CCO). As the Chief Communications Officer at Cosmos Health, Pavlos Ignatiades’ focus will be to create a consistent message across all stakeholders that clearly communicates the Company’s progress, its vision for the future and the roadmap of how it intends to get there. Mr. Ignatiades has been with Cosmos since its inception and was promoted to COO in 2020, where he was responsible for capital markets activities including the Company’s listing onto Nasdaq, as well as managing the Company’s public relations and investor relations departments.

Greg Siokas, Chief Executive Officer of Cosmos Health stated: “We are pleased to welcome Niko Bardakis as our new COO. Niko comes with many years of hands-on experience in the pharmaceutical distribution space, with a powerful blend of general management, commercial, and product development skills. We look forward to his leadership in guiding Cosmos to a new stage of strategic growth. In addition, we want to congratulate Pavlos Ignatiades on his new position as the Company’s Chief Communications Officer. Pavlos has been an invaluable member of the Cosmos team and will continue those efforts in his new role. These personnel actions are another step we are taking as we embark on our multi layered growth strategy. We are very excited about our business prospects and financial stability, and firmly believe in the future success of Cosmos and in our ability to rapidly grow as an international health and wellness company with multiple strong brands. Our name change from Cosmos Holdings to Cosmos Health indicates the change in our road map and the transformation from holding company to health care sector company.”

About Cosmos Health, Inc

Cosmos Health Inc. (Nasdaq:COSM) is a global healthcare group that was incorporated in 2009 and is headquartered in Chicago, Illinois. Cosmos Health is engaged in the nutraceuticals sector through its own proprietary lines of products “Sky Premium Life” and “Mediterranation.” Additionally, the Company is operating in the pharmaceutical sector through the provision of a broad line of branded generics and OTC medications and is involved in the healthcare distribution sector through its subsidiaries in Greece and UK serving retail pharmacies and wholesale distributors. Cosmos Health is strategically focused on the R&D of novel patented nutraceuticals (IP) and specialized root extracts as well as on the R&D of proprietary complex generics and innovative OTC products. Cosmos has developed a global distribution platform and is currently expanding throughout Europe, Asia and North America. Cosmos Health has offices and distribution centers in Thessaloniki and Athens, Greece and Harlow, UK. More information is available at www.cosmoshealthinc.com and www.skypremiumlife.com.

Forward-Looking Statements

With the exception of the historical information contained in this news release, the matters described herein, may contain 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. Statements preceded by, followed by, or that otherwise, include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could”, are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing. These statements, involve unknown risks and uncertainties that may individually or materially impact the matters discussed, herein for a variety of reasons that are outside the control of the Company, including, but not limited to, the Company’s ability to raise sufficient financing to implement its business plan, the impact of the COVID-19 pandemic and the war in Ukraine, on the Company’s business, operations and the economy in general, and the Company’s ability to successfully develop and commercialize its proprietary products and technologies. Readers are cautioned not to place undue reliance on these forward- looking statements, as actual results could differ materially from those described in the forward-looking statements contained herein. Readers are urged to read the risk factors set forth in the Company’s filings with the SEC, which are available at the SEC’s website (www.sec.gov). The Company disclaims any intention or obligation to update, or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Relations Contact:

Lytham Partners, LLC

Ben Shamsian

E: shamsian@lythampartners.com

P: 646-829-9701

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XML

Cover	Feb. 01, 2023
Cover [Abstract]
Entity Registrant Name	Cosmos Health Inc.
Entity Central Index Key	0001474167
Document Type	8-K
Amendment Flag	false
Entity Emerging Growth Company	false
Document Period End Date	Feb. 01, 2023
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	27-0611758
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity File Number	000-54436
Entity Address Address Line 1	141 West Jackson Blvd, Suite 4236
Entity Address City Or Town	Chicago
Entity Address State Or Province	IL
Entity Address Postal Zip Code	60604
City Area Code	312
Local Phone Number	865-0026
Security 12b Title	Common Stock, $.001 par value
Trading Symbol	COSM
Security Exchange Name	NASDAQ