Cosmos Health Inc. has entered into a non-binding letter of intent to acquire 100% of Doc Pharma S.A., a fully licensed GMP pharmaceutical manufacturer, in a move designed to deepen vertical integration and expand production capacity. The proposed acquisition is expected to be immediately accretive, supporting margin expansion, profitability, and cash flow for the global healthcare group. Doc Pharma operates a state-of-the-art, GMP-licensed production plant spanning approximately 59,000 square feet, built to the highest European standards.

Strategic and Financial Rationale

The transaction constitutes a related-party transaction and will be reviewed by a committee of independent directors, supported by an independent fairness opinion and valuation, as well as a PCAOB audit. Completion is subject to shareholder approval and final due diligence. Cosmos Health expects the deal to capture value across the entire value chain through economies of scale and optimized production.

Doc Pharma Financial Profile

Doc Pharma brings a significant asset base and established revenue stream to Cosmos Health. The financial figures represent average annual figures for the three most recent completed financial years, FY2023, FY2024, and FY2025, converted from euros into U.S. dollars based on the applicable EUR/USD exchange rate as of June 11, 2026.

Operational Capabilities

The acquisition will broaden the dosage forms Cosmos Health can manufacture in-house, including tablets, hard capsules, sachets, syrups, suspensions, solutions, drops, and sprays. Doc Pharma holds comprehensive certifications, including GMP, ISO, Kosher, and Halal, with site registrations for the UAE, Qatar, Iraq, and Lebanon. The facility features independent chemical and microbiological laboratories operating to GLP guidelines, with testing aligned to European, British, and US Pharmacopeia monographs.

Management Commentary

Greg Siokas, CEO of Cosmos Health, stated that the acquisition is a defining step in the company's vision to build a global, diversified, vertically integrated healthcare powerhouse. He highlighted that bringing Doc Pharma's state-of-the-art GMP facility and deep portfolio of advanced and branded generics in-house is expected to expand production capacity, accelerate growth, and strengthen margins.

Cosmos Health Inc. has secured an additional 180-day period to regain compliance with the Nasdaq minimum bid price requirement, providing the company time until December 7, 2026, to elevate its stock price. The extension, granted by the Listing Qualifications Department of The Nasdaq Stock Market LLC on June 10, 2026, follows the company's adherence to all other applicable listing standards, specifically the market value of publicly held shares requirement for the Nasdaq Capital Market.

To satisfy the compliance conditions, the closing bid price of Cosmos Health's common stock must maintain at least $1.00 per share for a minimum of ten consecutive business days within the newly granted compliance period. The company stated that its primary strategy focuses on organic growth and operational execution to meet this threshold.

Strategic Approach to Compliance

Cosmos Health emphasized that it does not intend to effect a reverse stock split unless it becomes necessary to maintain its Nasdaq listing. Management views a reverse split as a measure of last resort. The company plans to drive shareholder value through revenue growth, pipeline advancement, and other corporate initiatives.

Greg Siokas, CEO of Cosmos Health, stated that the company's strong preference is to regain compliance without a reverse stock split. He highlighted that the plan is built around executing the business strategy to create real value for shareholders, noting that a reverse split would only be utilized to preserve the listing if absolutely required.

Key Compliance Details