CORRESP 1 filename1.htm cosm_corresp.htm

A.G.P./Alliance Global Partners

590 Madison Avenue, 28th Floor

New York, NY 10022

    

October 11, 2022

 

VIA EDGAR

 

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Real Estate & Construction

100 F Street, N.E.

Washington, D.C. 20549

Attn: Janice Adeloye

 

Re:

Cosmos Holdings Inc.

 

Registration Statement on Form S-1

 

Filed September 19, 2022, as amended

 

File No. 333-267505

 

 

 

Acceleration Request

 

Requested Date: October 13, 2022

 

Requested Time: 4:30 p.m., Eastern Time

 

Dear Ms. Adeloye:

 

In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), [AGP], as sole placement agent, hereby joins Cosmos Holdings Inc. in requesting that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-267505) (the “Registration Statement”) to become effective on October 13, 2022, at 4:30 p.m., Eastern Time, or as soon as practicable thereafter.

 

Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.

 

We will comply, and have been informed by the participating underwriters that they will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.

 

[Signature Page Follows]

 

 

 

 

      

Very truly yours, 

 

 

 

A.G.P./ALLIANCE GLOBAL PARTNERS 

 

 

 

 

By:

/s/ Thomas J. Higgins

 

Name:

Thomas J. Higgins

 

Title:

Managing Director

 

 

 

 

cc:

Ballard Spahr LLP

 

 

Davidoff Hutcher & Citron, LLP

 

 

 

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