6-K

UNITEDSTATESSECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

FORM6-K

REPORTOF FOREIGN PRIVATE ISSUERPURSUANT TO RULE 13a-16 OR 15d-16 OF THESECURITIES EXCHANGE ACT OF 1934

Forthe month of January 2022

CommissionFile Number: 001-40724

CHINAJO-JO DRUGSTORES, INC.****(Translation of registrant’s name into English)

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HaiWai Hai Tongxin Mansion Floor 6 Gong Shu District,

HangzhouCity, Zhejiang Province, People’s Republic of China, 310008(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

China Jo-Jo Drugstores, Inc., a Cayman Islands company (the “Company”) furnishes under the cover of Form 6-K the following:

Exhibit No.	Description of Exhibit
99.1	Earnings Release dated January 21, 2022, announcing the Company’s unaudited financial results for the six months ended September 30, 2021

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SIGNATURES

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

Date:<br> January 21, 2022	CHINA JO-JO DRUGSTORES, INC.
	By:	/s/<br>Lei Liu
	Name:	Lei<br> Liu
	Title:	Chief<br> Executive Officer

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Exhibit 99.1

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China Jo-Jo Drugstores Reports First Half ofFiscal Year 2022 Financial Results

HANGZHOU, China, January 21, 2022 /PRNewswire/ -- China Jo-Jo Drugstores, Inc. (NASDAQ: CJJD) (“Jo-Jo Drugstores” or the “Company”), a leading online and offline retailer, wholesale distributor of pharmaceutical and other healthcare products, and healthcare provider in China, today announced its financial results for the first half of fiscal year 2022 ended September 30, 2021.

Mr. Lei Liu, Chairman and CEO of Jo-Jo Drugstores, commented, “We are pleased to have delivered a solid performance during the first half of fiscal year 2022 as we navigate through a challenging operating environment affected by multiple COVID-19 surges. We achieved record revenue of $78.48 million, up 26.8% from the same period of last year, and narrowed down 86% of net loss compared to the same period of last year. Revenue from online pharmacy and wholesale segments increased by 33.5% and 63.6%, respectively, which reflects the efforts of our team as we continue to expand our business. Our strong financial performance once again demonstrates the continuing momentum across the Company as the market recognizing the quality of our products and the brand awareness of Jo-Jo Drugstores. Our unrivaled quality management, reliable supply chains, extensive distribution network and industry-leading talent team are the reasons of the results.”

Mr. Liu continued, “ESG, standing for ‘Environment, Society and Governance’, is embedded in our core value and we are committed to improving the community we serve and protecting the lives of our employees and customers. We received 2021 China ESG Golden Awards, a Sustainability Award from Sina Finance, which recognizes our meaningful progress in delivering social and environmental benefits. The project “Healthy China 2030” will enhance the reformation and innovation in the healthcare industry. To seize this opportunity, we will continue focusing on providing excellent in-store services, accelerating digital transformation and upgrading our business model. We believe that our capability, operational performance and diversified distribution channels will enable us to generate additional revenue and create greater value for our shareholders in the long term.”

First Six Months of Fiscal Year 2022 FinancialHighlights

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	For<br> the Six Months Ended September 30,
($<br> millions, except per share data)	2021			2020			%<br> Change
Revenue		78.48			61.90			26.8	%
Retail<br> drugstores		40.42			36.74			10.0	%
Online<br> pharmacy		13.70			10.26			33.5	%
Wholesale		24.36			14.90			63.6	%
Gross profit		15.40			14.99			2.7	%
Gross margin		19.6	%		24.2	%		-4.6<br> pp	*
Loss from operations		(0.49	)		(1.94	)		74.6	%
Net loss		(0.27	)		(1.92	)		86.0	%
Loss per share		(0.01	)		(0.05	)		80.0	%
*	Notes: pp represents percentage points
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●	Revenue increased by 26.8% to $78.48 million for the six months ended September 30, 2021 from $61.90 million<br>for the same period of last year.
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●	Gross profit increased by 2.7% to $15.40 million for the six months ended September 30, 2021 from $14.99<br>million for the same period of last year.
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●	Gross margin decreased by 4.6 percentage points to 19.6% for the six months ended September 30, 2021 from<br>24.2% for the same period of last year.
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●	Net loss was $0.27 million, or $0.01 per basic and diluted share, for the six months ended September 30,<br>2021, compared to net loss of $1.92 million, or $0.05 per basic and diluted share, for the same period of last year.
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First Six Months of Fiscal Year 2022 FinancialResults

Revenue

Revenue for the six months ended September 30, 2021 increased by $16.58 million, or 26.8%, to $78.48 million from $61.90 million for the same period of last year. The increase in revenue was primarily due to the growth in online pharmacy and wholesale business.

	For the Six Months Ended September 30,
	2021							2020
($ millions)	Revenue		Cost of<br> Goods		Gross <br> Margin			Revenue		Cost of<br> Goods		Gross<br> Margin
Retail drugstores		40.42		28.90		28.5	%		36.74		24.73		32.7	%
Online pharmacy		13.70		12.29		10.3	%		10.26		8.97		12.5	%
Wholesale		24.36		21.90		10.1	%		14.90		13.20		11.4	%
Total		78.48		63.09		19.6	%		61.90		46.90		24.2	%

Revenue from the retail drugstores business increased by $3.68 million, or 10.0%, to $40.42 million for the six months ended September 30, 2021 from $36.74 million for the same period of last year. After excluding the impact of exchange rate fluctuation, the actual retail drugstores sales increased by 2.0%. The actual increase in retail drugstore sales was primarily due to continuous adjustments of merchandises, better fitness to the market, improved store employee incentive plan, and contribution from the new store sales.

Revenue from the online pharmacy business increased by $3.44 million, or 33.5%, to $13.70 million for the six months ended September 30, 2021 from $10.26 million for the same period of last year. The increase was primarily caused by an increase in sales to commercial insurance customers via the Company’s official website and an increase in sales of prescription drugs via e-commerce platforms such as Tmall. The sales via the Company’s official website were primarily made by certain pharmacy benefit management providers and insurance companies. For example, the Company has signed a service contract with Yingda Taihe Life Insurance Co. Ltd. (“Yingda”), a national insurance company. Certain companies bought private health insurances from Yingda for their employees. By linking the Company’s online pharmacy platform with Yingda and training Yingda’s employees, they are able to buy health products on the Company’s online stores. The sales from these customers contributed significantly to the Company’s official website sales. The Company’s official website sales increased by 85.5% as compared to the same period of last year. Prescription drugs used to be prohibited from online sales due to safety concern. After the nation has lifted the ban order, online prescription drug sales become popular. As a result, the sale of prescription drugs was $4.93 million for the six months ended September 30, 2021. For the same period of last year, it was $3.63 million.

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Revenue from the wholesale business increased by $9.47 million, or 63.6%, to $24.37 million for the six months ended September 30, 2021, from $14.90 million for the same period of last year. In order to obtain rebates from its major suppliers, the Company is required to make more purchase from the suppliers. To quickly resell these products, the Company chose to lower its sales price to local vendors, which in turn helped increase the sales significantly.

Gross profit and gross margin

Total cost of goods sold increased by $16.19 million, or 34.5%, to $63.09 million for the six months ended September 30, 2021, from $46.90 million for the same period of last year. Gross profit increased by $0.41 million, or 2.7%, to $15.40 million for six months ended September 30, 2021 from $14.99 million for the same period of last year. Overall gross margin decreased by 4.6 percentage points to 19.6% for the six months ended September 30, 2021, from 24.2% for the same period of last year.

Gross margins for retail drugstores, online pharmacy and wholesale were 28.5%, 10.3%, and 10.1%, respectively, for the six months ended September 30, 2021, compared to gross margins for retail drugstores, online pharmacy and wholesale of 32.7%, 12.5%, and 11.4%, respectively, for the same period of last year.

Loss from operations

Selling and marketing expenses increased by $0.54 million, or 4.3%, to $13.29 million for the six months ended September 30, 2021 from $12.75 million for the same period of last year. The increase in selling and marketing expenses was primarily due to increase in fees charged by various platforms as a result of sales increase in the Company’s online pharmacy.

General and administrative expenses decreased by $1.58 million, or 37.9%, to $2.60 million for the six months ended September 30, 2021 from $4.18 million for the same period of last year. The decrease in general and administrative expenses was primarily due to the decrease in labor cost. In response to the government insurance budget control, the Company cut off certain administration staff and combined several administrative duties. Additionally, in the six months ended September 30, 2021, the Company provided bonus to certain key staff. Such expenses, as a percentage of revenue, decreased to 3.3% from 6.8% for the same period of last year.

Loss from operations was $0.49 million for the six months ended September 30, 2021, compared to $1.94 million for the same period of last year. Operating margin was (0.6) % and (3.1)% for the six months ended September 30, 2021 and 2020, respectively.

Net loss

Net loss was $0.27 million, or $0.01 per basic and diluted share for the six months ended September 30, 2021, compared to net loss of $1.92 million, or $0.05 per basic and diluted share for the same period of last year.

Financial Condition

As of September 30, 2021, the Company has cash of $24.61 million, compared to $22.05 million as of March 31, 2021. Net cash provided by operating activities is $0.50 million for the six months ended September 30, 2021, compared to net cash used in operating activities of $0.35 million for the same period of last year. Net cash used in investing activities is $0.19 million for the six months ended September 30, 2021, compared to $1.76 million for the same period of last year. Net cash provided by financing activities is $3.43 million for the six months ended September 30, 2021, compared to $4.55 million for the same period of last year.

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About China Jo-Jo Drugstores, Inc.

China Jo-Jo Drugstores, Inc. (“Jo-JoDrugstores” or the “Company”), is a leading online and offline retailer and wholesale distributor of pharmaceutical and other healthcare products and a provider of healthcare services in China. Jo-Jo Drugstores currently operates an online pharmacy and retail drugstores with licensed doctors on site for consultation, examination and treatment of common ailments at scheduled hours. It is also a wholesale distributor of products similar to those carried in its pharmacies. For more information about the Company, please visit http://jiuzhou360.com. The Company routinely posts important information on its website.

Forward-Looking Statements

This press release contains information aboutthe Company’s view of its future expectations, plans and prospects that constitute forward-looking statements. Actual results maydiffer materially from historical results or those indicated by these forward-looking statements as a result of a variety of factors including,but not limited to, risks and uncertainties associated with its ability to raise additional funding, its ability to maintain and growits business, variability of operating results, its ability to maintain and enhance its brand, its development and introduction of newproducts and services, the successful integration of acquired companies, technologies and assets into its portfolio of products and services,marketing and other business development initiatives, competition in the industry, general government regulation, economic conditions,dependence on key personnel, the ability to attract, hire and retain personnel who possess the technical skills and experience necessaryto meet the requirements of its clients, and its ability to protect its intellectual property. The Company’s encourages you to reviewother factors that may affect its future results in the Company’s annual reports and in its other filings with the Securities and ExchangeCommission.

For more information, please contact:

Company Contact:

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Frank Zhao

Chief Financial Officer

+86-571-88077108

[email protected]

Investor Relations Contact:

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Tina Xiao

Ascent Investor Relations LLC

+1-917-609-0333

[email protected]

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CHINA JO-JO DRUGSTORES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

		****	March 31,		****
		****	2021		****
ASSETS
CURRENT ASSETS
Cash and cash equivalents	24,611,175		$	22,045,628
Restricted cash	14,576,183			12,627,016
Financial assets available for sale	92,940			91,472
Notes receivable	97,195			39,392
Trade accounts receivable	14,079,343			13,423,728
Inventories	17,443,466			16,972,965
Other receivables, net	5,768,743			5,051,960
Advances to suppliers	2,919,052			421,963
Other current assets	1,610,682			1,560,119
Total current assets	81,198,779			72,234,243
PROPERTY AND EQUIPMENT, net	6,212,655			6,549,035
OTHER ASSETS
Long-term investment	3,981,986			3,981,986
Farmland assets	857,176			835,427
Long term deposits	1,681,417			1,546,764
Other noncurrent assets	834,298			856,391
Operating lease right-of-use assets	18,580,840			16,778,729
Intangible assets, net	3,538,707			3,528,056
Total other assets	29,474,424			27,527,353
Total assets	116,885,858		$	106,310,631
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Short-term bank loan	-			762,270
Accounts payable, trade	32,828,259			29,895,830
Notes payable	31,299,086			25,663,633
Other payables	3,842,964			2,940,000
Other payables - related parties	1,133,803			445,305
Customer deposits	1,642,586			1,146,247
Taxes payable	519,531			197,733
Accrued liabilities	396,787			501,111
Long-term loan payable-current portion	2,643,513			2,557,634
Current portion of operating lease liabilities	1,562,318			788,171
Total current liabilities	75,868,847			64,897,934
Long-term loan payable	590,640			1,892,269
Long-term operating lease liabilities	16,063,306			15,118,083
Total liabilities	92,522,793			81,908,286
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY
Common stock; 0.001 par value; 250,000,000 shares authorized; 41,751,790 and 41,751,790 shares issued and outstanding as of September 30, 2021 and March 31, 2021	41,752			41,752
Preferred stock; 0.001 par value; 10,000,000 shares authorized; nil issued and outstanding as of September 30 and March 31, 2021	-			-
Additional paid-in capital	66,516,033			66,516,033
Statutory reserves	1,309,109			1,309,109
Accumulated deficit	(45,205,117	)		(44,942,374	)
Accumulated other comprehensive income	3,046,753			2,818,185
Total stockholders’ equity	25,708,530			25,742,705
Noncontrolling interests	(1,345,465	)		(1,340,360	)
Total equity	24,363,065			24,402,345
Total liabilities and stockholders’ equity	116,885,858		$	106,310,631

All values are in US Dollars.

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CHINA JO-JO DRUGSTORES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(UNAUDITED)

****	For the six months ended September 30,					****
****	2021		****	2020		****
REVENUES, NET	$	78,484,478		$	61,896,857
COST OF GOODS SOLD		63,085,681			46,903,886
GROSS PROFIT		15,398,797			14,992,971
SELLING EXPENSES		13,292,931			12,747,919
GENERAL AND ADMINISTRATIVE EXPENSES		2,598,175			4,181,725
TOTAL OPERATING EXPENSES		15,891,106			16,929,644
LOSS FROM OPERATIONS		(492,309	)		(1,936,673	)
OTHER INCOME (EXPENSE):
INTEREST INCOME		110,291			351,255
INTEREST EXPENSE		(156,786	)		(245,079	)
OTHER		274,883			(74,475	)
CHANGE IN FAIR VALUE OF PURCHASE OPTION AND WARRANTS LIABILITY		-			27,784
LOSS BEFORE INCOME TAXES		(263,921	)		(1,877,188	)
PROVISION FOR INCOME TAXES		3,927			38,595
NET LOSS		(267,848	)		(1,915,783	)
LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTEREST		(5,105	)		(190,555	)
NET LOSS ATTRIBUTABLE TO CHINA JO-JO DRUGSTORES, INC.		(262,743	)		(1,725,228	)
OTHER COMPREHENSIVE GAIN
FOREIGN CURRENCY TRANSLATION ADJUSTMENTS		228,568			1,125,030
COMPREHENSIVE LOSS		(39,280	)		(790,753	)
WEIGHTED AVERAGE NUMBER OF SHARES:
Basic		41,751,790			36,232,144
Diluted		41,751,790			36,232,144
LOSS PER SHARES:
Basic	$	(0.01	)	$	(0.05	)
Diluted	$	(0.01	)	$	(0.05	)

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CHINA JO-JO DRUGSTORES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

****	For the six months ended September 30,					****
****	2021		****	2020		****
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(267,848	)	$	(1,915,783	)
Adjustments to reconcile net income to net cash provided by operating activities:
Bad debt direct write-off and provision		(159,978	)		(286,076	)
Depreciation and amortization		672,825			1,258,156
Change in fair value of purchase option derivative liability		-			(27,784	)
Accounts receivable, trade		(442,229	)		41,724
Notes receivable		(57,097	)		(13,675	)
Inventories and biological assets		(197,928	)		(448,573	)
Other receivables		(695,832	)		279,650
Advances to suppliers		(2,487,104	)		(531,255	)
Other current assets		(94,153	)		(853,289	)
Long term deposit		(109,694	)		(15,106	)
Other noncurrent assets		35,787			13,619
Accounts payable, trade		2,449,608			2,362,338
Other payables and accrued liabilities		1,055,417			(845,411	)
Customer deposits		477,331			509,549
Taxes payable		318,214			123,082
Net cash used in operating activities		497,319			(348,834	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of equipment		(73,471	)		(33,968	)
Purchases of intangible assets		(6,962	)		(55,038	)
Investment in a joint venture		-			(1,422,193	)
Additions to leasehold improvements		(105,638	)		(246,846	)
Net cash used in investing activities		(186,071	)		(1,758,045	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from short-term bank loan		-			714,160
Repayment from short-term bank loan		(773,500	)		-
Repayment of  third parties loan		(1,285,484	)		(1,175,725	)
Proceeds from notes payable		31,258,674			22,668,388
Repayment of notes payable		(26,041,718	)		(26,949,176	)
Decrease in Employee Deposits		-			(57,133	)
Exercise of warrants		-			77,500
Proceeds from equity financing		-			9,205,173
Repayment of other payables-related parties		269,994			68,994
Net cash provided by financing activities		3,427,966			4,552,181
EFFECT OF EXCHANGE RATE ON CASH		775,500			1,941,058
DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH		4,514,714			4,386,360
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period		34,672,644			30,982,606
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, end of period	$	39,187,358		$	35,368,966
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest		156,786			247,371
Cash paid for income taxes	$	3,927		$	3,457

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