LabelVie shareholders will decide in November whether to bring the Moroccan retailer under the same listed company as Retail Holding, in a restructuring that would end LabelVie’s existence as a separate company.
The company has called an extraordinary general meeting for 10:00 on 20 November 2026 at its administrative headquarters in Skhirat. Shareholders will vote on the merger agreement and its financial terms.
The plan would bring the activities of both companies under Retail Holding, which would be listed on the Casablanca Stock Exchange. The merger would take effect on the day Retail Holding shares begin trading, with the two operations legally linked.
Retail Holding would take over all of LabelVie’s assets and liabilities, with a net value estimated at 12.46bn dirhams. This comprises assets worth 24.19bn dirhams, minus liabilities of 11.73bn dirhams, according to LabelVie’s merger notice.
The transaction would increase Retail Holding’s share capital by 105.67m dirhams and create a merger premium of 11.83bn dirhams. Retail Holding would also cancel LabelVie shares it already owns, which have a book value of 532.42m dirhams.
How the share exchange would work
LabelVie shareholders would receive eight Retail Holding shares for every 11 LabelVie shares they hold.
The number of Retail Holding shares would rise from 1,168,395 to 2,225,131 following the exchange.
The stock market listing would not include a separate share issue for new investors. The only shares admitted to trading would be those created to compensate LabelVie shareholders for the merger.
The arrangement is designed to allow existing LabelVie shareholders to keep their investment through shares in the newly listed company, which they could trade once the transaction is completed.
Changes to voting rights
The restructuring would introduce a system under which some Retail Holding shares could carry double voting rights.
Fully paid-up registered shares held by the same shareholder for at least two years would qualify for two votes per share.
The measure is intended to help Best Financière, Retail Holding’s long-standing reference shareholder, retain control of the company. It would be supported by a voting agreement with other existing shareholders.
Former LabelVie shareholders would have to wait two years after the merger to qualify for double voting rights. They would also need to keep their shares registered in their names throughout that period.
LabelVie to disappear as a separate company
The merger would legally end LabelVie as a separate company, without liquidation. Its shares would also be removed from the Casablanca Stock Exchange under the terms set out in the transaction prospectus.
The companies say the restructuring would bring their activities closer together, improve coordination between their retail brands and allow them to share expertise.
They also aim to reduce duplication, generate operational savings and bring the interests of both groups of shareholders together under a single corporate structure.
The proposal now depends on LabelVie shareholders, who will vote on the merger agreement and its financial arrangements at the meeting in Skhirat on 20 November 2026.
