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Marrakech – LabelVie and Retail Holding announced on Tuesday a merger that redrafts the competitive map of Morocco’s retail distribution sector. The deal will see Retail Holding absorb LabelVie through a fusion-absorption, creating a new multi-brand group listed on the Casablanca Stock Exchange.
The boards of both companies met on Monday and approved the terms. A press conference was held on Tuesday in Casablanca to outline the details.
Under the deal, LabelVie’s equity has been valued at MAD 12.46 billion ($1.246 billion). The exchange ratio is set at eight Retail Holding shares for every eleven LabelVie shares.
The transaction is an all-share deal with no cash component. Once completed, LabelVie will be dissolved without liquidation. Its shareholders will automatically become shareholders of the new listed entity.
Retail Holding, currently LabelVie’s controlling shareholder, operates franchise brands in Morocco, including Kiabi, Burger King, Brands & Co, and Ansamble. It also runs King Cash in Côte d’Ivoire.
LabelVie is Morocco’s leading multi-format retailer, operating more than 411 stores across 37 cities under the Carrefour, Carrefour Market, Carrefour Express, Atacadão, and Supeco banners. The company employs over 10,300 people.
The merged group targets consolidated revenue of MAD 47 billion ($4.7 billion) by 2030. That represents more than a doubling from MAD 21.7 billion ($2.17 billion) recorded in 2025, translating to an average annual growth rate of 16.7%.
EBITDA is projected to reach MAD 3.8 billion ($380 million) in 2030, up from MAD 1.7 billion ($170 million) in 2025, with margins improving from 5.5% to 8.5%. Net income is expected to grow at an annual average of 28.9%, reaching MAD 1.43 billion ($143 million) by 2030, compared to MAD 403 million ($40.3 million) in 2025.
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Synergies are a central part of the business case. The group expects MAD 118 million ($11.8 million) in additional EBITDA by 2027 and over MAD 166 million ($16.6 million) from 2028 onward.
These gains will come from centralized purchasing, supply chain optimization, cross-selling between brands, shared support functions in IT, logistics, finance, and human resources, and multi-brand loyalty programs.
The group’s debt-to-equity ratio is expected to drop from roughly 55% in 2025 to about 38% in 2026 and 33% by 2030. A MAD 10 billion ($1 billion) investment program is planned, fully funded through internal cash generation. The dividend payout ratio will be maintained between 55% and 60%.
Rachid Hadni, chairman of LabelVie’s board, said the deal extends the company’s development trajectory by integrating new brands into a more diversified and structured group.
Riad Laissaoui, chairman of Retail Holding, described the merger as the result of a long-standing strategic convergence between the two partners.
According to Amine Bennis, LabelVie’s deputy general manager for administration and finance, the operation would shift the group from a siloed structure to an integrated platform.
The introduction of double voting rights for long-term shareholders will allow the controlling shareholder to maintain governance control despite capital dilution. Reference shareholders have signaled their intention to remain committed over the long term.
The deal remains subject to regulatory approval from the Moroccan Capital Market Authority (AMMC) and the endorsement of extraordinary general assemblies of both companies. The AMMC visa is expected between mid- and late July. If conditions are met, the merger should take effect in early August 2026, with retroactive application to January 1, 2026.
At that point, Retail Holding’s shares will begin trading on the Casablanca Stock Exchange through a direct listing, marking the birth of a new anchor stock in Morocco’s distribution sector.
