Sothema: Dual Capital Boost Signals Strategic Pharma Expansion and Management Alignment

Moroccan pharmaceutical equities | capital structure enhancements | M&A-driven growth catalysts | emerging market healthcare allocations

Sothema, a leading Casablanca-listed pharmaceutical player, has convened an Extraordinary General Meeting (EGM) for November 24, 2025, at 3:00 PM to approve a twin capital increase initiative—blending in-kind asset integration with a targeted cash infusion to accelerate regional dominance and operational scaling, presenting a compelling value proposition for global healthcare funds eyeing North Africa’s burgeoning medtech and generics pipeline.

This structured raise, totaling up to MAD 100.33 million, underscores Sothema’s proactive deleveraging and growth playbook, leveraging bolt-on acquisitions to fortify its therapeutic portfolio while injecting liquidity for capex and market penetration—aligning incentives with key executives to drive sustained EBITDA margins in a sector ripe for 15-20% CAGR through 2028.

In-Kind Infusion: Acquisitive Synergies via Soludia Maghreb Stake

The primary tranche entails a MAD 20.33 million capital uplift through the issuance of 406,728 new shares at a nominal value of MAD 50 each, fully subscribed via an aggregate emission premium of MAD 610.09 million. This will be settled entirely in-kind by Capmezzanine III and Abdellaziz Razkaoui, transferring 12,046 ordinary shares in Soludia Maghreb—a strategic pharmaceutical entity whose integration promises immediate revenue accretion and diversified product lines in high-margin segments like oncology and cardiology.

Contingent on EGM approval, this move will necessitate an amendment to Article 6 of the company’s statutes, embedding the asset’s value into Sothema’s consolidated balance sheet and enhancing ROIC through seamless synergies. For institutional allocators, this non-dilutive structure—trading at a forward P/E below 12x—amplifies exposure to Morocco’s privatizing healthcare ecosystem, where demographic tailwinds and regulatory tailwinds (e.g., import substitution mandates) position Sothema as a defensive growth anchor amid the MASI’s +31% YTD rally.

Cash Component: Executive-Led Expansion with Preemptive Waiver

Complementing the in-kind leg, a secondary raise of up to MAD 80 million (premium inclusive) will materialize in cash, issuing shares at MAD 50 nominal value with subscription prices ranging from MAD 1,450 to MAD 1,500 per share—implying a 20-25% premium to recent trading levels and underscoring market conviction in the group’s trajectory.

Notably, this issuance will waive preemptive subscription rights in favor of Sothema’s directors and subsidiary management, pursuant to Law No. 17-95 on public limited companies, fostering skin-in-the-game alignment to expedite R&D pipelines, export thrusts into Sub-Saharan Africa, and facility modernizations. At a blended pricing, the raise dilutes minimally while bolstering net cash for opportunistic M&A, targeting a post-transaction leverage below 1.5x EBITDA—attractive for yield-oriented EM strategies seeking 8-10% dividend kickers.

Investment Implications: Pharma Alpha in Morocco’s USD 100B+ Marketplace

Sothema’s dual raise exemplifies Morocco’s maturing equity landscape, where Casablanca-listed firms like this pharma bellwether deliver scalable models amid fiscal reforms capping deficits at 3% of GDP and inflation at 0.4%. With H1 2025 revenues up 17% and net profits +18%, the transaction catalyzes a re-rating toward MAD 1,600/share (15% upside), inviting foreign funds to layer in ahead of the EGM for exposure to resilient, export-led healthcare plays.

In a portfolio context, Sothema offers low-beta convexity within diversified EM baskets, blending stable cash flows with innovation upside—ideal for healthcare satellites or regional tilts as global nearshoring elevates North Africa’s med supply chain role.