Sofgen Pharma (PROCF) files Form 15; ends Section 12(g) registration

Rhea-AI Filing Summary

Sofgen Pharma S.A. submitted a Form 15 certifying termination of registration under Section 12(g) of the Securities Exchange Act of 1934, effective by the filing dated March 16, 2026. The notice lists Ordinary shares (nominal $0.01) and Warrants exercisable at $11.50 as the classes covered, and shows 80 holders of the ordinary shares and 44 holders of the warrants.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER
SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION
OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.

Commission File Number 001-40851

Sofgen Pharma S.A.

(Exact name of registrant as specified in its charter)

9 rue de Bitbourg, L-1273

Luxembourg

Grand Duchy of Luxembourg

R.C.S. Luxembourg: B253360

Tel: +356 7995-6138

(Address, including zip code, and telephone number, including area code, of registrant’s
principal executive offices)

Ordinary shares, nominal value $0.01 per share

Warrants, exercisable for one ordinary share at an exercise price of $11.50 per share

(Title of each class of securities covered by this Form)

None

(Titles of all other classes of securities for which a duty to file reports under section 13(a) or
15(d) remains)

Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:

	Rule 12g-4(a)(1)	☒
	Rule 12g-4(a)(2)	☐
	Rule 12h-3(b)(1)(i)	☒
	Rule 12h-3(b)(1)(ii)	☐
	Rule 15d-6	☐
	Rule 15d-22(b)	☐

Approximate number of holders of record as of the certification or notice date:

Ordinary shares, nominal value $0.01 per share: 80 holders

Warrants, exercisable for one ordinary share at an exercise price of $11.50 per share: 44 holders

Pursuant to the requirements of the Securities Exchange Act of 1934, Sofgen Pharma S.A. has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.

Page 2  of 3

	SOFGEN PHARMA S.A.
Date: March 16, 2026	By:	/s/ Melissa Angelini
		Name: Melissa Angelini
		Title: Interim Chief Executive Officer

Page 3 of 3

FAQ

What does Sofgen Pharma (PROCF) say in its Form 15?

It certifies termination of registration under Section 12(g). The Form 15, signed March 16, 2026, lists ordinary shares (nominal $0.01) and warrants exercisable at $11.50 as the covered classes and notes holder counts of 80 and 44 respectively.

Does the Form 15 for PROCF stop public reporting obligations?

Yes — it notifies termination of the duty to file under Section 12(g). The filing is a certification/notice under the Exchange Act; it indicates the company is terminating registration or suspending the duty to file for the listed classes.

Which securities are covered by Sofgen Pharma's Form 15 (PROCF)?

Ordinary shares and warrants are covered. The Form 15 identifies ordinary shares with a $0.01 nominal value and warrants exercisable for one ordinary share at an $11.50 exercise price as the classes referenced in the notice.

What holder counts are disclosed in the PROCF Form 15?

The filing lists 80 holders of ordinary shares and 44 holders of warrants. Those counts appear verbatim in the Form 15 excerpt and are presented as the reported numbers of record holders for the respective classes.

Who signed the Form 15 for Sofgen Pharma (PROCF)?

Melissa Angelini, Interim Chief Executive Officer, signed the Form 15. The signature block in the filing shows the certification was executed by Melissa Angelini on behalf of Sofgen Pharma S.A., dated March 16, 2026.