"Yacht Industry Rolls-Royce" Battle: Czech Capital's 29.9% Stake Pushes for Control, Is Weichai's Dominance Secure?

Why did AI · KKCG precisely choose a 29.9% stake?

Interface News Reporter | Niu Qichang

In early spring 2026, the “Rolls-Royce of the yacht industry” controlled by Shandong state-owned assets—Ferretti Group (09638.HK, hereafter “Ferretti”)—faced a strong “knock” from Czech capital KKCG.

The capital battle began in early January, with both sides engaging in increasingly intense exchanges: KKCG attempted to raise its shareholding to 29.9% through a “partial tender offer,” creating a “dual-head” board structure with the approximately 38.76% controlling shareholder FIH (Ferretti International Holding S.p.A., fully owned by Weichai Group); meanwhile, Ferretti’s board, supported by independent financial advisors, recommended that independent shareholders reject the offer and continued to increase holdings on the secondary market to resist.

On March 18, KKCG reiterated that its premium offer was attractive and presented an opportunity to improve corporate governance, while claiming that the independent financial advisor’s opinion was unfair.

Behind this control battle, after Weichai Group’s decade-long involvement in Ferretti, frictions between the current management and major shareholders have surfaced. Czech capital is attempting to challenge the dominance of the Chinese major shareholder with minimal cost, targeting this Italian luxury brand.

Precise 29.9% Positioning

On January 19, KKCG, holding 14.5%, announced an offer price of €3.5 per share to acquire up to 52.1329 million Ferretti shares. If all shares were accepted, the stake would jump to 29.9%, second only to the controlling shareholder FIH.

29.9%—this number is no accident.

Interface News notes that, according to Hong Kong’s “Takeovers and Mergers Code,” anyone and their concerted parties who acquire 30% or more of a company’s voting rights must make a mandatory full offer to buy out all remaining shares. This means that if KKCG aims for 30%, it would need to prepare significantly more than €182 million, and face a full counterattack from major shareholder Weichai Group.

“KKCG’s strategy is very clear: 29.9% avoids the regulatory red line of a mandatory offer, while as the second-largest shareholder, it gains enough influence to nominate directors and participate in major decisions at shareholder meetings. It’s essentially a way to leverage minimal investment into future board influence in a company worth billions,” a banker familiar with Hong Kong M&A rules told Interface News.

Public data shows FIH directly owns about 129 million Ferretti shares. Through ownership transparency, FIH is wholly owned by Weichai Holdings (Hong Kong), a subsidiary of Weichai Group, which itself is a wholly owned subsidiary of Shandong Heavy Industry Group, under the State-owned Assets Supervision and Administration Commission of Shandong Province.

KKCG is a Czech investment group operating in 41 countries, founded by Karel Komárek, with core industries including entertainment, energy, technology, and real estate.

KKCG’s explicit purpose for this offer is to increase its nominations in the upcoming Ferretti board election in May, aiming to reshape the board through a “proxy war.”

Interface News notes that, currently, Ferretti’s 9-member board includes 6 members from China, among them Executive Director Tan Ning, Non-Executive Directors Hao Qinggui and Jin Zhao, all from Weichai.

“Although the Chinese side holds the majority of board seats, major decisions still need to consider the opinions of the Italian management and minor shareholders, especially since the company’s CEO and other Italian representatives often hold significant influence in operations,” said the banker familiar with Hong Kong M&A rules. Holding 29.9% essentially secures at least one board seat, possibly more, which explains why Weichai, with nearly 40%, remains cautious about KKCG’s entry.

Source: KKCG Official Website

In fact, KKCG began accumulating shares as early as June 2023, reaching a 14% stake by April 2025.

Faced with this “abnormal movement” by Czech capital, FIH also recognized the potential threat and started increasing holdings before the offer was launched. As of March 17, FIH continued to buy shares, reaching a 39.53% stake at the time of writing, leaving about 10% room before reaching the 50% absolute control threshold.

Under the combined effect of major shareholder accumulation and market expectations, Ferretti’s stock price recently surged.

As of March 18 close, the stock traded at HKD 37.90 per share, up 49.57% since December last year, significantly above the offer price (about HKD 31.71, based on the reference exchange rate).

Confrontation: Multiple Doubts on Valuation, Liquidity, and Governance Risks

In response to the Czech capital’s offensive, FIH issued a statement opposing the partial offer, emphasizing “continued effective control at the next annual general meeting and appointment of the majority of directors.”

On March 12, Ferretti’s board released a lengthy response document, with independent financial advisor Hode stating that the offer was “not attractive” to independent shareholders and was “unfair and unreasonable,” recommending rejection.

Interface News summarizes that the independent advisor’s main reasons are:

First, the valuation is too low.

Although the €3.5 per share (HKD 31.71) offer represented a 21.3% premium over the official Milan Exchange price on December 11, 2025 (the unaffected date), and a 21.9% premium over Hong Kong’s closing price of HKD 26.02 that day, it was below recent trading prices—on March 11, Ferretti traded at €3.756 on Milan and HKD 34.40 in Hong Kong, both above the offer price.

Moreover, the implied enterprise value (EV/EBITDA) multiple of only 5.3x is significantly lower than comparable companies in the yacht and luxury goods sectors. Based on this, the advisor considers the offer unattractive.

Source: Announcement

Second, the “partial offer” structure has inherent flaws.

Hode pointed out that due to the partial offer and proportional allocation, accepting shareholders cannot fully exit, and remaining shares face risks of reduced liquidity and increased volatility.

It is estimated that if all independent shareholders accept the offer, about 18% of shares could be exited. This means a large residual stake would remain, risking large-scale sell-offs or downward pressure on the stock later.

In contrast, direct sales on the open market could yield higher returns and easier liquidity.

Third, the strategic intent of the counterparty is unclear.

Hode noted that although KKCG is the second-largest shareholder, it has not participated in operations or proposed clear development plans for the luxury yacht business, raising questions about how it would support the company’s ongoing operations and growth.

Finally, governance risks.

Hode warned that if KKCG completes the acquisition, a confrontation between two major shareholders could lead to deadlock in board decisions.

Specifically, with both FIH and KKCG holding significant stakes but neither holding a majority, differing strategies could cause board deadlock, harming corporate governance stability.

On March 18, in response to the independent advisor’s doubts, KKCG quickly countered, claiming the opinions were flawed and the conclusions biased:

First, Hode failed to fully consider that stock price movements are mainly driven by two factors—continued buying by major shareholder FIH and upward pressure from the offer itself. KKCG pointed out that once the offer ends, the stock price is likely to fall back to previous levels, which the report ignored.

Second, the choice of comparable companies was inappropriate—comparing to broad luxury brands, cruise lines, or defense shipbuilders, which differ greatly in business model, pricing power, and scale from Ferretti, lacks comparability.

Third, regarding governance imbalance, KKCG believes that currently, Ferretti is dominated by a single shareholder, and introducing a second large shareholder would create a more balanced ownership structure, better protecting minority shareholders and strengthening the board’s responsibility to all shareholders.

Additionally, KKCG questioned the fairness of the above opinions, noting that the board and independent director committee’s recommendations rely on votes from non-independent directors appointed by FIH (out of six directors, four are non-independent FIH appointees). Given FIH’s public opposition to the offer, these directors have vested interests and cannot represent all shareholders.

Interface News attempted to contact FIH, Weichai Group, and KKCG but received no response as of publication.

Regarding this takeover bid, company officials told Interface News, “Please refer to the official board announcement.”

Internal Fractures at Ferretti?

Amid the bidding war, another long-standing undercurrent adds complexity to this battle.

Previously reported by Interface News, Weichai Group officially took control of Ferretti in 2012.

At that time, Ferretti was in crisis. Weichai signed a framework agreement with major creditors and shareholders: investing €178 million for 75% equity and providing a €196 million loan.

Weichai claimed that after restructuring, the company received strong financial support, along with global industry integration experience, high-end manufacturing, and digital transformation expertise, providing complementary resources.

However, over a decade later, behind this ownership contest, the relationship between Ferretti’s management and the Chinese major shareholder appears to have cooled from the “honeymoon” period.

The independent advisor’s report cites Bloomberg, stating that Ferretti’s management and Weichai had tensions over a share buyback plan. “Due to disagreements, CEO Alberto Galassi ousted Weichai-related directors to strengthen control.”

The report also mentions that Bloomberg quoted an internal document from Weichai expressing concerns over Ferretti’s asset security and operational quality, though it’s unclear whether Weichai has any response plans.

In response, the independent advisor said the board had not commented on these rumors, and it’s unclear whether they have affected the company.

Source: Bloomberg

Interface News notes that FIH recently responded to rumors that it “hinders Ferretti’s growth plans,” stating that Weichai has been a long-term strategic investor since 2012, and claims that allegations of Weichai/FIH blocking growth are baseless and unfounded.

In fact, Ferretti’s performance continues to improve.

By the end of 2025, the company reported approximately €1.232 billion in new yacht revenue, up 5.0%; net profit of €90.1 million, up 2.2%; and order backlog of about €1.716 billion, up 3.1%.

For Ferretti, amid global geopolitical tensions and sluggish economic growth, its top-tier consumer market operates in its own cycle. High-end clients’ purchasing decisions seem unaffected by macro fluctuations, giving the luxury yacht industry a unique stability.

The offer acceptance period began on March 16. The final decision rests with independent shareholders. Whether KKCG can reach its 29.9% increase target remains to be seen.

For Ferretti, regardless of whether KKCG “boards the ship,” balancing the relationship between major shareholders and management, and resolving potential governance conflicts, will be key challenges for this “yacht industry Rolls-Royce” in the future.