KKCG names full board slate with Galassi at the helm

KKCG Maritime has submitted ten candidates for election to Ferretti’s board of directors at the 14 May annual general meeting, proposing Karel Komarák as chairman and confirming Alberto Galassi’s continuation as CEO. The move follows the close of KKCG’s voluntary partial tender offer on 13 April and marks the formal start of a contest that will determine the direction of the famous shipyard in an unprecedented battle for the board. 

The offer closed, securing valid acceptances for just over 29.6 million shares (56.8 per cent of the maximum sought and 8.7 per cent of Ferretti’s total share capital), with more than 13.5 million shares tendered on the final day alone.

In terms of the money, the acceptance fell below the 52 million share cap, meaning KKCG will purchase all tendered shares at €3.90 per share for around €115.5 million, settling on today (20 April).

This brings KKCG Maritime holdings to about 78.6 million shares - 23.248 per cent of Ferretti’s subscribed and paid-in share capital, according to the results notice filed with the Hong Kong Stock Exchange on 14 April.

The proposed board is a construction centred around Komarák’s candidacy for chairman, which is easily the most interesting element of the slate.

“Ferretti is a fundamentally strong company with extraordinary brands, talented people and proven management,” says Komarák. “Our slate is built on two priorities: maintaining the continuity of effective leadership, through Alberto Galassi, and materially strengthening governance at Board level so Ferretti can act far more decisively on strategic opportunities, capital allocation and long-term value creation.”

Alongside him sits KKCG’s chief financial officer and a former Morgan Stanley investment banker with fifteen years of M&A experience, Katarína Kohlmayer, who is proposed as a non-executive director. Kamil Zeman, executive director of KKCG Maritime and a former J.P. Morgan banker, completes the KKCG-aligned triumvirate as they push for a full board takeover of the Italian shipyard.

Piero Ferrari and Stefano Domenicali, both sitting Ferretti directors who broke from the board’s majority recommendation to reject the offer, are notably retained on the KKCG slate as non-executive and independent non-executive directors, respectively.

The remaining candidates bring sizeable weight of independent governance from private equity markets. Former Allen & Overy partner Jane Townsend and ex PwC director Zuzana Prokopcóvá are proposed as independent non-executive directors. Seasoned former Morgan Stanley exec, Francesca Filippini Pinto, also brings luxury sector expertise.

But this is more than just a European private equity play, as arguably the most incisive appointment on the slate is the seemingly silent Bader Al-Kharafi. The vice chairman and group chief executive of telecom giant Zain Group crossed the 5 per cent Consob disclosure threshold in Ferretti on the final day of the acceptance period, hardly the markings of a passive decision and one that implies either deliberate accumulation or deliberate timing. Zain operates across Kuwait, Saudi Arabia, Iraq, Jordan and across the Middle East with networks that translate with reasonable directness into one of Ferretti and the wider market’s most coveted demand pools.

In parallel with the board slate, KKCG Maritime has also formally submitted its candidates for election to Ferretti’s Board of Statutory Auditors. Ferretti will publish all submitted candidate lists, including Weichai’s (which has not yet been made public), by Thursday, 23 April, the next significant milestone in the run-up to the AGM.

The slate submission follows a genuinely divisive episode in Ferretti’s board during the offer period, where the Independent Board Committee split publicly for the first time on the response to the revised €3.90 offer. Five members, all non-executive nominees of Ferretti International Holding (Weichai’s wholly owned subsidiary), maintained the rejection recommendation. But Ferrari and Domenicali broke ranks and formally recommended acceptance, whilst Galassi abstained. The full board voted by majority to maintain that the revised consideration was “not fair and not reasonable”, with Ferrari and Domenicali dissenting.

The late surge in acceptances that followed was driven in large part by Ferrari’s decision to tender his entire 4.63 per cent stake. Giuliano Felten, head of Ferretti’s Security and Defence division, also tendered 326,000 shares at €3.90 on 1 April per an internal dealing notification on Borsa Italiana, a transaction valued at around €1.27 million.

The shareholder register as it stands: Weichai above 39 per cent via Ferretti International Holding, KKCG Maritime at 23.248 per cent, Al-Kharafi at 5 per cent, Iervolino at just under 5 per cent, Biglari Holdings at 3.4 per cent and the Bombassei family at around 2 per cent, with the remainder in dispersed institutional and retail hands. The distribution of board seats will reflect the relative weight of competing slates under Italian list voting rules, where every major independent shareholder's hand could prove decisive. And the positions of Iervolino, Biglari and the Bombassei family are currently publicly unknown.

Italy’s corporate landscape has long been defined by the stability of concentrated and family-aligned ownership. But a dual-listed company with a Chinese controlling shareholder, a European challenger now holding a near-blocking position, an already divided board and a full competing slate including the company’s current chief executive? It is a configuration with little recent precedent in Italian public company history.

And all the while, the actual business at the centre of this contest continues to perform sturdily. Full-year 2025 results show net revenue of €1.28 billion, up 3.2 per cent on 2024, adjusted EBITDA up 6.7 per cent to €202.8 million and net profit of €90.1 million. A final dividend of €0.11 per share has been proposed, subject to AGM approval. Ferretti is a well-run company and both sides know it. The battle is as much about who as it is about how.

Profile links

Ferretti SpA

Click here to become part of The Superyacht Group community, and join us in our mission to make this industry accessible to all, and prosperous for the long-term. We are offering access to the superyacht industry’s most comprehensive and longstanding archive of business-critical information, as well as a comprehensive, real-time superyacht fleet database, for just £10 per month, because we are One Industry with One Mission. Sign up here.