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Ferretti Group M&A Activity 2026

Mar 1, 2026

6296_rns_2026-03-01_045dacf2-1b02-420a-b75c-b1692e5d9248.pdf

M&A Activity

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of KKCG Maritime or the Issuer.

This announcement is not for release, dissemination, publication or distribution, in whole or in part, directly or indirectly in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction.

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KKCG

Maritime

AZÚR A.S.

(incorporated under the laws of the Czech Republic)

VOLUNTARY CONDITIONAL PARTIAL PUBLIC TENDER OFFER LAUNCHED BY KKCG MARITIME TO ACQUIRE UP TO 52,132,861 SHARES OF FERRETTI S.P.A. (STOCK CODE: 09638.HK; EXM: YACHT), REPRESENTING 15.4% OF THE ISSUER'S SHARE CAPITAL

APPROVAL AND CLEARANCE OF THE OFFER DOCUMENT BY CONSOB AND THE EXECUTIVE

EXECUTIVE CONSENT IN RESPECT OF THE OFFER PURSUANT TO RULE 28.1 OF THE HK TAKEOVERS CODE

Financial advisers to the Offeror

UniCredit

SOMERLEY

Announcement pursuant to Article 36, paragraph 1, of the Issuers' Regulation

Prague, 27 February 2026 – Reference is made to (i) the notice published by KKCG Maritime dated 19 January 2026 pursuant to which KKCG Maritime announced its decision to launch a voluntary conditional partial public tender offer to acquire up to 52,132,861 shares of Ferretti, representing 15.4% of Ferretti's subscribed and paid-in share capital (i.e., the Offer) (the "Notice"); (ii) the announcement published by KKCG Maritime dated 29 January 2026 regarding the filing of the Offer Document with Consob and the Executive; (iii) the announcement published by KKCG Maritime dated 10 February 2026 regarding the suspension of Consob's review period in relation to the Offer Document; and (iv) the announcement published by KKCG Maritime dated 23 February 2026 regarding the reopening of Consob's review period in relation to the Offer Document. Unless the context requires otherwise, capitalised terms used in this announcement shall have the same meanings given to them in the Notice.


2

APPROVAL AND CLEARANCE OF THE OFFER DOCUMENT BY CONSOB AND THE EXECUTIVE

KKCG Maritime announces that (i) on 25 February 2026, Consob notified KKCG Maritime of its approval of the Offer Document, granted by resolution no. 29 dated 25 February 2026; and (ii) on 27 February 2026, the Executive confirmed that it has no further comments on the Offer Document. Accordingly, the Offer Document, together with the Acceptance Form, will be published on Monday, 2 March 2026 (CET).

The Offer Document will include, among other things, further details of the Offer and the expected timetable. The main elements of the Offer are set out below.

MAIN ELEMENTS OF THE OFFER

The Acceptance Period of the Offer, as agreed with Borsa Italiana and the Executive, will commence at 8:30 a.m. (CET) (3:30 p.m. (HKT)) on 16 March 2026 and will end at 5:30 p.m. (CET) (11:30 p.m. (HKT)) on 13 April 2026 (inclusive), unless extended in accordance with applicable law and with the consent of the Executive.

If the Offer is completed, KKCG Maritime will pay to each Shareholder who validly tenders its Shares to the Offer cash consideration equal to Euro 3.50 (for illustrative purposes only, equivalent to approximately HKD 31.71) (cum dividend) for each Share tendered to the Offer and purchased by KKCG Maritime. The Consideration will be paid in Euro to all such Shareholders on the Payment Date. The Payment Date will be on 20 April 2026, unless the Acceptance Period is extended in accordance with applicable law and with the consent of the Executive.

The Offer Document will be made available to the public on the websites of the Offeror (www.kkcg.com/maritime), the SFC (www.sfc.hk) and the HK Stock Exchange (www.hkexnews.hk) and will also be made available for inspection at:

(i) the registered office of KKCG Maritime in Prague (Czech Republic), Evropská 866/71, Vokovice, 160 00 Prague 6;
(ii) the registered office of Equita SIM S.p.A. (Intermediary Responsible for Coordinating the Collection of Acceptances) at in Milan (Italy), Via Filippo Turati 9;
(iii) the Global Information Agent's website (www.georgeson.com/it);
(iv) the office of Equita SIM S.p.A. (Appointed Intermediary) at Milan (Italy), Via Filippo Turati 9;
(v) the office of Banca Akros – Banco BPM Group (Appointed Intermediary) at Milan (Italy), Viale Eginardo 29;
(vi) the office of BANCA MONTE DEI PASCHI DI SIENA (Appointed Intermediary) at Milan (Italy), Via Rossellini 16; and
(vii) the office of BNP Paribas, Italian Branch (Appointed Intermediary) at Milan (Italy), Piazza Lina Bo Bardi 3.


Pending publication of the Offer Document, and with regard to any matters not expressly indicated herein, reference should be made to the Notice, available on (among others) KKCG Maritime's website at www.kkcg.com/maritime, which outlines the legal framework and essential elements of the Offer.

EXECUTIVE CONSENT IN RESPECT OF THE OFFER PURSUANT TO RULE 28.1 OF THE HK TAKEOVERS CODE

As stated in the Notice, the Offer is subject to the satisfaction (or, if capable of being waived, waiver) of the Conditions.

On 27 February 2026, the Executive granted its consent in respect of the Offer pursuant to Rule 28.1 of the HK Takeovers Code. Accordingly, the Condition set out in paragraph (i) of section 7 of the Notice has been satisfied. Further announcement(s) in relation to the latest status of the Offer will be made in due course.


On behalf of

Azúr a.s.

Michal Tománek

Chairman of the Board

Kamil Zeman

Member of the Board

Prague, 27 February 2026

As of the date of this announcement, the board of directors of KKCG Maritime comprises Mr. Michal Tománek and Mr. Kamil Zeman.

As of the date of this announcement, the board of directors of KKCG Group AG comprises Mr. Karel Komárek, Mr. Jiří Radoch, Mr. Pavel Šaroch, Mrs. Katarína Kohlmayer, Mr. David Koláček, Mr. Paul Schmid, Mr. Josef Bartoš and Mrs. Alena Bastis.

The directors of KKCG Maritime and KKCG Group AG jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

In the event of any inconsistency between the Italian/English text and the Chinese text of this announcement, the Italian/English text will prevail.