Sturm Ruger rejects Beretta Holding's offer
The company had offered to acquire 20 per cent as it already held 9.95 per cent of the capital at $44.80 per share. Legal action is not ruled out
The board of Sturm, Ruger & Co has rejected Beretta holding's proposal to acquire 20% of the Wall Street-listed US company. Today the company's request to lift the 'poison pills' the defence mechanism adopted by the board on 14 October 2025, when Beretta had risen 9.95 per cent in capital to become the largest shareholder, expired. "The board is more concerned about protecting itself than positioning the company for future success and maximising shareholder value," Beretta Holding wrote to the Ruger board, confirming a meeting on 9 April to find mediation. Beretta Holding said it remains sceptical of the board's intentions and will continue to evaluate legal alternatives. "Beretta Holding will not hesitate to take all necessary measures to protect the interests of the shareholders, including acting swiftly to sue in the event that the board's offer to discuss the terms turns out to be illusory and without foundation," reads the missive signed by Beretta's lawyers.
Beretta Holding had proposed a price of $44.80, a premium of around 20% over the average price of the last 60 days. On the stock market in the following days, the quotations had come close to the offer price, only to fall back to $40.
At the opening on Wall Steet the Ruger share price after rising started to fall back, dropping 0.77% to $39.77.
After declaring itself 'disappointed and surprised' by the board's resistance to an increase in investment, whose tender offer has not yet begun, it confirmed its intention to file a preliminary proxy statement with the Securities and Exchange Commission to solicit votes in favour of its slate of candidates for the board of directors at Ruger's annual shareholders' meeting on 29 May 2026. The four proposed names William F. Detwiler, Mark DeYoung, Fredrick DiSanto and Michael Christodolou.
Beretta Holding, whose origins date back to 1526, operates through more than 50 subsidiaries and more than 20 brands in the firearms, optics and ammunition sectors. It currently holds 9.95 per cent of Ruger and aims to increase its stake to 30 per cent with this offer. The company has requested an exemption from Ruger's shareholder rights protection plan (poison pills) to facilitate the acquisition. Beretta made it clear that its proposal represents a strategic minority investment and emphasised that it did not aim for control of Ruger. These developments are in the context of Beretta's criticism of Ruger's board supervision.
