Sturm, Ruger & Company (NYSE:RGR) stock climbed about 5% on Wednesday following an announcement from Italian firearms maker Beretta Holding S.A. that it intends to launch a tender offer to acquire up to 20.05% of Ruger shares at a price of $44.80 per share. Ruger had closed Tuesday at $40.74.
In its filing, Beretta said it seeks to obtain beneficial ownership of as much as 30% of Ruger’s outstanding shares through the tender offer. The $44.80 offer price equates to roughly a 20% premium to the stock’s 60-day average price, according to the company.
Beretta requested that Ruger’s board provide an exemption to the company’s shareholder rights plan - commonly known as a poison pill - which Ruger adopted on October 14, 2025. Beretta has made clear that the tender offer would only move forward if Ruger’s board grants the requested exemption by March 31, 2026.
In a letter to Ruger’s board, Beretta General Manager Robert Eckert wrote: "We are not seeking control of Ruger. Our strong desire and hope was, and remains, to enter into a strategic collaboration with the Company." Beretta described itself as a strategic partner rather than a direct competitor in the U.S. market, noting that its U.S. sales focus primarily on shotguns, ammunition and optics. The company also said it employs close to 700 people across nine U.S. entities.
The tender offer follows what Beretta characterized as unsuccessful negotiations with Ruger management over board composition and compensation matters. Beretta previously nominated a minority slate of director candidates, and said Ruger’s board suspended negotiations as of March 16, a development that prompted Beretta to pursue the tender offer.
Beretta emphasized that acquiring up to a 30% ownership stake would not constitute control of Ruger nor would it provide veto power over corporate decisions. The company framed the tender as a way to secure a significant minority position while preserving Ruger’s independent control structure.
The proposal and the board’s response - including whether the requested poison pill exemption will be granted by the March 31, 2026 deadline - will determine whether the tender offer advances. Until that decision is made, the tender offer remains contingent on the waiver of the shareholder rights plan.