Sturm Ruger shares surge 2.4% on Beretta tender offer proposal
Italian gunmaker seeks to boost stake to 30% with $44.80 per share offer for additional shares
Sturm, Ruger & Co. shares advanced 2.4% on Tuesday as the firearms manufacturer became the target of an expanded takeover attempt by Italian gunmaker Beretta Holding, which proposed a partial tender offer to increase its ownership stake in the American company.
Beretta Holding, already the largest single shareholder with a 9.95% stake, offered to purchase an additional 20.05% of Sturm Ruger's outstanding shares at $44.80 per share. The proposal would raise Beretta's total beneficial ownership to 30%, representing a significant escalation in the months-long ownership dispute between the two gun manufacturers.
The proposed price represents approximately a 20% premium to the volume-weighted average price of Sturm Ruger shares over the 60 trading days ending March 24. Sturm Ruger stock closed at $41.67 on Tuesday, giving the company a market capitalization of roughly $633 million.
However, the tender offer comes with a critical condition: Beretta has requested that Sturm Ruger's board grant an exemption from the company's shareholder rights plan, commonly known as a "poison pill" defense. Sturm Ruger adopted the poison pill in October 2025 specifically to prevent a hostile takeover after Beretta began accumulating shares, characterizing Beretta's actions as a "creeping takeover" attempt.
The tender offer is contingent on the board granting this exemption by March 31, setting up a potential showdown between the two companies. The offer follows unsuccessful negotiations between Beretta and Sturm Ruger regarding board composition and director compensation, according to regulatory filings.
Beretta has maintained that it is not seeking control of Sturm Ruger but rather desires a strategic collaboration. The Italian company has argued its U.S. operations primarily focus on shotguns, ammunition, and optics, rather than rifles and pistols—Sturm Ruger's core business—suggesting they are not direct competitors. In February, Beretta nominated four independent director candidates to Sturm Ruger's board, citing what it described as the American company's declining financial performance and lack of effective leadership.
Sturm Ruger has pushed back strongly, accusing Beretta of attempting to seize control and claiming Beretta's demands would undermine Ruger's independence and transfer value from other shareholders. The company has characterized Beretta's requests for discounted shares and disproportionate board representation as potentially violating U.S. antitrust laws.
The escalating conflict has transformed into what industry observers describe as a public war of words and a potential proxy fight. Beretta, which traces its origins back nearly 500 years to the Italian Renaissance, has leveraged its historical experience and global presence to position itself as a strategic partner capable of revitalizing Sturm Ruger's performance.
From a valuation perspective, Sturm Ruger currently trades at 8.6 times forward earnings, with analysts maintaining a price target of $45.50—roughly 8.7% above current levels. The company reported trailing twelve-month revenue of $730.7 million with a profit margin of 21.3%, though earnings per share have turned negative in recent quarters.
The firearms industry has faced headwinds including fluctuating consumer demand and political uncertainty around gun regulations. A combination between two of the industry's most established players could create synergies and cost efficiencies, though it would also attract regulatory scrutiny given the concentrated nature of the market.
Beretta's latest move raises the stakes significantly in what has become a battle for control of one of America's oldest firearm manufacturers. The outcome hinges on whether Sturm Ruger's board decides to grant the poison pill exemption, a decision that could determine whether the two companies reach a negotiated settlement or the dispute escalates further into a contested takeover battle.