Sturm, Ruger & Company, Inc. and Beretta Holding S.A. announced a Strategic Cooperation Agreement allowing Beretta Holding to increase its investment to 25% of Ruger's outstanding shares at $44.80 per share. Beretta Holding will nominate up to two independent board members following the 2026 Annual Meeting, while committing to a three-year standstill period.
Beretta Holding, which owns 9.95% of Sturm, Ruger & Company, has proposed an all-cash partial tender offer for up to 20.05% of Ruger's outstanding shares at $44.80 per share, representing approximately 20% premium to the 60-day average price. Beretta Holding seeks exemption from Ruger's shareholder rights plan to acquire up to 30% beneficial ownership, believing increased investment would establish a strategic partnership to improve operational and financial performance.
Sturm, Ruger & Company's Board of Directors received a letter from Beretta Holding S.A. proposing a partial tender offer for up to 20.05% of Ruger's outstanding shares, which would increase Beretta's ownership to approximately 30%. The proposed tender offer has not yet commenced, and shareholders need not take action at this time.
Sturm, Ruger & Company, Inc. launched ruger.com/proxy2026, a dedicated website providing shareholders with materials for the 2026 Annual Meeting, including information on the refreshed Board with five new directors, capital stewardship, and shareholder returns.
Beretta Holding, the largest shareholder of Sturm, Ruger & Company with 9.95% ownership, sent a letter to shareholders detailing the need for board change due to sustained share price underperformance, operational deterioration including 23% gross margin compression, and board members' minimal ownership stakes despite decades-long tenures.