With the tender offer for shares of Ruger having expired at midnight, Thursday, October 15 eastern time, Ruger shareholders appear to have overwhelmingly endorsed the idea of Beretta Holding, S.A. becoming the new owners of 2,400,184 shares of Ruger stock.
In fact, the shareholders oversubscribed the tender offer, with Beretta Holding announcing this morning that a total of 3,589,647 shares had been “validly tendered and not properly withdrawn.” In other words, the offer was oversubscribed. Consequently, estimates that the proration factor of the offering will be approximately 38.45%.
After the elimination of Ruger’s earlier shareholder rights plan, this acquisition 2.4 million shares will bring Beretta’s ownership of Ruger stock to the agreed-upon level of 25%.
In a release sent to The Outdoor Wire Digital Network by Beretta Holding, S.A., that proration is based on . . .
…the depositary’s preliminary count and the assumption that all Shares tendered by notice of guaranteed delivery will be delivered within the required one-trading-day period, and is subject to confirmation by the depositary. The final proration factor will be announced following the expiration of the guaranteed delivery period and completion by the depositary of its confirmation process. Payment for Shares accepted for purchase under the Tender Offer, and the return of all other Shares tendered and not purchased, will occur promptly following determination of the final proration factor.
“This investment represents a significant milestone for Beretta Holding,” wrote Pietro Gussalli Beretta, Chairman and CEO of Beretta Holding, S.A. in the announcement. “It marks our first participation in a publicly listed company and opens a new chapter in our development as a long-term investor in the U.S. capital markets. Our cooperation with Ruger expands our position in the United States, our largest market, while creating new opportunities to expand Ruger’s presence internationally.”
Those 2,400,184 shares will be purchased at a premium price of $44.80 per share. Shares of Sturm, Ruger were up 1.2% at $41.88/share.
The acquisition of those shares hopefully spells an end to the sometimes contentious negotiations between the two companies to a conclusion and foreshadows the increased presence of Beretta Holding in the United States. It could also mean an increased global presence for Ruger in collaborative efforts with Beretta Holding and its global holdings.
Beretta Holding describes itself as a “global family-owned manufacturing group with more than 50 companies, 20 premium brands and nearly 6,000 employees worldwide.” Collectively those companies represented more than $1.88 billion in 2025 revenues.
As always, we’ll keep you posted.
– Jim Shepherd