GrabAGun, a Mobile-Focused Online Firearms Retailer Defending the Second Amendment, to Become a Public Company through a Business Combination with Colombier Acquisition Corp. II
GrabAGun, an online firearms and ammunition retailer, announced a business combination with Colombier Acquisition Corp. II (NYSE: CLBR). The transaction, valued at $150 million, is expected to close in summer 2025, after which the combined company will trade on NYSE under the symbol 'PEW'.
The company reported revenues of $99.5 million over the last twelve months as of September 30, 2024, with positive cash flow and strong margins. The deal structure includes $100 million in stock and $50 million in cash to current GrabAGun equity holders. Donald Trump Jr. will serve as an advisor and become an equity holder upon closing.
Operating in a $25 billion market, GrabAGun utilizes proprietary technology and AI-driven systems to target next-generation firearms enthusiasts. The company aims to modernize the firearms buying experience through its mobile-focused eCommerce platform, offering firearms, ammunition, and related accessories.
GrabAGun, un rivenditore online di armi da fuoco e munizioni, ha annunciato una combinazione aziendale con Colombier Acquisition Corp. II (NYSE: CLBR). La transazione, del valore di 150 milioni di dollari, si prevede si concluda nell'estate del 2025, dopo di che la società combinata sarà quotata in borsa con il simbolo 'PEW'.
L'azienda ha riportato ricavi di 99,5 milioni di dollari nell'ultimo anno fino al 30 settembre 2024, con flussi di cassa positivi e forti margini. La struttura dell'accordo include 100 milioni di dollari in azioni e 50 milioni di dollari in contanti per gli attuali azionisti di GrabAGun. Donald Trump Jr. fungerà da consulente e diventerà un azionista al momento della conclusione.
Operando in un mercato da 25 miliardi di dollari, GrabAGun utilizza tecnologie proprietarie e sistemi guidati dall'IA per attirare gli appassionati di armi da fuoco di nuova generazione. L'azienda mira a modernizzare l'esperienza d'acquisto di armi attraverso la sua piattaforma eCommerce mobile-oriented, offrendo armi da fuoco, munizioni e accessori correlati.
GrabAGun, un minorista en línea de armas y municiones, anunció una combinación de negocios con Colombier Acquisition Corp. II (NYSE: CLBR). Se espera que la transacción, valorada en 150 millones de dólares, se cierre en el verano de 2025, tras lo cual la empresa combinada cotizará en la NYSE bajo el símbolo 'PEW'.
La compañía reportó ingresos de 99.5 millones de dólares en los últimos doce meses hasta el 30 de septiembre de 2024, con flujo de caja positivo y márgenes sólidos. La estructura del acuerdo incluye 100 millones de dólares en acciones y 50 millones de dólares en efectivo para los actuales accionistas de GrabAGun. Donald Trump Jr. actuará como asesor y se convertirá en accionista al cerrarse la operación.
Operando en un mercado de 25 mil millones de dólares, GrabAGun utiliza tecnología propietaria y sistemas impulsados por IA para captar a los entusiastas de armas de fuego de nueva generación. La compañía tiene como objetivo modernizar la experiencia de compra de armas a través de su plataforma de comercio electrónico centrada en dispositivos móviles, ofreciendo armas de fuego, municiones y accesorios relacionados.
GrabAGun는 온라인 총기 및 탄약 소매업체로, Colombier Acquisition Corp. II (NYSE: CLBR)와 사업 결합을 발표했습니다. 1억 5천만 달러로 평가된 이 거래는 2025년 여름에 마무리될 것으로 예상되며, 그 후 통합된 회사는 'PEW'라는 기호로 NYSE에서 거래되게 됩니다.
이 회사는 2024년 9월 30일 기준으로 최근 12개월 동안 9천950만 달러의 수익을 보고했으며, 긍정적인 현금 흐름과 강력한 마진을 기록했습니다. 거래 구조에는 현재 GrabAGun 주주를 위한 1억 달러의 주식과 5천만 달러의 현금이 포함되어 있습니다. 도널드 트럼프 주니어는 고문으로 활동하며, 거래가 마무리되는 대로 주주가 될 것입니다.
250억 달러 규모의 시장에서 운영되는 GrabAGun은 독자적인 기술과 AI 기반 시스템을 활용하여 차세대 총기 애호가를 타겟으로 하고 있습니다. 이 회사는 모바일 중심의 전자상거래 플랫폼을 통해 총기 구매 경험을 현대화할 계획이며, 총기, 탄약 및 관련 액세서리를 제공하고 있습니다.
GrabAGun, un détaillant en ligne d’armes à feu et de munitions, a annoncé une combinaison d’affaires avec Colombier Acquisition Corp. II (NYSE: CLBR). La transaction, évaluée à 150 millions de dollars, devrait être finalisée à l’été 2025, après quoi la société combinée sera cotée à la NYSE sous le symbole 'PEW'.
La société a déclaré des revenus de 99,5 millions de dollars au cours des douze derniers mois jusqu'au 30 septembre 2024, avec un flux de trésorerie positif et de fortes marges. La structure de l'accord comprend 100 millions de dollars en actions et 50 millions de dollars en espèces pour les actionnaires actuels de GrabAGun. Donald Trump Jr. agira en tant que consultant et deviendra actionnaire à la clôture de la transaction.
Opérant sur un marché de 25 milliards de dollars, GrabAGun utilise des technologies propriétaires et des systèmes pilotés par IA pour cibler les passionnés d'armes à feu de nouvelle génération. L'entreprise vise à moderniser l'expérience d'achat d'armes grâce à sa plateforme de commerce électronique axée sur les mobiles, offrant des armes à feu, des munitions et des accessoires connexes.
GrabAGun, ein Online-Händler für Feuerwaffen und Munition, gab eine Unternehmenszusammenführung mit Colombier Acquisition Corp. II (NYSE: CLBR) bekannt. Die Transaktion, die mit 150 Millionen Dollar bewertet wird, soll im Sommer 2025 abgeschlossen werden, wonach das kombinierte Unternehmen unter dem Symbol 'PEW' an der NYSE gehandelt wird.
Das Unternehmen berichtete über Einnahmen von 99,5 Millionen Dollar in den letzten zwölf Monaten bis zum 30. September 2024, mit positivem Cashflow und starken Margen. Die Struktur des Deals umfasst 100 Millionen Dollar in Aktien und 50 Millionen Dollar in bar für die aktuellen GrabAGun-Aktionäre. Donald Trump Jr. wird als Berater fungieren und nach Abschluss der Transaktion Miteigentümer werden.
GrabAGun operiert in einem 25 Milliarden Dollar schweren Markt und nutzt proprietäre Technologie sowie KI-gesteuerte Systeme, um die nächste Generation von Waffenenthusiasten anzusprechen. Das Unternehmen will das Kauferlebnis für Feuerwaffen durch seine mobil fokussierte E-Commerce-Plattform modernisieren und bietet Feuerwaffen, Munition und verwandtes Zubehör an.
- Revenue of $99.5 million in last twelve months with positive cash flow and strong margins
- Strategic $150 million business combination providing access to public markets
- Operating in large $25 billion addressable market
- Proprietary technology platform with AI integration creating barriers to entry
- All existing equity holders agreed to support the transaction
- Management rolling two-thirds of equity into transaction showing confidence
- Transaction subject to shareholder approval and customary closing conditions
- Lock-up restrictions on shares for company insiders and sponsors
- Operates in highly regulated industry with strict ATF requirements
Insights
This SPAC merger presents a strategic market entry for GrabAGun with a
The valuation multiple appears reasonable at approximately 1.5x LTM revenue, particularly given the company's scalable eCommerce platform, proprietary technology stack and potential consolidation opportunities in a fragmented market. The involvement of Donald Trump Jr. and Colombier II's media expertise could accelerate customer acquisition and brand visibility.
GrabAGun's technology infrastructure represents a significant competitive moat in the traditional firearms retail space. Their proprietary inventory management system, AI-driven demand prediction and automated procurement platform create operational efficiencies that traditional brick-and-mortar competitors can't easily replicate. The mobile-first approach aligns perfectly with younger demographic preferences, particularly millennials and Gen Z, who increasingly prefer digital purchasing channels.
The integration of "shoot now/pay later" financing options and AI-optimized listings demonstrates modern eCommerce best practices. The scalable tech stack positions them well for both organic growth and potential M&A integration, important for their stated consolidation strategy.
The strategic timing of this public listing capitalizes on two key market trends: the shift toward digital retail and changing firearms consumer demographics. The company's focus on next-generation buyers addresses a important market gap, as traditional firearms retail hasn't fully adapted to modern eCommerce expectations. The partnership with Colombier II and their media portfolio could significantly reduce customer acquisition costs and accelerate market penetration.
The regulatory compliance infrastructure and ATF-licensed operations create substantial barriers to entry, while the proprietary technology platform enables scalable growth. This combination of regulatory expertise and technical capabilities positions GrabAGun favorably for market consolidation opportunities.
- GrabAGun is a fast growing, digitally native retailer of firearms and ammunition (“F&A”), related accessories and other outdoor enthusiast products focused on the next generation of firearms enthusiasts, sportsmen and defenders
- Company’s premier, technology-first, mobile-focused and scalable eCommerce platform utilizes proprietary inventory and order management systems, incorporating AI to streamline the customer journey and enable a seamless user experience
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Established retailer in a highly fragmented, growing and increasingly younger-skewing
$25 billion - Donald Trump Jr. is serving as an advisor to GrabAGun ahead of the anticipated transaction close in the summer of 2025 and will become an equity holder in the business upon the closing of the business combination
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Company boasts strong and scalable financial profile with revenues of
$99.5 million - GrabAGun will defend the Second Amendment in the public markets against cancellation and corporate weaponization by opposition groups trying to take away Americans’ rights
Donald Trump Jr., a newly appointed advisor to the Company, commented, “It’s truly important to me to only support and invest in companies that actually share my pro-American values, which is exactly why I’m so excited to announce our partnership with GrabAGun. Much like Truth Social, PublicSquare and Rumble have led the charge to protect the First Amendment, GrabAGun will do the same for the Second Amendment. In an age where our right to bear arms is under constant attack from anti-gun politicians and woke corporations, GrabAGun has developed a powerful, scalable platform that offers unmatched selection and service to Americans who wish to legally buy and own a firearm. Backed by the exceptional leadership of Colombier II, I believe that CEO Marc Nemati and his team will revolutionize this industry, and I look forward to partnering with them and leveraging our combined resources to protect our fundamental rights, while driving significant growth for the company, as we move into 2025.”
Founded in 2010, GrabAGun offers a large assortment of sporting firearms, ammunition and accessories to suit enthusiasts of all ages, backgrounds and experience levels. The Company is an established market leader in the
Key Investment Highlights
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Leading eCommerce Firearms & Accessories Platform: GrabAGun is positioned to be a leading
U.S. digital firearms mobile-focused retail platform for the next generation of buyers - Favorable Industry Tailwinds & Demographic Shifts: Millennial and Gen Z firearm buyers are primed to disrupt the firearms market with digital, mobile-first retail preferences
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Customer-Centric Model: Customer journey is supported with a robust catalog, shoot now/pay later consumer financing, flexible delivery options and
U.S. -based customer service team - Premier, Technology-First & Scalable Platform: Proprietary tech stack, including AI-driven listings, demand prediction and automated procurement systems
- Competitive Position with Meaningful Barriers to Entry: Procurement platform and supplier integrations provide pricing and inventory optimization edge
- Unparalleled Marketing Opportunity: High impact customer outreach marketing capabilities, amplified by Colombier’s unique media position
- Impressive Financial Performance: Cash flow generative business expected to benefit from scale efficiencies as top line grows
- Strategic Asset at the Heart of the Industry: Foundation for Second Amendment (2A) sector consolidation and optimization
“GrabAGun has been one of the leaders in modernizing the shooting sports industry by leveraging its cutting-edge technology platform, advanced software solutions and seamless eCommerce experience,” said Marc Nemati, Chief Executive Officer of GrabAGun. “In an industry that has historically been slow to adopt modern technology, we have developed a scalable solution that delivers a best-in-class buying experience to customers nationwide. Through this transformative partnership with Colombier II, we gain the strategic funding and media expertise needed to amplify our reach and scale operations even further. Combined with our strong and visionary management team, this collaboration positions us to capitalize on numerous significant growth opportunities and deliver long-term value to our stakeholders.”
“GrabAGun, armed with equity currency and cash from this transformative transaction, is positioning itself to consolidate the 2A sector and modernize the firearms buying experience,” continued Omeed Malik, CEO and Chairman of Colombier II. “The company has already demonstrated remarkable growth through innovative customer outreach programs, but we see an untapped opportunity ahead. By introducing GrabAGun into our proprietary independent media portfolio, this transaction can unlock a whole new group of customers. Just as Colombier I propelled PublicSquare to tremendous growth, we believe we can deliver the same success here, driving attention, expanding GrabAGun’s user base, attracting new investors and accelerating its revenue growth.”
Transaction Overview
The board of directors of Colombier II has approved the transaction. The transaction will require the approval of the equity holders of GrabAGun and the shareholders of Colombier II. All the equity holders of GrabAGun have entered into support agreements under which they have agreed to vote in favor of the transaction. The transaction is subject to other customary closing conditions.
The transaction is valued at
GrabAGun’s existing equity holders and management are rolling two-thirds of their equity into the transaction. The combined company’s shares of common stock that GrabAGun equity holders receive in the transaction and the combined company’s shares of common stock that Colombier II’s sponsor receives in the transaction in exchange for its founder shares will be subject to lock-up restrictions.
Ellenoff Grossman & Schole LLP is serving as legal counsel to Colombier II in the transaction.
Stephens Inc. served as exclusive financial advisor to GrabAGun in its business combination with Colombier Acquisition Corp. II and Olshan Frome Wolosky LLP served as legal counsel to GrabAGun in the transaction.
Additional information about the proposed transaction, including a copy of the business combination agreement and investor presentation, will be available in a current report on Form 8-K to be filed by Colombier II with the
About GrabAGun
We are defenders. We are sportsmen. We are outdoorsmen. We believe that it is our American duty to help everyone, from first-time buyers to long-time enthusiasts, understand and legally secure their firearms and accessories. That’s why our arsenal is fully packed, consistently refreshed, and always loaded with high-quality, affordable firearms and accessories. Industry-leading brands that GrabAGun works with include Smith & Wesson Brands, Sturm, Ruger & Co., SIG Sauer, Glock, Springfield Armory and Hornady Manufacturing, among others.
GrabAGun is a fast growing, digitally native eCommerce retailer of firearms and ammunition, related accessories and other outdoor enthusiast products. Building on the Company’s proprietary software expertise, the Company’s eCommerce site has become one of the leading firearm retail websites. In addition to its eCommerce excellence, GrabAGun has developed industry-leading solutions that revolutionize supply chain management, combining dynamic inventory and order management with AI-powered pricing and demand forecasting. These advancements enable seamless logistics, efficient regulatory compliance and a streamlined experience for customers.
About Colombier Acquisition Corp. II
Colombier II is a blank check company formed for the purpose of effecting a merger, capital share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While Colombier II may pursue an acquisition opportunity in any business, industry, sector or geographical location, it intends to focus on industries that complement the management team’s background and network, such as companies categorized by Entrepreneurship, Innovation and Growth (EIG), including but not limited to parallel economies, the return of products and services developed within
Additional Information and Where to Find It
GrabAGun, Colombier and Pubco intend to file with the SEC a registration statement on Form S-4 (as may be amended, the “Registration Statement”), which will include a preliminary proxy statement of Colombier II and a prospectus in connection with the proposed business combination (the “Business Combination”) among Colombier II, Pubco and GrabAGun pursuant to a business combination agreement (the “Business Combination Agreement”). The definitive proxy statement and other relevant documents will be mailed to shareholders of Colombier II as of a record date to be established for voting on the proposed Business Combination. SHAREHOLDERS OF COLOMBIER II AND OTHER INTERESTED PARTIES ARE URGED TO READ, WHEN AVAILABLE, THE PRELIMINARY PROXY STATEMENT, AND AMENDMENTS THERETO, AND THE DEFINITIVE PROXY STATEMENT IN CONNECTION WITH COLOMBIER II’S SOLICITATION OF PROXIES FOR THE SPECIAL MEETING OF ITS SHAREHOLDERS TO BE HELD TO APPROVE THE BUSINESS COMBINATION BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT COLOMBIER II, GRABAGUN, PUBCO AND THE BUSINESS COMBINATION. Shareholders will also be able to obtain copies of the Registration Statement and the joint proxy statement/prospectus, without charge, once available, on the SEC’s website at www.sec.gov or by directing a request to: Colombier Acquisition Corp. II, 214 Brazilian Avenue, Suite 200-J,
Participants in the Solicitation
Pubco, Colombier II, GrabAGun and their respective directors, executive officers and members, as applicable, may be deemed to be participants in the solicitation of proxies from the shareholders of Colombier II in connection with the Business Combination. Colombier II’s shareholders and other interested persons may obtain more detailed information regarding the names, affiliations and interests of certain of Colombier II executive officers and directors in the solicitation by reading Colombier II’s final prospectus filed with the SEC on November 20, 2023 in connection with Colombier II’s initial public offering (“IPO”), Colombier II’s Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on March 25, 2024, and Colombier II’s other public filings with the SEC. A list of the names of such directors and executive officers and information regarding their interests in the Business Combination, which may, in some cases, be different from those of shareholders generally, will be set forth in the Registration Statement relating to the Business Combination when it becomes available. These documents can be obtained free of charge from the source indicated above.
Forward-Looking Statements
This communication contains certain “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “forecast,” “intend,” “may,” “will,” “expect,” “continue,” “should,” “would,” “anticipate,” “believe,” “seek,” “target,” “predict,” “potential,” “seem,” “future,” “outlook” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, but are not limited to, references with respect to the anticipated benefits of the proposed Business Combination; GrabAGun’s ability to successfully execute its expansion plans and business initiatives; the sources and uses of cash of the proposed Business Combination; the anticipated capitalization and enterprise value of the combined company following the consummation of the proposed Business Combination; and expectations related to the terms and timing of the proposed Business Combination. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of GrabAGun’s and Colombier II’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on by any investor as a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of GrabAGun and Colombier II. These forward-looking statements are subject to a number of risks and uncertainties, including the occurrence of any event, change or other circumstances that could give rise to the termination of the Business Combination Agreement; the risk that the Business Combination disrupts current plans and operations as a result of the announcement and consummation of the transactions described herein; the inability to recognize the anticipated benefits of the Business Combination; the inability of GrabAGun to maintain, and Pubco to obtain, as necessary, any permits necessary for the conduct of GrabAGun’s business, including federal firearm licenses issued pursuant to the Gun Control Act, 18 USC 921 et seq. and special occupational taxpayer stamps issued pursuant to the National Firearms Act, 26 USC 5849 et seq.; the disqualification, revocation or modification of the status of those persons designated by GrabAGun as Responsible Persons, as such term is defined in 18 U.S.C. 841(s); the ability to maintain the listing of Colombier II’s securities on a national securities exchange; the ability to obtain or maintain the listing of Pubco’s securities on the NYSE following the Business Combination; costs related to the Business Combination; changes in business, market, financial, political and legal conditions; risks relating to GrabAGun’s operations and business, including information technology and cybersecurity risks and demand, and deterioration in relationships between GrabAGun and its employees; GrabAGun’s ability to successfully collaborate with business partners; demand for GrabAGun’s current and future offerings; risks that orders that have been placed for GrabAGun’s products are cancelled or modified; risks related to increased competition; risks that GrabAGun is unable to secure or protect its intellectual property; risks of product liability or regulatory lawsuits relating to GrabAGun’s products and services; risks that the post-combination company experiences difficulties managing its growth and expanding operations; the risk that the Business Combination may not be completed in a timely manner, or at all, which may adversely affect the price of Colombier II’s securities; the risk that the Business Combination may not be completed by Colombier II’s business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by Colombier II; the failure to satisfy the conditions to the consummation of the Business Combination; the outcome of any legal proceedings that may be instituted against GrabAGun, Colombier II, Pubco or others following announcement of the proposed Business Combination and transactions contemplated thereby; the ability of GrabAGun to execute its business model; and those risk factors discussed in documents of Pubco and Colombier II filed, or to be filed, with the SEC. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither Colombier II nor GrabAGun presently know or that Colombier II and GrabAGun currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Colombier II’s, Pubco’s and GrabAGun’s expectations, plans or forecasts of future events and views as of the date of this press release. Colombier II, Pubco and GrabAGun anticipate that subsequent events and developments will cause Colombier II’s, Pubco’s and GrabAGun’s assessments to change. However, while Colombier II, Pubco and GrabAGun may elect to update these forward-looking statements at some point in the future, Colombier II, Pubco and GrabAGun specifically disclaim any obligation to do so. Readers are referred to the most recent reports filed with the SEC by Colombier II. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made, and we undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by
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Investors & Media
CLBR@icrinc.com
Source: Colombier Acquisition Corp. II
FAQ
What is the value of the GrabAGun merger with Colombier Acquisition Corp. II (CLBR)?
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What are GrabAGun's current revenue figures before the CLBR merger?
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What percentage of equity are current GrabAGun owners maintaining in the CLBR merger?
