Cintas Corp., Mason, OH, recently announced that it submitted a proposal to the Board of Directors of UniFirst Corp., Wilmington, MA, to acquire UniFirst in an all-cash deal for UniFirst stock.
Cintas proposed to acquire all outstanding common and class B shares of UniFirst for $275 per share in cash. The proposal implies a total value for UniFirst of approximately $5.3 billion and offers UniFirst shareholders a 46% premium to UniFirst’s 90-day average closing price as of Jan. 6, Cintas said in an official statement regarding the potential deal.
“We firmly believe in the compelling strategic fit between our two companies, and our offer would deliver immediate and compelling value to UniFirst shareholders,” said Todd Schneider, president and CEO of Cintas. “The combination would also amplify the benefits of Cintas and UniFirst’s ongoing technology investments to drive growth and benefit our collective customers and employee-partners.
“While we would have preferred to have discussions with UniFirst in private, this is the second time in nearly three years that UniFirst has refused our constructive attempts to engage on an extremely compelling offer. Our decision to publicize our proposal reflects our conviction in the merits of the combination, the value we place on UniFirst and its team and belief that UniFirst shareholders should know the value they stand to realize. We call on the UniFirst Board, its controlling shareholders and management team to immediately engage with us to reach a mutually acceptable definitive agreement that delivers the full value of this combination for shareholders and other stakeholders.”
The proposal was initially delivered to the UniFirst Board on Nov. 8, 2024. However, UniFirst’s Board has refused to meet, according to the Cintas’ news release.
In response, UniFirst issued the following statement: “UniFirst Corp. confirmed that in November and December 2024, its Board of Directors received and unanimously rejected an unsolicited, non-binding and highly conditional proposal from Cintas Corp. to acquire all outstanding common and Class B shares of UniFirst for $275 per share.
“Consistent with its fiduciary duties and in consultation with its independent advisers, the Board conducted a careful review of the unsolicited proposal and determined that it is not in the best interests of UniFirst, its shareholders and other stakeholders. In making its determination, the Board considered the offer price, execution and business risks, feedback from some of the company’s largest shareholders by voting power, and the company’s future growth and value creation opportunities.”
To read the full statement from UniFirst, click here. The potential deal has been widely reported in the news. Click here for analysis from the Wall Street Journal.
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