Cintas Makes Another $5.2B Offer to Buy UniFirst, Now with a Sweetener - Modern Distribution Management

Cintas Makes Another $5.2B Offer to Buy UniFirst, Now with a Sweetener

It’s at least the third time Cintas has made a takeover offer, and this time it’s added a deal-break fee it would pay in case the transaction isn’t approved.
Newmarket, Ontario, Canada - May 23, 2020: Cintas building in Newmarket, Ontario, Canada. Cintas is an American company provides specialized services to businesses.

Cintas is hoping the third time is the charm in wooing one of its biggest rivals to merge.

The Cincinnati-based provider of corporate uniforms, JanSan supplies, safety products and more announced Dec. 22 that it has sent a takeover offer to UniFirst Corporation — a fellow workwear and facility supplies provider — in a deal worth $5.2 billion.

That’s the same price that Wilmington, MA-based UniFirst rebuffed this past March, and follows a previous attempt from Cintas in 2022. This time, however, Cintas has upped the ante by including a $350 million reverse termination fee that it would pay UniFirst if the transaction isn’t approved.

Cintas said the purchase price represents a 64% premium to UniFirst’s 90-day average closing price as of Dec. 11. The offer was sent to UniFirst’s board on Dec. 12, which the latter confirmed on Dec. 22.

“We remain unwavering in our conviction that combining Cintas and UniFirst would deliver considerable benefits for customers, employee-partners and shareholders,” Cintas President and CEO Todd Schneider said in a news release. “Accordingly, we have reiterated our compelling $275 per share all-cash offer to the UniFirst board and are reaffirming our commitment to move swiftly to complete a transaction.”

Cintas noted that UniFirst acknowledged receipt of the latest offer on Dec. 16, but there’s been no “substantive engagement” since then.

“A combination of Cintas and UniFirst has a strong strategic and industrial logic, would create a leading company in the industry, better able to meet the challenges posed by continued and increasing competition from much larger and better-capitalized companies that are focused on increasing their garment and facility solutions and investing in last mile fleets,” Schneider wrote in a public letter to UniFirst’s board.

Schneider went on to emphasize the additional work Cintas has done on the regulatory front since its previous offer, including engaging noted antitrust lawyers and economists.

Activist Investor Calls for UniFirst Sale

It should also be noted that UniFirst activist investor Engine Capital — which owns more than 3% of the company’s shares — issued a Dec. 1 letter to the company’s independent directors urging them to pursue a sale of the company, going so far as to call for their resignation if the Croatti family that owns the UniFirst’s Class B shares continue to “refuse a value-maximizing sale of the company.”

Cintas & UniFirst Fiscal and Physical Snapshot

For its 2025 fiscal year that ended May 31, Cintas has annual revenue of $10.34 billion that included 8.0% organic growth vs. 2024 and operating profit that jumped 14.1% to $2.36 billion. In reporting its 2Q26 results that ended Nov. 30, the company said it is projecting full year revenue of $11.19 billion. The company is powered approximately 48,000 employees across its 12 distribution centers and more than 350 local facilities across the U.S. and Canada.

Meanwhile, UniFirst’s fiscal 2025 ended Aug. 30, for which the company posted total revenue of $2.43 billion, up 0.2% vs. 2024, with net profit up 1.9%. Adjusted EBITDA margin was 13.8% in 2025, ticked up from 13.7% in 2024. The company’s Uniform & Facility Service Solutions unit comprises about 91% of the business, with the rest in First Aid & Safety Solutions. As of late October, the company expects full year 2026 revenues to be $2.475-$2.495 billion. UniFirst has approximately 16,000 employees across more than 270 service locations.

Analyst Perspective

Weighing in on the prospect of Cintas’ latest offer, at least one industry analyst is casting doubt that UniFirst will be swayed by it.

“Considering the Croatti family’s control over the Class B shares, we believe there is a low probability that the family will accept the updated offer,” RBC’s Ashish Sabadra wrote Dec. 22.

Related Posts

Share this article

About the Author
Recommended Reading
Leave a Reply

Leave a Comment

Sign Up for the MDM Update Newsletter

The MDM update newsletter is your best source for news and trends in the wholesale distribution industry.

2

articles left

Want more Premium content from MDM?

Subscribe today and get:

  • New issues twice each month
  • Unlimited access to mdm.com, including 10+ years of archived data
  • Current trends analysis, market data and economic updates
  • Discounts on select store products and events

Subscribe to continue reading

MDM Premium Subscribers get:

  • Unlimited access to MDM.com
  • 1 year digital subscription, with new issues twice a month
  • Trends analysis, market data and quarterly economic updates
  • Deals on select store products and events

1

article
left

You have one free article remaining

Subscribe to MDM Premium to get unlimited access. Your subscription includes:

  • Two new issues a month
  • Access to 10+ years of archived data on mdm.com
  • Quarterly economic updates, trends analysis and market data
  • Store and event discounts

To continue reading, you must be an MDM Premium subscriber.

Join other distribution executives who use MDM Premium to optimize their business. Our insights and analysis help you enter the right new markets, turbocharge your sales and marketing efforts, identify business partners that help you scale, and stay ahead of your competitors.

Register for full access

By providing your email, you agree to receive announcements from us and our partners for our newsletter, events, surveys, and partner resources per MDM Terms & Conditions. You can withdraw consent at any time.

Learn More about Custom Reports

Request a Market Prospector Demo

This field is for validation purposes and should be left unchanged.
Name(Required)

Get the MDM Update Newsletter

Wholesale distribution news and trends delivered right to your inbox.

Sign-up for our free newsletter and get:

  • Up-to-date news in a quick-to-read format
  • Free access to webcasts, podcasts and live events
  • Exclusive whitepapers, research and reports
  • And more!