Cintas to Buy UniFirst in $5.5 Billion Mixed Cash-and-Stock Deal
Shareholders of the uniform-rental company voted overwhelmingly to approve the combination, which Cintas expects to generate $375 million in operating cost synergies.
Cintas Corporation (CTAS) moved closer to completing its acquisition of UniFirst Corporation after the uniform-rental company's shareholders voted overwhelmingly to approve the transaction, clearing a key milestone for the $5.5 billion deal.
Under the terms of the agreement, UniFirst shareholders will receive $155.00 in cash and 0.7720 shares of Cintas stock for each UniFirst share they own, representing a combined value of $310.00 a share based on Cintas' closing price on March 9, 2026. The deal values UniFirst at approximately 8.0 times run-rate trailing 12 months EBITDA, including projected cost savings. The companies expect the transaction to close in the second half of calendar 2026, subject to customary regulatory approvals.
The combination brings together two family-founded companies in the uniform and facility services industry. Cintas expects to realize approximately $375 million in operating cost synergies within four years, spanning material costs, production expenses, service expenses and selling, general and administrative costs. The transaction is expected to be accretive to Cintas' earnings per share by the end of the second full year after closing, with a projected net leverage ratio of 1.5 times debt to EBITDA at close.
"We appreciate the strong support of our shareholders, whose approval marks an important milestone toward completing our transaction with Cintas," said Joseph M. Nowicki, Chairman of the UniFirst Board of Directors. "Together with Cintas, UniFirst will be well positioned to deliver meaningful benefits for all of our stakeholders and the communities we serve, while unlocking additional opportunities for growth, advancing innovation and maximizing value for our shareholders".
More than 99 percent of votes cast were in favor of the merger agreement, representing approximately 95 percent of all outstanding UniFirst shares of common stock and Class B common stock voting together as a single class. Entities affiliated with the Croatti family, which control approximately two-thirds of UniFirst's voting power, had previously entered into a voting support agreement to vote their shares in favor of the transaction. The Croatti family has said it will retain an ownership position in the combined company.
UniFirst, headquartered in Wilmington, Mass., is a North American leader in uniform and workwear programs, facility service products, and first aid and safety supplies. The company operates more than 270 service locations, serves over 300,000 customer locations and outfits more than 2 million workers daily through its workforce of more than 16,000 employees. The combined company would serve approximately 1.5 million business customers across North America.
Cintas has secured fully committed bridge financing from Morgan Stanley Senior Funding, KeyBank National Association and Wells Fargo Bank. The cash portion of the consideration will be funded with Cintas' cash on hand, committed lines of credit and other available financing sources. A $350 million reverse termination fee is payable by Cintas to UniFirst if the merger is blocked on antitrust grounds.