UniFirst Confirms Receipt of Unsolicited, Non-Binding Proposal from Cintas Corporation

Rhea-AI Summary

UniFirst (NYSE: UNF) confirmed receipt of an unsolicited, non-binding proposal from Cintas (NASDAQ: CTAS) to acquire all outstanding UniFirst common and Class B shares for $275.00 per share in cash on December 12, 2025. The UniFirst board engaged independent financial and legal advisors and is carefully reviewing the proposal consistent with its fiduciary duties.

The company said it does not intend to comment further until the board completes its review and that shareholders do not need to take any action at this time. Financial advisors are Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, legal advisor is Paul Hastings LLP, and strategic communications advisor is Joele Frank, Wilkinson Brimmer Katcher.

Positive

• $275.00 per share all-cash proposal received
• Board engaged independent financial and legal advisors
• Goldman Sachs and J.P. Morgan serving as financial advisors

Negative

• Proposal is unsolicited and non-binding, creating execution uncertainty
• Company will not comment further until board review completes

Key Figures

Cash offer price $275.00 per share Unsolicited proposal from Cintas on Dec 12, 2025

Market Reality Check

$197.58 Last Close

Volume Volume 520,881 is 2.28x the 20-day average of 228,843, indicating elevated trading interest pre-announcement. high

Technical Pre-news, shares at $170.16 were trading below the $175.45 200-day MA and about 30.18% under the 52-week high $243.70.

Peers on Argus

Peers in Specialty Business Services showed mixed, modest moves (e.g., CBZ +0.63%, ABM -2.11%), with no broad sector momentum. This supports the view that an acquisition proposal for UNF is a company-specific catalyst rather than a sector-driven move.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 16	Activist response	Neutral	-1.9%	Engine Capital commented on shareholder mandate for change at 2026 meeting.
Dec 15	Annual meeting	Neutral	-1.0%	Preliminary results showed two UniFirst nominees re-elected to the Board.
Dec 10	Proxy advisors	Neutral	+0.7%	Independent proxy advisors backed Engine Capital’s new director candidates.
Dec 08	ISS recommendation	Neutral	-0.7%	ISS recommended voting for Engine Capital’s director candidates at 2026 meeting.
Dec 02	Sponsorship deal	Neutral	+0.0%	Announced 2026 NASCAR Cup Series primary sponsorship schedule with Hendrick.

Recent Company History

This announcement follows a period of governance-focused activity at UniFirst. In December 2025, multiple proxy-related headlines emerged, including recommendations for Engine Capital’s director candidates and voting results at the Annual Meeting, with modest single-day price reactions within about two percentage points. Earlier in the month, UniFirst highlighted marketing and brand visibility through its 2026 NASCAR Cup Series sponsorship schedule. Against this backdrop of shareholder engagement and branding initiatives, a cash proposal to acquire all common and Class B shares at $275.00 per share represents a distinct, strategic-level development.

Market Pulse Summary

The stock surged +16.1% in the session following this news. A strong positive reaction aligns with the clear corporate significance of a cash acquisition proposal at $275.00 per share for all common and Class B shares. Pre-announcement, UniFirst traded below its 200-day MA and well under its 52-week high, amid governance-focused headlines and modest price moves. Investors would have weighed the bid against recent activist pressure, board dynamics, and any subsequent updates from the company’s review process.

Key Terms

non-binding proposal financial

"confirmed it received an unsolicited, non-binding proposal from Cintas Corporation"

A non-binding proposal is an offer or plan presented by one party that outlines terms they would like to pursue but does not create a legally enforceable obligation. Think of it like a detailed handshake or a draft invitation to negotiate: it signals intent and frames possible outcomes, but either side can walk away or change terms without legal penalty. Investors watch these because they can move a stock’s price by suggesting a possible deal, yet they carry higher uncertainty than formal agreements.

fiduciary duties regulatory

"Consistent with its fiduciary duties and in consultation with its advisors"

Fiduciary duties are the legal and ethical responsibilities that company directors, officers, or financial advisors have to put shareholders’ interests ahead of their own, acting with honesty, care, and loyalty. Think of it like a guardian managing someone’s money: choices must prioritize the owner’s benefit, avoid conflicts, and be made with prudent judgment; investors rely on these duties to ensure decisions aren’t self‑serving and to provide grounds for legal action if abused.

common shares financial

"to acquire all the outstanding UniFirst common and Class B shares"

Common shares are the basic units of ownership in a company that give holders a claim on profits and a right to vote on key matters, like electing the board. Think of them as membership cards in a club: they let you share in successes and losses, but in a bankruptcy or liquidation they are paid after creditors and preferred shareholders, so their value can swing more and matters for assessing risk and potential return.

Class B shares financial

"to acquire all the outstanding UniFirst common and Class B shares"

Class B shares are one type of a company’s stock that carries a specific set of rights — often different voting power or dividend rules compared with other classes. For investors, that affects influence over company decisions and potential income: owning Class B might mean fewer or more votes per share or different claim on profits, like having a different seat at a decision table or a different slice of the payout pie.

AI-generated analysis. Not financial advice.

WILMINGTON, Mass., Dec. 22, 2025 (GLOBE NEWSWIRE) -- UniFirst Corporation (the “Company” or “UniFirst”) (NYSE: UNF) today confirmed it received an unsolicited, non-binding proposal from Cintas Corporation (“Cintas”) (NASDAQ: CTAS) to acquire all the outstanding UniFirst common and Class B shares for $275.00 per share in cash on December 12, 2025.

Upon receipt of Cintas’ proposal, the UniFirst Board of Directors, engaged independent financial and legal advisors. Consistent with its fiduciary duties and in consultation with its advisors – as communicated to Cintas – the Board is carefully reviewing and evaluating the proposal to determine the course of action that it believes is in the best interests of the Company, its shareholders and other stakeholders.

UniFirst does not intend to comment further on Cintas’ proposal until the Board has completed its review. UniFirst shareholders do not need to take any action at this time.

Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are serving as financial advisors, Paul Hastings LLP is serving as legal advisor, and Joele Frank, Wilkinson Brimmer Katcher is serving as strategic communications advisor to UniFirst.

About UniFirst

Headquartered in Wilmington, Mass., UniFirst Corporation (NYSE: UNF) is a North American leader in the supply and servicing of uniform and workwear programs, facility service products, as well as first aid and safety supplies and services. Together with its subsidiaries, the company also manages specialized garment programs for the cleanroom and nuclear industries. In addition to partnering with leading brands, UniFirst manufactures its own branded workwear, protective clothing, and floorcare products at its three company-owned manufacturing facilities. With more than 270 service locations, over 300,000 customer locations, and 16,000-plus employee Team Partners, the company outfits more than 2 million workers every day. For additional information, contact UniFirst at 888.296.2740 or visit UniFirst.com. Follow UniFirst on Social Media: LinkedIn, Facebook, X, YouTube, Instagram.

Investor Relations Contact:
Shane O'Connor, Executive Vice President & CFO
UniFirst Corporation
978-658-8888
shane_oconnor@unifirst.com

Media Contact:
Matthew Sherman / Joe Sala / Aura Reinhard
Joele Frank, Wilkinson Brimmer Katcher
212-355-4449

FAQ

What did UniFirst (UNF) announce on December 22, 2025 regarding Cintas?

UniFirst confirmed receipt of an unsolicited, non-binding acquisition proposal from Cintas to buy all shares for $275.00 per share in cash.

Is the Cintas offer for UniFirst (UNF) binding and final?

No; the proposal is described as unsolicited and non-binding, and UniFirst's board is reviewing it.

Do UniFirst shareholders need to take any action after the December 12, 2025 proposal?

No; UniFirst stated that shareholders do not need to take any action at this time.

Who are UniFirst's financial and legal advisors in response to the Cintas proposal?

Financial advisors: Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC; legal advisor: Paul Hastings LLP.

When did Cintas submit the proposal to acquire UniFirst (UNF)?

Cintas submitted the proposal on December 12, 2025.

How is UniFirst's board responding to Cintas' $275 per share proposal?

The board engaged independent advisors and is carefully reviewing and evaluating the proposal consistent with its fiduciary duties.