If the FTC sues, Cintas must defend the UniFirst deal but need not sell anything
The FTC has signaled a suit to block Cintas's $310-a-share UniFirst deal, Semafor reported. Cintas met UniFirst's price but not its ask for a $500 million fee, the proxy shows. Cintas owes $350 million if antitrust alone blocks the deal.
KeyVex News··6 min readFact-checked against 8 public recordsKeyVex News··6 min readFact-checked against 8 public records
UNF$279.64▼ 0.6%Close, Oct. 26. Prices from Tiingo.The short versionTap to readTap to close
- A buyer can promise to do whatever competition regulators require, selling businesses included. UniFirst asked Cintas for that in March 2025. Cintas ended the talks over it and other terms, UniFirst's proxy says.
- Cintas later raised its offer from $275 to $310 a share, but did not make that promise. The deal signed in March 2026 requires Cintas to defend it against a lawsuit, not to sell anything.
- If the deal ends with antitrust approval the only thing missing, UniFirst's holders get no $310 a share. UniFirst, the company, can take $350 million from Cintas instead.
- Next: Dec. 11 is the earliest the companies agreed they could close, unless the FTC ends its investigation first.
The report: The Federal Trade Commission has signaled to Cintas that it will sue to block its purchase of rival UniFirst, Semafor reported on Oct. 27, citing people familiar with the matter. FTC staff have privately raised concerns about the companies' combined market share, Semafor reported. The commission has not voted, and a formal "last-rites" meeting has not been held, some of those people said, according to Semafor.Semafor "The FTC has not voted on a final decision in this transaction," a spokesperson told Semafor. "Any decision will not be communicated through the press."Semafor UniFirst shares were down 8% and Cintas about 5% in trading on Oct. 27, Reuters reported.Reuters Semafor put the drops at 12% and 6%.Semafor
The contract: The two uniform and workplace-supply companies agreed in March to a deal at $310 a share, half in cash and half in Cintas stock. It values UniFirst at about $5.5 billion including debt.Release The merger agreement says both companies must use their reasonable best efforts to close it, including defending lawsuits that challenge it.Agreement Cintas does not have to sell or close any part of either company, or accept "any other remedy," unless it chooses to.Agreement If the deal ends with antitrust approval the only thing missing, Cintas pays UniFirst $350 million.Agreement
Why it matters: Those were Cintas's terms. In March 2025, UniFirst's board asked Cintas to promise to do whatever regulators required, with an "above market" fee if they blocked the deal. Cintas ended the talks over those demands and the price, among other things, says UniFirst's merger proxy, the document it sent shareholders before their vote.Proxy Cintas came back in December 2025, still at $275. In February 2026 it agreed to $310, the price UniFirst had countered with. It did not agree to the rest of that counter: a $500 million fee, a 12-month deadline with no forced extensions and a right for UniFirst to walk away after 10 months, the proxy says.Proxy
UniFirst's stock and the Cintas deal's key datesDaily close, Jan. 2, 2025 to Oct. 26, 2026 ▲ 64.2%Show chartHide chart
- 1March 24, 2025 Cintas ends its talks with UniFirst. It ended them over, among other things, UniFirst's ask that Cintas promise to do whatever antitrust regulators required, the proxy says.
- 2Dec. 12, 2025 Cintas comes back, privately. $275 a share in cash, a $350 million fee if antitrust blocks the deal, and no duty to accept remedies.
- 3March 11, 2026 The deal is announced at $310 a share. Half cash, half Cintas stock. UniFirst closes at $274.89.
- 4June 11, 2026 Shareholders approve; the FTC asks for more. The same day, the FTC issues a second request for information.
- 5Oct. 2, 2026 Both companies certify they have complied. They agree with the FTC not to close before Dec. 11 unless it ends its investigation first.
- 6Oct. 26, 2026 The last close before Semafor's report. UniFirst closes at $279.64. The deal terms were worth $329.42 at that day's closes, by KeyVex's math.
View the data (455 trading days)
| Date | Close | Day change |
|---|---|---|
| 2026-10-26 | $279.64 | −0.6% |
| 2026-10-23 | $281.29 | +0.8% |
| 2026-10-22 | $278.99 | +1.8% |
| 2026-10-21 | $274.00 | +2.8% |
| 2026-10-20 | $266.63 | +1.7% |
| 2026-10-19 | $262.13 | −0.3% |
| 2026-10-16 | $263.00 | −0.7% |
| 2026-10-15 | $264.83 | +2.6% |
| 2026-10-14 | $258.08 | 0.0% |
| 2026-10-13 | $258.08 | −1.7% |
| 2026-10-12 | $262.46 | +0.6% |
| 2026-10-09 | $260.85 | +0.5% |
| 2026-10-08 | $259.60 | +2.9% |
| 2026-10-07 | $252.31 | +0.2% |
| 2026-10-06 | $251.72 | −0.5% |
| 2026-10-05 | $252.89 | +0.4% |
| 2026-10-02 | $251.78 | −0.2% |
| 2026-10-01 | $252.32 | +0.7% |
| 2026-09-30 | $250.52 | −1.6% |
| 2026-09-29 | $254.54 | −1.9% |
| 2026-09-28 | $259.44 | +0.1% |
| 2026-09-25 | $259.09 | +0.5% |
| 2026-09-24 | $257.86 | +0.1% |
| 2026-09-23 | $257.62 | −2.8% |
| 2026-09-22 | $265.02 | +0.4% |
| 2026-09-21 | $264.00 | +0.9% |
| 2026-09-18 | $261.62 | +0.1% |
| 2026-09-17 | $261.26 | −1.8% |
| 2026-09-16 | $266.12 | −0.4% |
| 2026-09-15 | $267.27 | −1.0% |
| 2026-09-14 | $270.07 | −1.7% |
| 2026-09-11 | $274.68 | +1.4% |
| 2026-09-10 | $270.77 | −1.6% |
| 2026-09-09 | $275.15 | −0.2% |
| 2026-09-08 | $275.66 | +0.2% |
| 2026-09-04 | $275.17 | 0.0% |
| 2026-09-03 | $275.10 | −0.1% |
| 2026-09-02 | $275.26 | −0.8% |
| 2026-09-01 | $277.48 | +0.3% |
| 2026-08-31 | $276.60 | −1.9% |
| 2026-08-28 | $281.88 | −1.4% |
| 2026-08-27 | $285.75 | −0.8% |
| 2026-08-26 | $287.98 | 0.0% |
| 2026-08-25 | $288.06 | −1.3% |
| 2026-08-24 | $291.75 | +0.5% |
| 2026-08-21 | $290.25 | +0.6% |
| 2026-08-20 | $288.65 | −0.2% |
| 2026-08-19 | $289.35 | +1.0% |
| 2026-08-18 | $286.50 | 0.0% |
| 2026-08-17 | $286.47 | −0.1% |
| 2026-08-14 | $286.76 | −0.4% |
| 2026-08-13 | $287.91 | −0.7% |
| 2026-08-12 | $290.03 | −0.5% |
| 2026-08-11 | $291.48 | +0.6% |
| 2026-08-10 | $289.64 | −0.3% |
| 2026-08-07 | $290.37 | +0.5% |
| 2026-08-06 | $288.90 | −0.3% |
| 2026-08-05 | $289.90 | −0.2% |
| 2026-08-04 | $290.35 | −0.4% |
| 2026-08-03 | $291.44 | −0.5% |
| 2026-07-31 | $292.98 | −0.2% |
| 2026-07-30 | $293.60 | −2.5% |
| 2026-07-29 | $301.19 | +0.2% |
| 2026-07-28 | $300.50 | +1.0% |
| 2026-07-27 | $297.46 | +1.1% |
| 2026-07-24 | $294.34 | +1.6% |
| 2026-07-23 | $289.72 | −0.3% |
| 2026-07-22 | $290.50 | +0.4% |
| 2026-07-21 | $289.48 | −0.3% |
| 2026-07-20 | $290.38 | −0.4% |
| 2026-07-17 | $291.44 | −0.4% |
| 2026-07-16 | $292.69 | +4.1% |
| 2026-07-15 | $281.26 | +2.2% |
| 2026-07-14 | $275.26 | +0.9% |
| 2026-07-13 | $272.93 | +0.4% |
| 2026-07-10 | $271.78 | +0.3% |
| 2026-07-09 | $270.87 | −0.5% |
| 2026-07-08 | $272.28 | −0.6% |
| 2026-07-07 | $274.02 | +1.4% |
| 2026-07-06 | $270.36 | −1.2% |
| 2026-07-02 | $273.56 | +2.6% |
| 2026-07-01 | $266.54 | +0.8% |
| 2026-06-30 | $264.46 | +0.2% |
| 2026-06-29 | $263.94 | −0.8% |
| 2026-06-26 | $266.07 | +1.4% |
| 2026-06-25 | $262.41 | −0.5% |
| 2026-06-24 | $263.61 | +0.8% |
| 2026-06-23 | $261.64 | +0.2% |
| 2026-06-22 | $261.00 | 0.0% |
| 2026-06-18 | $261.00 | +0.5% |
| 2026-06-17 | $259.74 | −2.3% |
| 2026-06-16 | $265.92 | +0.8% |
| 2026-06-15 | $263.83 | −0.4% |
| 2026-06-12 | $264.83 | −3.9% |
| 2026-06-11 | $275.65 | +1.1% |
| 2026-06-10 | $272.60 | +0.8% |
| 2026-06-09 | $270.48 | +2.4% |
| 2026-06-08 | $264.07 | −2.2% |
| 2026-06-05 | $269.92 | −0.6% |
| 2026-06-04 | $271.46 | +2.6% |
| 2026-06-03 | $264.59 | +0.4% |
| 2026-06-02 | $263.55 | −0.3% |
| 2026-06-01 | $264.44 | −0.4% |
| 2026-05-29 | $265.42 | −1.0% |
| 2026-05-28 | $268.03 | +0.9% |
| 2026-05-27 | $265.55 | +0.6% |
| 2026-05-26 | $263.98 | −0.6% |
| 2026-05-22 | $265.47 | +0.3% |
| 2026-05-21 | $264.77 | +0.2% |
| 2026-05-20 | $264.33 | 0.0% |
| 2026-05-19 | $264.20 | −0.6% |
| 2026-05-18 | $265.78 | +1.8% |
| 2026-05-15 | $261.09 | +1.1% |
| 2026-05-14 | $258.16 | +0.7% |
| 2026-05-13 | $256.40 | −0.2% |
| 2026-05-12 | $256.80 | +1.8% |
| 2026-05-11 | $252.35 | 0.0% |
| 2026-05-08 | $252.41 | −1.6% |
| 2026-05-07 | $256.41 | +0.8% |
| 2026-05-06 | $254.34 | +0.8% |
| 2026-05-05 | $252.30 | +1.0% |
| 2026-05-04 | $249.74 | −0.9% |
| 2026-05-01 | $252.10 | −1.3% |
| 2026-04-30 | $255.51 | −0.1% |
| 2026-04-29 | $255.79 | −0.7% |
| 2026-04-28 | $257.69 | −0.2% |
| 2026-04-27 | $258.21 | −0.8% |
| 2026-04-24 | $260.23 | −0.6% |
| 2026-04-23 | $261.88 | +0.8% |
| 2026-04-22 | $259.81 | −0.5% |
| 2026-04-21 | $261.21 | −0.1% |
| 2026-04-20 | $261.48 | −0.6% |
| 2026-04-17 | $263.13 | +0.4% |
| 2026-04-16 | $262.14 | +0.9% |
| 2026-04-15 | $259.81 | −0.4% |
| 2026-04-14 | $260.84 | +0.4% |
| 2026-04-13 | $259.73 | +1.4% |
| 2026-04-10 | $256.22 | −0.4% |
| 2026-04-09 | $257.26 | −0.4% |
| 2026-04-08 | $258.33 | +1.4% |
| 2026-04-07 | $254.73 | −0.5% |
| 2026-04-06 | $256.00 | −0.1% |
| 2026-04-02 | $256.19 | +0.6% |
| 2026-04-01 | $254.59 | +1.2% |
| 2026-03-31 | $251.59 | +0.9% |
| 2026-03-30 | $249.33 | +0.3% |
| 2026-03-27 | $248.62 | −1.1% |
| 2026-03-26 | $251.47 | −4.1% |
| 2026-03-25 | $262.21 | −0.5% |
| 2026-03-24 | $263.54 | −1.0% |
| 2026-03-23 | $266.23 | +2.1% |
| 2026-03-20 | $260.76 | −1.8% |
| 2026-03-19 | $265.50 | −0.8% |
| 2026-03-18 | $267.72 | −2.1% |
| 2026-03-17 | $273.42 | −0.1% |
| 2026-03-16 | $273.81 | +0.2% |
| 2026-03-13 | $273.31 | +0.2% |
| 2026-03-12 | $272.88 | −0.7% |
| 2026-03-11 | $274.89 | +6.6% |
| 2026-03-10 | $257.91 | −1.8% |
| 2026-03-09 | $262.64 | +1.3% |
| 2026-03-06 | $259.17 | −1.4% |
| 2026-03-05 | $262.76 | +13.6% |
| 2026-03-04 | $231.26 | −0.6% |
| 2026-03-03 | $232.70 | +0.5% |
| 2026-03-02 | $231.47 | −1.4% |
| 2026-02-27 | $234.82 | +1.0% |
| 2026-02-26 | $232.59 | −0.1% |
| 2026-02-25 | $232.80 | −0.1% |
| 2026-02-24 | $233.00 | −0.4% |
| 2026-02-23 | $234.05 | −1.6% |
| 2026-02-20 | $237.90 | +1.0% |
| 2026-02-19 | $235.61 | −2.3% |
| 2026-02-18 | $241.25 | +1.3% |
| 2026-02-17 | $238.27 | −0.4% |
| 2026-02-13 | $239.32 | +1.8% |
| 2026-02-12 | $235.05 | 0.0% |
| 2026-02-11 | $235.08 | +2.2% |
| 2026-02-10 | $230.01 | +15.1% |
| 2026-02-09 | $199.84 | −0.7% |
| 2026-02-06 | $201.35 | −0.6% |
| 2026-02-05 | $202.54 | −0.3% |
| 2026-02-04 | $203.10 | 0.0% |
| 2026-02-03 | $203.00 | −2.4% |
| 2026-02-02 | $208.02 | −3.2% |
| 2026-01-30 | $215.00 | +2.6% |
| 2026-01-29 | $209.55 | +1.0% |
| 2026-01-28 | $207.38 | −1.1% |
| 2026-01-27 | $209.61 | +1.3% |
| 2026-01-26 | $206.92 | −0.5% |
| 2026-01-23 | $207.99 | −0.4% |
| 2026-01-22 | $208.82 | +1.2% |
| 2026-01-21 | $206.33 | +0.3% |
| 2026-01-20 | $205.67 | −2.0% |
| 2026-01-16 | $209.80 | −1.2% |
| 2026-01-15 | $212.41 | +5.2% |
| 2026-01-14 | $202.00 | +1.1% |
| 2026-01-13 | $199.77 | −0.9% |
| 2026-01-12 | $201.50 | −0.9% |
| 2026-01-09 | $203.30 | +0.6% |
| 2026-01-08 | $202.01 | +2.5% |
| 2026-01-07 | $197.00 | −3.0% |
| 2026-01-06 | $203.15 | +2.6% |
| 2026-01-05 | $197.92 | +2.2% |
| 2026-01-02 | $193.61 | +0.4% |
| 2025-12-31 | $192.90 | −1.1% |
| 2025-12-30 | $195.07 | −0.8% |
| 2025-12-29 | $196.55 | −0.5% |
| 2025-12-26 | $197.58 | −1.0% |
| 2025-12-24 | $199.57 | +0.3% |
| 2025-12-23 | $199.00 | +0.7% |
| 2025-12-22 | $197.64 | +16.1% |
| 2025-12-19 | $170.16 | −2.2% |
| 2025-12-18 | $174.04 | −1.6% |
| 2025-12-17 | $176.81 | +1.5% |
| 2025-12-16 | $174.20 | −1.9% |
| 2025-12-15 | $177.62 | −1.0% |
| 2025-12-12 | $179.35 | −0.2% |
| 2025-12-11 | $179.77 | −0.8% |
| 2025-12-10 | $181.13 | +0.7% |
| 2025-12-09 | $179.87 | −0.1% |
| 2025-12-08 | $180.01 | −0.7% |
| 2025-12-05 | $181.22 | +1.9% |
| 2025-12-04 | $177.85 | +0.3% |
| 2025-12-03 | $177.38 | +0.1% |
| 2025-12-02 | $177.19 | 0.0% |
| 2025-12-01 | $177.15 | +2.7% |
| 2025-11-28 | $172.55 | +0.4% |
| 2025-11-26 | $171.85 | +2.9% |
| 2025-11-25 | $167.02 | +2.9% |
| 2025-11-24 | $162.29 | −0.5% |
| 2025-11-21 | $163.05 | +2.0% |
| 2025-11-20 | $159.86 | 0.0% |
| 2025-11-19 | $159.85 | +0.7% |
| 2025-11-18 | $158.71 | +0.4% |
| 2025-11-17 | $158.05 | −2.0% |
| 2025-11-14 | $161.20 | +1.2% |
| 2025-11-13 | $159.21 | +2.5% |
| 2025-11-12 | $155.37 | +1.5% |
| 2025-11-11 | $153.05 | +0.1% |
| 2025-11-10 | $152.91 | +1.0% |
| 2025-11-07 | $151.34 | +0.9% |
| 2025-11-06 | $150.02 | −1.2% |
| 2025-11-05 | $151.81 | 0.0% |
| 2025-11-04 | $151.86 | −2.5% |
| 2025-11-03 | $155.76 | +0.9% |
| 2025-10-31 | $154.35 | −1.3% |
| 2025-10-30 | $156.42 | +0.6% |
| 2025-10-29 | $155.56 | −2.5% |
| 2025-10-28 | $159.52 | +1.1% |
| 2025-10-27 | $157.76 | −2.3% |
| 2025-10-24 | $161.45 | +3.6% |
| 2025-10-23 | $155.90 | −5.5% |
| 2025-10-22 | $164.98 | −4.8% |
| 2025-10-21 | $173.37 | +1.2% |
| 2025-10-20 | $171.33 | +1.8% |
| 2025-10-17 | $168.29 | +1.8% |
| 2025-10-16 | $165.24 | +2.2% |
| 2025-10-15 | $161.68 | −0.9% |
| 2025-10-14 | $163.21 | +3.0% |
| 2025-10-13 | $158.52 | +0.7% |
| 2025-10-10 | $157.45 | −2.4% |
| 2025-10-09 | $161.28 | −2.0% |
| 2025-10-08 | $164.53 | −0.1% |
| 2025-10-07 | $164.68 | −0.2% |
| 2025-10-06 | $164.97 | −2.3% |
| 2025-10-03 | $168.91 | +1.0% |
| 2025-10-02 | $167.25 | +0.6% |
| 2025-10-01 | $166.31 | −0.5% |
| 2025-09-30 | $167.19 | +0.3% |
| 2025-09-29 | $166.70 | −1.2% |
| 2025-09-26 | $168.76 | +2.1% |
| 2025-09-25 | $165.27 | −0.9% |
| 2025-09-24 | $166.80 | −0.2% |
| 2025-09-23 | $167.09 | −2.6% |
| 2025-09-22 | $171.48 | +1.8% |
| 2025-09-19 | $168.45 | −1.3% |
| 2025-09-18 | $170.70 | +0.8% |
| 2025-09-17 | $169.32 | −1.0% |
| 2025-09-16 | $171.05 | −0.3% |
| 2025-09-15 | $171.60 | 0.0% |
| 2025-09-12 | $171.57 | −2.6% |
| 2025-09-11 | $176.22 | +3.0% |
| 2025-09-10 | $171.07 | −1.2% |
| 2025-09-09 | $173.13 | −0.8% |
| 2025-09-08 | $174.56 | −1.8% |
| 2025-09-05 | $177.77 | −0.7% |
| 2025-09-04 | $178.96 | +2.1% |
| 2025-09-03 | $175.28 | −0.3% |
| 2025-09-02 | $175.87 | −1.1% |
| 2025-08-29 | $177.82 | +0.4% |
| 2025-08-28 | $177.13 | −0.1% |
| 2025-08-27 | $177.27 | +0.9% |
| 2025-08-26 | $175.75 | −0.3% |
| 2025-08-25 | $176.20 | −1.6% |
| 2025-08-22 | $179.11 | +2.5% |
| 2025-08-21 | $174.66 | +0.4% |
| 2025-08-20 | $173.89 | −0.6% |
| 2025-08-19 | $174.87 | +0.1% |
| 2025-08-18 | $174.68 | +0.6% |
| 2025-08-15 | $173.63 | −0.6% |
| 2025-08-14 | $174.72 | −1.8% |
| 2025-08-13 | $177.94 | +1.5% |
| 2025-08-12 | $175.33 | +0.5% |
| 2025-08-11 | $174.43 | +1.3% |
| 2025-08-08 | $172.14 | −0.3% |
| 2025-08-07 | $172.61 | +0.1% |
| 2025-08-06 | $172.43 | +0.3% |
| 2025-08-05 | $171.87 | −0.6% |
| 2025-08-04 | $172.92 | +1.7% |
| 2025-08-01 | $169.98 | −0.6% |
| 2025-07-31 | $171.03 | +0.4% |
| 2025-07-30 | $170.37 | −1.1% |
| 2025-07-29 | $172.35 | −0.9% |
| 2025-07-28 | $174.00 | +0.3% |
| 2025-07-25 | $173.40 | −0.6% |
| 2025-07-24 | $174.49 | −0.9% |
| 2025-07-23 | $176.02 | +1.4% |
| 2025-07-22 | $173.61 | −0.4% |
| 2025-07-21 | $174.32 | −0.6% |
| 2025-07-18 | $175.42 | −1.4% |
| 2025-07-17 | $177.83 | +0.1% |
| 2025-07-16 | $177.62 | +2.2% |
| 2025-07-15 | $173.76 | −2.4% |
| 2025-07-14 | $178.09 | +2.2% |
| 2025-07-11 | $174.29 | 0.0% |
| 2025-07-10 | $174.26 | +1.4% |
| 2025-07-09 | $171.90 | +0.7% |
| 2025-07-08 | $170.63 | +0.6% |
| 2025-07-07 | $169.68 | −3.0% |
| 2025-07-03 | $175.01 | +2.3% |
| 2025-07-02 | $171.07 | −10.2% |
| 2025-07-01 | $190.41 | +1.2% |
| 2025-06-30 | $188.22 | +1.0% |
| 2025-06-27 | $186.32 | +0.2% |
| 2025-06-26 | $185.96 | +0.7% |
| 2025-06-25 | $184.61 | −1.9% |
| 2025-06-24 | $188.23 | +1.3% |
| 2025-06-23 | $185.89 | +1.3% |
| 2025-06-20 | $183.58 | +0.2% |
| 2025-06-18 | $183.26 | −1.1% |
| 2025-06-17 | $185.28 | 0.0% |
| 2025-06-16 | $185.27 | +0.4% |
| 2025-06-13 | $184.45 | −1.6% |
| 2025-06-12 | $187.54 | −0.3% |
| 2025-06-11 | $188.10 | −0.7% |
| 2025-06-10 | $189.37 | −0.1% |
| 2025-06-09 | $189.64 | +0.8% |
| 2025-06-06 | $188.10 | −0.4% |
| 2025-06-05 | $188.89 | +0.5% |
| 2025-06-04 | $188.02 | +0.3% |
| 2025-06-03 | $187.40 | −0.8% |
| 2025-06-02 | $188.84 | +0.1% |
| 2025-05-30 | $188.56 | 0.0% |
| 2025-05-29 | $188.51 | −0.2% |
| 2025-05-28 | $188.93 | 0.0% |
| 2025-05-27 | $188.95 | +3.0% |
| 2025-05-23 | $183.45 | −0.7% |
| 2025-05-22 | $184.66 | −0.1% |
| 2025-05-21 | $184.81 | −1.6% |
| 2025-05-20 | $187.84 | −0.6% |
| 2025-05-19 | $188.93 | +0.9% |
| 2025-05-16 | $187.32 | +0.1% |
| 2025-05-15 | $187.09 | +2.8% |
| 2025-05-14 | $181.91 | −2.2% |
| 2025-05-13 | $186.05 | +0.4% |
| 2025-05-12 | $185.40 | +0.7% |
| 2025-05-09 | $184.05 | +0.3% |
| 2025-05-08 | $183.53 | +1.5% |
| 2025-05-07 | $180.78 | −0.4% |
| 2025-05-06 | $181.51 | +0.5% |
| 2025-05-05 | $180.65 | +0.4% |
| 2025-05-02 | $179.95 | +0.1% |
| 2025-05-01 | $179.82 | +0.8% |
| 2025-04-30 | $178.47 | −0.8% |
| 2025-04-29 | $179.90 | +0.8% |
| 2025-04-28 | $178.39 | +0.6% |
| 2025-04-25 | $177.39 | +0.5% |
| 2025-04-24 | $176.45 | +2.4% |
| 2025-04-23 | $172.24 | −0.5% |
| 2025-04-22 | $173.04 | +1.4% |
| 2025-04-21 | $170.66 | −0.7% |
| 2025-04-17 | $171.88 | −0.9% |
| 2025-04-16 | $173.41 | −0.7% |
| 2025-04-15 | $174.61 | −0.3% |
| 2025-04-14 | $175.07 | +0.5% |
| 2025-04-11 | $174.15 | +2.4% |
| 2025-04-10 | $169.99 | −1.8% |
| 2025-04-09 | $173.11 | +7.0% |
| 2025-04-08 | $161.86 | −1.5% |
| 2025-04-07 | $164.39 | +0.6% |
| 2025-04-04 | $163.41 | −5.1% |
| 2025-04-03 | $172.17 | −2.8% |
| 2025-04-02 | $177.16 | +1.0% |
| 2025-04-01 | $175.36 | +0.8% |
| 2025-03-31 | $174.00 | +0.1% |
| 2025-03-28 | $173.90 | −2.3% |
| 2025-03-27 | $178.01 | +4.2% |
| 2025-03-26 | $170.87 | +0.9% |
| 2025-03-25 | $169.41 | −14.3% |
| 2025-03-24 | $197.57 | +0.2% |
| 2025-03-21 | $197.22 | −1.5% |
| 2025-03-20 | $200.13 | −2.4% |
| 2025-03-19 | $204.97 | −0.6% |
| 2025-03-18 | $206.11 | +0.3% |
| 2025-03-17 | $205.46 | +0.5% |
| 2025-03-14 | $204.51 | +1.0% |
| 2025-03-13 | $202.56 | −0.4% |
| 2025-03-12 | $203.34 | −0.5% |
| 2025-03-11 | $204.46 | −0.3% |
| 2025-03-10 | $205.07 | −2.1% |
| 2025-03-07 | $209.53 | +0.1% |
| 2025-03-06 | $209.29 | −0.6% |
| 2025-03-05 | $210.58 | +1.7% |
| 2025-03-04 | $207.01 | −2.8% |
| 2025-03-03 | $212.90 | −0.9% |
| 2025-02-28 | $214.92 | +2.4% |
| 2025-02-27 | $209.89 | −0.1% |
| 2025-02-26 | $210.03 | −1.6% |
| 2025-02-25 | $213.42 | +1.5% |
| 2025-02-24 | $210.27 | 0.0% |
| 2025-02-21 | $210.29 | −1.6% |
| 2025-02-20 | $213.72 | −0.6% |
| 2025-02-19 | $215.02 | +1.9% |
| 2025-02-18 | $211.01 | −0.9% |
| 2025-02-14 | $213.02 | −1.5% |
| 2025-02-13 | $216.21 | −0.1% |
| 2025-02-12 | $216.50 | −1.9% |
| 2025-02-11 | $220.78 | +0.4% |
| 2025-02-10 | $220.00 | +0.3% |
| 2025-02-07 | $219.39 | −1.8% |
| 2025-02-06 | $223.44 | +0.6% |
| 2025-02-05 | $222.11 | −0.1% |
| 2025-02-04 | $222.34 | +3.3% |
| 2025-02-03 | $215.31 | +0.5% |
| 2025-01-31 | $214.32 | −0.7% |
| 2025-01-30 | $215.75 | −0.6% |
| 2025-01-29 | $216.95 | −3.2% |
| 2025-01-28 | $224.10 | −1.4% |
| 2025-01-27 | $227.24 | +3.2% |
| 2025-01-24 | $220.28 | −0.9% |
| 2025-01-23 | $222.21 | −3.1% |
| 2025-01-22 | $229.22 | +1.1% |
| 2025-01-21 | $226.75 | +1.9% |
| 2025-01-17 | $222.46 | −2.8% |
| 2025-01-16 | $228.90 | −0.7% |
| 2025-01-15 | $230.50 | +2.4% |
| 2025-01-14 | $225.00 | −0.7% |
| 2025-01-13 | $226.53 | +2.6% |
| 2025-01-10 | $220.70 | +2.9% |
| 2025-01-08 | $214.48 | +4.8% |
| 2025-01-07 | $204.69 | +20.9% |
| 2025-01-06 | $169.33 | −1.1% |
| 2025-01-03 | $171.28 | +0.6% |
| 2025-01-02 | $170.32 |
The deal terms' value, $329.42 at the Oct. 26 closes, is KeyVex's math: $155 plus 0.7720 times Cintas's $225.93 close. Source: Tiingo end-of-day closes, as traded, via KeyVex.
Four years, three prices, one sticking point
Cintas offered $255 a share in February 2022, the earliest offer the proxy describes. It offered $275 in November 2024, and UniFirst's board turned that down, the proxy says.Proxy Members of the Croatti family, UniFirst's founding family, hold more than two-thirds of its votes through super-voting shares. Acting together, they effectively control any sale, the proxy says.Proxy
In January 2025, UniFirst's board told Cintas it was focused on a price "in the very high $300s." It would need a very meaningful commitment from Cintas on antitrust risk, the proxy says. Cintas answered that it believed $275 was a "fair and full price," though it was open to paying more if the business case justified it. It could not agree to meaningful antitrust covenants without further talks between the two sides' antitrust lawyers, it said.Proxy
The commitment UniFirst wanted has a name among deal lawyers: "hell or high water." It is a buyer's promise to do whatever regulators ask, selling businesses included. UniFirst asked for one on March 13, 2025. Eleven days later, Cintas announced it had ended the talks. It did so over that ask, the fee and the price, among other things, the proxy says.Proxy
The Cintas proposal also provided for a $350.0 million reverse termination fee payable by Cintas to UniFirst if the merger was blocked on antitrust grounds, and an obligation for Cintas and UniFirst to litigate any challenge by antitrust authorities, if necessary. In light of the foregoing, Cintas proposed that it not be required to engage in antitrust remedies
Cintas came back in December with that offer. In February 2026 it said it would agree to a fee of "no more than $350.0 million."Proxy On Feb. 14, UniFirst's board accepted the fee and the deadline extensions, provided Cintas agreed to a program, designed by UniFirst's management, to keep critical workers through a long review.Proxy The companies signed on March 10.8-K
What the contract says happens if the FTC sues
Cintas runs the strategy with regulators, after consulting UniFirst, including whether to agree with the FTC to wait before closing.Agreement Both companies must use their "reasonable best efforts" to close, including defending lawsuits and seeking to have any court order against the deal lifted.Agreement That duty stops short of any sale or other remedy, unless Cintas chooses one.Agreement
The deadline is Jan. 10, 2027. If antitrust approval or an antitrust court order is all that is still in the way, it moves automatically, up to twice, by four months each time. That makes Sept. 10, 2027 the latest, by KeyVex's count.Agreement
Cintas owes the $350 million if the deal ends at that deadline, or under a final antitrust court order, with everything else needed to close in place. It also owes it if UniFirst ends the deal because Cintas broke its regulatory promises.Agreement UniFirst then has seven business days to accept or decline the fee. Taking it ends any claim against Cintas over the failed deal.Agreement UniFirst would owe Cintas $213.3 million in other cases, such as its board backing out for a better offer.8-K
The fee goes to UniFirst the company, not to its shareholders. It comes to about $19.35 for each of the 18.1 million UniFirst shares outstanding on July 1, by KeyVex's math.10-Q
UniFirst's stock against the deal's value
View the data
| 2026 | Deal terms ($155 + 0.7720 Cintas shares) | UniFirst close |
|---|---|---|
| Oct. 26 | $329.42 | $279.64 |
| Oct. 23 | $328.01 | $281.29 |
| Oct. 22 | $327.96 | $278.99 |
| Oct. 21 | $324.96 | $274.00 |
| Oct. 20 | $322.55 | $266.63 |
| Oct. 19 | $318.90 | $262.13 |
| Oct. 16 | $319.97 | $263.00 |
| Oct. 15 | $319.48 | $264.83 |
| Oct. 14 | $316.06 | $258.08 |
| Oct. 13 | $314.33 | $258.08 |
| Oct. 12 | $313.44 | $262.46 |
| Oct. 9 | $311.26 | $260.85 |
| Oct. 8 | $310.26 | $259.60 |
| Oct. 7 | $307.23 | $252.31 |
| Oct. 6 | $306.28 | $251.72 |
| Oct. 5 | $305.85 | $252.89 |
| Oct. 2 | $304.01 | $251.78 |
| Oct. 1 | $306.00 | $252.32 |
| Sept. 30 | $305.59 | $250.52 |
| Sept. 29 | $307.66 | $254.54 |
| Sept. 28 | $309.85 | $259.44 |
| Sept. 25 | $309.33 | $259.09 |
| Sept. 24 | $307.61 | $257.86 |
| Sept. 23 | $303.20 | $257.62 |
| Sept. 22 | $308.47 | $265.02 |
| Sept. 21 | $306.99 | $264.00 |
| Sept. 18 | $307.58 | $261.62 |
| Sept. 17 | $307.83 | $261.26 |
| Sept. 16 | $308.98 | $266.12 |
| Sept. 15 | $308.59 | $267.27 |
| Sept. 14 | $310.03 | $270.07 |
| Sept. 11 | $310.56 | $274.68 |
| Sept. 10 | $308.20 | $270.77 |
| Sept. 9 | $309.43 | $275.15 |
| Sept. 8 | $309.79 | $275.66 |
| Sept. 4 | $309.76 | $275.17 |
| Sept. 3 | $310.21 | $275.10 |
| Sept. 2 | $307.93 | $275.26 |
| Sept. 1 | $309.86 | $277.48 |
| Aug. 31 | $310.78 | $276.60 |
| Aug. 28 | $312.63 | $281.88 |
| Aug. 27 | $312.60 | $285.75 |
| Aug. 26 | $313.86 | $287.98 |
| Aug. 25 | $313.07 | $288.06 |
| Aug. 24 | $315.11 | $291.75 |
| Aug. 21 | $312.33 | $290.25 |
| Aug. 20 | $312.12 | $288.65 |
| Aug. 19 | $311.78 | $289.35 |
| Aug. 18 | $308.98 | $286.50 |
| Aug. 17 | $307.72 | $286.47 |
| Aug. 14 | $309.03 | $286.76 |
| Aug. 13 | $309.94 | $287.91 |
| Aug. 12 | $312.11 | $290.03 |
| Aug. 11 | $313.48 | $291.48 |
| Aug. 10 | $311.49 | $289.64 |
| Aug. 7 | $311.75 | $290.37 |
| Aug. 6 | $311.06 | $288.90 |
| Aug. 5 | $310.48 | $289.90 |
| Aug. 4 | $312.22 | $290.35 |
| Aug. 3 | $312.50 | $291.44 |
| July 31 | $312.97 | $292.98 |
| July 30 | $314.64 | $293.60 |
| July 29 | $322.16 | $301.19 |
| July 28 | $320.90 | $300.50 |
| July 27 | $317.88 | $297.46 |
| July 24 | $313.96 | $294.34 |
| July 23 | $311.91 | $289.72 |
| July 22 | $310.45 | $290.50 |
| July 21 | $309.72 | $289.48 |
| July 20 | $310.79 | $290.38 |
| July 17 | $312.84 | $291.44 |
| July 16 | $314.23 | $292.69 |
| July 15 | $303.51 | $281.26 |
| July 14 | $297.30 | $275.26 |
| July 13 | $296.86 | $272.93 |
| July 10 | $293.68 | $271.78 |
| July 9 | $292.18 | $270.87 |
| July 8 | $294.09 | $272.28 |
| July 7 | $295.37 | $274.02 |
| July 6 | $292.60 | $270.36 |
| July 2 | $295.02 | $273.56 |
| July 1 | $289.51 | $266.54 |
| June 30 | $286.30 | $264.46 |
| June 29 | $285.53 | $263.94 |
| June 26 | $287.71 | $266.07 |
| June 25 | $285.54 | $262.41 |
| June 24 | $286.96 | $263.61 |
| June 23 | $285.31 | $261.64 |
| June 22 | $285.82 | $261.00 |
| June 18 | $286.90 | $261.00 |
| June 17 | $285.96 | $259.74 |
| June 16 | $291.42 | $265.92 |
| June 15 | $289.90 | $263.83 |
| June 12 | $291.09 | $264.83 |
| June 11 | $295.41 | $275.65 |
| June 10 | $294.27 | $272.60 |
| June 9 | $293.86 | $270.48 |
| June 8 | $289.05 | $264.07 |
| June 5 | $293.84 | $269.92 |
| June 4 | $293.93 | $271.46 |
| June 3 | $289.88 | $264.59 |
| June 2 | $288.80 | $263.55 |
| June 1 | $288.48 | $264.44 |
| May 29 | $287.21 | $265.42 |
| May 28 | $288.60 | $268.03 |
| May 27 | $286.13 | $265.55 |
| May 26 | $287.08 | $263.98 |
| May 22 | $288.50 | $265.47 |
| May 21 | $288.06 | $264.77 |
| May 20 | $287.29 | $264.33 |
| May 19 | $287.94 | $264.20 |
| May 18 | $289.72 | $265.78 |
| May 15 | $284.94 | $261.09 |
| May 14 | $283.11 | $258.16 |
| May 13 | $281.26 | $256.40 |
| May 12 | $282.70 | $256.80 |
| May 11 | $282.13 | $252.35 |
| May 8 | $283.90 | $252.41 |
| May 7 | $286.27 | $256.41 |
| May 6 | $285.75 | $254.34 |
| May 5 | $285.66 | $252.30 |
| May 4 | $283.84 | $249.74 |
| May 1 | $285.94 | $252.10 |
| April 30 | $289.88 | $255.51 |
| April 29 | $289.29 | $255.79 |
| April 28 | $289.50 | $257.69 |
| April 27 | $289.36 | $258.21 |
| April 24 | $290.79 | $260.23 |
| April 23 | $292.12 | $261.88 |
| April 22 | $289.84 | $259.81 |
| April 21 | $291.07 | $261.21 |
| April 20 | $292.95 | $261.48 |
| April 17 | $293.32 | $263.13 |
| April 16 | $292.05 | $262.14 |
| April 15 | $291.23 | $259.81 |
| April 14 | $290.98 | $260.84 |
| April 13 | $290.62 | $259.73 |
| April 10 | $290.05 | $256.22 |
| April 9 | $289.44 | $257.26 |
| April 8 | $289.78 | $258.33 |
| April 7 | $286.46 | $254.73 |
| April 6 | $287.54 | $256.00 |
| April 2 | $289.59 | $256.19 |
| April 1 | $287.81 | $254.59 |
| March 31 | $285.58 | $251.59 |
| March 30 | $285.21 | $249.33 |
| March 27 | $282.93 | $248.62 |
| March 26 | $285.35 | $251.47 |
| March 25 | $291.53 | $262.21 |
| March 24 | $292.52 | $263.54 |
| March 23 | $294.89 | $266.23 |
| March 20 | $293.45 | $260.76 |
| March 19 | $295.37 | $265.50 |
| March 18 | $298.16 | $267.72 |
| March 17 | $303.87 | $273.42 |
| March 16 | $303.80 | $273.81 |
| March 13 | $304.98 | $273.31 |
| March 12 | $304.20 | $272.88 |
| March 11 | $308.12 | $274.89 |
The deal terms' value is KeyVex's math from the agreement's $155 cash and 0.7720 exchange ratio. Closes as traded, from Tiingo via KeyVex. Source: UniFirst Form 8-K, March 11, 2026.
Each UniFirst share is to become $155 in cash and 0.7720 of a Cintas share.8-K At the March 11 closes those terms were worth $308.12, by KeyVex's math, and UniFirst closed at $274.89. On Oct. 26, the last close before Semafor's report, they were worth $329.42 and UniFirst closed at $279.64, 15.1% below.Chart data UniFirst closed below the terms' value on every trading day in between.Chart data The gap is KeyVex's arithmetic, not a forecast of what holders will receive.
Where the review stands
UniFirst's shareholders approved the deal on June 11, with 47.5 million votes for and 10,251 against. Each super-voting share carried ten votes.8-K The same day, the FTC sent both companies a second request, a demand for more documents that extends its review.8-K
On Oct. 2, both told the FTC they had substantially complied. They agreed not to close before Dec. 11 unless the FTC tells them in writing that it has closed its investigation.8-K Canada's Competition Bureau is reviewing the deal too, and both companies finished answering its request for more information on Sept. 29.8-K Cintas still expected the deal to close before the end of 2026, it said in that Oct. 6 filing.8-K When the deal was announced in March, Cintas chief executive Todd Schneider said the combined companies would be "better positioned to drive growth and deliver on efficiencies."Release
Neither company had filed anything about Semafor's report with the SEC as of the evening of Oct. 27.EDGAREDGAR
What to watch
The earliest the companies agreed they could close, unless the FTC ends its investigation first.
The merger agreement's deadline.
The first automatic extension, if antitrust approval is all that is left, by KeyVex's count.
The second and last extension. A deal ended then, with antitrust approval the only thing missing, owes UniFirst the $350 million fee.
The paper trail
The filings behind this story, March 11 through Oct. 6, 2026, with the time EDGAR accepted each one.
| Filed (ET) | Form | Filer | What it shows |
|---|---|---|---|
| March 11, 8:10 a.m. | 8-K | UniFirst | The merger agreement: $155 in cash and 0.7720 Cintas shares a share, no duty to sell anything, a $350 million fee from Cintas. |
| May 11, 8:19 a.m. | DEFM14A | UniFirst | The merger proxy: four years of offers, the "hell or high water" ask and Cintas's March 2025 exit. |
| June 12, 8:01 a.m. | 8-K | Cintas | The FTC's second request, received June 11. |
| June 12, 8:13 a.m. | 8-K | UniFirst | Shareholders approve the deal at the June 11 special meeting. |
| Oct. 6, 5:22 p.m. | 8-K | Cintas | Compliance certified Oct. 2; no close before Dec. 11 under a timing agreement with the FTC. |
Sources
14 sources, 8 of them public records
Public records
- UniFirst Corp., Form 8-K: merger agreement with CintasSEC EDGAR · March 11, 2026
- Agreement and Plan of Merger among UniFirst, Cintas and two Cintas subsidiaries (Exhibit 2.1)SEC EDGAR · March 11, 2026
- Cintas and UniFirst joint press release (Exhibit 99.1)SEC EDGAR · March 11, 2026
- UniFirst Corp., definitive merger proxy statement (DEFM14A)SEC EDGAR · May 11, 2026
- UniFirst Corp., Form 8-K: special meeting resultsSEC EDGAR · June 12, 2026
- UniFirst Corp., Form 10-Q for the quarter ended May 30, 2026SEC EDGAR · July 8, 2026
- Cintas Corp., Form 8-K: the FTC's second requestSEC EDGAR · June 12, 2026
- Cintas Corp., Form 8-K: second-request compliance and timing agreementSEC EDGAR · Oct. 6, 2026
Rules and references
- UniFirst Corp., list of filingsSEC EDGAR · as of Oct. 27, 2026
- Cintas Corp., list of filingsSEC EDGAR · as of Oct. 27, 2026
Reporting
- "FTC flexes its muscles on $5 billion uniform deal"Semafor · Oct. 27, 2026
- "FTC to sue to block Cintas-UniFirst deal, Semafor reports" (Reuters, as published)Investing.com · Oct. 27, 2026
Data
- End-of-day prices for UNF and CTAS, and for SPY and QQQ on the chart (Tiingo)KeyVex · through Oct. 26, 2026
- The chart's Filings layer: KeyVex's insider trade, Form 144 and 8-K records for UNFKeyVex · through Oct. 26, 2026
How we got these numbers
- Prices are end-of-day closes as traded, not adjusted for dividends, through Oct. 26, 2026, the last close in KeyVex's data when this story was written. The Oct. 27 moves are as Reuters reported them. The S&P 500 and Nasdaq 100 lines follow SPY and QQQ, also as traded, rebased to UniFirst's close at the start of the range shown. The Filings switch shows a selection of the filing markers from KeyVex's UniFirst page, not every filing and not only those tied to this story, and starts off.
- The deal terms' value on each day is KeyVex's math: $155 plus 0.7720 times Cintas's close that day. It ignores cash paid for fractional shares, and it is not a forecast of what holders will receive.
- The fee per share is $350 million divided by 18,084,173, the 14,532,908 common and 3,551,265 Class B shares outstanding on July 1, 2026, per UniFirst's 10-Q. The fee would be paid to UniFirst, not to its shareholders.
- The extension dates add four months, once and then twice, to the agreement's Jan. 10, 2027 deadline. They apply only if antitrust clearance or an antitrust court order is the only condition left unmet.