Cintas And UniFirst Certify FTC Compliance, But Merger Cannot Close Before December 11
Cintas still expects the UniFirst deal to close before the end of 2026, even though a timing agreement with the FTC sets the earliest date.
Cintas and UniFirst agreed in a timing agreement with the FTC not to close their merger before December 11, 2026, unless the agency first says in writing that it has closed its investigation. Cintas disclosed the term in an 8-K filed Tuesday, alongside news that both companies have certified substantial compliance with the FTC's Second Request.
What the 8-K says
Each company received a Second Request, a demand for additional documents and information, from the FTC on June 11. Both certified on October 2 that they had substantially complied, the filing says. The timing agreement was signed the same day.
In Canada, the Competition Bureau issued each company a Supplementary Information Request on July 2. Each certified on September 29 that it had completed its response.
Cintas said it continues to expect the mergers to close before the end of calendar year 2026, subject to the satisfaction or waiver of customary closing conditions.
What it changes
The deal dates to a March 10 merger agreement. UniFirst would be merged into a Cintas subsidiary in a two-step process and end up wholly owned by Cintas.
Closing depends on the expiration or termination of the Hart-Scott-Rodino waiting period, the U.S. antitrust premerger review. The Second Request kept that review open. Under the timing agreement, the December 11 date is a floor, and an early closing notice from the FTC is the only route to an earlier close.
The date sits 66 days after the filing. That leaves a window between December 11 and year-end for Cintas to hit its stated expectation.
Cintas shares closed at $195.96 in regular trading Tuesday and were at $195.00, down 0.49%, in Tuesday after-hours trading, according to market data.
What to watch
Two things are open: whether the FTC closes its investigation early or lets December 11 pass, and how the Canadian Competition Bureau responds now that it holds the completed responses.
Cintas's year-end close target rests on the FTC, which has the December 11 date written into an agreement the companies signed on October 2.
Sources
- 8-K Filing — CINTAS CORP (CTAS) — SEC EDGAR
