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Engine Capital Issues Open Letter to the Trustees Controlling UniFirst Corporation
Businesswire· 2025-11-25 14:15
Core Viewpoint - Engine Capital LP, a significant independent shareholder of UniFirst Corporation, is urging the company's trustees to engage in discussions regarding the potential sale of the company to enhance its future for employees, customers, and shareholders [1][2]. Shareholder Engagement - Engine Capital has made multiple attempts to privately communicate with the trustees about strengthening the Board and the need for a sale, but these attempts have been ignored, prompting the public letter [2][3]. - The letter emphasizes the trustees' disregard for shareholders and calls for a meeting to discuss the future of UniFirst [2][14]. Board Composition and Governance - Engine Capital has proposed the nomination of a third qualified director to the Board, alongside Michael Croatti, to enhance governance and value creation [3]. - The company has suggested expanding the Board to eight directors as a compromise to accommodate the new candidate [3]. Financial Performance and Legacy Concerns - Under the current trustees, UniFirst has reportedly lost competitive ground, which is detrimental to employees and customers, and has resulted in significant financial losses for the Croatti family [4][5]. - Since the passing of former CEO Ron Croatti over eight years ago, UniFirst's stock price has remained flat, while competitor Cintas' shares have increased nearly five-fold, indicating a substantial loss of value [6]. Call for Sale and Strategic Direction - Engine Capital argues that a sale of UniFirst is the optimal path forward, as the current management's strategic initiatives are unlikely to yield the necessary improvements [7][8]. - The letter suggests that pursuing a sale would not only benefit stakeholders but also restore the legacy of the Croatti family [8]. Annual Meeting Concerns - The company has scheduled a virtual-only annual meeting for December 15, 2025, which is seen as a deviation from standard practices and a tactic to limit shareholder participation [9][10]. - The timing of the meeting is criticized as an attempt to manipulate the election process, raising concerns about the Board's commitment to shareholder rights [10][12]. Governance and Transparency Issues - The actions taken by the Board, including the accelerated meeting date and virtual format, are viewed as contrary to good governance principles and shareholder democracy [13]. - Engine Capital calls for accountability among directors who endorse such tactics, suggesting they should be barred from serving on public company boards [13].