VSTS on NYSE

Vestis Corporation

American wholesale-miscellaneous nondurable goods company based in Roswell1

In its 2025 annual report the company says: “Vestis Corporation, a Delaware Corporation is a leading provider of uniform rentals and workplace supplies across the United States and Canada. We provide uniforms, mats, towels, linens, restroom supplies, first-aid supplies, safety products and other workplace supplies. We are one of the largest companies operating within the United States and Canada in our industry.”7 Its shares trade on NYSE under the symbol VSTS.1

Price unavailable

Last updated Oct 21, 2026.

Overview

$2.7BRevenue, fiscal 20254
-$40.2MNet income, fiscal 20254

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  • TickerVSTS on NYSE1
  • IndustryWholesale-Miscellaneous Nondurable Goods1
  • HeadquartersRoswell, United States1
  • Websitewww.vestis.com
  • Incorporated inDE5
  • Business address1035 Alpharetta Street, Suite 2100, Roswell, Ga 300765
  • Filer categoryLarge accelerated filer5
  • Legal formCorporation3
  • LEI254900QDW0TA2TMFAP593
  • StatusActive3
  • LEI statusLapsed (not renewed)3
  • Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States3
  • Registered withDivision of Corporations, Department of State, 73106593

Vestis Corporation, a Delaware Corporation (“Vestis”, the “Company”, “our”, “we” or “us”) is a leading provider of uniform rentals and workplace supplies across the United States and Canada. We provide uniforms, mats, towels, linens, restroom supplies, first-aid supplies, safety products and other workplace supplies. In fiscal year 2025, we generated revenue of approximately $2.7 billion. We are one of the largest companies operating within the United States and Canada in our industry.7 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

2.4%Operating margin4
-1.5%Net margin4
-2.5%Revenue growth, 20254
-4.6%Return on equity4
1.33×Debt to equity4

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Business segments

Unites States brought in 91% of the revenue Vestis Corporation broke down this way in fiscal 2025.

  1. Unites States$2.5B491%down 3% from 2024
  2. Canada,$245.5M49%down 2% from 2024
Business segments by year
Business segments202320242025
Unites States$2.6B$2.6B$2.5B
Canada,$249.9M$249.9M$245.5M

Regions

United States brought in 91% of the revenue Vestis Corporation broke down this way in fiscal 2025.

  1. United States$2.5B491%down 3% from 2024
  2. CAMember$245.5M49%down 2% from 2024
Regions by year
Regions202320242025
United States$2.6B$2.6B$2.5B
CAMember$249.9M$249.9M$245.5M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Selling, general and admin19¢$517.3M
  • Other costs81¢$2.2B
  • Income tax0¢$4.1M

Out of $2.7B in revenue.4 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Dividends paid22¢$13.8M
  • Kept or used elsewhere78¢$50.4M

Out of $64.2M of cash from operations.4

Financial statements

Revenue84$2.7B in 2025+2% since 2022
0$1.0B$2.0B$3.0B2022: $2.7B$2.7B20222023: $2.8B$2.8B2023+5%2024: $2.8B$2.8B2024−1%2025: $2.7B$2.7B2025−3%
Operating income84$64.4M in 2025−66% since 2022
0$100.0M$200.0M$300.0M2022: $192.2M$192.2M20222023: $217.9M$217.9M2023+13%2024: $158.0M$158.0M2024−28%2025: $64.4M$64.4M2025−59%
Net income84-$40.2M in 2025
-$100.0M0$100.0M$200.0M$300.0M2022: $141.7M$141.7M20222023: $213.2M$213.2M2023+50%2024: $21.0M$21.0M2024−90%2025: -$40.2M-$40.2M2025

Every line of the income statement as filed: the last 3 fiscal years, latest first.4

Period ending2025-09-302024-09-302023-09-30
Revenue$2.7B$2.8B$2.8B
Cost of services provided (exclusive of depreciation and amortization)$2.0B$2.0B$2.0B
Depreciation and amortization$143.0M$140.8M$136.5M
Selling, general and administrative expenses$517.3M$517.2M$500.7M
Total Operating Expenses$2.7B$2.6B$2.6B
Operating Income$64.4M$158.0M$217.9M
Loss (Gain) on Sale of Equity Investment, net$2.8M$0-$51.8M
Interest Expense, net$92.3M$126.6M$2.1M
Other Expense (Income), net$13.7M-$642.0K-$2.1M
(Loss) Income Before Income Taxes-$44.3M$32.0M$269.7M
(Benefit) Provision for Income Taxes-$4.1M$11.1M$56.6M
Net (Loss) Income-$40.2M$21.0M$213.2M
Basic (in usd per share)-$0.31$0.16$1.63
Diluted (in usd per share)-$0.31$0.16$1.63
Basic (in shares)131.8M shares131.5M shares130.7M shares
Diluted (in shares)131.8M shares131.8M shares130.7M shares

Compare Vestis Corporation with another company

Corporate structure

Vestis Corporation sits at the top of its group. 23 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Vestis Corporation

  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on Vestis Corporation, latest Mar 27, 2026 (4 filings since Jan 10, 2024)
  • FMR LLC Filed SCHEDULE 13G/A on Vestis Corporation, latest Feb 5, 2026 (3 filings since Nov 12, 2024)
  • Corvex Management LP Filed SCHEDULE 13D/A on Vestis Corporation, latest Dec 17, 2025 (5 filings since May 8, 2024)
  • Alberta Investment Management Corporation Filed SCHEDULE 13G/A on Vestis Corporation, latest Jul 31, 2025 (2 filings since Apr 9, 2025)
  • BlackRock Filed SCHEDULE 13G/A on Vestis Corporation, latest Jul 17, 2025 (4 filings since Jan 8, 2024)
  • Pacer Advisors, Inc. Filed SCHEDULE 13G/A on Vestis Corporation, latest May 2, 2025 (2 filings since May 2, 2025)
  • Vestis Corporation Roswell, Georgia, United States
    • Active Industrial Uniform Co., LLC Subsidiary · Delaware, United States
    • AmeriPride Services, LLC Subsidiary · Delaware, United States
    • Canadian Linen and Uniform Service Corp. Subsidiary · Canada
    • Canadian Linen and Uniform Service Holdco, Ltd. Subsidiary · Canada
    • Delsac VIII, LLC Subsidiary · Delaware, United States
    • L&N Uniform Supply, LLC Subsidiary · California, United States
    • Landy Textile Rental Services, LLC Subsidiary · Delaware, United States
    • Overall Laundry Services, LLC Subsidiary · Delaware, United States
    • Vestis (Matchpoint), LLC Subsidiary · Delaware, United States
    • Vestis (Rochester), LLC Subsidiary · Delaware, United States
    • Vestis (Supply Chain), LLC Subsidiary · Delaware, United States
    • Vestis (Syracuse), LLC Subsidiary · Delaware, United States
    • Vestis (Texas), LLC Subsidiary · Delaware, United States
    • Vestis (West Adams), LLC Subsidiary · Delaware, United States
    • Vestis Cleanroom Services (Puerto Rico), Inc. Subsidiary · Delaware, United States
    • Vestis Holding de Mexico, S.A. de C.V. Subsidiary · Mexico
    • Vestis Manufacturing Company Subsidiary · Delaware, United States
    • Vestis Monclova Manufacturing de Mexico, S.A. de C.V. Subsidiary · Mexico
    • Vestis Monclova Support, S.A. de C.V. Subsidiary · Mexico
    • Vestis Services, LLC Subsidiary · Delaware, United States
    • Vestis Uniforms and Workplace Supplies, Inc. Subsidiary · Delaware, United States
    • VS Financing, LLC Subsidiary · Delaware, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Vestis Corporation reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, net$670.9M8 Sep 27, 2024$664.5M8 Sep 29, 2023+1.0%
Finance-lease assets$144.3M4 Oct 3, 2025$131.0M4 Sep 27, 2024+10.1%
Operating-lease assets (leased space)$85.1M4 Oct 3, 2025$73.5M4 Sep 27, 2024+15.7%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$29.7M4 Oct 3, 2025$31.0M4 Sep 27, 2024−4.1%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$961.7M4 Oct 3, 2025$963.8M4 Sep 27, 2024−0.2%
Intangible assets, net (excluding goodwill)$188.8M4 Oct 3, 2025$212.8M4 Sep 27, 2024−11.2%
Accumulated amortization$214.8M4 Oct 3, 2025$187.7M4 Sep 27, 2024+14.5%

Inventory

ItemLatestA year beforeChange
Inventory, total$179.0M4 Oct 3, 2025$164.9M4 Sep 27, 2024+8.6%
Raw materials$41.2M4 Oct 3, 2025$35.2M4 Sep 27, 2024+16.9%
Work in process$1.1M4 Oct 3, 2025$959.0K4 Sep 27, 2024+17.6%
Finished goods$136.7M4 Oct 3, 2025$128.7M4 Sep 27, 2024+6.2%

Properties, in its own words

Our principal executive offices are currently leased at 1035 Alpharetta Street, Roswell, GA 30075. As of October 3, 2025, we operated 338 sites including laundry plants, satellite plants, distribution centers and manufacturing plants that are located across the United States, Canada, and Mexico. We own 177 buildings, including distribution centers and satellite plants. We own 149 buildings in the United States and 28 buildings in Canada. We lease 161 premises, consisting of offices, laundry plants, satellite plants, manufacturing plants, and distribution centers. We lease 148 premises in the United States and 13 premises in Canada. No individual parcel of real estate owned or leased is of material significance to our total assets.

Item 2 of the 10-K filed Dec 2, 2025.7

Leadership

Who has led Vestis Corporation, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (17)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Active Industrial Uniform Co., LLC Delaware6
  • AmeriPride Services, LLC Delaware6
  • Canadian Linen and Uniform Service Corp. Canada6
  • Canadian Linen and Uniform Service Holdco, Ltd. Canada6
  • Delsac VIII, LLC Delaware6
  • L&N Uniform Supply, LLC California6
  • Landy Textile Rental Services, LLC Delaware6
  • Overall Laundry Services, LLC Delaware6
  • VS Financing, LLC Delaware6
  • Vestis (Matchpoint), LLC Delaware6
  • Vestis (Rochester), LLC Delaware6
  • Vestis (Supply Chain), LLC Delaware6
  • Vestis (Syracuse), LLC Delaware6
  • Vestis (Texas), LLC Delaware6
  • Vestis (West Adams), LLC Delaware6
  • Vestis Cleanroom Services (Puerto Rico), Inc. Delaware6
  • Vestis Holding de Mexico, S.A. de C.V. Mexico6
  • Vestis Manufacturing Company Delaware6
  • Vestis Monclova Manufacturing de Mexico, S.A. de C.V. Mexico6
  • Vestis Monclova Support, S.A. de C.V. Mexico6
  • Vestis Services, LLC Delaware6
  • Vestis Uniforms and Workplace Supplies, Inc. Delaware6

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Epic NewCo, Inc.Mar 17, 2023 to Aug 15, 20235

Timeline

  1. Sep 28, 20268-K Executive or director change; Regulation FD disclosure32
  2. Aug 11, 20268-K Results of operations33
  3. Jun 15, 20268-K Executive or director change34
  4. May 12, 20268-K Results of operations35
  5. Feb 24, 20268-K Shareholder vote36
  6. Feb 10, 20268-K Results of operations37
  7. Dec 16, 20258-K Executive or director change; Regulation FD disclosure38
  8. Dec 1, 20258-K Results of operations39
  9. Oct 8, 20258-K Executive or director change40
  10. Aug 26, 20258-K Executive or director change41
  11. Aug 5, 20258-K Results of operations42
  12. May 20, 20258-K Executive or director change43
  13. Feb 22, 2023Founded Vestis Corporation is founded3

Calendar

Coming up

  1. Dec 7, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.03 a share, on Dec 1, 2025.44

When it reported results

  1. Aug 11, 2026Reported quarterly or annual results33
  2. May 12, 2026Reported quarterly or annual results35
  3. Feb 10, 2026Reported quarterly or annual results37
  4. Dec 1, 2025Reported quarterly or annual results39
  5. Aug 5, 2025Reported quarterly or annual results42
  6. May 6, 2025Reported quarterly or annual results45
  7. Jan 31, 2025Reported quarterly or annual results46
  8. Nov 21, 2024Reported quarterly or annual results47

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

365 filings to the SEC since October 2021: 3 annual reports, 9 quarterly reports, 44 major events, 260 insider forms, 20 large holders, 29 other. The latest 20:

  1. Oct 7, 20264 EDGAR
  2. Oct 5, 20263 EDGAR
  3. Oct 2, 20264 EDGAR
  4. Sep 28, 20268-K EDGAR
  5. Sep 3, 20264 EDGAR
  6. Aug 11, 202610-Q EDGAR
  7. Aug 11, 20268-K EDGAR
  8. Jul 2, 20264 EDGAR
  9. Jun 15, 20268-K EDGAR
  10. Jun 3, 20264 EDGAR
  11. Jun 1, 20263 EDGAR
  12. May 29, 2026SD EDGAR
  13. May 12, 202610-Q EDGAR
  14. May 12, 20268-K EDGAR
  15. Mar 27, 2026SCHEDULE 13G/A EDGAR
  16. Mar 3, 20264 PRIMARY DOCUMENT EDGAR
  17. Feb 24, 20268-K EDGAR
  18. Feb 20, 20264 PRIMARY DOCUMENT EDGAR
  19. Feb 20, 20264 PRIMARY DOCUMENT EDGAR
  20. Feb 20, 20264 PRIMARY DOCUMENT EDGAR

The 365 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

37 open-market trades by officers, directors and large owners since October 2021: 37 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 2, 2026Barber James J.President & CEOBuy84,500$12.37$1.0MForm 4
Dec 19, 2025Pertz Douglas ADirectorBuy15,000$6.90$103.5KForm 4
Dec 18, 2025Pertz Douglas ADirectorBuy10,000$6.90$69.0KForm 4
Dec 17, 2025Corvex Management LPDirectorBuy209,842$6.79$1.4MForm 4
Dec 16, 2025Corvex Management LPDirectorBuy800,222$6.81$5.4MForm 4
Dec 8, 2025Goetz WilliamDirectorBuy6,746$7.42$50.1KForm 4
Dec 4, 2025Barber James J.President & CEOBuy82,367$6.36$523.9KForm 4
Dec 3, 2025Barber James J.President & CEOBuy81,633$6.34$517.6KForm 4
May 28, 2025Meister Keith A.DirectorBuy314,390$6.03$1.9MForm 4
May 27, 2025Meister Keith A.DirectorBuy109,008$6.05$659.5KForm 4
May 23, 2025Meister Keith A.DirectorBuy377,277$5.89$2.2MForm 4
May 9, 2025Goetz WilliamDirectorBuy7,500$6.61$49.6KForm 4
May 9, 2025Meister Keith A.DirectorBuy138,048$6.32$872.5KForm 4
May 8, 2025Seward William J.EVP & Chief Operating OfficerBuy10,000$6.23$62.3KForm 4
May 8, 2025Pertz Douglas ADirectorBuy70,000$6.17$431.9KForm 4
May 8, 2025Burke Richard L. Jr.DirectorBuy18,382$5.73$105.3KForm 4
May 8, 2025Meister Keith A.DirectorBuy857,299$6.11$5.2MForm 4
May 28, 2024Pertz Douglas ADirectorBuy22,442$11.62$260.8KForm 4
May 24, 2024Pertz Douglas ADirectorBuy54,468$11.99$653.1KForm 4
May 24, 2024Shih GrantEVP and CTOBuy800$12.00$9.6KForm 4

All 37 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Kim ScottFormer President & Chief Executive Officer$451.8K$12.7M54
2025William J. SewardEVP & Chief Operating Officer$600.0K$4.0M54
2025James J. Barber, Jr.President & Chief Executive Officer65$292.3K$3.3M54
2025Rick T. DillonFormer EVP & Chief Financial Officer$249.6K$3.1M54
2025Kelly C. JanzenFormer EVP & Chief Financial Officer$366.0K$2.3M54
2025André C. BouchardEVP & Chief Legal Officer, General Counsel & Corporate Secretary$347.3K$1.8M54
2025Phillip HollomanFormer Interim Executive Chairman, President & Chief Executive Officer70$437.2K$1.4M54
2025Grant ShihFormer EVP & Chief Technology Officer$400.0K$1.2M54
2024Kim ScottFormer President & Chief Executive Officer$925.0K$10.4M54
2024Rick T. DillonFormer EVP & Chief Financial Officer$618.0K$3.0M54
2024Grant ShihFormer EVP & Chief Technology Officer$388.5K$1.2M54
2023Kim ScottFormer President & Chief Executive Officer$775.0K$3.2M54
2023Rick T. DillonFormer EVP & Chief Financial Officer$613.8K$2.1M54
2023Grant ShihFormer EVP & Chief Technology Officer$270.4K$498.1K54

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Corvex Management LP19,813,963$287.7M8.9%No change
BlackRock, Inc.15,985,608$232.1M0.0%+345,376
Fmr LLC9,822,941$142.6M0.0%−747,271
Alberta Investment Management Corp5,500,000$79.9M0.5%−2,848,384
Greenstone Partners & Co., LLC5,094,356$74.0M17.1%No change
Royal Bank Of Canada4,989,582$72.4M0.0%−667,304
Vanguard Capital Management LLC4,971,162$72.2M0.0%+87,516
Vanguard Portfolio Management LLC4,477,660$65.0M0.0%+163,418
State Street Corp4,337,120$63.0M0.0%+174,218
Dimensional Fund Advisors LP4,282,449$62.2M0.0%+726,316
Park West Asset Management LLC3,037,983$44.1M3.0%New
Charles Schwab Investment Management Inc2,911,277$42.3M0.0%−543,594
Geode Capital Management, LLC2,612,432$37.9M0.0%+125,506
Broad Bay Capital Management, LP2,310,000$33.5M3.2%New
Ancora Advisors LLC2,093,530$30.4M0.6%−94,645
Stanley Capital Management, LLC2,041,107$29.6M3.9%+100,000
Goldman Sachs Group Inc1,999,805$29.0M0.0%+62,616
Boone Capital Management LLC1,900,140$27.6M6.5%New
Jane Street Group, LLC1,511,762$22.0M0.0%+265,141
Jefferies Financial Group Inc.1,181,475$17.2M0.2%−979,618
Invesco Ltd.1,151,287$16.7M0.0%−172,116
Northern Trust Corp1,139,811$16.6M0.0%+99,856
Morgan Stanley1,109,557$16.1M0.0%−245,142
Bank Of America Corp /de/1,091,062$15.8M0.0%−263,400
Healthcare Of Ontario Pension Plan Trust Fund1,025,411$14.9M0.0%−46,670

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Vestis Corporation is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARVestis Corp2
  • CIK0001967649
  • Employer ID (EIN)92-25739277
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company7
  • Incorporated inDelaware7
  • Fiscal year endsOctober 32
  • Industry code (SIC)5190 Wholesale-Miscellaneous Nondurable Goods2
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance2
  • Business address1035 Alpharetta Street, Suite 2100, Roswell, GA 300762
  • Phone470-226-36552
  • Shares outstanding132,160,105 as of Aug 4, 202610
  • Public float$1.1B as of Mar 28, 20257
  • AuditorDeloitte & Touche LLP, Atlanta, Georgia PCAOB ID 34; it also attests to the company’s internal control over financial reporting7
  • On EDGAR sinceMar 17, 20232
  • Filings365 in all: 4 (232), 8-K (42), 3 (28), 10-Q (9), SCHEDULE 13G/A (8), UPLOAD (6), 10-K (3), CORRESP (3)2
    All 26 form types

    DRS/A (3), DRSLTR (3), SC 13G (3), SCHEDULE 13D/A (3), SD (3), 8-K/A (2), DEF 14A (2), DEFA14A (2), S-8 (2), SC 13G/A (2), SCHEDULE 13G (2), 10-12B (1), 10-12B/A (1), CERT (1), DRS (1), SC 13D (1), SC 13D/A (1), SEC STAFF ACTION (1)

  • Latest filingsAnnual report (10-K) Dec 2, 2025
    Quarterly report (10-Q) Aug 11, 2026
    Proxy statement (DEF 14A) Jan 8, 2026
    Latest 8-K (8-K) Sep 28, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.01 per shareVSTSNew York Stock Exchange

From the cover page of the 10-K filed Dec 2, 2025 (Section 12(b) of the Exchange Act).7

Risk factors and legal proceedings

The risks Vestis Corporation names in Item 1A of its 10-K filed Dec 2, 2025: 41 risks under these headings, as written.7

  • Risks Related to Our Business Operations
  • Unfavorable economic conditions have in the past adversely affected, are currently adversely affecting and in the future could adversely affect our business, financial condition or results of operations.
  • Our failure to retain our current customers, renew our existing customer contracts on comparable terms and obtain new customer contracts could adversely affect our business, financial condition or results of operations.
  • An impairment charge of our intangible assets, including goodwill, could have a negative impact on our financial condition and results of operations.
  • We may not successfully execute or achieve the expected benefits of our restructuring plan and other measures we may take in the future, and our efforts may adversely affect our business, financial condition or results of operations.
  • Increases in fuel and energy costs, including as a result of military conflicts in Ukraine and the Middle East, could adversely affect our business, financial condition or results of operations.
  • Risks related to implementation of new or increased tariffs and ongoing changes in U.S. and foreign government trade policies, including potential modifications to existing trade agreements and retaliatory measures by foreign governments
  • Competition in our industry could adversely affect our business, financial condition or results of operations.
  • We may be adversely affected if customers reduce their outsourcing or use of preferred vendors.
  • Risks associated with our suppliers and service providers could adversely affect our business, financial condition or results of operations.
  • Our contracts may be subject to challenge by our customers, which, if determined adversely, could affect our business, financial condition or results of operations.
  • Our expansion strategy involves risks, including our ability to successfully integrate the businesses we acquire and costs and timing related thereto.
The other 30 risks
  • Our international business faces risks that could have an effect on our business, financial condition or results of operations.
  • Natural disasters, global calamities, climate change, terrorist acts, political unrest and other adverse incidents beyond our control could adversely affect our business, financial condition or results of operations.
  • Labor-Related Risks
  • Our business may suffer if we are unable to hire and retain sufficient qualified personnel or if labor costs increase.
  • Continued or further unionization of our workforce may increase our costs and work stoppages could damage our business.
  • We may incur significant liability as a result of our participation in multiemployer-defined benefit pension plans.
  • Legal, Regulatory, Safety and Security Risks
  • We are subject to legal proceedings, including securities class action claims, that could result in significant legal expenses and settlement or damage awards and may adversely affect our business, financial condition or results of operations.
  • If we fail to comply with requirements imposed by applicable law or other governmental regulations, we could become subject to lawsuits, investigations and other liabilities and restrictions on our operations that could significantly and adversely affect our business, financial condition or results of operations.
  • Environmental regulations may subject us to significant liability and limit our ability to grow.
  • Unanticipated changes in tax law could adversely impact our financial results.
  • Our operations and reputation may be adversely affected by disruptions to or breaches of our information systems or if our data is otherwise compromised.
  • We may use artificial intelligence in our business, which could result in reputational harm, competitive harm, and legal liability, and adversely affect our business, results of operations and financial condition.
  • We expect that stakeholder expectations relating to environmental, social and governance (“ESG”) considerations may expose us to liabilities, increased costs, reputational harm and other adverse effects on our business.
  • Risks Related to Our Indebtedness
  • Our credit agreement contains certain financial ratios, tests and covenants, including a net leverage ratio, as well as restrictions that limit our flexibility in operating our business.
  • We have significant indebtedness that could adversely affect our business and profitability and our ability to meet other obligations.
  • Our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase significantly and potentially limit our ability to effectively refinance our indebtedness as it matures.
  • If our financial performance were to deteriorate, we may not be able to generate sufficient cash to service all of our
  • indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.
  • Risks Related to Accounts Receivable Securitization Facility
  • Our reliance on an accounts receivable securitization facility subjects us to certain risks that could adversely affect our financial condition and results of operations.
  • Risks Related to the Separation
  • We have limited history of operating as an independent company, and our historical financial information prior to the Separation is not necessarily representative of the results that we would have achieved as a separate, publicly traded company and may not be a reliable indicator of our future results.
  • We have repositioned our brand to remove the Aramark name, which could adversely affect our ability to attract and maintain customers.
  • We may be affected by restrictions under the tax matters agreement, including on our ability to engage in certain corporate transactions for a two-year period after the Separation, in order to avoid triggering significant tax-related liabilities.
  • We may be held liable to Aramark if we fail to perform under our agreements with Aramark which may negatively affect our business, financial condition or results of operations.
  • If there is a determination that the Separation or certain related transactions are taxable for U.S. federal income tax purposes, we could incur significant liabilities pursuant to our indemnification obligations under the tax matters agreement.
  • Satisfaction of indemnification obligations following the Separation could have a material adverse effect on our cash flows and our business, financial condition or results of operations.
  • There can be no assurance that we will have access to the capital markets on terms acceptable to us.
  • Risks Related to our Common Stock
  • Our stock price has recently been volatile and may continue to be volatile in the future, and as a result, the value of our common stock may decline.
  • Dividends may not be declared or paid to holders of our common stock in the future. As a result, you may have to rely on stock appreciation for any return on your investment.
  • Your percentage of ownership in Vestis may be diluted in the future.
  • Anti-takeover provisions could enable our Board of Directors to resist a takeover attempt by a third party and limit the power of our stockholders.
  • Our amended and restated certificate of incorporation designate the state courts within the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by Vestis stockholders, which could discourage lawsuits against Vestis and our directors and officers.

Legal proceedings

From time to time, Vestis and its subsidiaries are a party to various other legal actions, proceedings and investigations, including securities class action claims and claims incidental to the conduct of their business or otherwise related to us, including actions by customers, employees, acquisition counterparties, government entities and third parties, including under federal, state, international, national, provincial and local employment laws, wage and hour laws, discrimination laws, immigration laws, human health and safety laws, import and export controls and customs laws, environmental laws, false claims or whistleblower statutes, tax codes, antitrust and competition laws, customer protection statutes, procurement regulations, intellectual property laws, supply chain laws, the Foreign Corrupt Practices Act and other anti-corruption laws, lobbying laws, motor carrier safety laws, data privacy and security laws, or alleging negligence and/or breaches of contractual and other obligations. Based on information currently available, advice of counsel, available insurance coverage, established reserves and other resources, except as set forth below, we do not believe that any such actions are likely to be, individually or in the aggregate, material to our business, financial condition, results of operations or cash flows. However, in the event of unexpected further developments, it is possible that the ultimate resolution of these matters, or other similar matters, if unfavorable, may be materially adverse to our business, financial condition, results of operations or cash flows.

We discuss significant legal proceedings pending against us in Note 9. Commitments and Contingencies, in the “Notes to the Consolidated and Combined Financial Statements” included within Item 8. Financial Statements and Supplementary Data, of this annual report on Form 10-K. Please refer to such section, which we incorporate by reference into this Item 3.

The opening of Item 3, Legal Proceedings.7

Sources

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