Johnson Fistel Investigates Potential Breaches in Mister Car Wash Take-Private Deal

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Shareholder rights law firm Johnson Fistel has launched an investigation into whether the board members of Mister Car Wash, Inc. breached their fiduciary duties in connection with the proposed $7 per share sale of the company to investment funds managed by Leonard Green & Partners, L.P. The firm is examining whether the board conducted a fair process to maximize shareholder value and if minority shareholders are receiving fair consideration.

Why it matters

This case highlights concerns about potential conflicts of interest and minority shareholder protections in take-private transactions, especially when a majority shareholder like Leonard Green already owns a significant stake. Investigations by shareholder rights law firms can uncover breaches of fiduciary duty and potentially lead to improved terms or alternative offers for minority investors.

The details

On February 18, 2026, Mister Car Wash announced it had entered a merger agreement for Leonard Green & Partners to acquire all outstanding shares it does not already own for $7 per share in cash. Leonard Green currently owns around 67% of Mister Car Wash's common stock, and the company said the required stockholder approval had already been obtained through Leonard Green's written consent, with no separate vote of minority shareholders needed.

• On February 18, 2026, Mister Car Wash announced the $7 per share take-private deal with Leonard Green & Partners.
• The transaction would result in Mister Car Wash's stock being delisted from Nasdaq and deregistered.

What they’re saying

What’s next

Johnson Fistel's investigation will focus on whether Mister Car Wash's board conducted a fair process to maximize shareholder value and if minority shareholders are receiving fair consideration for their shares.