Gentherm and Modine Manufacturing Company Announce Additional Information in Connection with Proposed Combination of Gentherm and Modine’s Performance Technologies Business
Modine set September 28, 2026 as the record date for the spin-off of its Performance Technologies business, with the SpinCo distribution and its merger into Gentherm expected on October 1, 2026 to complete the Reverse Morris Trust transaction. Because trading since signing reduced overlapping ownership, the exchange ratio is expected to increase, adding roughly 2,902,466 Gentherm shares to be issued; to offset this, the cash distribution from SpinCo to Modine drops from $210 million to $159 million and Gentherm will pay a special cash dividend of about $58.35 million, or roughly $1.90 per THRM share.
Key figures
- Spinco record date
- September 28, 2026
- Expected ex spin date
- October 2, 2026
- Cash dividend payment date
- October 7, 2026
- Special cash dividend total
- 58350533
- Gentherm fully diluted shares
- 31230226
- Special cash dividend per share
- 1.9
- Pro forma ownership gentherm holders
- 56.4%
- Expected distribution and merger date
- October 1, 2026
- Cash distribution to modine reduced to
- $159 million
- Additional gentherm shares to be issued
- 2902466
- Cash distribution to modine reduced from
- $210 million
- Pro forma ownership former spinco holders
- 43.6%
AI analysis
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