Gentherm Inc (THRM) Form 8-K — Oct 1, 2026
Gentherm completed its combination with Modine's Performance Technologies business on October 1, 2026, closing the spin-off and merger first announced January 29, 2026. SpinCo was separated from Modine, distributed pro rata to Modine shareholders, then merged into Gentherm at 0.44619 Gentherm shares per SpinCo share. Gentherm issued 23,735,961 new shares, leaving former Modine holders with approximately 43.62% of the combined company and legacy Gentherm holders with 56.38%. The company also declared a $63.5 million special cash dividend ($2.07 per share) payable October 7, 2026, and increased authorized common shares from 55 million to 110 million.
Key figures
- Debt Amount
- 250000000
- Gross Proceeds
- 0
- Shares Offered
- 23735961
- Exchange ratio
- 0.44619 Gentherm shares per SpinCo share
- Ddtl margin range
- 1.125%-2.000% over term SOFR
- Board size increase
- 9 to 10
- Dividend payment date
- 2026-10-07
- Special dividend total
- $63,500,492
- Legacy gentherm ownership
- 56.38%
- Authorized shares increase
- 55,000,000 to 110,000,000
- Special dividend per share
- $2.07
- Former modine holders ownership
- 43.62%
- Spinco cash distribution to modine
- $156 million
AI analysis
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