Gentherm completes acquisition of Modine's Performance Technologies unit

Gentherm (NASDAQ: THRM) has completed its acquisition of Modine's Performance Technologies business through a Reverse Morris Trust transaction, the company announced Oct. 1, 2026. The deal was first announced Jan. 29, 2026.

Under the transaction terms, Modine (NYSE: MOD) shareholders received 0.44619 shares of Gentherm common stock for each share of Modine common stock held as of Sept. 28, 2026. Following the close, former Modine shareholders own approximately 43.62% of the combined company, while existing Gentherm shareholders hold approximately 56.38%, excluding any overlapping ownership.

Modine received a cash distribution of approximately $156 million from the spun-off subsidiary, which was used to repay outstanding debt. Gentherm's board also declared a special dividend of $2.07 per share, payable Oct. 7, 2026, to Gentherm shareholders of record as of Sept. 28, 2026.

As part of the transaction, Gentherm acquired the Modine brand, domains, and trademarks and will continue operating under the Modine name in that business. Modine intends to rename itself Modexus Solutions, pending shareholder approval, and will retain use of the Modine brand in its Heat Transfer Solutions and HVAC Technologies businesses under a license from Gentherm.

Bill Presley and Jon Douyard will continue as CEO and CFO of the combined company. Katrin Schatz, who has more than 25 years of experience at Modine across finance, engineering, and operations, will serve as Interim President of Modine Performance Technologies, which will operate as a division of Gentherm.

Paul Mascarenas has been appointed to Gentherm's board of directors, expanding the board to 10 members. Mascarenas is the former Chief Technical Officer of Ford Motor Company and currently serves on the boards of ON Semiconductor Corporation (NASDAQ: ON) and Neo Performance Materials Inc. (TSX: NEO).

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