Gentherm Completes Modine Performance Technologies Merger, Issues 23.7M Shares, and Declares $2.07 Special Dividend
THRM sits 25% above its 52-week low of $27 on elevated volume (2.6× avg).
Summary
Gentherm closed its merger with Modine's Performance Technologies business, issuing 23.7M shares and declaring a $2.07 special dividend. Modine shareholders now own 43.62% of the combined company. The special dividend followed an adjustment to the exchange ratio.
Updated with a Dow Jones Newswires report · What changed
Updates
· Dow Jones Newswires — Gentherm declared a $2.07 per share special dividend following an adjustment to the exchange ratio.
Key Events · M&A and Partnerships · THRM
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Updated · · Dow Jones Newswires
$2.07 Special Dividend Declared After Exchange Ratio Adjustment
The board declared a special cash dividend of $2.07 per share ($63.5M total), payable October 7, 2026 to Gentherm shareholders of record as of September 28, 2026. Modine shareholders receiving new shares are excluded. The dividend followed an adjustment to the exchange ratio.
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Merger Closed
The Reverse Morris Trust combination with Modine's Performance Technologies business was completed on October 1, 2026. Modine shareholders received 0.44619 Gentherm shares per Modine share.
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23.7M Shares Issued
A total of 23,735,961 shares were issued to Modine shareholders, giving them 43.62% ownership of the combined company. Continuing Gentherm shareholders own 56.38%.
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$250M Term Loan Drawn
On the closing date, SpinCo borrowed $250M under its delayed draw term loan facility to fund the $156M cash distribution to Modine and for general corporate purposes. Gentherm guaranteed the obligations.
Analysis · THRM · Manufacturing
On October 1, 2026, Gentherm completed its Reverse Morris Trust combination with Modine's Performance Technologies business, transforming the company into a global leader in thermal and precision flow management. Modine shareholders received 0.44619 Gentherm shares per Modine share, totaling 23,735,961 newly issued shares, and now own 43.62% of the combined company. A $2.07 per-share special dividend ($63.5M) will be paid October 7 to pre-closing Gentherm shareholders only; the dividend followed an adjustment to the exchange ratio. The company also drew $250M in term loans to fund the $156M cash distribution to Modine and general corporate purposes. This is a thesis-altering event: Gentherm's revenue base, product portfolio, and shareholder base all change materially overnight.
How filings like this one have moved
In the 30 days to Oct 1, 2026, 41.6% of the 317 measured filings Wiseek scored 9 moved their stock by 5% or more by the next session's close. The median move was -0.47%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, THRM was trading at $33.63 on NASDAQ in the Manufacturing sector, with a market capitalization of approximately $1B. The 52-week trading range was $27.00 to $48.35. This filing was assessed with positive market sentiment and an importance score of 9 out of 10.