Gentherm (THRM) Stock News

Modine (NYSE: MOD) completed the spin-off of its Performance Technologies business and its combination with Gentherm through a Reverse Morris Trust transaction. This structure separates a business before merging it with another company. The business was valued at approximately $946.4 million, based on Gentherm's September 30, 2026 closing share price. Modine received approximately $156 million from SpinCo and used it to repay debt.

Modine shareholders received 0.44619 Gentherm shares per Modine share held on September 28, 2026, representing approximately 43.62% of the combined company at closing. Gentherm acquired the Modine brand, domains and trademarks. Modine expects a shareholder meeting within the next three months to consider renaming it Modexus Solutions. Subject to approval, it intends to retain the Modine brand for certain businesses under license. The transaction is intended to be tax-free for U.S. federal income tax purposes, except for fractional-share cash.

Gentherm (NASDAQ: THRM) has completed its combination with Modine’s Performance Technologies business, which will operate as a Gentherm division. The transaction used a Reverse Morris Trust structure: Modine spun off the business into a subsidiary that then merged with a Gentherm subsidiary. Former Gentherm holders own approximately 56.38% of the combined company, and Modine shareholders own approximately 43.62%, excluding overlapping ownership.

Gentherm acquired the Modine brand, domains and trademarks and will go to market as Modine. Its board declared a $2.07-per-share special dividend, payable October 7, 2026, to Gentherm holders of record September 28, 2026. Bill Presley and Jon Douyard remain CEO and CFO; Katrin Schatz becomes interim president of the acquired division. Paul Mascarenas joined the board at closing, increasing it to 10 members.

Gentherm (THRM) and Modine (MOD) detailed key terms, dates and financial adjustments for the planned Reverse Morris Trust combination of Gentherm with Modine’s Performance Technologies business, targeted for October 1, 2026.

Modine will spin off Platinum SpinCo, distributing one SpinCo share per Modine share to holders of record on September 28, 2026, with the SpinCo distribution expected on October 1, 2026 and each SpinCo share then converting into Gentherm shares at a final exchange ratio set at closing. To preserve tax treatment and economics, the exchange ratio is expected to increase, leading Gentherm to issue about 2,902,466 additional shares and SpinCo’s cash distribution to Modine being reduced to $159 million.

Gentherm’s board declared a conditional special cash dividend estimated at $58.35 million, or about $1.90 per share, payable October 7, 2026 to Gentherm shareholders of record on September 28, 2026, only if the merger closes. Based on current estimates, pre‑merger Gentherm shareholders would own about 56.4% of the combined company and former SpinCo holders about 43.6%, excluding overlapping ownership.

Gentherm (THRM) shareholders approved the proposals needed to complete the planned combination of Modine’s Performance Technologies business with Gentherm.

At a Special Meeting held September 10, 2026, approximately 99% of votes cast by Gentherm common shareholders supported issuing Gentherm shares to Modine (MOD) shareholders, and about 94% of outstanding Gentherm shares entitled to vote backed an amendment to increase authorized common shares. Final voting results will be reported in a Form 8-K filing with the SEC.

The company said all required regulatory approvals have been obtained, including a Private Letter Ruling from the IRS on U.S. federal income tax matters related to the deal. The final exchange ratio, which remains subject to adjustment under the merger agreement to help preserve intended tax-free treatment and economic allocation between Modine and Gentherm shareholders, will be announced at closing. The transaction is currently expected to close on October 1, 2026, subject to remaining customary conditions.

Gentherm (NASDAQ: THRM) will participate in two investor events in the third quarter of 2026. At the J.P. Morgan Auto Conference in New York City, President and CEO Bill Presley and EVP & CFO Jon Douyard will join a fireside chat on Thursday, August 13, 2026, starting at 11:20 a.m. ET for about 35 minutes, with a live audio webcast and 30-day replay on Gentherm’s Investor Relations Events page.

Gentherm management will also host investors at the Seaport Research Partners Annual Summer Investor Conference on Tuesday, August 18, 2026. According to Gentherm, event participation and dates may change, and investors are advised to check the company’s Investor Relations website for the latest details and contact information.

Gentherm (NASDAQ: THRM) reported 2026 Q2 product revenues of $416.2 million, up 11.0% year over year, or 9.5% excluding foreign currency, led by Automotive Climate and Comfort Solutions revenue growth of 14.1%. Net income rose to $4.4 million (diluted EPS $0.14) versus $0.5 million ($0.02) a year ago, while adjusted diluted EPS increased to $0.75 from $0.54.

Gross margin was 23.2% versus 23.9% last year, pressured by higher material costs and warranty accruals. Adjusted EBITDA reached $48.8 million (11.7% margin). Cash flow from operations declined to $2.3 million from $31.7 million, mainly due to restructuring and M&A expenses. The quarter ended with net leverage of about 0.3x and liquidity of $502.3 million.

Full-year 2026 guidance was raised to product revenues of $1.55–$1.65 billion, adjusted EBITDA of $185–$200 million, and adjusted free cash flow of $85–$100 million. The Board authorized a new $400 million stock repurchase program effective July 27, 2026, replacing a prior program with $110 million remaining. Gentherm also acquired Innovative Medical Equipment, adding the ThermaZone thermal therapy device, and reported completing key sign-to-close deliverables for its planned combination with Modine Performance Technologies, which remains targeted to close by early Q4 2026.

Gentherm (NASDAQ: THRM) announced the acquisition of Innovative Medical Equipment, LLC (IME), a Cleveland-area provider of the ThermaZone thermal therapy device, on July 22, 2026. The deal is intended to strengthen Gentherm’s Medical business by expanding its portfolio with a non-opioid hot-and-cold therapy solution for pain management and recovery.

According to Gentherm, IME contributes an established technology platform and customer base that broadens Gentherm’s addressable opportunities in healthcare while aligning with its thermal and precision flow management expertise. The company expects the acquisition to support its long-term growth strategy and to create revenue synergies by leveraging expanded customer relationships across additional channels.

Gentherm (THRM) announced FDA 510(k) clearance for its patented ThermAffyx™ Patient Safety System, a Class II medical device that integrates active underbody warming, securement and pressure reduction for robotic-assisted surgery, a market the company notes includes more than 3 million procedures annually worldwide.

ThermAffyx replaces separate warming and securement solutions with a single system designed to fit into existing robotic surgical workflows, particularly procedures using the Trendelenburg position where only 17%–21% of body surface may be accessible to forced-air warming and over one-quarter of patients can be hypothermic in recovery. The device incorporates a radiolucent heating element powered by Gentherm’s proprietary Carbotex® carbon-fiber technology. Product trials at healthcare facilities are scheduled to begin in August, with revenue generation expected by Gentherm to commence in Q3 2026. According to the company, this clearance significantly expands its patient temperature management portfolio.

Gentherm (NASDAQ: THRM) will release its 2026 second quarter financial results on Thursday, July 23, 2026, followed by a conference call at 8:00 a.m. ET.

Investors can join via toll-free and international dial-in numbers or a live webcast with a one-year replay.