Modine Completes Spin-off and Combines Performance Technologies with Gentherm

RACINE, Wis., Oct. 1, 2026 /CourierPR/ -- Modine, a company with over a century of experience in thermal management solutions, has completed a significant restructuring that will reshape its business focus. The company has spun off its Performance Technologies business and combined it with Gentherm through a Reverse Morris Trust transaction, marking a pivotal shift in Modine's strategic direction.

According to Modine's President and CEO, Neil D. Brinker, the completion of this transaction is a milestone in the company's evolution.

The transaction was structured as a Reverse Morris Trust, with Modine's Performance Technologies business being spun off as a separate subsidiary and then merged with a wholly owned subsidiary of Gentherm. Modine shareholders received 0.44619 shares of Gentherm common stock for each share of Modine common stock they held as of the close of business on September 28, 2026, the record date for the spin-off. As of the closing of the transaction, Modine's shareholders owned shares of Gentherm common stock representing approximately 43.62% of the outstanding shares of the combined company, while Gentherm shareholders prior to the closing of the transaction owned shares of Gentherm common stock representing approximately 56.38% of the outstanding shares.

Modine received a cash distribution from SpinCo of approximately $156 million, which was used to repay outstanding indebtedness. Additionally, Gentherm's Board of Directors declared a special dividend of $2.07 per share to be paid on October 7, 2026, to Gentherm shareholders as of September 28, 2026, the record date for the special dividend.

The transaction valued the Performance Technologies business at approximately $946.4 million, based on the closing price of Gentherm common stock on September 30, 2026. Modine intends to operate as Modexus Solutions and will continue using the Modine brand in certain businesses, such as the Heat Transfer Solutions and HVAC Technologies businesses in its Commercial HVAC segment, under a license with Gentherm. This arrangement preserves customer continuity after the separation and allows customers to continue accessing Modine products, solutions, and resources through Modine-branded channels.

Modine's commitment to its customers and shareholders remains unwavering.

Modine's purpose of Engineering a Cleaner, Healthier World™ means the company is always evolving its portfolio of technologies to provide the latest heating, cooling, and ventilation solutions. Through the hard work of more than 10,000 employees worldwide, Modine's businesses continue to advance its purpose with systems that improve air quality, reduce energy and water consumption, lower harmful emissions, enable cleaner running vehicles, and use environmentally friendly refrigerants.