The distribution of spin-off stock is scheduled for October 1, the same date Gentherm expects to finalize the acquisition. To maintain the deal’s tax-free classification, the companies adjusted the exchange ratio, resulting in the increased share issuance. To balance this, the cash distribution from the spin-off unit will drop from $210 million to $159 million.
In section Market Quotes
Gentherm to Issue 2.9 Million Shares in Modine Spin-Off Merger
Modine shareholders will see the formal separation of its performance technologies unit on September 28, triggering a complex merger with Gentherm that involves the issuance of 2.9 million new shares and a recalibrated dividend structure to preserve the tax-free status of the transaction.
Gentherm confirmed a special dividend of $1.90 per share, totaling approximately $58.4 million. This payment is set for October 7, though it is reserved strictly for current shareholders of record as of September 28; those receiving new Gentherm stock through the merger are excluded from this specific payout. Following the close, existing Gentherm investors will hold 56% of the combined entity, while former holders of the spin-off unit will control the remaining 44%.
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