Gentherm shareholders approved the necessary proposals to complete the combination of Modine's Performance Technologies business with the company at a special meeting, preliminary results showed.
About 99% of total votes cast by Gentherm common stock holders favored the share issuance proposal, while approximately 94% of outstanding shares entitled to vote approved an amendment to increase the authorized shares of Gentherm common stock, according to preliminary figures. Final vote results will be reported in a Form 8-K filed with the Securities and Exchange Commission.
Both companies have received all required regulatory approvals, including a Private Letter Ruling from the Internal Revenue Service regarding U.S. federal income tax consequences, the companies said.
The final exchange ratio will be announced at closing and is subject to potential adjustment under the merger agreement, which is designed to preserve the tax-free nature of certain transaction aspects while keeping economic allocation balanced. The transaction is expected to close on October 1, 2026, subject to satisfaction or waiver of remaining customary closing conditions.
Gentherm, based in Novi, Michigan, is a thermal management and pneumatic comfort technologies company that employs more than 14,000 people across 13 countries. The company posted annual sales of approximately $1.5 billion in 2025 and secured $2.2 billion in automotive new business awards.
