MODINE MANUFACTURING COMPANY MOD → Platinum SpinCo, Inc.
| Parent | MODINE MANUFACTURING COMPANY MOD |
|---|---|
| Spinco | Platinum SpinCo, Inc. |
| Status | Announced |
| Structure | Spin-off A filing states a pro-rata distribution: holders receive shares automatically. |
| Focus | Focus unclassified Deliberately unjudged. The industry codes and the businesses disagree, and this site does not resolve that by guessing. |
| Ratio | not declared |
| Checked against EDGAR | 2026-08-21 |
Data trap
Modine shareholders never end up holding Platinum SpinCo stock: it converts into Gentherm shares in the same breath as the distribution, which is why the Form 10 is a 12(g) registration with no listing and no ticker. Any tool that tracks the spun entity as a security will find nothing to track — the security to follow is Gentherm (THRM).
Still live.
Catalyst clock
- 2026-01-29Separation announced
- 2026-07-02Form 10 filed
- 2026-08-05Form 10 last amended
- 2026-08-12Form 10 effective
- —Record date
- —When-issued trading opens
- —Distribution
- —First standalone earnings
- —Index inclusion announced
Filings
Every fact on this page comes from one of these.
- 8-Kfiled 2026-01-29 · 0001104659-26-008087Item 1.01 setting out the four transaction steps, including a pro rata distribution of SpinCo to Modine shareholders followed immediately by a merger into Gentherm; Ex-99.1 is the joint press release
- 10-12Gfiled 2026-07-02 · 0001193125-26-293551SpinCo's Form 10 registration statement, filed under Section 12(g) rather than 12(b) because SpinCo shares are never listed
- 8-Kfiled 2026-08-13 · 0001193125-26-349114Furnishes the SpinCo information statement after the Form 10 became effective on August 12, 2026
Notes
The most advanced announced deal on the calendar, and the one whose mechanics least resemble a plain spin-off. Modine will distribute Platinum SpinCo, holding its Performance Technologies business, to its own shareholders pro rata, and SpinCo merges into Gentherm immediately afterwards — a Reverse Morris Trust. The Form 10 went effective 2026-08-12 and Gentherm's shareholders vote on 2026-09-10, with closing expected in the fourth quarter of 2026, but Modine has expressly NOT set a distribution record date and says it will announce one when determined. There is no numeric ratio to record: the merger agreement fixes the outcome as former SpinCo holders owning 40 percent of Gentherm on a fully diluted basis, with Modine also receiving $210 million in cash. Provenance note: the definitive proxy statement/prospectus carrying the vote date and the 40/60 split is Gentherm's 424B3, accession 0001193125-26-346909, which is filed under Gentherm's own CIK and so cannot be listed above — this file's filing links must belong to one of the two legs of the deal. The Form 10 doesn't fit the usual parent-vs-spinco comparison: SpinCo merges into Gentherm the instant it's distributed, so the relevant comparator for its business (heavy-duty/commercial/automotive thermal and flow-management equipment) is Gentherm's pre-existing automotive-seating-comfort business, not Modine's retained climate-solutions business — and that comparison reads as diversifying for Gentherm, not focus-increasing for anyone. Left unclassified for that structural reason, not for lack of information: SpinCo pays Modine a $210 million cash distribution funded by a new $250 million term loan, and the deal targets Modine shareholders owning ~40% of the combined Gentherm (up to ~50.5% if an IRS-ruling condition is waived). Maintenance note: the Form 10 exhibit cited in this deal's filings, accession 0001193125-26-349114, currently serves unrelated content when fetched from EDGAR (the MSG Sports/MSGS Spinco information statement) rather than its own — the correct source used for this classification is Gentherm's 424B3, accession 0001193125-26-346909, which can't itself be added to filings[] since it's filed by a third party (Gentherm) rather than either of this deal's two legs, the same Reverse-Morris-Trust citation gap already recorded in data-contract.md's known gaps.