Platinum SpinCo Inc. Files Information Statement for Spin-Off and Merger

What Happened
Platinum SpinCo, Inc. (a wholly owned subsidiary of Modine Manufacturing Company) filed a Current Report on Form 8‑K on August 13, 2026 attaching its final Information Statement (Exhibit 99.1) after the Company’s Form 10 registration statement was declared effective on August 12, 2026. The filings relate to the planned spin-off of Modine’s Performance Technologies business and its combination with Gentherm Incorporated in a Reverse Morris Trust transaction pursuant to a Separation Agreement and an Agreement and Plan of Merger, each dated January 29, 2026. Gentherm’s related Form S‑4 was also declared effective on August 12, 2026 and the definitive proxy statement/prospectus was first mailed to Gentherm shareholders on or about that date.

Key Details

• Effective filings: Form 10 (Platinum SpinCo) and Form S‑4 (Gentherm) were declared effective by the SEC on August 12, 2026; Info Statement attached as Exhibit 99.1 to the 8‑K filed Aug 13, 2026.
• Transaction structure & date: The spin-off and merger are being completed via a Reverse Morris Trust under agreements dated January 29, 2026.
• Shareholder action & disclosures: Gentherm mailed its definitive proxy statement/prospectus to shareholders (vote expected); the filings include forward‑looking statements and list key risks (regulatory approvals, shareholder vote, tax treatment, integration risk, potential dilution).
• Where to find documents: The Form S‑4, proxy statement/prospectus, Information Statement and related SEC filings are available free at www.sec.gov and on Gentherm’s and Modine’s investor websites.

Why It Matters
These filings mark formal regulatory and disclosure steps that advance the planned separation of Modine’s Performance Technologies business and its combination with Gentherm. For investors, the mailed proxy and effective registration statements mean shareholder votes and regulatory approvals are the next material milestones; the Information Statement and S‑4 contain important details on the transaction terms, risks (including possible dilution and tax consequences) and timing. Retail investors in Gentherm or Modine should read the proxy/prospectus and Information Statement carefully and monitor upcoming shareholder votes and regulatory developments.