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- Warranty Accrual Surge (worsened) — Warranty reserves jumped 149% YoY to $13.6M, with $5.0M in prior-period adjustments signaling higher-than-expected failure rates or recall exposure.
- Vw Recall Insurance Non-Coverage (worsened) — Insurance policies now deemed inapplicable to VW fuel-pump recall as production period falls outside coverage, eliminating potential cost recovery if liability is established.
Gentherm revenue +11% but operating income -55% on $28M Modine M&A costs; warranty accrual triples
Filed July 23, 2026 · Period ending June 30, 2026 · Compared to 10-Q Jul 24, 2025 · ~2 min read
Key Financials
SEC XBRL| Metric | PriorJun 30, 2025 | CurrentJun 30, 2026 | Δ |
|---|---|---|---|
| Revenue | $375.1M | $416.2M | ▲ +11.0% |
| Diluted EPS | $0.02 | $0.14 | ▲ +600.0% |
| Operating income | $24.0M | $10.7M | ▼ -55.5% |
| Cash & equivalents | $128.3M | $213.2M | ▲ +66.2% |
| Long-term debt (noncurrent) | $209.0M | $272.4M | ▲ +30.3% |
| Total assets | $1.36B | $1.49B | ▲ +9.7% |
As reported in XBRL by the filer · 10-Q vs 10-Q. Income figures cover the fiscal quarter (not year-to-date); cash & assets are period-end balances. n/m = not meaningful (sign change; a % would mislead). about this table · verify on EDGAR →
Key Number Changes
Prior filing · verify on EDGAR →
Balance at the end of the period | $ 5,475 | $ 3,440
Current filing · verify on EDGAR →
Balance at the end of the period | $ 13,646 | $ 5,475
Prior filing · verify on EDGAR →
Operating income ... 24,009 ... 41,070
Current filing · verify on EDGAR →
Operating income ... 21,974 ... 41,070
Prior filing · verify on EDGAR →
Product revenues for the six months ended June 30, 2025 decreased 0.4% as compared to the six months ended June 30, 2024. The decrease in product revenues is due to unfavorable pricing and unfavorable foreign currency impacts primarily attributable to the Korean Won and Chinese Renminbi, partially offset by favorable automotive volumes and favorable currency impacts primarily attributable to the Euro.
Current filing · verify on EDGAR →
Product revenues for the six months ended June 30, 2026 increased 11.1% as compared to the six months ended June 30, 2025. The increase in product revenues is due to favorable automotive volumes and favorable foreign currency impacts primarily attributable to the Euro and the Chinese Renminbi, partially offset by unfavorable pricing and unfavorable currency impacts primarily attributable to the Korean Won.
Prior filing · verify on EDGAR →
Balance at the end of the period | $ 5,475
Current filing · verify on EDGAR →
Balance at the end of the period | $ 13,646
Prior filing · verify on EDGAR →
As of June 30, 2025 and December 31, 2024, total capitalized payments to customers were $16,750 and $14,276, respectively.
Current filing · verify on EDGAR →
As of June 30, 2026 and December 31, 2025, total capitalized payments to customers were $22,142 and $18,168, respectively.
Key Changes
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high
Operating income fell 55% to $10.7M despite 11% revenue growth, driven by $27.7M in Modine transaction expenses, $12.7M restructuring costs, and gross margin compression from warranty provisions and unfavorable FX.
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high
Announced ~$1B Reverse Morris Trust with Modine's Performance Technologies; Gentherm shareholders to own ~60% post-close. SpinCo will distribute $210M cash to Modine, funded by new up to $250M term loan becoming Gentherm's debt.
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high
Warranty accrual nearly tripled to $13.6M from $5.5M, driven by $5.0M in prior-period adjustments. VW fuel-pump recall insurance now deemed non-applicable as production period falls outside coverage; commercial discussions ongoing.
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high
Completed $34M acquisition of IME (ThermaZone thermal therapy device) on July 1, 2026, expanding medical portfolio into non-opioid pain management. Funded via cash and revolver borrowings.
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Board authorized new up to $400M stock repurchase program (expiring July 2029), replacing prior up to $150M authorization that had $110M remaining. No shares repurchased in Q2 2026 vs $10M in Q2 2025.
Summary
Gentherm's Q2 2026 results show strong top-line momentum—revenue rose 11.0% to $416.2M on favorable automotive volumes and Euro/RMB strength—but profitability took a sharp hit. Operating income fell 55% to $10.7M, weighed down by $27.7M in Modine transaction expenses, $12.7M in restructuring costs (double the prior year), and gross margin pressure from warranty provisions and unfavorable FX. The warranty accrual nearly tripled to $13.6M, driven by $5.0M in prior-period adjustments, and the company disclosed that insurance will not cover the VW fuel-pump recall because the production period falls outside the policy window—eliminating a potential source of cost recovery. The company is executing a transformational M&A agenda. It announced a ~$1B Reverse Morris Trust with Modine's Performance Technologies (Gentherm shareholders to own ~60% post-close) and completed a $34M acquisition of IME, a medical thermal-therapy device maker, on July 1. The Modine deal brings up to $250M in new term-loan debt to fund a $210M cash distribution to Modine pre-close. The Board also authorized a new up to $400M buyback program (replacing the prior up to $150M authorization), though no shares were repurchased in Q2 2026 vs $10M in Q2 2025. Watch for Modine transaction close timing (expected early Q4 2026), warranty-cost trajectory as the VW recall progresses without insurance backstop, and whether restructuring savings materialize to offset the gross-margin headwinds. The company refinanced its credit facility in June, increasing capacity to $550M and extending maturity to 2031, providing liquidity runway for the pending integration.Section-by-Section Diff
Controls
Controls effective; new up to $400M buyback program replaces prior authorization; no Q2 2026 repurchases vs $10M in Q2 2025.
Previous filing · view on EDGAR →
Period | Total Number | of Shares | Purchased | Average Price | Paid Per Share Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs April 1, 2025 to April 30, 2025 | 156,000 | $ 26.00 | 156,000 | $ 116,061,894 | May 1, 2025 to May 31, 2025 | 225,600 | 26.42 | 225,600 | 110,102,528 | June 1, 2025 to June 30, 2025 | — | — | — | 110,102,528
Current filing · verify on EDGAR →
During the three and six months ended June 30, 2026, the Company did not repurchase any shares.
The company repurchased 381,600 shares for approximately $10 million during Q2 2025 (April-May activity at $26.00-$26.42 per share). In Q2 2026, no shares were repurchased. This represents a pause in buyback execution despite the subsequent authorization of a new program.
Added in current filing · verify on EDGAR →
In July 2026, the Board terminated the 2024 Stock Repurchase Program and authorized the 2026 Stock Repurchase Program, pursuant to which the Company is authorized to repurchase up to $400.0 million of its issued and outstanding Common Stock over a three-year period, expiring July 27, 2029. At the time of termination, the 2024 Stock Repurchase Program had $110.1 million of share repurchase authorization remaining.
The Board replaced the 2024 program (which had $110.1 million remaining) with a new $400 million authorization running through July 2029. This represents a substantial increase in authorized capital return capacity and signals continued commitment to shareholder distributions.
Show 1 minor / wording change
Previous filing · verify on EDGAR →
In addition to the information set forth in this report, you should carefully consider the risk factors previously disclosed in Part 1, Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 and in Part II, Item 1A “Risk Factors” in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025.
Current filing · verify on EDGAR →
In addition to the information set forth in this Report, you should carefully consider the risk factors previously disclosed in Part 1, Item 1A “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025.
The current filing references only the 2025 10-K for risk factors, whereas the baseline referenced both the 2024 10-K and the Q1 2025 10-Q. This is a standard annual update reflecting the new fiscal-year baseline; the Q1 2026 10-Q reference was not included.
Legal Proceedings
Warranty accrual nearly tripled to $13.6M (from $5.5M); VW fuel-pump recall disclosure updated to reflect insurance non-coverage and ongoing discussions.
Previous filing · verify on EDGAR →
Balance at the end of the period | $ 5,475 | $ 3,440
Current filing · verify on EDGAR →
Balance at the end of the period | $ 13,646 | $ 5,475
The warranty accrual balance at June 30, 2026 is $13.6M, up 149% from $5.5M at June 30, 2025. The increase is driven by $5.0M in adjustments to prior-period warranty estimates (up from $1.5M in the prior year) and $5.4M in current-period warranty expense. This suggests either higher failure rates on existing products or increased reserves related to the disclosed VW/Porsche recalls.
Previous filing · verify on EDGAR →
The Company has insurance policies that generally include coverage of the costs of a recall, subject to insured limits, although the Company’s costs related to manufacturing of replacement parts are generally not covered.
Current filing · verify on EDGAR →
The Company's insurance policies are not expected to apply to this recall as the production period for the affected parts is outside of the insurance coverage period.
The company now states that insurance policies are not expected to apply to the VW fuel-pump recall because the production period for the affected parts falls outside the coverage period. The baseline filing indicated general recall-cost coverage (subject to limits, excluding replacement-part manufacturing). This change eliminates a potential source of cost recovery if the company is found liable for the recall.
Previous filing · verify on EDGAR →
The suction jet pump is a product originally designed and manufactured by Alfmeier, the business Gentherm acquired in August 2022. No litigation has been threatened or filed as of the date of this report and the Company has not accepted any financial responsibility for the recall. The Company has provided replacement parts for the recall at commercial pricing paid by VW.
Current filing · verify on EDGAR →
VW informed Gentherm of its plan to conduct the recall on April 3, 2024. The suction jet pump is a product originally designed and manufactured by Alfmeier, the business Gentherm acquired in August 2022. The Company has not accepted any financial responsibility for the recall and is pursuing discussions with VW to advance its position and resolve this matter.
The current filing adds that VW formally informed Gentherm of the recall plan on April 3, 2024, and that the company is "pursuing discussions with VW to advance its position and resolve this matter." The baseline stated that Gentherm had provided replacement parts at commercial pricing paid by VW; this language is removed in the current filing, suggesting the commercial arrangement may no longer be in place or is under negotiation.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
Such policies may not cover all costs associated with a claim.
The current filing adds a new sentence clarifying that the company's warranty and product liability insurance policies may not cover all costs associated with a claim. This is a general caveat that was not present in the baseline and may reflect heightened awareness of coverage gaps following the VW fuel-pump recall insurance determination.
MD&A
Q2 FY26 MD&A adds extensive Modine Transaction and IME acquisition disclosures, tariff-refund developments, and restructuring updates.
Added in current filing · verify on EDGAR →
On July 1, 2026, the Company completed its acquisition of Innovative Medical Equipment, LLC (“IME”). IME, headquartered in Beachwood, Ohio, is a provider of the ThermaZone® thermal therapy device. ThermaZone is a non-opioid thermal therapy solution designed to support pain management and recovery through controlled hot-and-cold therapy. The Company acquired all of the membership interests in IME for $34.0 million, net of cash and debt, and subject to customary adjustments related to IME’s net working capital as of the closing date. The purchase price may be increased after closing by up to $1.0 million upon the achievement of a specified performance milestone. The transaction was funded through a combination of the Company’s existing cash balances and borrowings under the Revolving Credit Facility, as defined below.
The company completed a $34M acquisition of IME, a medical thermal-therapy device maker, on July 1, 2026. This is the first medical-segment acquisition disclosed in this filing and expands Gentherm's patient-care product portfolio beyond temperature management into pain management. The transaction was funded with cash and revolver borrowings.
Added in current filing · verify on EDGAR →
On January 29, 2026, the Company, entered into definitive agreements to combine the Performance Technologies business (“Performance Technologies”) of Modine Manufacturing Company, a Wisconsin corporation (“Modine”), with Gentherm (the “Modine Transaction”). The Modine Transaction is structured as a Reverse Morris Trust transaction, where a wholly owned subsidiary of Modine (“SpinCo”), owning Performance Technologies, will be spun off to Modine shareholders (the “Distribution”) and simultaneously merged with a wholly owned subsidiary of the Company (the “Merger”). The transaction was valued at approximately $1,000.0 million as of the date of signing, based on specified assumptions. Shareholders of the Company immediately prior to the Merger are expected to own approximately 60.0% of the combined company and Modine shareholders are expected to own approximately 40.0% of the combined company, on a fully diluted basis, without taking into account any overlapping shareholder ownership and subject to adjustment.
Gentherm announced a ~$1B Reverse Morris Trust transaction to acquire Modine's Performance Technologies business. Post-close, Gentherm shareholders will own ~60% and Modine shareholders ~40% of the combined entity. The transaction is expected to close by early Q4 2026, subject to shareholder approval and regulatory clearances.
Added in current filing · verify on EDGAR →
Prior to and as a condition of, the Distribution, Modine will receive a cash distribution from SpinCo of $210.0 million subject to adjustment for cash, working capital and indebtedness of SpinCo, and subject to decrease if additional shares of Common Stock will be issued to Modine shareholders to support the intended tax-free treatment of the Distribution to Modine shareholders for U.S. federal income tax purposes (the “SpinCo Cash Distribution”). ... On June 29, 2026, SpinCo replaced the Bridge Facility with permanent financing by entering into a credit agreement, providing for a delayed-draw term loan facility with aggregate commitments of up to $250.0 million (the "Senior Credit Facility"). Borrowings under the Senior Credit Facility are expected to be funded on the closing date of the Modine Transaction and used to fund the SpinCo Cash Distribution and to pay certain other amounts required under the Merger Agreement.
SpinCo will distribute $210M cash to Modine pre-close, funded by a new $250M delayed-draw term loan. This debt will become Gentherm's obligation post-merger. The company also incurred $5.1M in bridge and backstop fees during H1 2026.
Added in current filing · verify on EDGAR →
Merger and acquisition expenses, primarily related to the Modine Transaction, were $12.9 million for the three months ended June 30, 2026. ... Merger and acquisition expenses, primarily related to the Modine Transaction, were $27.7 million for the six months ended June 30, 2026.
Gentherm incurred $27.7M in M&A expenses during H1 2026, primarily for the Modine Transaction. These one-time costs drove SG&A up 39.5% year-over-year and contributed to the elevated effective tax rate (42.2% for H1 2026 vs. 92.4% prior year, with transaction costs being non-deductible).
Added in current filing · verify on EDGAR →
In February 2026, the Supreme Court of the U.S. issued a ruling striking down certain tariffs previously imposed under the International Emergency Economic Powers Act (“IEEPA”). During the second quarter of 2026, we submitted claims for refunds of IEEPA tariffs previously paid. Refunds received through June 30, 2026 were not material. The U.S. presidential administration subsequently invoked additional tariffs under other laws resulting in a rapidly changing tariff environment. At this time we cannot reasonably estimate the total financial impact of this ruling.
A Supreme Court ruling in February 2026 invalidated certain IEEPA tariffs. Gentherm filed refund claims for previously-paid tariffs; refunds received through Q2 2026 were immaterial. The ruling's full financial impact is uncertain, and new tariffs under other statutes have since been imposed.
Added in current filing · verify on EDGAR →
In July 2026, the Board terminated the 2024 Stock Repurchase Program and authorized a new stock repurchase program (the “2026 Stock Repurchase Program”), pursuant to which the Company is authorized to repurchase up to $400.0 million of its issued and outstanding Common Stock over a three-year period, expiring July 27, 2029. At the time of termination, the 2024 Stock Repurchase Program had $110.1 million of share repurchase authorization remaining.
The Board replaced the 2024 program (which had $110M remaining) with a new $400M authorization running through July 2029. This nearly triples the remaining capacity and signals confidence in cash generation and capital allocation flexibility post-Modine close.
Added in current filing · verify on EDGAR →
Gentherm, together with certain of its subsidiaries, maintain a revolving credit note (the “Revolving Credit Facility”) under its Third Amended and Restated Credit Agreement with a consortium of lenders and Bank of America, N.A. as administrative agent (as amended by the Second Amendment described below, the “Credit Agreement”). The Credit Agreement was entered into on June 29, 2026 and amends and restates in its entirety the Second Amended and Restated Credit Agreement dated June 10, 2022, by and among Gentherm, certain of its direct and indirect subsidiaries, the lenders party thereto and the Agent. The Credit Agreement has a maximum borrowing capacity of $550 million and matures on June 29, 2031.
Gentherm refinanced its credit facility on June 29, 2026, increasing capacity from $500M to $550M and extending maturity from June 2027 to June 2031. This provides additional liquidity and runway for the Modine Transaction and IME acquisition.
Previous filing · view on EDGAR → · paraphrased
In February 2025, we committed to a restructuring plan to further optimize our manufacturing footprint by realigning our manufacturing capacity in Europe. We expect to incur cash restructuring costs of between $4 million and $6 million for employee severance and retention costs and between $2 million and $3 million of other transition costs primarily for machinery and equipment move and set up costs. Additionally, we expect to incur capital expenditures of between $1 million and $2 million. ... During the six months ended June 30, 2025, the Company recognized expenses of $5.7 million for employee separation costs and $1.0 million for other costs.
Current filing · view on EDGAR → · paraphrased
In February 2026, we committed to a restructuring plan to realign our operating model and organizational structure to deliver on key financial and operational priorities. We expect to incur cash restructuring costs of between $9.0 million and $9.5 million for employee separation costs. ... During the six months ended June 30, 2026, the Company recognized expenses of $9.9 million for employee separation costs and $2.8 million for other costs.
Restructuring expenses nearly doubled year-over-year: $12.7M in H1 2026 vs. $6.6M in H1 2025. The current period includes a new February 2026 plan ($9–9.5M expected cash cost) focused on operating-model realignment, in addition to the ongoing Europe and Asia footprint optimizations announced in 2025. The company is executing multiple overlapping restructuring initiatives.
Previous filing · verify on EDGAR →
Operating income ... 24,009 ... 41,070
Current filing · verify on EDGAR →
Operating income ... 21,974 ... 41,070
Operating income for H1 2026 was $22.0M, down 46% from $41.1M in H1 2025. The decline is driven by $27.7M in Modine M&A expenses, $6.0M higher restructuring costs, and $17.4M higher gross-margin pressure (despite 11% revenue growth), partially offset by lower foreign-currency losses.
Previous filing · verify on EDGAR →
Product revenues for the six months ended June 30, 2025 decreased 0.4% as compared to the six months ended June 30, 2024. The decrease in product revenues is due to unfavorable pricing and unfavorable foreign currency impacts primarily attributable to the Korean Won and Chinese Renminbi, partially offset by favorable automotive volumes and favorable currency impacts primarily attributable to the Euro.
Current filing · verify on EDGAR →
Product revenues for the six months ended June 30, 2026 increased 11.1% as compared to the six months ended June 30, 2025. The increase in product revenues is due to favorable automotive volumes and favorable foreign currency impacts primarily attributable to the Euro and the Chinese Renminbi, partially offset by unfavorable pricing and unfavorable currency impacts primarily attributable to the Korean Won.
Revenue growth accelerated sharply: +11.1% in H1 2026 vs. -0.4% in H1 2025. The current period benefited from strong automotive volumes (+$67.5M) and favorable Euro/RMB FX (+$19.6M), more than offsetting pricing headwinds (-$6.1M). Light-vehicle production in key markets declined 2.0% YoY, so Gentherm's content-per-vehicle and mix drove the outperformance.
Previous filing · verify on EDGAR →
Gross margin - Percentage | of product revenues | 24.2% | 25.3 % ... Cost of sales for the six months ended June 30, 2025 increased 1.2% as compared to the six months ended June 30, 2024. The increase in cost of sales is primarily due to higher labor costs, higher automotive volumes, unfavorable foreign currency impacts primarily attributable to the Euro and higher quality costs, partially offset by material purchasing savings and favorable foreign currency impacts (net of foreign currency hedges) primarily attributable to the Mexican Peso.
Current filing · verify on EDGAR →
Gross margin - Percentage | of product revenues | 23.9% | 24.2 % ... Cost of sales for the six months ended June 30, 2026 increased 11.5% as compared to the six months ended June 30, 2025. The increase in cost of sales is primarily due to higher automotive volumes, unfavorable foreign currency impacts primarily attributable to the Mexican Peso, Euro, Chinese Renminbi and the Czech Koruna, specific-cause warranty provisions related to products shipped in prior periods and higher labor costs, partially offset by material purchasing savings.
Gross margin contracted 30 bps YoY (23.9% in H1 2026 vs. 24.2% in H1 2025). Cost of sales grew 11.5% on 11.1% revenue growth, driven by unfavorable FX (Peso, Euro, RMB, Koruna), specific-cause warranty provisions, and higher labor costs. Material purchasing savings only partially offset these headwinds. The prior-year period also saw margin compression (24.2% vs. 25.3%), indicating a multi-year trend.
Previous filing · verify on EDGAR →
Selling, general and administrative expenses for the six months ended June 30, 2025 decreased 0.7% as compared to the six months ended June 30, 2024. The decrease in selling, general and administrative expenses is primarily related to lower employee compensation expenses and favorable foreign currency impacts, partially offset by higher expenses for leadership transition, leases and information technology.
Current filing · verify on EDGAR →
Selling, general and administrative expenses for the six months ended June 30, 2026 increased 39.5% as compared to the six months ended June 30, 2025. Merger and acquisition expenses, primarily related to the Modine Transaction, were $27.7 million for the six months ended June 30, 2026. The remaining increase in selling, general and administrative expenses is primarily related to higher expenses for information technology and utilities and unfavorable foreign currency impacts primarily attributable to the Mexican Peso, Euro and the Chinese Renminbi.
SG&A surged 39.5% YoY ($111.0M vs. $79.6M), driven by $27.7M in Modine M&A expenses. Excluding M&A, SG&A still rose due to higher IT, utilities, and unfavorable FX. The prior-year period saw a 0.7% decline from lower compensation, highlighting the current period's cost escalation.
Previous filing · verify on EDGAR →
Foreign currency loss for the six months ended June 30, 2025 included net realized foreign currency gain of $0.7 million and net unrealized foreign currency loss of $28.5 million. The unrealized foreign currency loss is primarily related to a non-current intercompany U.S. dollar receivable at one of our foreign subsidiaries.
Current filing · verify on EDGAR →
Foreign currency loss for the six months ended June 30, 2026 included net realized foreign currency loss of $1.1 million and net unrealized foreign currency loss of $0.2 million.
Foreign-currency loss improved dramatically: $1.3M in H1 2026 vs. $27.7M in H1 2025. The prior-year period included a $28.5M unrealized loss on an intercompany USD receivable at a foreign subsidiary; the current period's unrealized loss was only $0.2M, indicating either a smaller exposure or less FX volatility.
Previous filing · verify on EDGAR →
Income tax expense was $4.3 million for the six months ended June 30, 2025 on earnings before income tax of $4.6 million, representing an effective tax rate of 92.4%. The effective tax rate differed from the U.S. Federal statutory rate of 21.0% primarily due to the unfavorable impact of GILTI, unfavorable tax effects of equity vesting and a valuation allowance established in the U.S. related to a capital loss carryforward.
Current filing · verify on EDGAR →
Income tax expense was $6.3 million for the six months ended June 30, 2026 on earnings before income tax of $14.9 million, representing an effective tax rate of 42.2%. The effective tax rate differed from the U.S. Federal statutory rate of 21.0% primarily due to the impact of income taxes on foreign earnings taxed at rates varying from the U.S. Federal statutory rate and the unfavorable impact of transactions costs incurred in connection with the Modine Transaction.
The effective tax rate improved to 42.2% in H1 2026 from 92.4% in H1 2025, though both are well above the 21% statutory rate. The current period's elevated rate is driven by non-deductible Modine transaction costs; the prior period was impacted by GILTI, equity-vesting effects, and a capital-loss valuation allowance. Pretax income also tripled ($14.9M vs. $4.6M), so the absolute tax expense rose despite the lower rate.
Previous filing · verify on EDGAR →
As of June 30, 2025, the Company had $128.3 million of cash and cash equivalents and $288.0 million of availability under our Second Amended and Restated Credit Agreement. ... Total debt 209,146 220,201
Current filing · verify on EDGAR →
As of June 30, 2026, the Company had $213.2 million of cash and cash equivalents and $289.1 million of availability under our Credit Agreement. ... Total debt 273,258 189,073
Cash increased to $213.2M (from $128.3M prior year), and total debt rose to $273.3M (from $209.1M). The company drew $71M net on the revolver during H1 2026 to fund the IME acquisition and working capital. Availability under the credit facility net receivable balance rose about 31% (~$289M). The refinanced credit agreement (June 2026) increased capacity to $550M and extended maturity to 2031.
Show 1 minor / wording change
Removed from previous filing · verify on EDGAR →
Loss on sale of land and building, net for the six months ended June 30, 2025 is primarily related to the sale of our former headquarters building in Northville, Michigan in January 2025.
The prior-year period included a $2.2M loss on the sale of the former Northville headquarters in January 2025. This was a one-time event; no comparable transaction occurred in the current period.
Notes
New IME acquisition, Modine transaction details, 2026 restructuring plan, increased warranty accrual, terminated supplier finance program, new stock repurchase program.
Added in current filing · verify on EDGAR →
On July 1, 2026, the Company completed its acquisition of Innovative Medical Equipment, LLC (“IME”). IME, headquartered in Beachwood, Ohio, is a provider of the ThermaZone® thermal therapy device. ThermaZone is a non-opioid thermal therapy solution designed to support pain management and recovery through controlled hot-and-cold therapy. The Company acquired all of the membership interests in IME for $34,000, net of cash and debt, and subject to customary adjustments related to IME’s net working capital as of the closing date. The purchase price may be increased after closing by up to $1,000 upon the achievement of a specified performance milestone. The transaction was funded through a combination of the Company’s existing cash balances and borrowings under the Revolving Credit Facility, as defined below.
The company completed a $34 million acquisition of IME on July 1, 2026, adding a non-opioid thermal therapy device to its medical product portfolio. The deal was funded through cash and revolving credit borrowings, with potential earnout of up to $1 million.
Added in current filing · verify on EDGAR →
On January 29, 2026, the Company, entered into definitive agreements to combine the Performance Technologies business (“Performance Technologies”) of Modine Manufacturing Co., a Wisconsin corporation (“Modine”), with the Company (the “Modine Transaction”). The Modine Transaction is structured as a Reverse Morris Trust transaction, where a wholly owned subsidiary of Modine (“SpinCo”), owning Performance Technologies, will be spun off to Modine shareholders (the “Distribution”) and simultaneously merged with a wholly owned subsidiary of the Company (the “Merger”). The transaction was valued at approximately $1,000,000 as of the date of signing, based on specified assumptions. Shareholders of the Company immediately prior to the Merger are expected to own approximately 60.0% of the combined company and Modine shareholders are expected to own approximately 40.0% of the combined company, on a fully diluted basis, without taking into account any overlapping shareholder ownership and subject to adjustment.
The company announced a $1 billion Reverse Morris Trust transaction with Modine Manufacturing to combine with its Performance Technologies business. Gentherm shareholders will own approximately 60% of the combined entity, with closing expected by early Q4 2026. The transaction includes a $210 million cash distribution to Modine and a $45 million termination fee provision.
Added in current filing · view on EDGAR →
In February 2026, the Company committed to a restructuring plan to realign its operating model and organizational structure to deliver on its key financial and operational priorities (“2026 Plan”). The 2026 Plan is expected to result in structural cost reductions impacting the Company’s global salaried workforce. The Company expects to incur cash restructuring costs of between $9,000 and $9,500 for employee separation costs. The actions under the 2026 Plan are expected to be substantially completed by the end of 2026. During the three and six months ended June 30, 2026, the Company recognized restructuring expense of $3,896 and $9,013, respectively, for employee separation costs.
The company initiated a new restructuring plan in February 2026 targeting $9-9.5 million in employee separation costs to realign its operating model. Through June 30, 2026, the company has recognized $9 million of the expected charges, with completion anticipated by year-end 2026.
Previous filing · verify on EDGAR →
Balance at the end of the period | $ 5,475
Current filing · verify on EDGAR →
Balance at the end of the period | $ 13,646
Accrued warranty costs increased from $5.5 million at June 30, 2025 to $13.6 million at June 30, 2026, driven by $5.0 million in adjustments to prior-period warranty estimates. The increase reflects higher-than-expected warranty claims on existing products.
Previous filing · view on EDGAR →
The Company is party to a supplier finance program with a third-party service provider (“Service Provider”), pursuant to which the Company has offered the opportunity to participate to certain of the Company's suppliers. The Company has no economic interest in a supplier’s participation and the Company has not pledged any assets to the Service Provider under this program. Under this program, the Company and supplier initially agree on the contractual payment terms for the goods to be procured for the Company in the ordinary course. A supplier’s participation in this program is voluntary and does not impact its contractual payment terms with the Company, including the payment amount and timing of when payments are due. A participating supplier has the sole discretion to determine whether to discount one or more invoices, if any, to the Service Provider in exchange for payment by the Service Provider on an earlier date than provided for in the contract with the Company. Amounts due to participating suppliers are included in accounts payable in the consolidated condensed balance sheets until the Company makes payment to the Service Provider, even though the payment of such amount will be made to the supplier at an earlier date by the Service Provider. As of June 30, 2025, the Company had supplier obligations that had been confirmed under these arrangements of $24,769.
Current filing · verify on EDGAR →
During the three months ended June 30, 2026, such supplier finance program was terminated. As of June 30, 2026, the Company had no supplier obligations confirmed under these arrangements.
The company terminated its supplier finance program during Q2 2026. Previously, $24.8 million in supplier obligations were confirmed under the program as of June 30, 2025; now zero obligations remain. This changes the company's working capital management approach.
Added in current filing · verify on EDGAR →
In July 2026, the Board terminated the 2024 Stock Repurchase Program and authorized a new stock repurchase program (the “2026 Stock Repurchase Program”), pursuant to which the Company is authorized to repurchase up to $400,000 of its issued and outstanding Common Stock over a three-year period, expiring July 27, 2029. At the time of termination, the 2024 Stock Repurchase Program had $110,103 of share repurchase authorization remaining.
The Board terminated the 2024 repurchase program (which had $110 million remaining) and authorized a new $400 million program expiring July 2029. This significantly increases the company's capital return capacity from the prior $150 million authorization.
Added in current filing · view on EDGAR →
On February 24, 2026, the Company amended its credit agreement to permit the Modine Transaction, which terminated the Backstop Commitment. On June 29, 2026, SpinCo replaced the Bridge Facility with permanent financing by entering into a credit agreement, providing for a delayed-draw term loan facility with aggregate commitments of up to $250,000 (the "Senior Credit Facility"). Borrowings under the Senior Credit Facility are expected to be funded on the closing date of the Modine Transaction and used to fund the SpinCo Cash Distribution and to pay certain other amounts required under the Merger Agreement. During the three and six months ended June 30, 2026, the Company incurred $2,145 and $5,135, respectively, of fees associated with the Bridge Facility, Backstop Commitment and Senior Credit Facility.
The company amended its credit agreement in February 2026 to permit the Modine transaction and arranged a $250 million delayed-draw term loan facility in June 2026. Transaction-related financing fees totaled $5.1 million for the six months ended June 30, 2026.
Added in current filing · view on EDGAR →
In July 2025, the Company committed to an additional restructuring plan to further optimize the Company’s manufacturing footprint by realigning its global manufacturing capacity (“2025 Manufacturing Footprint Plan”). As a result, the Company will relocate certain manufacturing activities between existing locations. The Company expects to incur cash restructuring costs of between $3,000 and $4,000 for employee separation and retention costs and $1,000 of other transition costs primarily for machinery and equipment move and set up costs. Additionally, we expect to incur capital expenditures of between $1,000 and $2,000. During the three and six months ended June 30, 2026, the Company recognized restructuring expense of $0. Since the inception of this program, the Company has recorded $2,190 of restructuring expenses. The actions under the 2025 Manufacturing Footprint Plan are expected to be substantially completed by the end of 2027.
The company announced a new manufacturing footprint optimization plan in July 2025 with expected costs of $4-5 million in cash restructuring charges plus $1-2 million in capex. Through June 30, 2026, $2.2 million has been recorded, with completion expected by end of 2027.
Previous filing · verify on EDGAR →
As of June 30, 2025 and December 31, 2024, total capitalized payments to customers were $16,750 and $14,276, respectively.
Current filing · verify on EDGAR →
As of June 30, 2026 and December 31, 2025, total capitalized payments to customers were $22,142 and $18,168, respectively.
Capitalized payments to customers increased from $16.8 million at June 30, 2025 to $22.1 million at June 30, 2026, reflecting $5.3 million in additional upfront incentives provided to secure new business awards. These are amortized as revenue reductions over 5-10 years.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
In September 2025, the FASB issued ASU 2025-06, "Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40)". ASU 2025-06 modernizes the accounting for internal-use software costs. Retrospective, prospective, or a modified transition approach for adoption are all permitted, as well as early adoption at the beginning of an annual reporting period. This update is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. We are currently in the process of determining the impact the implementation of ASU 2025-06 will have on the Company’s financial statement disclosures. ... In May 2026, the FASB issued ASU 2026-02, “Environmental Credits and Environmental Credit Obligations (Topic 818)”. ASU 2026-02 provides recognition, measurement, presentation, and disclosure requirements for all entities that generate, purchase, or receive environmental credits or have a regulatory compliance obligation that may be settled with environmental credits. This update is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. We are currently in the process of determining the impact the implementation of ASU 2026-02 will have on the Company’s financial statement disclosures.
Two new accounting standards were issued: ASU 2025-06 on internal-use software costs (effective 2028) and ASU 2026-02 on environmental credits (effective 2028). The company is evaluating the impact of both standards on its financial statement disclosures.
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Financial Statements
Primary statements from SEC XBRL (companyfacts). Labels and figures as reported — not generated by the model.
Consolidated Statements of Operations (Unaudited)
| Description | Q2 ended Jun 30, 2026 | Q2 ended Jun 30, 2025 |
|---|---|---|
| Revenue: | ||
| Total revenue / net sales | 416.2 | 375.1 |
| Cost of revenue / cost of sales | 319.7 | 285.3 |
| Gross profit | 96.4 | 89.8 |
| Operating expenses: | ||
| Research and development | 24.1 | 22.6 |
| Selling, general and administrative | 55.7 | 41.1 |
| Total operating expenses | 85.7 | 65.8 |
| Operating income | 10.7 | 24.0 |
| Other income/(expense), net | 0.2 | |
| Income before income taxes | 7.3 | 2.5 |
| Income tax expense/(benefit) | 2.9 | 2.1 |
| Net income | 4.4 | 0.5 |
| Basic earnings per share | 0.14 | 0.02 |
| Diluted earnings per share | 0.14 | 0.02 |
Consolidated Balance Sheets (Unaudited)
| Description | Jun 30, 2026 | Jun 30, 2025 |
|---|---|---|
| Current assets: | ||
| Cash and equivalents | 213.2 | 128.3 |
| Accounts receivable, net | 338.9 | 294.7 |
| Inventories | 90.1 | 77.9 |
| Prepaid expenses and other current assets | 83.5 | 87.4 |
| Other current assets | 154.5 | 170.5 |
| Total current assets | 880.0 | 758.8 |
| Property, plant and equipment, net | 268.8 | 262.4 |
| Operating lease right-of-use assets, net | 50.8 | 59.5 |
| Finite-lived intangible assets, net | 56.1 | |
| Identifiable intangible assets, net | 49.7 | 56.1 |
| Goodwill | 107.1 | 108.9 |
| Deferred income taxes and other assets | 93.0 | 78.3 |
| Other long-term assets | 43.8 | (18.7) |
| TOTAL ASSETS | 1,493 | 1,361 |
| Current liabilities: | ||
| Current portion of long-term debt | 0.9 | 0.1 |
| Accounts payable | 270.4 | 254.1 |
| Current portion of operating lease liabilities | 8.2 | 9.9 |
| Accrued liabilities | 146.8 | 112.7 |
| Income taxes payable | 23.1 | 28.6 |
| Other current liabilities | (23.1) | (28.6) |
| Total current liabilities | 426.3 | 376.9 |
| Long-term debt | 272.4 | 209.0 |
| Operating lease liabilities | 43.6 | 51.1 |
| Other long-term liabilities | 27.8 | 24.6 |
| Total liabilities | 770.1 | 661.7 |
| Shareholders' equity: | ||
| Common stock | 10.7 | |
| Accumulated other comprehensive income (loss) | (11.9) | 2.0 |
| Retained earnings (deficit) | 722.7 | 696.1 |
| Total shareholders' equity | 723.1 | 699.7 |
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 1,493 | 1,361 |
Consolidated Statements of Cash Flows (Unaudited)
| Description | Six months ended Jun 30, 2026 | Six months ended Jun 30, 2025 |
|---|---|---|
| Operating Activities: | ||
| Net cash from operating activities | 2.3 | 31.7 |
| Investing Activities: | ||
| Net cash from investing activities | (14.4) | (19.8) |
| Financing Activities: | ||
| Net cash from financing activities | 65.9 | (22.3) |
| Net increase/(decrease) in cash | 52.3 | (5.8) |
Amounts in millions USD; EPS as reported. Line labels are presentation-friendly mappings of filer XBRL tags — not a re-audit of the full statements. Use EDGAR for interactive notes and detail. Interactive statements & notes on EDGAR ↗
Source-verified from EDGAR · Narrative written by AI · Jul 24, 2026 · How we verify