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Sees FY26 Revenue of $365M-$375M
Sees FY26 revenue $365M-$375M, consensus $370.26M. Sees FY26 Non-GAAP gross margin 74%-76%.
InMode Receives Acquisition Proposal from Steel Partners
InMode confirmed that its Board of Directors has received the unsolicited letter and acquisition proposal from Steel Partners Holdings dated July 9, 2026. The Special Committee comprised solely of the independent directors of the Board, together with its legal and financial advisors, will carefully review the proposal consistent with its fiduciary duties.
Steel Partners Proposes to Acquire InMode at $16.75 per Share
Steel Partners Holdings, a significant, long-standing shareholder of InMode issued a letter to the Board of Directors of the Company, offering to acquire 100% of the shares of InMode for $16.75 per share in cash, which read, in part, "Steel Partners Holdings is a significant, long-standing shareholder of InMode Ltd. We are writing to you today to offer to acquire 100% of the outstanding shares of InMode for $16.75 per share. Our offer price is a 20% premium to the unaffected price of $13.95.1 It is $0.55 per share above the $16.20 per share your CEO has offered. It does not depend on the cooperation of the Company's own manufacturer and distributor and is not contingent upon any external financing conditions. Further, for those who wish to remain investors in the Company, we will be providing a mechanism for existing shareholders to roll over up to 40% of the Company's equity into the Steel-owned InMode. Our offer is superior to the CEO's proposal in every conceivable way. It follows a deeply disappointing process run by the Company, culminating in CEO Moshe Mizrahy's offer to acquire InMode after the termination of the strategic review - and after Mr. Mizrahy seemingly manipulated market expectations about the Company's prospects and value. You now face a simple test: will you fulfill your duties to all shareholders by engaging with a higher-value, cleaner, fully actionable offer? Or will you enable a conflicted insider group to acquire InMode at an inadequate price?...Let us be clear about where shareholders stand. We have seen the operating performance of the Company deteriorate and the stock price steadily decline. We have watched Mr. Mizrahy make strange and unprofessional public statements while taking actions that raise serious questions about his compliance with securities laws. We then stood silent during a bizarre, haphazard "strategic review" process while we hoped that the Board would ultimately do the right thing for shareholders. After being continuously let down by the leaders who are supposed to protect shareholders, we will not stand by and let you hand the Company to the CEO for less than a market clearing price. The Board now has a superior proposal from a significant, long-standing shareholder. It also has a conflicted insider bid from the CEO and his commercial counterparties. There is no defensible basis to favor the latter over the former. We expect the Board to immediately rid itself of its conflicted dealings in favor of objective, independent governance. If it does not, Steel will pursue all available remedies to protect shareholders from a potential insider-led purchase of control at an inadequate price."
DOMA Perpetual Capital Management Opposes InMode Acquisition Proposal
DOMA Perpetual Capital Management, a significant stockholder of InMode, sent a letter to the Board of Directors of InMode. The letter states: " As of the date of this letter, DOMA Perpetual Capital Management and its affiliates beneficially own approximately 4.63% of the outstanding ordinary shares of InMode. We are writing as a concerned shareholder regarding the recently proposed acquisition of the company led by the Chief Executive Officer in partnership with a group of investors. The circumstances surrounding this proposal raise serious concerns about conflicts of interest, governance, the Board's fiduciary responsibilities, and the fairness of the proposed transaction. We believe the proposal materially undervalues the company, particularly in light of its long-term potential and intrinsic assets. It is difficult to ignore that this proposal also follows a long period of operational underperformance under the current CEO's leadership. We have previously asked the Board, in a public communication dated May 9, 2025, to replace the CEO precisely because of his sustained underperformance, and that same CEO now appears positioned to benefit from the proposed transaction. In our view, these circumstances warrant close scrutiny, and DOMA reserves all of its rights in connection with the proposed transaction. We strongly believe the proposal would allow management to capitalize on a depressed valuation that developed during its own stewardship and that, in our view, management's performance helped create. Such dynamics are deeply troubling from a governance perspective. The Board has fiduciary obligations to act in the best interests of all shareholders, not management or any specific investor group. In this context, we urge the Board to take the following actions: Establish a fully independent special committee with no ties to management to evaluate the proposal. Retain international independent financial and legal advisors to conduct a rigorous valuation and fairness assessment. Conduct a broad and transparent market check inviting public offers to determine whether superior offers exist. Ensure that shareholders are provided with full and fair disclosure regarding the process, assumptions, and any potential conflicts of interest. Any transaction that allows insiders to acquire the company at a price influenced by their own stewardship must be subject to the highest level of scrutiny. Failure to do so could expose the company and the Board to significant shareholder value destruction, as well as reputational and legal risk. Shareholders rely on the Board to uphold strong governance standards and to protect against precisely this type of conflicted transaction. I trust that you will take these responsibilities seriously and act accordingly. At the current offer of $16.20/share DOMA does not support the proposal and intends to vote against the transaction."
InMode Receives Acquisition Proposal from M.N. Business at $16.20 per Share
InMode announced that, on June 17, its board of directors received an unsolicited proposal from M.N. Business Strategy, Ltd. to acquire through a merger all of the outstanding ordinary shares of the company not already owned by MN Business Strategy and its affiliates for $16.20 per share in cash. "MN Business Strategy is a group that includes, among others, Moshe Mizrahy, the Company's co-founder and Chief Executive Officer. The Board has approved formation of a special committee comprised solely of independent directors to evaluate the Proposal. The special committee will, in consultation with its advisors, evaluate the Proposal in accordance with its fiduciary duties and the best interests of the Company and all of its shareholders. There can be no assurance as to whether this evaluation will result in a transaction or any other strategic outcome for the Company, or as to the timing or terms of any such transaction or outcome. The Company does not intend to comment further on the special committee process or provide additional updates unless and until required to do so under applicable law or regulation," the company stated.
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