Steel Partners Holdings L.P., a long‑standing and significant shareholder of InMode Ltd., has sent a letter to InMode’s board offering to acquire 100% of the company’s shares for $16.75 per share in cash. The proposal represents a 20% premium to InMode’s “unaffected” share price of $13.95 and is $0.55 per share higher than a competing $16.20‑per‑share bid reportedly led by InMode’s CEO, Moshe Mizrahy.
Steel’s offer does not rely on external financing and is structured to allow existing shareholders to roll over up to 40% of InMode’s equity into the post‑transaction company, giving investors the option to retain exposure. In its letter, Steel argues that its bid is “superior to the CEO’s proposal in every conceivable way” and criticizes what it describes as a flawed strategic review process and a conflicted, insider‑led buyout attempt.
The firm’s letter lays out detailed concerns about governance and insider conduct, alleging that InMode’s CEO has talked down the company’s prospects, repeatedly cut guidance, and bought shares while in possession of material non‑public information, after previously selling a large portion of his stake at much higher prices. Steel also questions the independence of certain board members and highlights the involvement of InMode’s main manufacturer and UK distributor in the CEO‑backed buyer group, calling the consortium “rife with conflicts.”
Steel is urging the board to form a truly independent special committee, remove Mr. Mizrahy as CEO, halt insider share purchases, investigate related‑party dealings, and engage promptly with its offer. The firm has requested a substantive written response from independent directors by July 13, 2026, and says it is prepared to pursue “all available remedies” if the board favors the insider bid over its higher‑priced proposal.
KEY QUOTE:
“Steel’s offer to acquire 100% of InMode at $16.75 per share in cash is superior to all alternatives the InMode Board has on the table. A board that favors a low insider bid over a higher outside one is not discharging its duty to maximize value in a sale.”
Steel Partners’ letter to the InMode Board of Directors
