InMode Responds to Transaction Rumors

Rhea-AI Summary

InMode (NASDAQ: INMD) said it is aware of market speculation, including a non-binding proposal by Steel Partners to acquire 51% of outstanding shares, and confirmed it is evaluating strategic alternatives.

The company formed an independent directors' committee, retained independent legal and financial advisors, and said there is no assurance a transaction will occur or on timing or terms.

Positive

• Received a non-binding proposal to acquire 51% of outstanding shares
• Established an independent directors' committee to oversee strategic review
• Committee has retained independent legal and financial advisors

Negative

• Company stated no assurance the review will result in a transaction
• Timing and terms of any potential transaction are undetermined

Key Figures

Stake in proposal: 51% of outstanding shares

1 metrics

Stake in proposal 51% of outstanding shares Non-binding acquisition proposal referenced in statement

Market Reality Check

Price: $16.62 Vol: Volume 1,351,572 vs 20-da...

normal vol

$16.62 Last Close

Volume Volume 1,351,572 vs 20-day average 1,024,966 (relative volume 1.32x) ahead of this announcement. normal

Technical Price $15.71 is trading above 200-day MA at $14.62, despite recent weakness.

Peers on Argus

INMD was down 1.94% while close peers showed mixed moves: IART and TNDM up, IRMD...

INMD was down 1.94% while close peers showed mixed moves: IART and TNDM up, IRMD, BBNX, and SSII down. No peers appeared in the momentum scanner, suggesting stock-specific factors around the strategic review headlines.

Historical Context

5 past events · Latest: Jan 28 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 28	Acquisition proposal	Positive	-0.8%	Steel Partners offered to acquire 51% of shares at $18.00 premium.
Jan 8	Earnings date/guidance	Neutral	-8.8%	Pre-announced Q4 and FY2025 revenues and provided FY2026 revenue guidance.
Nov 5	Earnings results	Neutral	-0.7%	Reported Q3 2025 results, reaffirmed full-year guidance and detailed cash position.
Nov 3	Management change	Positive	-0.5%	Appointed Michael Dennison as President of North America in restructuring effort.
Oct 30	Conference participation	Neutral	-1.4%	Announced participation in multiple November investor conferences and presentations.

Pattern Detected

Recent news, including an acquisition proposal and financial updates, was followed by consistently negative 1-day price reactions, even when headlines appeared constructive.

Recent Company History

Over the past few months, INMD has faced a mix of strategic, financial, and investor-relations events. A $18.00-per-share offer for 51% of shares on Jan 28 followed prior guidance and conference updates on Jan 8. Q3 2025 results on Nov 5 reaffirmed full‑year guidance and highlighted strong cash. Management also restructured North American leadership and increased conference visibility in late October–November. Each of these events saw modest to sharp negative 24-hour price reactions, framing today’s strategic alternatives update against a backdrop of cautious trading.

Market Pulse Summary

This announcement confirms that INMD is formally evaluating strategic alternatives through a committ...

Analysis

This announcement confirms that INMD is formally evaluating strategic alternatives through a committee of independent directors advised by external legal and financial experts. The language stresses there is no assurance of any transaction or specific outcome, echoing caution from prior updates on proposals and financials. Investors may watch for future required disclosures, the committee’s handling of third‑party and management-related proposals, and how this process interacts with existing litigation and operational performance.

Key Terms

non-binding proposal, strategic alternatives, independent directors, fiduciary duties

4 terms

non-binding proposal financial

"non-binding proposal by Steel Partners Holdings L.P. to acquire 51%"

A non-binding proposal is an offer or plan presented by one party that outlines terms they would like to pursue but does not create a legally enforceable obligation. Think of it like a detailed handshake or a draft invitation to negotiate: it signals intent and frames possible outcomes, but either side can walk away or change terms without legal penalty. Investors watch these because they can move a stock’s price by suggesting a possible deal, yet they carry higher uncertainty than formal agreements.

strategic alternatives financial

"the Company wishes to inform investors that it is currently evaluating potential strategic alternatives"

Strategic alternatives are different options a company considers to improve its value or achieve its goals, such as selling the business, merging with another company, or restructuring operations. For investors, understanding these options is important because they can significantly impact the company's future direction and its stock value, often signaling potential changes or opportunities.

independent directors regulatory

"established a committee of independent directors to oversee this review process"

Members of a company’s board who do not have significant business, family, or financial ties to the company and are not part of its management; they are chosen to provide impartial oversight of strategy, financial reporting, executive pay and risk. They matter to investors because independent directors act like an objective referee, helping ensure decisions favor shareholders’ long-term interests rather than insiders, which can strengthen trust and reduce the chance of mismanagement or conflicts of interest.

fiduciary duties regulatory

"in accordance with its fiduciary duties and the best interests of the Company"

Fiduciary duties are the legal and ethical responsibilities that company directors, officers, or financial advisors have to put shareholders’ interests ahead of their own, acting with honesty, care, and loyalty. Think of it like a guardian managing someone’s money: choices must prioritize the owner’s benefit, avoid conflicts, and be made with prudent judgment; investors rely on these duties to ensure decisions aren’t self‑serving and to provide grounds for legal action if abused.

AI-generated analysis. Not financial advice.

YOKNEAM, Israel, Feb. 2, 2026 /PRNewswire/ -- InMode Ltd. (NASDAQ: INMD), a leading global provider of innovative medical technologies ("InMode" or the "Company"), today issued the following statement:

The Company is aware of recent market speculation and rumors, including reports relating to the publicly announced non-binding proposal by Steel Partners Holdings L.P. to acquire 51% of the Company's outstanding shares and recent statements attributed to the Company's Chief Executive Officer.

Without derogating from the Company's general policy that it does not comment on market rumors, the Company wishes to inform investors that it is currently evaluating potential strategic alternatives. In furtherance of such evaluation, the Company previously established a committee of independent directors to oversee this review process. The committee has retained independent legal and financial advisors, and it will continue to evaluate any matters presented to it, including any proposal involving third parties or members of management or their affiliates, 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 review 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 ongoing process or provide additional updates unless and until required to do so under applicable law or regulation.

About InMode

InMode is a leading global provider of innovative medical technologies. InMode develops, manufactures, and markets devices harnessing novel radio frequency ("RF") technology. InMode strives to enable new emerging surgical procedures as well as improve existing treatments. InMode has leveraged its medically accepted minimally invasive RF technologies to offer a comprehensive line of products across several categories for plastic surgery, gynecology, dermatology, otolaryngology, and ophthalmology. For more information about InMode and its wide array of medical technologies, visit www.inmodemd.com.

Forward-Looking Statements

The information in this press release includes forward-looking statements within the meaning of the federal securities laws. Actual outcomes and results may differ materially from what is expressed or forecast in such forward-looking statements. In some cases, you can identify these statements because they contain words such as "anticipate," "believe," "estimate," "expect," "intend," "may," "plan," "predict," "project," "will," "would" and similar expressions that concern our expectations, strategic plans or intentions. Forward-looking statements are based on management's current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Consequently, actual results could differ materially from those indicated in these forward-looking statements. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in InMode's Annual Report on Form 20-F filed with the Securities and Exchange Commission on February 4, 2025, and our future public filings. InMode undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which pertain only as of the date of this press release.

Investor Contact:

Miri Segal
MS-IR LLC
ir@inmodemd.com

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SOURCE InMode Ltd.

FAQ

What did InMode (INMD) announce about the Steel Partners proposal on February 2, 2026?

The company confirmed awareness of a non-binding proposal from Steel Partners to acquire 51% of shares. According to the company, it is evaluating strategic alternatives and has formed an independent committee to oversee the review.

Has InMode (INMD) formed a committee to review the February 2026 proposal?

Yes. The company said it formed a committee of independent directors to oversee the review. According to the company, the committee has retained independent legal and financial advisors to evaluate proposals.

Will the InMode (INMD) strategic review definitely result in a sale or transaction?

No. The company explicitly stated there is no assurance the review will produce a transaction. According to the company, timing and terms remain uncertain and no further comment is planned unless required by law.

What does the 51% non-binding proposal mean for InMode shareholders (INMD)?

A non-binding proposal for 51% suggests an offer for majority control but is not final. According to the company, the proposal is under review by an independent committee and may or may not lead to a transaction.

Will InMode (INMD) provide updates about the strategic review process?

The company said it does not intend to comment further on the ongoing process. According to the company, updates will be provided only if required by applicable law or regulation.