Steel Partners Sues Moshe Mizrahi in Battle for InMode Acquisition
An American fund has filed a lawsuit against the chairman of InMode, alleging he is the de facto controlling shareholder despite owning only 7% of the company. The plaintiff seeks stricter oversight of the acquisition process.
A company identified with the American fund Steel Partners filed a lawsuit last Sunday in the Haifa District Court against the CEO and founder of the medical aesthetics company InMode, Moshe Mizrahi, and the company's directors.
The lawsuit is part of the ongoing struggle for the acquisition of the company. About a month ago, Mizrahi submitted a bid to purchase InMode, which is traded on NASDAQ with a market capitalization of approximately $900 million, while Steel Partners submitted a counter-offer.
In the lawsuit, representatives of Steel Partners claim that Mizrahi is the de facto controlling shareholder, despite officially holding only 7% of the shares. They argue that the purchase offer from a group led by him should be treated as a controlling shareholder bid, subject to stricter regulatory scrutiny. They further claim that all independent directors responsible for evaluating the decision have long-standing business ties to Mizrahi. Although InMode is not traded in Israel, Steel Partners asserts that Israeli law regarding board independence applies to the company.
They also allege that Mizrahi undermined a previous sale process and purchased shares on the open market to consolidate his position ahead of his current bid.
The fund is asking the court to declare Mizrahi the controlling shareholder, rule that the defendants breached their fiduciary duties, and cancel the board's decision to establish a special committee to review the competing offers.
Background of the Conflict
The roots of the current events date back to January 2026, when InMode hired Bank of America to manage a sale process. During the tender, the bank focused on an offer from the Korean firm Centroid, against which Mizrahi formed a counter-group led by Meir Shamir. Mizrahi stated at the time that this was the only way to keep the company in Israel. The company's valuation under those offers was approximately $1.1 billion.
During the bidding process, Steel Partners, which had acquired a 3% stake in 2025, made an offer to purchase 51% of the shares at $18 per share while maintaining the company's public listing. Steel Partners claims the company ignored this bid. In February 2026, the board decided not to accept any of the offers.
New Bids and Demands
In June, Mizrahi again offered to purchase the company, leading a group of investors including employees and suppliers. The offer price was $16.2 per share, valuing the company at $950 million. Following this, Steel Partners announced an interest in purchasing the entire company at $16.75 per share and demanded that the board remove Mizrahi from the decision-making process to ensure independence.
Earlier this week, InMode announced the formation of an independent committee of three directors to evaluate both offers. Steel Partners continues to challenge the independence of these directors, citing their professional history with Mizrahi.
The Mizrahi group has extended the validity of its offer until mid-September 2026. Both sides are expected to meet in court this coming Thursday.
InMode declined to comment on the news.
