Form 6-K InMode Ltd. For: Jul 28

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July 28, 2021 7:01 AM EDT

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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

For the month of July 2021

INMODE LTD.

(Exact name of registrant as specified in its charter)

Tavor Building, Sha’ar Yokneam

P.O. Box 533

Yokneam 2069206 Israel

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ⌧ Form 40-F ◻

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the

Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes ◻ No ⌧

On July 28, 2021, InMode Ltd. announced its second quarter 2021 financial results. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Exhibit No.		Description of Exhibit
99.1		Press Release dated July 28, 2021

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	InMode Ltd.

	By: /s/ Moshe Mizrahy
	Moshe Mizrahy
July 28, 2021	Chief Executive Officer and Chairman of The Board of Directors

Exhibit 99.1

InMode Reports Record Second Quarter 2021 Financial Results:

Quarterly Revenues of $87.3 Million Represent 184% Year Over Year Growth

YOKNEAM, Israel, July 28, 2021, InMode Ltd. (Nasdaq: INMD) (“InMode”), a leading global provider of innovative medical technologies, today announced its consolidated financial results for the second quarter ended June 30, 2021.

Second Quarter 2021 Highlights:

•

Record quarterly revenues of $87.3 million, an increase of 184% compared to the second quarter of 2020: InMode’s proprietary surgical technology platforms engaged in minimally invasive and subdermal ablative treatments represented 71% of quarterly revenues, while 22% came from InMode’s hands-free platforms and 7% from InMode’s traditional laser and non-invasive RF platforms

•	Record GAAP net income of $40.9 million, compared to $8.6 million in the second quarter of 2020; *non-GAAP net income of $43.9 million, compared to $10.1 million in the second quarter of 2020

•	Record GAAP diluted earnings per share of $0.95, compared to $0.21 in the second quarter of 2020; *non-GAAP diluted earnings per share of $1.02, compared to $0.24 in the second quarter of 2020

•	Total cash position of $332.9 million as of June 30, 2021, including cash and cash equivalents, marketable securities and short-term bank deposits

U.S. GAAP Results (U.S. dollars in thousands, except for per share data)
	Q2 2021	Q2 2020
Revenues	$87,325	$30,765
Gross Margins	85%	85%
Net Income Attributable to InMode Ltd.	$40,925	$8,588
Earnings per Diluted Share	$0.95	$0.21
*Non-GAAP Results (U.S. dollars in thousands, except for per share data)
	Q2 2021	Q2 2020
Gross Margins	86%	85%
Net Income Attributable to InMode Ltd.	$43,873	$10,096
Earnings per Diluted Share	$1.02	$0.24

*Please refer to “Use of Non-GAAP Financial Measures” below for important information about non-GAAP financial measures. A reconciliation between U.S. GAAP and non-GAAP Statement of Income is provided following the financial statements that are included in this release. Non-GAAP results exclude share-based compensation and related tax adjustments.

Management Comments

“We are happy to report another strong quarter and share the successful results of our growth strategy. We’ve seen advancements in key areas of our business and our minimally invasive technologies are becoming the gold standard,” said Moshe Mizrahy, CEO of InMode. “Consumable and service revenues have continued to experience high growth, increasing 22% from last quarter. This indicates that physicians are successfully adopting our procedures as well as keep increasing the use of each InMode system, which leads to a growing contribution of consumables to our overall revenues.”

“Consumer demand is on a fast-track recovery to pre-covid levels and was higher than anticipated in Q2. The pent-up demand is now being complemented by purchases and supported by long-term, sustainable industry trends for hands-free devices and minimally invasive procedures. We have also seen higher overall transaction amounts, which is attributed to the growing demand for our products but also to the ongoing training of our sales force. We are pleased to see high physician and patient satisfaction with our products and services. The attendance for our events has also been better than the pre-pandemic market, which is encouraging to see,” stated Shakil Lakhani, President of InMode North America.

“It is with considerable optimism that we are launching Empower, a new platform focused on women’s health, on August 15^th. Empower will significantly increase our business in women’s health and mark our major expansion into the gynecology market, which is three times the size of the aesthetics market. InMode will market this medically oriented platform to OB/GYN doctors, further diversifying our client base and verticals,” commented Dr. Michael Kreindel, CTO and co-founder of InMode.

Yair Malca, CFO of InMode, added, “Recent business expansions in key markets contributed to InMode reporting record numbers. Operations outside the U.S. represented 34% of the business in H1 2021, compared to 23% in H1 2020. Asia and Europe were the biggest regions supporting InMode’s growth outside the U.S. this quarter. As the market demand in the U.S. and globally increases, we believe that our profitable growth will continue, especially in light of our ever-expanding pipeline.”

“As a company that values ESG [Environmental, Social and Governance] principles, we keep implementing our ESG initiatives across the board as we strive to use best practices in all our interactions with physicians, patients, shareholders, and partners. We are committed to holding ourselves to the highest standards as we expand globally and now operate in a total of 68 countries.” commented Sandra Ziv, ESG Manager.

Second Quarter 2021 Financial Results

Total revenues for the second quarter of 2021 reached $87.3 million, an increase of 184% compared to the second quarter of 2020. “The increase in revenue was primarily due to the impact of the global COVID-19 pandemic, which significantly reduced economic activity and caused shutdowns in the U.S. during Q2 of 2020. Notably, international sales are growing dramatically year over year, as we successfully implement our U.S. growth strategy globally,” commented Yair Malca, InMode’s Chief Financial Officer.

GAAP gross margin for the second quarter of 2021 and 2020 was 85% for each period. *Non-GAAP gross margin for the second quarter of 2021 was 86% and 85% for the second quarter of 2020.

GAAP operating margin for the second quarter of 2021 was 48%, compared to 26% in the second quarter of 2020. *Non-GAAP operating margin for the second quarter of 2021 was 51%, compared to 30% in the second quarter of 2020. This increase stemmed primarily from the interruption of the sales cycle in April and May 2020 by the COVID-19 pandemic, while InMode continued to incur the non-variable sales and marketing expenditure during those months. In addition, the company’s accelerated growth increased gross profit more than operating expenses, translating into a higher operating margin for the quarter.

InMode reported GAAP net income attributable to InMode Ltd of $40.9 million, or $0.95 per diluted share, in the second quarter of 2021, compared to $8.6 million, or $0.21 per diluted share, in the second quarter of 2020. On a *non-GAAP basis, InMode reported net income attributable to InMode Ltd of $43.9 million, or $1.02 per diluted share, in the second quarter of 2021, compared to $10.1 million, or $0.24 per diluted share, in the second quarter of 2020.

2021 Financial Outlook

Management provided an outlook for the full year of 2021, the period ending December 31, 2021. Based on current estimates, management expects:

●	Revenues between $305 million to $315 million

●	*Non-GAAP gross margin between 84% to 86%

●	*Non-GAAP income from operations between $135 million and $140 million

●	*Non-GAAP earnings per diluted share between $3.10 and $3.25

This outlook is not a guarantee of future performance and stockholders should not rely on such forward-looking statements. See “Forward-Looking Statements” for additional information.

Use of Non-GAAP Financial Measures

In addition to InMode’s operating results presented in accordance with GAAP, this release includes certain non-GAAP financial measures including non-GAAP net income, non-GAAP diluted earnings per share and non-GAAP operating margin. Because these measures are used in InMode’s internal analysis of financial and operating performance, management believes that they provide greater transparency to investors of management's view of InMode’s economic performance. Management also believes the presentation of these measures, when analyzed in conjunction with InMode’s GAAP operating results, allows investors to more effectively evaluate and compare the performance of InMode to that of its peers, although InMode’s presentation of its non-GAAP measures may not be comparable to other similarly titled measures of other companies. Schedules reconciling each of these non-GAAP financial measures are provided as a supplement to this release.

Conference Call Information

Mr. Moshe Mizrahy, Chairman and Chief Executive Officer, Dr. Michael Kreindel, co-founder and Chief Technology Officer, Mr. Yair Malca, Chief Financial Officer, Mr. Shakil Lakhani, President of North America and Dr. Spero Theodorou, Chief Medical Officer, will host a conference call today, July 28, 2021, at 8:30 a.m. Eastern Time to discuss the second quarter 2021 financial results.

The Company encourages participants to pre-register for the conference call using the following link: https://dpregister.com/sreg/10157922/ea04627326

Callers will receive a unique dial-in upon registration, which enables immediate access to the call. Participants may pre-register at any time, including up to and after the call start time.

For callers that opt out of pre-registration, please dial one of the following teleconferencing numbers. Please begin by placing your call 10 minutes before the conference call commences. If you are unable to connect using the toll-free number, please try the international dial-in number.

U.S. Toll-Free Dial-in Number: 1-833-316-0562

Israel Toll- Free Dial-in Number: 1-80-921-2373

International Dial-in Number: 1-412-317-5736

At:

8:30 a.m. Eastern Time

5:30 a.m. Pacific Time

3:30 p.m. Israel Time

The conference call will also be webcast live from a link on InMode's website at https://inmodemd.com/investors/events-presentations/. A replay of the conference call will be available from July 28, 2021 at 12 p.m. Eastern Time to August 11, 2021 at 11:59 p.m. Eastern Time. To access the replay, please dial one of the following numbers:

Replay Dial-in U.S TOLL-FREE: 1-877-344-7529

Replay Dial-in Canada TOLL-FREE: 855-669-9658

Replay Dial-in TOLL/INTERNATIONAL: 1-412-317-0088

Replay Pin Number: 10157922

To access the replay using an international dial-in number, please select the link below:

https://services.choruscall.com/ccforms/replay.html

A replay of the conference call will also be available for 90 days on InMode's website at https://inmodemd.com/investors/.

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, please 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. These statements generally relate to future events or InMode’s future financial or operating performance, including the future performance described above under the heading titled “2021 Financial Outlook.” 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, strategy 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, including with respect to the impact of the COVID-19 global outbreak. 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 10, 2021, risk factors relating to the COVID-19 global outbreak 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.

Company Contact:

Yair Malca

Chief Financial Officer

Phone: (949) 305-0108

Email: [email protected]

Investor Relations Contact:

Miri Segal

MS-IR LLC

Phone: (917) 607-8654

Email: [email protected]

INMODE LTD.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Three months ended June 30,				Six months ended June 30,
	2021		2020		2021			2020
REVENUES		87,325		30,765		152,849			71,206
COST OF REVENUES		12,723		4,695		22,802			10,879
GROSS PROFIT		74,602		26,070		130,047			60,327
OPERATING EXPENSES:
Research and development		2,455		1,816		4,756			5,248
Sales and marketing		28,670		14,536		53,232			37,535
General and administrative		1,941		1,613		3,752			3,436
TOTAL OPERATING EXPENSES		33,066		17,965		61,740			46,219
INCOME FROM OPERATIONS		41,536		8,105		68,307			14,108
Finance income, net		428		636		472			1,265
INCOME BEFORE TAXES		41,964		8,741		68,779			15,373
INCOME TAXES		1,039		161		1,108			302
NET INCOME		40,925		8,580		67,671			15,071
Add: Loss (net income) attributable to non-controlling interests		-		8		(103	)		(50	)
NET INCOME ATTRIBUTABLE TO INMODE LTD.		40,925		8,588		67,568			15,021

NET INCOME PER SHARE:
Basic		1.00		0.24		1.69			0.43
Diluted		0.95		0.21		1.58			0.36
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED IN COMPUTATION OF NET INCOME PER SHARE (in thousands)
Basic		40,850		35,943		39,947			34,956
Diluted		42,881		41,733		42,725			41,709

INMODE LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	June 30, 2021		December 31, 2020
Assets
CURRENT ASSETS:
Cash and cash equivalents		61,772		68,938
Marketable securities		218,845		142,007
Short-term bank deposits		52,261		49,589
Accounts receivable, net of allowance for doubtful accounts		18,250		10,499
Other receivables		6,822		3,575
Inventories		17,394		14,983
TOTAL CURRENT ASSETS		375,344		289,591
NON-CURRENT ASSETS:
Accounts receivable		474		477
Other receivables		-		2,894
Deferred income taxes, net		382		64
Operating lease right-of-use assets		4,988		1,153
Property and equipment, net		1,243		982
Other investments		600		600
TOTAL NON-CURRENT ASSETS		7,687		6,170
TOTAL ASSETS		383,031		295,761

Liabilities and shareholders’ equity
CURRENT LIABILITIES:
Accounts payable		7,723		6,410
Contract liabilities		13,332		11,900
Other liabilities		21,116		16,720
TOTAL CURRENT LIABILITIES		42,171		35,030
NON-CURRENT LIABILITIES:
Contract liabilities		2,028		1,988
Other liabilities		3,892		2,910
Operating lease liabilities		3,764		358
TOTAL NON-CURRENT LIABILITIES		9,684		5,256
TOTAL LIABILITIES		51,855		40,286

TOTAL SHAREHOLDERS’ EQUITY		331,176		255,475
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		383,031		295,761

INMODE LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Three months ended June 30,						Six months ended June 30,
	2021			2020			2021			2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		40,925			8,580			67,671			15,071
Adjustments required to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		128			105			242			199
Share-based compensation expenses		2,948			1,160			5,646			7,210
Allowance for doubtful accounts		287			160			327			466
Loss (gains) on marketable securities, net		3			(3	)		7			(9	)
Finance expenses, net		404			79			809			268
Deferred income taxes, net		(101	)		458			(202	)		826
Changes in operating assets and liabilities:
Increase in accounts receivable		(3,506	)		(3,045	)		(8,075	)		(2,455	)
Decrease (increase) in other receivables		1,063			63			(317	)		(1,497	)
Increase in inventories		(1,694	)		(4,141	)		(2,411	)		(6,819	)
Increase (decrease) in accounts payable		313			(690	)		1,313			324
Increase in other liabilities		5,832			2,323			5,037			530
Increase (decrease) in contract liabilities		151			(3,725	)		1,472			(6,670	)
Net cash provided by operating activities		46,753			1,324			71,519			7,444
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in short-term deposits		(20,000	)		(15,090	)		(41,000	)		(31,609	)
Proceeds from short-term deposits		19,090			13,590			38,090			28,090
Purchase of fixed assets		(338	)		(226	)		(503	)		(325	)
Purchase of marketable securities		(63,482	)		(34,376	)		(125,727	)		(78,309	)
Proceeds from sale of marketable securities		21,180			53,712			47,982			92,286
Net cash provided by (used in) investing activities		(43,550	)		17,610			(81,158	)		10,133
CASH FLOWS FROM FINANCING ACTIVITIES:
Repurchase of ordinary shares		(11,057	)		-			(11,921	)		-
Exercise of options		4,711			549			14,603			2,550
Net cash provided by (used in) financing activities		(6,346	)		549			2,682			2,550
EFFECT OF EXCHANGE RATE CHANGES ON CASH		14			146			(209	)		(87	)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		(3,129	)		19,629			(7,166	)		20,040

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		64,901			45,138			68,938			44,727
CASH AND CASH EQUIVALENTS AT END OF PERIOD		61,772			64,767			61,772			64,767

INMODE LTD.

CONDENSED CONSOLIDATED FINANCIAL HIGHLIGHTS

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Three months ended June 30,								Six months ended June 30,								Year ended December 31,
	2021				2020				2021				2020				2020
Revenues by Geography:
United States		56,370	65	%		24,060	78	%		100,435	66	%		54,883	77	%		149,488	73	%
International		30,955	35	%		6,705	22	%		52,414	34	%		16,323	23	%		56,619	27	%
Total Net Revenue		87,325	100	%		30,765	100	%		152,849	100	%		71,206	100	%		206,107	100	%

	Three months ended June 30,								Six months ended June 30,								Year ended December 31,
	2021				2020				2021				2020				2020
Revenues by Category:
Capital equipment revenues		77,846	89	%		27,181	88	%		135,577	89	%		62,557	88	%		185,320	90	%
Consumables and service revenues		9,479	11	%		3,584	12	%		17,272	11	%		8,649	12	%		20,787	10	%
Total Net Revenue		87,325	100	%		30,765	100	%		152,849	100	%		71,206	100	%		206,107	100	%

	Three months ended June 30,												Six months ended June 30,
	2021						2020						2021						2020
	%						%						%						%
	United States		International		Total		United States		International		Total		United States		International		Total		United States		International		Total
Revenues by Technology:
Minimal-Invasive		69		73		71		53		77		58		67		75		70		58		75		61
Hands-Free		29		10		22		46		9		38		31		8		23		40		7		33
Non-Invasive		2		17		7		1		14		4		2		17		7		2		18		6
		100		100		100		100		100		100		100		100		100		100		100		100

INMODE LTD.

RECONCILIATION OF GAAP CONDENSED CONSOLIDATED STATEMENTS OF

INCOME TO NON-GAAP CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Three months ended June 30, 2021							Three months ended June 30, 2020
	GAAP		Share Based Compensation			Non-GAAP		GAAP		Share Based Compensation			Non-GAAP
REVENUES		87,325		-			87,325		30,765		-			30,765
COST OF REVENUES		12,723		(274	)		12,449		4,695		(149	)		4,546
GROSS PROFIT		74,602		274			74,876		26,070		149			26,219
OPERATING EXPENSES:
Research and development		2,455		(386	)		2,069		1,816		(122	)		1,694
Sales and marketing		28,670		(2,014	)		26,656		14,536		(757	)		13,779
General and administrative		1,941		(274	)		1,667		1,613		(132	)		1,481
TOTAL OPERATING EXPENSES		33,066		(2,674	)		30,392		17,965		(1,011	)		16,954
INCOME FROM OPERATIONS		41,536		2,948			44,484		8,105		1,160			9,265
Finance income, net		428		-			428		636		-			636
INCOME BEFORE TAXES		41,964		2,948			44,912		8,741		1,160			9,901
INCOME TAXES (TAX BENEFIT)		1,039		-			1,039		161		(348	)		(187	)
NET INCOME		40,925		2,948			43,873		8,580		1,508			10,088
Add: Loss (net income) attributable to non-controlling interests		-		-			-		8		-			8
NET INCOME ATTRIBUTABLE TO INMODE LTD.		40,925		2,948			43,873		8,588		1,508			10,096

NET INCOME PER SHARE:
Basic		1.00					1.07		0.24					0.28
Diluted		0.95					1.02		0.21					0.24
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED IN COMPUTATION OF NET INCOME PER SHARE (in thousands)
Basic		40,850					40,850		35,943					35,943
Diluted		42,881					43,080		41,733					42,009

INMODE LTD.

RECONCILIATION OF GAAP CONDENSED CONSOLIDATED STATEMENTS OF

INCOME TO NON-GAAP CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Six months ended June 30, 2021									Six months ended June 30, 2020
	GAAP			Share Based Compensation			Non-GAAP			GAAP			Share Based Compensation			Non-GAAP
REVENUES		152,849			-			152,849			71,206			-			71,206
COST OF REVENUES		22,802			(503	)		22,299			10,879			(225	)		10,654
GROSS PROFIT		130,047			503			130,550			60,327			225			60,552
OPERATING EXPENSES:
Research and development		4,756			(687	)		4,069			5,248			(2,008	)		3,240
Sales and marketing		53,232			(3,946	)		49,286			37,535			(4,595	)		32,940
General and administrative		3,752			(510	)		3,242			3,436			(382	)		3,054
TOTAL OPERATING EXPENSES		61,740			(5,143	)		56,597			46,219			(6,985	)		39,234
INCOME FROM OPERATIONS		68,307			5,646			73,953			14,108			7,210			21,318
Finance income, net		472			-			472			1,265			-			1,265
INCOME BEFORE TAXES		68,779			5,646			74,425			15,373			7,210			22,583
INCOME TAXES (TAX BENEFIT)		1,108			-			1,108			302			(424	)		(122	)
NET INCOME		67,671			5,646			73,317			15,071			7,634			22,705
Add: Net Income attributable to non-controlling interests		(103	)		-			(103	)		(50	)		-			(50	)
NET INCOME ATTRIBUTABLE TO INMODE LTD.		67,568			5,646			73,214			15,021			7,634			22,655

NET INCOME PER SHARE:
Basic		1.69						1.83			0.43						0.65
Diluted		1.58						1.71			0.36						0.54
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED IN COMPUTATION OF NET INCOME PER SHARE (in thousands)
Basic		39,947						39,947			34,956						34,956
Diluted		42,725						42,901			41,709						41,922

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Form 6-K InMode Ltd. For: Jul 28

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