Press Releases & Announcements

Conference call to be held at 9:00 a.m. ET

Rehovot, Israel – January 19, 2021 – Nova (Nasdaq: NVMI) announced today that it will release its financial results for the fourth quarter and full year 2020 before the Nasdaq market opens on Thursday, February 18, 2021.

Mr. Eitan Oppenhaim, President and Chief Executive Officer, and Mr. Dror David, Chief Financial Officer, will host a conference call to review the Company’s fourth quarter and full year 2020 financial results on the same day, at 9 a.m. Eastern Time.

To attend the conference call, please dial one of the following teleconferencing numbers. Please begin by placing your call at least five minutes before the conference call commences. If you are unable to connect using the toll-free numbers, please try the international dial-in number.

U.S. TOLL-FREE: 1-866-548-4713

ISRAEL TOLL-FREE: 1-809-212-883

INTERNATIONAL: 1-323-794-2093

At:

9 a.m. Eastern Time

6 a.m. Pacific Time

4 p.m. Israel Time

Conference Call ID: 1340079

The conference call will also be webcast live from a link on Nova’s website at https://www.novami.com/investors/events/.

A replay of the conference call will be available from February 18, 2021 at 12 p.m. Eastern Time to February 25, 2021 at 11:59 p.m. Eastern Time. To access the replay, please dial one of the following numbers:

Replay TOLL-FREE: 1-844-512-2921

Replay TOLL/INTERNATIONAL: 1-412-317-6671

Replay Pin Number: 1340079

A replay will also be available for 90 days on Nova’s website at https://www.novami.com/investors/events/.

About Nova: Nova is a leading innovator and key provider of metrology solutions for advanced process control used in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into the development and production of the most advanced semiconductor devices. Nova’s unique capability to deliver innovative X-ray and Optical solutions enable its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices around the world. Additional information may be found at https://www.novami.com/.

Nova is traded on NASDAQ & TASE under the symbol NVMI.

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but are not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: our dependency on three product lines; our dependency on a small number of large customers and small number of suppliers; the highly cyclical and competitive nature of the markets we target and we operate in; our inability to reduce spending during a slowdown in the semiconductor industry; our ability to respond effectively on a timely basis to rapid technological changes; our dependency on PEMs; risks related to exclusivity obligations and non-limited liability that may be included in our commercial agreements and arrangements; our ability to retain our competitive position despite the ongoing consolidation in our industry; risks related to our dependence on our manufacturing facilities; risks related to changes in our order backlog; risks related to efforts to complete and integrate current and/or future acquisitions; risks related to worldwide financial and economic instabilities, including the implications of the ongoing novel coronavirus (COVID-19) pandemic; risks related to our intellectual property; new product offerings from our competitors; unanticipated manufacturing or supply problems; risks related to government programs we participate in; risks related to taxation; changes in customer demand for our products; risks related to currency fluctuations; risks related to technology security threats , including data breaches, cyberattacks and system disruptions, and changes in privacy laws; risks related to acquisitions we may pursue and risks related to our operations in Israel. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2019 filed with the Securities and Exchange Commission on March 12, 2020. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Measuring Instruments Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

Rehovot, Israel – January 28, 2021 – Nova (Nasdaq: NVMI) announced today that it received multiple orders from multiple leading Logic and Foundry customers for its most advanced materials metrology solutions. The recent wins mark Nova’s increased penetration into the leading industry manufacturers and cement Nova’s position as a materials metrology leader. The combined orders represent more than $23 million in revenue.

The recent orders are for Nova’s VeraFlex^®materials metrology platform, which provides breakthrough thin-film thickness and composition process control technology for both current and emerging process technology nodes. As part of these orders, Nova will also deliver its latest X-ray platform, Nova VeraFlex^® IV, which offers substantial throughput improvement while maintaining precision performance, and extends the targeted production in-die application range.

Nova’s materials metrology portfolio allows customers to overcome the emerging complex challenges driven by new materials used in advanced Logic and Memory devices. Challenges like composition, ultra-thin film measurement, stress, strain, and materials composition profiles are becoming in-line and in-die requirements for every advanced wafer fabrication site. Nova’s cutting-edge Optical and X-ray solutions address these challenges by providing a unique hardware and software portfolio. These innovative methods are nondestructive and enable fast measurements required for in-die process control schemes.

“Our solutions support the advancement of the leading edge semiconductor roadmap,” said Eitan Oppenhaim, Nova’s President and CEO. “The accelerated rate of innovation in chip design continues to evolve into a new array of requirements in process control. New generations of semiconductors, which combine both new architectural designs and new materials, drive process complexity. We firmly believe that the future of metrology involves a tight synergy between dimensional and materials metrology, and Nova’s innovative portfolio drives this vision. We expect to capitalize on significant materials metrology opportunities in the coming years as our customers increase usage of materials engineering to advance performance.”

About Nova: Nova is a leading innovator and key provider of metrology solutions for advanced process control used in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into the most advanced semiconductor devices’ development and production. Nova’s unique capability to deliver innovative X-ray and Optical solutions enable its customers to improve performance, enhance product yields, and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices around the world. Find additional information at https://www.novami.com/.

Nova is traded on NASDAQ & TASE under the symbol NVMI.

REHOVOT, Israel, Feb. 18, 2021 /PRNewswire/ — Nova (Nasdaq: NVMI) today announced financial results for the fourth quarter and full year 2020.

Fourth Quarter 2020 Highlights:

Quarterly record revenue of $76.3 million, up 18% year-over-year
GAAP net income of $13.7 million, or $0.47 per diluted share, up 9% year-over-year on a per-share basis
Non-GAAP net income of $15.9 million, or $0.55 per diluted share, up 8% year-over-year on a per-share basis
Initial revenues recognized from multiple customers for Nova Elipson™, a newly launched materials metrology solution
Record quarterly materials metrology revenue, driven by expansion into leading Logic and Foundry customers

Full Year 2020 Highlights:

Record annual revenue of $269.4 million, up 20% year-over-year
GAAP net income of $47.9 million, or $1.65 per diluted share, up 35% year-over-year on a per-share basis
Non-GAAP net income of $59.6 million, or $2.06 per diluted share, up 30% year-over-year on a per-share basis

GAAP Results ($K)
	Q4 2020	Q3 2020	Q4 2019	FY 2020	FY 2019
Revenues	$76,303	$69,485	$64,625	$269,396	$224,909
Net Income	$13,657	$13,896	$12,385	$47,907	$35,171
Earnings per Diluted Share	$0.47	$0.48	$0.43	$1.65	$1.23
NON-GAAP Results ($K)
	Q4 2020	Q3 2020	Q4 2019	FY 2020	FY 2019
Net Income	$15,872	$16,511	$14,561	$59,638	$45,523
Earnings per Diluted Share	$0.55	$0.57	$0.51	$2.06	$1.59

A reconciliation between GAAP operating results and non-GAAP operating results is provided following the financial statements that are part of this release. Non-GAAP results exclude amortization of acquired intangible assets, stock-based compensation expenses, expense related to a transaction made by a financial institution without Company authorization, facilities transition costs, revaluation of operating lease liabilities, amortization of debt discount and issuance costs and tax effect of non-GAAP adjustment.

Management Comments

“Our robust fourth quarter financial results concluded a record year for Nova, demonstrating the company’s growing agility and outstanding execution capabilities,” commented Eitan Oppenhaim, President and Chief Executive Officer. “This was a firm conclusion to a well-performed year during which we continued to innovate and expand our differentiated portfolio to support our customers’ new generation of devices. Our resilience amid the pandemic, led by our global teams, drove our strong performance throughout the year. With our new enhanced product offering and solid market position, we enter 2021 with substantial momentum to continue our growth across customers and territories.”

2021 First Quarter Financial Outlook

Management provided an outlook for the first quarter, the period ending March 31, 2021. Based on current estimates, management expects:

$76 million to $83 million in revenue
$0.41 to $0.53 in diluted GAAP EPS
$0.55 to $0.66 in diluted non-GAAP EPS

2020 Fourth Quarter Results

Total revenues for the fourth quarter of 2020 were $76.3 million, an increase of 9.8% compared with the third quarter of 2020 and an increase of 18.1% compared with the fourth quarter of 2019.

Gross margin for the fourth quarter of 2020 was 55.5%, compared with a gross margin of 57.1% in the third quarter of 2020, and compared with a gross margin of 53.6% in the fourth quarter of 2019.

Operating expenses in the fourth quarter of 2020 were $25.5 million, compared with $24.1 million in the third quarter of 2020 and compared with $20.1 million in the fourth quarter of 2019.

On a GAAP basis, the Company reported net income of $13.7 million, or $0.47 per diluted share, in the fourth quarter of 2020. This is compared with net income of $13.9 million, or $0.48 per diluted share, in the third quarter of 2020, and compared with net income of $12.4 million, or $0.43 per diluted share, in the fourth quarter of 2019.

On a non-GAAP basis, which excludes amortization of acquired intangible assets, stock-based compensation expenses, one-time expense related to a transaction made by a financial institution without Company authorization, facilities transition costs, revaluation of operating lease liabilities, amortization of debt discount and issuance costs and tax effect of non-GAAP adjustment, the Company reported net income of $15.9 million, or $0.55 per diluted share, in the fourth quarter of 2020. This is compared with net income of $16.5 million, or $0.57 per diluted share, in the third quarter of 2020, and compared with net income of $14.6 million, or $0.51 per diluted share, in the fourth quarter of 2019.

2020 Full Year Results

Total revenues for 2020 were $269.4 million, an increase of 19.8% compared to total revenues of $224.9 million for 2019.

Gross margin in 2020 was 56.8%, compared with gross margin of 54.2% in 2019.

Operating expenses in 2020 were $97.4 million, compared with operating expenses of $85.4 in 2019.

On a GAAP basis, the Company reported net income of $47.9 million, or $1.65 per diluted share, in 2020. This is compared with a net income of $35.2 million, or $1.23 per diluted share, in 2019.

On a non-GAAP basis, which excludes amortization of acquired intangible assets, stock-based compensation expenses, one-time expense related to a transaction made by a financial institution without Company authorization, facilities transition costs, revaluation of operating lease liabilities, amortization of debt discount and issuance costs and tax effect of non-GAAP adjustment, the Company reported net income of $59.6 million, or $2.06 per diluted share, in 2020. This is compared with net income of $45.5 million, or $1.59 per diluted share, in 2019.

Conference Call Information

Nova will host a conference call today, February 18, 2021, at 9 a.m. Eastern Time, to discuss the financial results and outlook. To attend the conference call, please dial one of the following teleconferencing numbers. Please begin by placing your calls five minutes before the conference call commences. If you are unable to connect using the toll-free numbers, please try the international dial-in number.

U.S. TOLL-FREE Dial-in Number: 1-866-548-4713
ISRAEL TOLL-FREE Dial-in Number: 1-809-212-883
INTERNATIONAL Dial-in Number: 1-323-794-2093

At:
9 a.m. Eastern Time
6 a.m. Pacific Time
4 p.m. Israel Time
Please reference conference ID: 1340079

The conference call will also be webcast live from a link on Nova’s website at https://www.novami.com/investors/events/.

Replay Dial-in TOLL-FREE: 1-844-512-2921
Replay Dial-in TOLL/INTERNATIONAL: 1-412-317-6671
Replay Pin Number: 1340079

A replay will also be available for 90 days on Nova’s website at https://www.novami.com/investors/events/.

About Nova: Nova is a leading innovator and key provider of metrology solutions for advanced process control used in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into the development and production of the most advanced semiconductor devices. Nova’s unique capability to deliver innovative x-ray and optical solutions enables its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices around the world. Additional information may be found at www.novami.com.

Nova is traded on the NASDAQ & TASE under the symbol NVMI.

This press release provides financial measures that exclude amortization of acquired intangible assets, stock-based compensation expenses, expense related to a transaction made by a financial institution without Company authorization, facilities transition costs, revaluation of operating lease liabilities, amortization of debt discount and issuance costs and tax effect of non-GAAP adjustment, as applicable, and are therefore not calculated in accordance with generally accepted accounting principles (GAAP). Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding Nova’s performance because they reflect our operational results and enhance management’s and investors’ ability to evaluate Nova’s performance before charges or benefits considered by management to be outside Nova’s ongoing operating results. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management believes that it is in the best interest of its investors to provide financial information that will facilitate comparison of both historical and future results and allow greater transparency to supplemental information used by management in its financial and operational decision making. A reconciliation of each GAAP to non-GAAP financial measure discussed in this press release is contained in the accompanying financial tables.

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but are not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: our dependency on three product lines; our dependency on a small number of large customers and small number of suppliers; the highly cyclical and competitive nature of the markets we target and we operate in; our inability to reduce spending during a slowdown in the semiconductor industry; our ability to respond effectively on a timely basis to rapid technological changes; our dependency on PEMs; risks related to exclusivity obligations and non-limited liability that may be included in our commercial agreements and arrangements; our ability to retain our competitive position despite the ongoing consolidation in our industry; risks related to our dependence on our manufacturing facilities; risks related to changes in our order backlog; risks related to efforts to complete and integrate current and/or future acquisitions; risks related to worldwide financial and economic instabilities, including the implications of the ongoing novel coronavirus (COVID-19) pandemic; risks related to our intellectual property; new product offerings from our competitors; unanticipated manufacturing or supply problems; risks related to government programs we participate in; risks related to taxation; changes in customer demand for our products; risks related to currency fluctuations; risks related to technology security threats, including data breaches, cyberattacks and system disruptions, and changes in privacy laws; risks related to acquisitions we may pursue and risks related to our operations in Israel. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2019 filed with the Securities and Exchange Commission on March 12, 2020. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Measuring Instruments Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

(Tables to Follow)


NOVA MEASURING INSTRUMENTS LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands) - (Unaudited)

	As of December 31,
ASSETS	2020	2019
Current assets
Cash and cash equivalents	232,304	31,748
Short-term interest-bearing bank deposits	191,567	154,533
Trade accounts receivable, net	63,314	51,603
Inventories	61,734	48,362
Other current assets	9,782	16,685

Total current assets	558,701	302,931

Non-current assets
Interest-bearing bank deposits	2,547	2,813
Restricted interest-bearing bank deposits	1,476	2,000
Deferred tax assets	2,869	4,554
Other long-term assets	462	437
Severance pay funds	1,281	1,210
Operating lease right-of-use assets	29,109	28,256
Property and equipment, net	34,168	30,566
Intangible assets, net	5,059	7,562
Goodwill	20,114	20,114

Total non-current assets	97,085	97,512

Total assets	655,786	400,443

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Trade accounts payable	24,096	20,706
Deferred revenues	4,717	2,256
Operating lease current liabilities	3,703	2,777
Other current liabilities	28,418	20,493

Total current liabilities	60,934	46,232

Non-current liabilities
Convertible senior notes, net	178,808	-
Accrued severance pay	3,719	3,294
Operating lease long-term liabilities	31,905	30,536
Other long-term liability	8,882	5,842

Total non-current liabilities	223,314	39,672

Shareholders' equity	371,538	314,539

Total liabilities and shareholders' equity	655,786	400,443

NOVA MEASURING INSTRUMENTS LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(U.S. dollars in thousands, except per share data) - (Unaudited)

	Three months ended December 31,		Year ended December 31,
	2020	2019	2020	2019

Revenues:
Products	61,741	47,015	209,320	167,200
Services	14,562	17,610	60,076	57,709
Total revenues	76,303	64,625	269,396	224,909

Cost of revenues:
Products	22,633	18,854	78,555	67,300
Services	11,347	11,138	37,918	35,789
Total cost of revenues	33,980	29,992	116,473	103,089

Gross profit	42,323	34,633	152,923	121,820

Operating expenses:
Research and development, net	15,753	9,722	53,015	44,508
Sales and marketing	8,089	7,270	29,321	28,213
General and administrative	1,009	2,502	12,514	10,066
Amortization of acquired intangible assets	626	656	2,503	2,625
Total operating expenses	25,477	20,150	97,353	85,412

Operating income	16,846	14,483	55,570	36,408

Financing income (expense), net	(1,335)	826	926	3,078

Income before tax on income	15,511	15,309	56,496	39,486

Income tax expenses	1,854	2,924	8,589	4,315

Net income for the period	13,657	12,385	47,907	35,171

Earnings per share:
Basic	0.49	0.44	1.71	1.26
Diluted	0.47	0.43	1.65	1.23

Shares used for calculation of earnings per share (in thousands):
Basic	28,146	27,965	28,097	27,895
Diluted	28,999	28,689	28,950	28,574


NOVA MEASURING INSTRUMENTS LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(U.S. dollars in thousands) - (Unaudited)

	Three months ended December 31,		Year ended December 31,
	2020	2019	2020	2019
Cash flows from operating activities:
Net income for the period	13,657	12,385	47,907	35,171

Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	2,596	1,086	9,729	10,398
Share-based compensation	2,231	1,430	6,949	5,092
Net effect of exchange rate fluctuation	(1,187)	(106)	(1,584)	(510)
Amortization of debt discount and issuance costs	868	-	868	-
Change in deferred tax assets, net	535	73	(193)	(681)
Change in accrued severance pay, net	162	100	354	470
Change in trade accounts receivable	(22,217)	(4,549)	(11,711)	1,928
Change in inventories	(1,219)	1,669	(16,271)	(7,518)
Change in other current and long-term assets	1,655	(1,561)	6,878	(6,161)
Change in trade accounts payable	1,228	2,117	3,255	1,691
Change in other current and long-term liabilities	7,241	4,190	11,611	2,540
Change in short term deferred revenues	926	(1,459)	2,461	(1,728)

Net cash provided by operating activities	6,476	15,375	60,253	40,692

Cash flow from investment activities:
Change in short-term and long-term interest-bearing bank deposits	10,125	(4,392)	(36,016)	(4,181)
Purchase of property and equipment	(1,570)	(5,648)	(6,443)	(21,269)

Net cash provided by (used in) investment activities	8,555	(10,040)	(42,459)	(25,450)

Cash flows from financing activities:
Proceeds from the issuance of convertible senior notes, net of issuance costs	193,588	-	193,588	-
Purchases of treasury shares	(10,000)	-	(12,549)	(7,159)
Shares issued upon exercise of options	-	125	367	492

Net cash provided by (used in) financing activities	183,588	125	181,406	(6,667)

Effect of exchange rate fluctuations on cash and cash equivalents	972	68	1,356	296

Increase in cash and cash equivalents	199,591	5,528	200,556	8,871
Cash and cash equivalents – beginning of period	32,713	26,220	31,748	22,877
Cash and cash equivalents – end of period	232,304	31,748	232,304	31,748

NOVA MEASURING INSTRUMENTS LTD.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(U.S. dollars in thousands, except percentage and per share data) - (Unaudited)

	Three months ended
	December 31, 2020	September 30, 2020	December 31, 2019
GAAP gross profit	42,323	39,657	34,633
Stock-based compensation expenses *	415	414	269
Non-GAAP gross profit	42,738	40,071	34,902
GAAP gross margin as a percentage of revenues	55%	57%	54%
Non-GAAP gross margin as a percentage of revenues	56%	58%	54%

GAAP operating income	16,846	15,528	14,483
Stock-based compensation expenses *	2,231	1,946	1,430
Amortization of acquired intangible assets	626	625	656
One-time income related to a transaction made by a financial institution without Company authorization	(2,850)	-	-
Non-GAAP operating income	16,853	18,099	16,569
GAAP operating margin as a percentage of revenues	22%	22%	22%
Non-GAAP operating margin as a percentage of revenues	22%	26%	26%

GAAP net income	13,657	13,896	12,385
Stock-based compensation expenses *	2,231	1,946	1,430
Amortization of acquired intangible assets	626	625	656
Amortization of debt discount and issuance costs	868	-	-
One-time income related to a transaction made by a financial institution without Company authorization	(2,850)	-	-
Revaluation of operating lease liabilities	1,364	161	269
Tax effect of non-GAAP adjustments	(24)	(117)	(179)
Non-GAAP net income	15,872	16,511	14,561

GAAP basic earnings per share	0.49	0.49	0.44
Non-GAAP basic earnings per share	0.56	0.59	0.52

GAAP diluted earnings per share	0.47	0.48	0.43
Non-GAAP diluted earnings per share	0.55	0.57	0.51

Shares used for calculation of earnings per share (in thousands):
Basic	28,146	28,168	27,965
Diluted	28,999	29,020	28,689

* Stock-based compensation expenses for the three months ended December 31, 2020 included in – Cost of revenues products – 292; Cost of revenues services – 123; Research and development expenses, net – 904; Sales and marketing expenses – 449; General and administrative expenses – 463

NOVA MEASURING INSTRUMENTS LTD.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(U.S. dollars in thousands, except percentage and per share data) - (Unaudited)

	Year ended December 31,
	2020	2019
GAAP gross profit	152,923	121,820
Stock-based compensation expenses *	1,364	1,003
Facilities transition costs	-	703
Non-GAAP gross profit	154,287	123,526
GAAP gross margin as a percentage of revenues	57%	54%
Non-GAAP gross margin as a percentage of revenues	57%	55%

GAAP operating income	55,570	36,408
Stock-based compensation expenses *	6,949	5,092
Amortization of acquired intangible assets	2,503	2,625
One-time expense related to a transaction made by a financial institution without Company authorization, net	150	-
Facilities transition costs	-	2,329
Non-GAAP operating income	65,172	46,454
GAAP operating margin as a percentage of revenues	21%	16%
Non-GAAP operating margin as a percentage of revenues	24%	21%

GAAP net income	47,907	35,171
Stock-based compensation expenses *	6,949	5,092
Amortization of acquired intangible assets	2,503	2,625
Amortization of debt discount and issuance costs	868	-
One-time expense related to a transaction made by a financial institution without Company authorization, net	150	-
Facilities transition costs	-	2,329
Revaluation of operating lease liabilities	2,053	1,410
Tax effect of non-GAAP adjustments	(792)	(1,104)
Non-GAAP net income	59,638	45,523

GAAP basic earnings per share	1.71	1.26
Non-GAAP basic earnings per share	2.12	1.63

GAAP diluted earnings per share	1.65	1.23
Non-GAAP diluted earnings per share	2.06	1.59

Shares used for calculation of earnings per share (in thousands):
Basic	28,097	27,895
Diluted	28,950	28,574

* Stock-based compensation expenses for the year ended December 31, 2020 included in – Cost of revenues products – 927; Cost of revenues services – 437; Research and development expenses, net – 2,556; Sales and marketing expenses – 1,531; General and administrative expenses – 1,498


NOVA MEASURING INSTRUMENTS LTD.
SUPPLEMENTAL INFORMATION - RECONCILIATION OF FISRT QUARTER 2021
GAAP TO NON-GAAP GUIDANCE
(Unaudited)

	Low	High
Estimated GAAP net income per diluted share	0.41	0.53
Estimated non-GAAP items:
Stock-based compensation expenses	0.09	0.09
Amortization of acquired intangible assets	0.02	0.02
Amortization of debt discount and issuance costs	0.04	0.04
Tax effect of non-GAAP adjustments	(0.01)	(0.02)
Estimated non-GAAP net income per diluted share	0.55	0.66

Conference call to be held at 9:00 a.m. ET

Rehovot, Israel – April 12, 2021 – Nova (Nasdaq: NVMI) announced today that it will release its financial results for the first quarter of 2021 before the Nasdaq market opens on Thursday, May 6, 2021.

Mr. Eitan Oppenhaim, President and Chief Executive Officer, and Mr. Dror David, Chief Financial Officer, will host a conference call to review the Company’s first quarter 2021 financial results on the same day, at 9 a.m. Eastern Time.

U.S. TOLL-FREE: 1-800-289-0438

ISRAEL TOLL-FREE: 1-809-212-883

INTERNATIONAL: 1-323-794-2423

At:

9 a.m. Eastern Time

6 a.m. Pacific Time

4 p.m. Israel Time

Conference Call ID: 3276680

The conference call will also be webcast live from a link on Nova’s website at https://www.novami.com/investors/events/.

A replay of the conference call will be available from May 6, 2021 at 12 p.m. Eastern Time to May 13, 2021 at 11:59 p.m. Eastern Time. To access the replay, please dial one of the following numbers:

Replay TOLL-FREE: 1-844-512-2921

Replay TOLL/INTERNATIONAL: 1-412-317-6671

Replay Pin Number: 3276680

A replay will also be available for 90 days on Nova’s website at https://www.novami.com/investors/events/.

Nova is traded on NASDAQ & TASE under the symbol NVMI.

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but are not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: catastrophic events such as the outbreak of COVID-19; increased information technology security threats and sophisticated computer crime; foreign political and economic risks; changes in U.S. trade policies; inability to protect intellectual property; open source technology exposure; failure to compete effectively or to respond to the rapid technological changes; consolidation in our industry; difficulty to predict the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; lengthy sales cycle and customer delays in orders; political, economic, and military instability in Israel; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance, or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 1, 2021. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Measuring Instruments Ltd. does not assume any obligation to update the forward-looking information contained in this press release

Nova Reports Record First Quarter 2021 Results

REHOVOT, Israel, May 6, 2021 /PRNewswire/ — Nova (Nasdaq: NVMI) today announced financial results for the first quarter ended March 31, 2021.

First Quarter 2021 Highlights:

Record quarterly revenue of $84.1 million, up 38% year over year
Record GAAP net income of $17.6 million, or $0.60 per diluted share, up 46% year over year on a per-share basis
Record Non-GAAP net income of $20.5 million, or $0.70 per diluted share, up 37% year over year on a per-share basis
Record service revenue, led by installed base functionality expansions and productivity upgrades
Record product bookings driven by continued diversification across geographies, fabrication technologies and customers

GAAP Results ($K)
	Q1 2021	Q4 2020	Q1 2020
Revenues	$84,133	$76,303	$61,022
Net Income	$17,616	$13,657	$11,682
Earnings per Diluted Share	$0.60	$0.47	$0.41
NON-GAAP Results ($K)
	Q1 2021	Q4 2020	Q1 2020
Net Income	$20,485	$15,872	$13,481
Earnings per Diluted Share	$0.70	$0.55	$0.47

Management Comments

“Nova delivered a strong growth quarter, outperforming our guidance and achieving revenue and profit records. Our remarkable results were driven by the proliferation of our advanced solutions across customers, segments and technology nodes,” commented Eitan Oppenhaim, President and Chief Executive Officer. “Our differentiated portfolio, honed by our commitment to innovation, continues to strengthen our market position as we address increasingly complex technical transitions to new generations of semiconductors. The achievements this quarter mark another successful milestone in our growth trajectory for this year, as we expand our market presence and deploy our new leading-edge technologies.”

2021 Second Quarter Financial Outlook

Management provided an outlook for the second quarter, the period ending June 30, 2021. Based on current estimates, management expects:

$84 million to $92 million in revenue
$0.51 to $0.64 in diluted GAAP EPS
$0.64 to $0.77 in diluted non-GAAP EPS

2021 First Quarter Results

Total revenues for the first quarter of 2021 were $84.1 million, an increase of 10%, compared with the fourth quarter of 2020 and an increase of 38% compared with the first quarter of 2020.

Gross margin for the first quarter of 2021 was 57%, compared with a gross margin of 55% in the fourth quarter of 2020, and compared with a gross margin of 56% in the first quarter of 2020.

Operating expenses in the first quarter of 2021 were $28.2 million, compared with $25.5 million in the fourth quarter of 2020 and compared with $21.5 million in the first quarter of 2020.

On a GAAP basis, the Company reported net income of $17.6 million, or $0.60 per diluted share, in the first quarter of 2021. This is compared with net income of $13.7 million, or $0.47 per diluted share, in the fourth quarter of 2020, and compared with net income of $11.7 million, or $0.41 per diluted share, in the first quarter of 2020.

On a non-GAAP basis, which excludes amortization of acquired intangible assets, stock-based compensation expenses, a one-time expense related to a transaction made by a financial institution without Company authorization, facilities transition costs, revaluation of operating lease liabilities, amortization of debt discount and issuance costs and tax effect of non-GAAP adjustment, the Company reported net income of $20.5 million, or $0.70 per diluted share, in the first quarter of 2021. This is compared with net income of $15.9 million, or $0.55 per diluted share, in the fourth quarter of 2020, and compared with net income of $13.5 million, or $0.47 per diluted share, in the first quarter of 2020.

Conference Call Information

Nova will host a conference call today, May 6, 2021, at 9 a.m. Eastern Time, to discuss the financial results and outlook. To attend the conference call, please dial one of the following teleconferencing numbers. Please begin by placing your calls five minutes before the conference call commences. If you are unable to connect using the toll-free numbers, please try the international dial-in number.

U.S. TOLL-FREE Dial-in Number: 1-800-289-0438
ISRAEL TOLL-FREE Dial-in Number: 1-809-212-883
INTERNATIONAL Dial-in Number: 1-323-794-2423

At:
9 a.m. Eastern Time
6 a.m. Pacific Time
4 p.m. Israel Time

Please reference conference ID: 3276680

The conference call will also be webcast live from a link on Nova’s website at https://www.novami.com/investors/events/.

A replay of the conference call will be available from May 6, 2021 at 12 p.m. Eastern Time to May 13, 2021 at 11:59 p.m. Eastern Time. To access the replay, please dial one of the following numbers:

Replay Dial-in TOLL-FREE: 1-844-512-2921
Replay Dial-in TOLL/INTERNATIONAL: 1-412-317-6671
Replay Pin Number: 3276680

A replay will also be available for 90 days on Nova’s website at https://www.novami.com/investors/events/.

About Nova: Nova is a leading innovator and key provider of metrology solutions for advanced process control used in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into the development and production of the most advanced semiconductor devices. Nova’s unique capability to deliver innovative x-ray and optical solutions enables its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices around the world. Additional information may be found at www.novami.com.

Nova is traded on the NASDAQ & TASE under the symbol NVMI.

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but are not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: catastrophic events such as the outbreak of COVID-19; increased information technology security threats and sophisticated computer crime; foreign political and economic risks; changes in U.S. trade policies; inability to protect intellectual property; open source technology exposure; failure to compete effectively or to respond to the rapid technological changes; consolidation in our industry; difficulty to predict the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; lengthy sales cycle and customer delays in orders; political, economic, and military instability in Israel; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 1, 2021. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Measuring Instruments Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

(Tables to Follow)


NOVA MEASURING INSTRUMENTS LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands) - (Unaudited)

	As of
ASSETS	March 31, 2021	December 31, 2020
Current assets
Cash and cash equivalents	208,758	232,304
Short-term interest-bearing bank deposits	246,096	191,567
Trade accounts receivable, net	59,820	63,314
Inventories	66,141	61,734
Other current assets	10,435	9,782

Total current assets	591,250	558,701

Non-current assets
Interest-bearing bank deposits	3,425	2,547
Restricted interest-bearing bank deposits	1,750	1,476
Deferred tax assets	3,467	2,869
Other long-term assets	443	462
Severance pay funds	1,251	1,281
Operating lease right-of-use assets	29,055	29,109
Property and equipment, net	33,138	34,168
Intangible assets, net	4,484	5,059
Goodwill	20,114	20,114

Total non-current assets	97,127	97,085

Total assets	688,377	655,786


LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Trade accounts payable	24,586	24,096
Deferred revenues	13,738	4,717
Operating lease current liabilities	3,867	3,703
Other current liabilities	31,741	28,418

Total current liabilities	73,932	60,934

Non-current liabilities
Convertible senior notes, net	179,842	178,808
Accrued severance pay	3,651	3,719
Operating lease long-term liabilities	30,827	31,905
Other long-term liability	9,378	8,882

Total non-current liabilities	223,698	223,314

Shareholders' equity	390,747	371,538

Total liabilities and shareholders' equity	688,377	655,786

NOVA MEASURING INSTRUMENTS LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(U.S. dollars in thousands, except per share data) - (Unaudited)

	Three months ended March 31,
	2021	2020

Revenues:
Products	66,283	45,725
Services	17,850	15,297
Total revenues	84,133	61,022

Cost of revenues:
Products	25,232	18,040
Services	10,971	8,640
Total cost of revenues	36,203	26,680

Gross profit	47,930	34,342

Operating expenses:
Research and development, net	14,518	11,683
Sales and marketing	9,540	6,563
General and administrative	3,539	2,589
Amortization of acquired intangible assets	575	626
Total operating expenses	28,172	21,461

Operating income	19,758	12,881

Financing income, net	424	1,028

Income before tax on income	20,182	13,909

Income tax expenses	2,566	2,227

Net income for the period	17,616	11,682

Earnings per share:
Basic	0.62	0.42
Diluted	0.60	0.41

Shares used for calculation of earnings per share (in thousands):
Basic	28,214	27,902
Diluted	29,306	28,760

NOVA MEASURING INSTRUMENTS LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(U.S. dollars in thousands) - (Unaudited)

	Three months ended March 31,
	2021	2020
Cash flows from operating activities:

Net income	$ 17,616	$ 11,682

Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of property and equipment	1,579	1,410
Amortization of intangible assets	575	626
Amortization of debt discount and issuance costs	1,034	-
Share-based compensation	2,222	1,318
Net effect of exchange rate fluctuation	362	399
Changes in assets and liabilities:
Trade accounts receivables, net	3,494	(3,440)
Inventories	(4,417)	(1,448)
Other current and long-term assets	(1,162)	3,693
Deferred tax assets, net	(598)	(201)
Operating lease right-of-use assets	406	254
Trade accounts payables	439	(2,255)
Deferred revenues	9,021	346
Operating lease liabilities	(1,266)	(923)
Other current and long-term liabilities	3,718	2,411
Accrued severance pay, net	(38)	18

Net cash provided by operating activities	32,985	13,890

Cash flows from investment activities:
Increase in short-term and long-term interest-bearing bank deposits	(55,805)	(7,629)
Purchase of property and equipment	(488)	(2,270)

Net cash used in investing activities	(56,293)	(9,899)

Cash flows from financing activities:
Purchases of treasury shares	-	(14)
Proceeds from exercise of options	-	111

Net cash provided by financing activities	-	97

Effect of exchange rate fluctuations on cash and cash equivalents	(238)	(305)

Increase (decrease) in cash and cash equivalents	(23,546)	3,783
Cash and cash equivalents - beginning of year	232,304	31,748
Cash and cash equivalents - end of year	$ 208,758	$ 35,531


NOVA MEASURING INSTRUMENTS LTD.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(U.S. dollars in thousands, except percentage and per share data) - (Unaudited)

	Three months ended
	March 31, 2021	December 31, 2020	March 31, 2020
GAAP gross profit	47,930	42,323	34,342
Stock-based compensation expenses *	418	415	256
Non-GAAP gross profit	48,348	42,738	34,598
GAAP gross margin as a percentage of revenues	57%	55%	56%
Non-GAAP gross margin as a percentage of revenues	57%	56%	57%

GAAP operating income	19,758	16,846	12,881
Stock-based compensation expenses *	2,222	2,231	1,318
Amortization of acquired intangible assets	575	626	626
One-time income related to a transaction made by a financial institution without Company authorization	-	(2,850)	-
Non-GAAP operating income	22,555	16,853	14,825
GAAP operating margin as a percentage of revenues	23%	22%	21%
Non-GAAP operating margin as a percentage of revenues	27%	22%	24%

GAAP net income	17,616	13,657	11,682
Stock-based compensation expenses *	2,222	2,231	1,318
Amortization of acquired intangible assets	575	626	626
Amortization of debt discount and issuance costs	1,034	868	-
One-time income related to a transaction made by a financial institution without Company authorization	-	(2,850)	-
Revaluation of operating lease liabilities	(860)	1,364	(66)
Tax effect of non-GAAP adjustments	(102)	(24)	(79)
Non-GAAP net income	20,485	15,872	13,481

GAAP basic earnings per share	0.62	0.49	0.42
Non-GAAP basic earnings per share	0.73	0.56	0.48

GAAP diluted earnings per share	0.60	0.47	0.41
Non-GAAP diluted earnings per share	0.70	0.55	0.47

Shares used for calculation of earnings per share (in thousands):
Basic	28,214	28,146	27,902
Diluted	29,306	28,999	28,760

* Stock-based compensation expenses for the three months ended March 31, 2021 included in – Cost of revenues products – 250; Cost of revenues services – 168; Research and development expenses, net – 843; Sales and marketing expenses – 501; General and administrative expenses – 460

NOVA MEASURING INSTRUMENTS LTD.
SUPPLEMENTAL INFORMATION - RECONCILIATION OF SECOND QUARTER 2021
GAAP TO NON-GAAP GUIDANCE
(Unaudited)

	Low	High
Estimated GAAP net income per diluted share	0.51	0.64
Estimated non-GAAP items:
Stock-based compensation expenses	0.09	0.09
Amortization of acquired intangible assets	0.02	0.02
Amortization of debt discount and issuance costs	0.03	0.03
Tax effect of non-GAAP adjustments	(0.01)	(0.01)
Estimated non-GAAP net income per diluted share	0.64	0.77

Rehovot, Israel – July 6, 2021 – Nova (Nasdaq: NVMI) announced today that it will hold its 2021 Analyst & Investor Events as virtual meetings with presentations given by key members of the executive team.

On July 13, the English presentations will begin at 11:00 a.m. EDT and are expected to conclude at approximately 1:30 p.m. EDT. Investors and analysts interested in attending the English event on July 13 should contact Miri Segal of MS-IR at: [email protected] or directly at https://www.novami-ir.com.

On July 14, the Hebrew presentations will begin at 9:00 a.m. IDT and are expected to conclude at approximately 11:30 a.m. IDT. Investors and analysts interested in attending the Hebrew event on July 14 should contact Jonathan Eilat of TheInvestor at: [email protected] or directly at https://www.novami-ir.com.

Registered participants will receive a link to join the virtual event ahead of time. A replay of the presentation and associated materials in English will be available on the company website following the event.

About Nova: Nova is a leading innovator and key provider of metrology solutions for advanced process control used in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into the development and production of the most advanced semiconductor devices. Nova’s unique capability to deliver innovative X-ray and Optical solutions enable its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices around the world. Additional information may be found at https://www.novami.com/.

Nova is traded on NASDAQ & TASE under the symbol NVMI.

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but are not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: catastrophic events such as the outbreak of COVID-19; increased information technology security threats and sophisticated computer crime; foreign political and economic risks; changes in U.S. trade policies; inability to protect intellectual property; open source technology exposure; failure to compete effectively or to respond to the rapid technological changes; consolidation in our industry; difficulty to predict the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; lengthy sales cycle and customer delays in orders; political, economic, and military instability in Israel; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 1, 2021. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Measuring Instruments Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

Conference call to be held at 8:30 a.m. ET

Rehovot, Israel – July 15, 2021 – Nova (Nasdaq: NVMI) today announced that it will release its financial results for the second quarter of 2021 before the Nasdaq market opens on Thursday, August 5, 2021.

Q2 Conference Call

Mr. Eitan Oppenhaim, President and Chief Executive Officer, and Mr. Dror David, Chief Financial Officer, will host a conference call to review the Company’s second quarter 2021 financial results on August 5^th, 2021 at 8:30 a.m. Eastern Time.

U.S. TOLL-FREE: 1-888-394-8218
ISRAEL TOLL-FREE: 1809-212-883
INTERNATIONAL: 1-323-701-0225
WEBCAST LINK: http://public.viavid.com/index.php?id=145541

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 available via live webcast from a link on Nova’s Investor Relations website. A replay of the conference call will be available from August 05, 2021, to August 12, 2021. To access the replay, please dial one of the following numbers:

Replay TOLL-FREE: 1-844-512-2921
Replay TOLL/INTERNATIONAL: 1-412-317-6671
Replay Pin Number: 6930576

About Nova: Nova is a leading innovator and key provider of metrology solutions for advanced process control used in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio combines high-precision hardware and cutting-edge software provides customers with deep insight into the development and production of the most advanced semiconductor devices. Nova’s unique capability to deliver innovative X-ray and optical solutions enable its customers to improve performance, enhance product yields and accelerate time to market. Nova partners with semiconductor manufacturers from its offices around the world. Additional information may be found at https://www.novami.com/.

Nova is traded on NASDAQ & TASE under the symbol NVMI.

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but are not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: catastrophic events such as the outbreak of COVID-19; increased information technology security threats and sophisticated computer crime; foreign political and economic risks; changes in U.S. trade policies; inability to protect intellectual property; open source technology exposure; failure to compete effectively or to respond to the rapid technological changes; consolidation in our industry; difficulty to predict the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; lengthy sales cycle and customer delays in orders; political, economic, and military instability in Israel; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 1, 2021. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Measuring Instruments Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

REHOVOT, Israel, Aug. 5, 2021 /PRNewswire/ — Nova (Nasdaq: NVMI) today announced record financial results for the second quarter of 2021, the period ended June 30, 2021.

Second Quarter 2021 Highlights:

Record quarterly revenue of $97.7 million, up 56% year over year
Record GAAP net income of $22.9 million, or $0.77 per diluted share, up 157% year over year on a per-share basis
Record non-GAAP net income of $26.9 million, or $0.90 per diluted share, up 88% year over year on a per-share basis
The continuing proliferation of optical CD standalone solutions to various leading customers drove sales to a new quarterly high
Broader exposure to multiple accounts strengthened geographical diversification with record revenues from China

GAAP Results ($K)

	Q2 2021	Q1 2021	Q2 2020
Revenues	$97,746	$84,133	$62,586
Net Income	$22,924	$17,616	$8,672
Earnings per Diluted Share	$0.77	$0.60	$0.30

NON-GAAP Results ($K)

	Q2 2021	Q1 2021	Q2 2020
Net Income	$26,886	$20,485	$13,774
Earnings per Diluted Share	$0.90	$0.70	$0.48

A reconciliation between GAAP operating results and non-GAAP operating results is provided following the financial statements that are part of this release. See also “Use of Non-GAAP Adjusted Financial Measures” section.

Management Comments

“We continue to reap the benefits of our well-executed plans meeting the Company’s strategic targets. Our evolving product portfolio resonates well with our customers and propelled our continuous growth with another strong quarter,” commented Eitan Oppenhaim, President and Chief Executive Officer. “Following our consistent achievements this year, we announced during our recent analyst and investor day, our new plan to organically grow the business to more than $500M in revenues. The combination of our financial model, operation leverage, and diversified portfolio supports our plans to continue our growth across segments and customers. Along with our guidance for the third quarter of 2021, we are well-positioned to achieve another record year and position Nova to capitalize on further opportunities in different territories.”

2021 Third Quarter Financial Outlook

Management provided an outlook for the third quarter, the period ending September 30, 2021. Based on current estimates, management expects:

$99 million to $106 million in revenue
$0.71 to $0.84 in diluted GAAP EPS
$0.85 to $0.98 in diluted non-GAAP EPS

2021 Second Quarter Results

Total revenues for the second quarter of 2021 were $97.7 million, an increase of 16% compared with the first quarter of 2021 and an increase of 56% compared with the second quarter of 2020.

Gross margin in the second quarter of 2021 was 57%, similar to the previous quarter and compared with gross margin of 58% in the second quarter of 2020.

Operating expenses in the second quarter of 2021 were $28.7 million, compared with $28.2 million in the first quarter of 2021 and $26.3 million in the second quarter of 2020.

On a GAAP basis, the Company reported net income of $22.9 million, or $0.77 per diluted share, in the second quarter of 2021. This is compared with net income of $17.6 million, or $0.60 per diluted share, in the first quarter of 2021, and net income of $8.7 million, or $0.30 per diluted share, in the second quarter of 2020.

On a non-GAAP basis, the Company reported net income of $26.9 million, or $0.90 per diluted share, in the second quarter of 2021. This is compared with net income of $20.5 million, or $0.70 per diluted share, in the first quarter of 2021, and net income of $13.8 million, or $0.48 per diluted share, in the second quarter of 2020.

Conference Call Information

Nova will host a conference call today, August 5, 2021, at 8:30 a.m. Eastern Time, to discuss the financial results and outlook. To attend the conference call, please dial one of the following teleconferencing numbers. Please begin by placing your calls five minutes before the conference call commences. If you are unable to connect using the toll-free numbers, please try the international dial-in number.

U.S. TOLL-FREE Dial-in Number: 1-888-394-8218
ISRAEL TOLL-FREE Dial-in Number: 1-809-212-883
INTERNATIONAL Dial-in Number: 1-323-701-0225

At:
8:30 a.m. Eastern Time
5:30 a.m. Pacific Time
3:30 p.m. Israel Time
Please reference conference ID: 6930576

The conference call will also be webcast live from a link on Nova’s website at https://www.novami.com/investors/events/ [public.viavid.com].

A replay of the conference call will be available from August 5, 2021 at 11:30 a.m. Eastern Time to August 12, 2021 at 11:59 p.m. Eastern Time. To access the replay, please dial one of the following numbers:

Replay Dial-in TOLL-FREE: 1-844-512-2921
Replay Dial-in TOLL/INTERNATIONAL: 1-412-317-6671
Replay Pin Number: 6930576

A replay will also be available for 90 days on Nova’s website at https://www.novami.com/investors/events/.

About Nova

Nova is a leading innovator and key provider of metrology solutions for advanced process control used in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into the development and production of the most advanced semiconductor devices. Nova’s unique capability to deliver innovative X-ray and optical solutions enables its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices around the world. Additional information may be found at
Nova Website Link- https://www.novami.com/.

Nova is traded on the Nasdaq & TASE, Nasdaq ticker symbol NVMI.

Use of Non-GAAP Adjusted Financial Measures

This press release provides financial measures that exclude amortization of acquired intangible assets, stock-based compensation expenses, expense related to a transaction made by a financial institution without Company authorization, revaluation of operating lease liabilities, amortization of debt discount and issuance costs and tax effect of non-GAAP adjustment, as applicable, and are therefore not calculated in accordance with generally accepted accounting principles (GAAP). Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding Nova’s performance because they reflect our operational results and enhance management’s and investors’ ability to evaluate Nova’s performance before charges or benefits considered by management to be outside Nova’s ongoing operating results. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management believes that it is in the best interest of its investors to provide financial information that will facilitate comparison of both historical and future results and allow greater transparency to supplemental information used by management in its financial and operational decision making. A reconciliation of each GAAP to non-GAAP financial measure discussed in this press release is contained in the accompanying financial tables.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: catastrophic events such as the outbreak of COVID-19; increased information technology security threats and sophisticated computer crime; foreign political and economic risks; changes in U.S. trade policies; inability to protect intellectual property; open source technology exposure; failure to compete effectively or to respond to the rapid technological changes; consolidation in our industry; difficulty to predict the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; lengthy sales cycle and customer delays in orders; political, economic, and military instability in Israel; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 1, 2021. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

(Tables to Follow)

NOVA LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands) -(Unaudited)

	As of
ASSETS	June 30,	December 31,
ASSETS	2021	2020
Current assets
Cash and cash equivalents	136,290	232,304
Short-term interest-bearing bank deposits	243,635	191,567
Marketable securities	40,270	-
Trade accounts receivable, net	58,207	63,314
Inventories	71,800	61,734
Other current assets	9,879	9,782
Total current assets	560,081	558,701
Non-current assets
Marketable securities	59,605	-
Interest-bearing bank deposits	3,503	2,547
Restricted interest-bearing bank deposits	1,750	1,476
Deferred tax assets	4,583	2,869
Other long-term assets	456	462
Severance pay funds	1,311	1,281
Operating lease right-of-use assets	28,833	29,109
Property and equipment, net	33,041	34,168
Intangible assets, net	3,910	5,059
Goodwill	20,114	20,114
Total non-current assets	157,106	97,085
Total assets	717,187	655,786
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Convertible senior notes, net	180,893	-
Trade accounts payable	26,527	24,096
Deferred revenues	13,591	4,717
Operating lease current liabilities	3,942	3,703
Other current liabilities	32,096	28,418
Total current liabilities	257,049	60,934
Non-current liabilities
Convertible senior notes, net	-	178,808
Accrued severance pay	3,804	3,719
Operating lease long-term liabilities	31,022	31,905
Other long-term liability	9,610	8,882
Total non-current liabilities	44,436	223,314
Shareholders' equity	415,702	371,538
Total liabilities and shareholders' equity	717,187	655,786

NOVA LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(U.S. dollars in thousands, except per share data) - (Unaudited)

	Three months ended June 30,		Six months ended June 30,
	2021	2020	2021	2020
Revenues:
Products	78,293	47,097	144,576	92,822
Services	19,453	15,489	37,303	30,786
Total revenues	97,746	62,586	181,879	123,608
Cost of revenues	41,802	25,985	78,005	52,665
Gross profit	55,944	36,601	103,874	70,943
Operating expenses:
Research and development, net	15,341	12,622	29,859	24,305
Sales and marketing	9,432	7,263	18,972	13,826
General and administrative	3,388	5,775	6,927	8,364
Amortization of acquired intangible assets	574	626	1,149	1,252
Total operating expenses	28,735	26,286	56,907	47,747
Operating income	27,209	10,315	46,967	23,196
Financing income (expense), net	(1,150)	387	(726)	1,415
Income before tax on income	26,059	10,702	46,241	24,611
Income tax expenses	3,135	2,030	5,701	4,257
Net income for the period	22,924	8,672	40,540	20,354

Earnings per share:
Basic	0.81	0.31	1.43	0.73
Diluted	0.77	0.30	1.37	0.70

Shares used for calculation of earnings per share (in thousands):
Basic	28,304	28,039	28,259	28,037
Diluted	29,815	28,888	29,561	28,890

NOVA LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(U.S. dollars in thousands) - (Unaudited)

	Three months ended June 30,		Six months ended June 30,
	2021	2020	2021	2020
Cash flows from operating activities:
Net income	$ 22,924	$ 8,672	$ 40,540	$ 20,354
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of property and equipment	1,596	1,419	3,175	2,829
Amortization of intangible assets	574	626	1,149	1,252
Amortization of premium and accretion of discount on marketable securities, net	283	-	283	-
Amortization of debt discount and issuance costs	1,051	-	2,085	-
Share-based compensation	2,128	1,454	4,350	2,772
Net effect of exchange rate fluctuation	(350)	(178)	12	221
Changes in assets and liabilities:
Trade accounts receivables, net	1,613	10,586	5,107	7,146
Inventories	(5,831)	(7,022)	(10,248)	(8,470)
Other current and long-term assets	554	1,046	(608)	4,739
Deferred tax assets, net	(1,116)	(345)	(1,714)	(546)
Operating lease right-of-use assets	411	350	817	604
Trade accounts payables	1,932	2,920	2,371	665
Deferred revenues	(147)	(1,437)	8,874	(1,091)
Operating lease liabilities	81	76	(1,185)	(390)
Other current and long-term liabilities	587	618	4,305	2,572
Accrued severance pay, net	93	132	55	150
Net cash provided by operating activities	26,383	18,917	59,368	32,807

Cash flows from investment activities:
Change in short-term and long-term interest-bearing bank deposits	2,461	(25,373)	(53,344)	(33,002)
Investment in marketable securities	(106,403)	-	(106,403)	-
Proceed from sales and maturities of marketable securities	6,137	-	6,137	-
Purchase of property and equipment	(1,318)	(890)	(1,806)	(3,160)
Net cash used in investing activities	(99,123)	(26,263)	(155,416)	(36,162)

Cash flows from financing activities:
Purchases of treasury shares	-	(2,535)	-	(2,549)
Proceeds from exercise of options	-	142	-	253
Net cash used in financing activities	-	(2,393)	-	(2,296)
Effect of exchange rate fluctuations on cash and cash equivalents	272	93	34	(212)
Decrease in cash and cash equivalents	(72,468)	(9,646)	(96,014)	(5,863)
Cash and cash equivalents - beginning of period	208,758	35,531	232,304	31,748
Cash and cash equivalents - end of period	$ 136,290	$ 25,885	$ 136,290	$ 25,885

NOVA LTD.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(U.S. dollars in thousands, except percentage and per share data) - (Unaudited)

	Three months ended
	June 30, 2021	March 31, 2021	June 30, 2020
GAAP gross profit	55,944	47,930	36,601
Stock-based compensation expenses *	382	418	279
Non-GAAP gross profit	56,326	48,348	36,880
GAAP gross margin as a percentage of revenues	57%	57%	58%
Non-GAAP gross margin as a percentage of revenues	58%	57%	59%

GAAP operating income	27,209	19,758	10,315
Stock-based compensation expenses *	2,128	2,222	1,454
Amortization of acquired intangible assets	574	575	626
Expense related to a transaction made by a financial institution without Company authorization	-	-	3,000
Non-GAAP operating income	29,911	22,555	15,395
GAAP operating margin as a percentage of revenues	28%	23%	16%
Non-GAAP operating margin as a percentage of revenues	31%	27%	25%

GAAP net income	22,924	17,616	8,672
Stock-based compensation expenses *	2,128	2,222	1,454
Amortization of acquired intangible assets	574	575	626
Amortization of debt discount and issuance costs	1,051	1,034	-
One-time expense related to a transaction made by a financial institution without Company authorization	-	-	3,000
Revaluation of operating lease liabilities	554	(860)	594
Tax effect of non-GAAP adjustments	(345)	(102)	(572)
Non-GAAP net income	26,886	20,485	13,774

GAAP basic earnings per share	0.81	0.62	0.31
Non-GAAP basic earnings per share	0.95	0.73	0.49

GAAP diluted earnings per share	0.77	0.60	0.30
Non-GAAP diluted earnings per share	0.90	0.70	0.48

Shares used for calculation of earnings per share (in thousands):
Basic	28,304	28,214	28,039
Diluted	29,815	29,306	28,888

* Stock-based compensation expenses for the three months ended June 30, 2021 included in – Cost of revenues – 382; Research and development expenses, net – 811; Sales and marketing expenses – 527; General and administrative expenses – 408

NOVA LTD.
SUPPLEMENTAL INFORMATION - RECONCILIATION OF THIRD QUARTER 2021
GAAP TO NON-GAAP GUIDANCE
(Unaudited)

	Low	High
Estimated GAAP net income per diluted share	0.71	0.84
Estimated non-GAAP items:
Stock-based compensation expenses	0.10	0.10
Amortization of acquired intangible assets	0.02	0.02
Amortization of debt discount and issuance costs	0.03	0.03
Tax effect of non-GAAP adjustments	(0.01)	(0.01)
Estimated non-GAAP net income per diluted share	0.85	0.98

Rehovot, Israel – August 9, 2021 – Nova (Nasdaq: NVMI), announced today the appointment of Sarit Sagiv to its Board of Directors effective immediately.

Ms. Sagiv is a seasoned executive, who served for four years as General Manager of the Global Business division at Amdocs (NASDAQ), leading the teams for Alliances, Channels and Partnerships. Prior to this role, Ms. Sagiv served as the Chief Financial Officer of Nice Ltd. (NASDAQ and TASE), with responsibility for the finance, legal, operations and IT areas, as well as the Chief Financial Officer of Retalix Ltd. (NASDAQ and TASE), playing a key role in the transaction with NCR.

“We are excited that Ms. Sagiv accepted the appointment to our Board of Directors. Sarit’s wealth of experience in high tech global companies in operation and business roles will certainly contribute to the company future growth” commented Dr. Micha Brunstein, Nova’s Chairman of the Board.

“I am excited to join Nova and have the opportunity to contribute to its strategic targets and continued growth.” added Ms. Sagiv.

About Nova:

Nova is a leading innovator and key provider of metrology solutions for advanced process control used in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into the development and production of the most advanced semiconductor devices. Nova’s unique capability to deliver innovative X-ray and optical solutions enable its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices around the world. Additional information may be found at Nova Website Link – https://www.novami.com/.

Nova is traded on NASDAQ & TASE, Nasdaq ticker symbol NVMI.

Forward looking statement:

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: catastrophic events such as the outbreak of COVID-19; increased information technology security threats and sophisticated computer crime; foreign political and economic risks; changes in U.S. trade policies; inability to protect intellectual property; open source technology exposure; failure to compete effectively or to respond to the rapid technological changes; consolidation in our industry; difficulty to predict the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; lengthy sales cycle and customer delays in orders; political, economic, and military instability in Israel; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 1, 2021. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

Rehovot, Israel – August 11, 2021 – Nova (Nasdaq: NVMI), today announced that Dror David, Chief Financial Officer, will participate in the following upcoming virtual investor conferences:

· Needham Virtual 2^nd Annual SemiCap and EDA Conference

The conference will take place on August 24, 2021. Dror David will be available for one-on-one meetings throughout the day. To schedule a meeting, contact your Needham representative.

· Jefferies Semiconductor, IT Hardware & Communications Infrastructure Summit

The conference will take place on August 31, 2021. Dror David will be available for one-on-one meetings throughout the day. To schedule a meeting, contact your Jefferies representative.

For more information regarding these events, please visit Nova’s events page link.

About Nova:

Nova is a leading innovator and key provider of metrology solutions for advanced process control used in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into the development and production of the most advanced semiconductor devices. Nova’s unique capability to deliver innovative X-ray and optical solutions enable its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices around the world. Additional information may be found at Nova Website Link – https://www.novami.com/

Nova is traded on NASDAQ & TASE, NASDAQ ticker symbol NVMI.

Forward looking statement:

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: catastrophic events such as the outbreak of COVID-19; increased information technology security threats and sophisticated computer crime; foreign political and economic risks; changes in U.S. trade policies; inability to protect intellectual property; open source technology exposure; failure to compete effectively or to respond to the rapid technological changes; consolidation in our industry; difficulty to predict the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; lengthy sales cycle and customer delays in orders; political, economic, and military instability in Israel; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 1, 2021. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

Fourth Quarter 2020 Highlights:

Full Year 2020 Highlights:

Management Comments

2021 First Quarter Financial Outlook

2020 Fourth Quarter Results

2020 Full Year Results

Conference Call Information

2021 First Quarter Results

Conference Call Information

Record quarterly revenue of $97.7 million, up 56% year over year

Record GAAP net income of $22.9 million, or $0.77 per diluted share, up 157% year over year on a per-share basis

Record non-GAAP net income of $26.9 million, or $0.90 per diluted share, up 88% year over year on a per-share basis

The continuing proliferation of optical CD standalone solutions to various leading customers drove sales to a new quarterly high

Broader exposure to multiple accounts strengthened geographical diversification with record revenues from China

Management Comments

2021 Third Quarter Financial Outlook

2021 Second Quarter Results

Conference Call Information

About Nova

Use of Non-GAAP Adjusted Financial Measures

Forward-Looking Statements

About Nova:

Forward looking statement:

· Needham Virtual 2nd Annual SemiCap and EDA Conference

· Jefferies Semiconductor, IT Hardware & Communications Infrastructure Summit

About Nova:

Forward looking statement:

· Needham Virtual 2^nd Annual SemiCap and EDA Conference