Earnings release
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Company Contact: Guy Kizner, Chief Financial Officer Tel: +972-73-229-5760 E-mail - investors@novami.com Nova website link - https://www.novami.com/ Investor Relations Contact: Miri Segal MS-IR LLC Tel: +917-607-8654 E-mail - msegal@ms-ir.com Nova Reports Record Third Quarter 2025 Financial Results REHOVOT, Israel - Nov 6, 2025 - Nova (Nasdaq: NVMI) today announced financial results for the third quarter, the three-month period ended September 30, 2025. Third Quarter 2025 Highlights: • Record Quarterly revenue of $ 224.6 million, a 25% increase YoY, at the high end of the company’s guidance. • GAAP net income of $61.4 million, or $1.90 per diluted share, a 19% increase YoY. • Non-GAAP net income of $70 million, or $2.16 per diluted share, a 24% increase YoY. • Record quarterly revenue from memory devices, driven by demand for advanced DRAM & HBM devices • Record quarterly revenue from advanced logic devices driven by demand from Gate -All-Around manufacturing processes GAAP Results (K) Q3 2025 Q2 2025 Q3 2024 Revenues $224,608 $219,989 $178,974 Net Income $61,421 $68,291 $51,279 Earnings per Diluted Share $1.90 $2.14 $1.60 Non-GAAP Results (K) Q3 2025 Q2 2025 Q3 2024 Net Income $69,991 $70,400 $56,056 Earnings per Diluted Share $ 162. $2.20 $1.74 A reconciliation between GAAP operating results and non-GAAP operating results is provided following the financial statements included in this release. See also "Use of Non-GAAP Adjusted Financial Measures" section.
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Management Comments “Nova achieved record third-quarter results, with the highest ever sales in memory and advanced logic, driven by strong demand for our advanced metrology solutions in leading nodes and advanced packaging ,” said Gaby Waisman, President and CEO. “With fourth-quarter guidance on track, we expect 2025 to be a record year for Nova and anticipate growth to continue in 2026, supported by positive semiconductor market forecasts and increased AI- driven demand.” 2025 Fourth Quarter Financial Outlook Management provided an outlook for the fourth quarter, the period ending December 31, 2025. Based on current estimates, management expects: • $215 million to $225 million in revenue • $1.77 to $1.95 in diluted GAAP EPS • $2.02 to $2.20 in diluted non-GAAP EPS 2025 Third Quarter Results Total revenues for the third quarter of 2025 were $224.6 million, an increase of 2% compared with the second quarter of 2025 and an increase of 25% compared with the third quarter of 2024. Gross margin in the third quarter of 2025 was 56.7%, compared with 57.8% in the second quarter of 2025 and 56.6% in the third quarter of 2024. Operating expenses in the third quarter of 2025 were $63.6 million, compared with $ 61.6 million in the second quarter of 2025 and $52.1 million in the third quarter of 2024. On a GAAP basis, the Company reported net income of $61.4 million, or $1.90 per diluted share, in the third quarter of 2025. This is compared with net income of $68.3 million, or $2.14 per diluted share, in the second quarter of 2025, and $51.3 million, or $1.60 per diluted share, in the third quarter of 2024. On a non-GAAP basis, the Company reported net income of $ 070. million, or $ 162. per diluted share, in the third quarter of 2025. This is compared with net income of $70.4 million, or $2.20 per diluted share, in the second quarter of 2025, and $56.1 million, or $1.74 per diluted share, in the third quarter of 2024.
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Conference Call Information Nova will host a conference call today, November 6, 2025, at 8:30 a.m. Eastern Time, to discuss the Company’s third quarter of 2025 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: 1-833-816-1427 ISRAEL TOLL-FREE Dial-in Number: 1-809-213-284 INTERNATIONAL Dial-in Number: 1-412-317-0519 At: 8:30 a.m. Eastern Time 5:30 a.m. Pacific Time 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 November 8, 2025, at 11:30 a.m. Eastern Time until November 15, 2025, 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 INTERNATIONAL: 1-412-317-0088 Replay Pin Number: 2479711 A replay will also be available for 90 days on Nova's website link at https://www.novami.com/investors/events/.
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About Nova Nova is a leading innovator and key provider of material, optical and chemical metrology solutions for advanced process control 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 developing and producing the most advanced semiconductor devices. Nova’s unique capability to deliver innovative solutions enables its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from it s offices worldwide. Additional information may be found on Nova’s website link - https://www.novami.com/. Nova is traded on the Nasdaq and 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, inventory step-up, stock-based compensation expenses, acquisition related expenses, revaluation of operating lease liabilities and remeasurement of intercompany loans, amortization of 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 prepar ed 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 suppleme ntal 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 t o, 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, level s of activity, performance or achievements to differ materially 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, circumstanc es or achievements include, but are not limited to, the following: increased information technology security threats and sophisticated computer crime; foreign political and economic risks including supply -chain difficulties; regulations that could restrict our operations such as economic sanctions and export restrictions; changes in U.S. trade policies; indirect effects of the Russia – Ukraine conflict; market instability including inflation and recessionary pressures; risks related to doing business with China; catastrophic events; inability to protect our intellectual property; open source technology exposure, including risks related to artificial intelligence; failure to compete effectively or to respond to rapid technological changes; consolidation in o ur industry; difficulty in predicting 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; difficulty in integrating current or future acquisitions; lengthy sales cycle and customer delays in orders; risks related to conditions in Israel, including related to the war against Hamas and other terrorist organizations; 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, 2024, filed with the Securities and Exchange Commission on February 20, 2025. 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)
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NOVA LTD. CONDENSED CONSOLIDATED BALANCE SHEETS (U.S. dollars in thousands) - (Unaudited) As of September 30, December 31, ASSETS 2025 2024 Current assets Cash and cash equivalents 521,633 157,779 Short-term interest-bearing bank deposits 179,835 211,877 Marketable securities 386,555 216,910 Trade accounts receivable, net 144,885 139,318 Inventories 183,099 156,599 Other current assets 29,487 19,466 Total current assets 1,445,494 901,949 Non-current assets Marketable securities 509,969 225,818 Interest-bearing bank deposits and restricted deposits 12,096 7,847 Deferred tax assets 38,103 31,639 Operating lease right-of-use assets 54,459 51,193 Property plant and equipment, net 95,585 81,746 Intangible assets, net 48,127 31,458 Goodwill 90,789 48,317 Other long-term assets 12,869 10,455 Total non-current assets 861,997 488,473 Total assets 2,307,491 1,390,422 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities Convertible senior notes, net 90,843 180,564 Trade accounts payable 54,995 59,578 Deferred revenues 72,013 72,886 Operating lease current liabilities 7,274 7,169 Other current liabilities 90,413 68,033 Total current liabilities 315,538 388,230 Non-current liabilities Convertible senior notes, net 730,663 - Operating lease long-term liabilities 54,924 48,363 Long-term deferred tax liability 13,277 8,495 Other long-term liabilities 22,347 17,539 Total non-current liabilities 821,211 74,397 Shareholders' equity 742,1701, 927,795 Total liabilities and shareholders' equity 2,307,491 1,390,422
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NOVA LTD. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (U.S. dollars in thousands, except per share data) - (Unaudited) Three months ended September 30, Nine months ended September 30, 2025 2024 2025 2024 Revenues: Products 178,873 143,638 530,644 379,804 Services 45,735 35,336 127,309 97,826 Total revenues 224,608 178,974 657,953 477,630 Total cost of revenues 190,97 77,641 280,986 200,475 Gross profit 127,418 101,333 376,967 277,155 Operating expenses: Research and development, net 36,740 29,083 105,420 79,348 Sales and marketing 20,243 16,594 59,892 49,110 General and administrative 6,575 6,425 18,920 16,628 Total operating expenses 63,558 52,102 184,232 145,086 Operating income 63,860 49,231 192,735 132,069 Financing income, net 9,540 11,030 37,654 24,991 Income before taxes on income 73,400 60,261 230,389 157,060 Income tax expenses 11,979 8,982 35,854 23,779 Net income for the period 61,421 51,279 194,535 133,281 Earnings per share: Basic 2.05 1.76 6.57 4.58 Diluted 1.90 1.60 6.10 4.15 Shares used in calculation of earnings per share (in thousands): Basic 29,936 29,099 29,602 29,078 Diluted 32,470 32,238 32,028 32,303
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NOVA LTD. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (U.S. dollars in thousands) - (Unaudited) Three months ended September 30, Nine months ended September 30, 2025 2024 2025 2024 Cash flows from operating activities: Net income 61,421 51,279 194,535 133,281 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation of property and equipment 3,374 2,886 9,702 8,707 Amortization of intangible assets 2,309 1,467 6,353 4,376 Amortization of premium and accretion of discount on marketable securities, net (1,305) (1,933) (4,193) (5,358) Amortization of debt discount and issuance costs 448 326 1,016 970 Share-based compensation 6,681 6,194 19,314 18,860 Net effect of exchange rate fluctuation (2,329) (3,019) (17,385) (1,084) Changes in assets and liabilities: Trade accounts receivable, net (6,498) (19,859) (18) (2,855) Inventories (2,699) (4,495) (18,093) (24,773) Other current and long-term assets (8,603) (5,007) (14,533) (5,574) Deferred tax, net (3,483) (2,524) (9,627) (4,873) Operating lease right-of-use assets 4,122 964 2,241 3,109 Trade accounts payable (2,882) 5,573 (4,599) 11,197 Deferred revenues 8,018 2,780 (4,413) 15,059 Operating lease liabilities (3,208) (536) 1,160 (4,035) Other current and long-term liabilities 15,844 12,758 23,605 19,613 Accrued severance pay, net 65 123 420 124 Net cash provided by operating activities 71,275 46,977 185,485 166,744 Cash flows from investment activities: Acquisition of subsidiary, net of acquired cash - - (56,355 ) - Change in short-term and long-term interest-bearing bank deposits 29,057 (7,240) 28,928 (89,256) Investment in marketable securities (509,522) (65,264) (666,321) (211,812) Proceeds from maturity of marketable securities 92,032 52,224 222,192 188,976 Proceed from sales of marketable securities 494 - 494 - Purchase of property and equipment (4,333) (3,914) (15,928) (9,094) Net cash used in investing activities (392,272) (24,194) (486,990) (121,186) Cash flows from financing activities: Proceeds from issuance of convertible senior notes 750,000 - 750,000 - Issuance costs of convertible senior notes (17,738) - (17,738) - Purchase of capped calls (51,826) - (51,826) - Purchases of treasury shares - - (20,002 ) - Proceeds from exercise of options - 70 - 70 Net cash provided by financing activities 680,436 70 660,434 70 Effect of exchange rate fluctuations on cash and cash equivalents and restricted cash 1,631 757 2435, 761 Changes in cash and cash equivalents and restricted cash 361,070 23,610 364,172 46,389 Cash and cash equivalents - beginning of period 160,881 130,353 157,779 107,574 Cash and cash equivalents and restricted cash - end of period 521,951 153,963 521,951 153,963
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NOVA LTD. RECONCILIATION OF GAAP TO NON-GAAP RESULTS (U.S. dollars in thousands, except percentage and per share data) - (Unaudited) * Stock-based compensation for the three months ended September 30, 2025 included in – Cost of revenues - 1,901; Research and development, net – 2,797; Sales and marketing – 1,333; General and administrative – 650. Three months ended September 30, 2025 June 30, 2025 September 30, 2024 GAAP gross profit 127,418 127,246 101,333 Stock-based compensation* 1,901 1,769 1,722 Amortization of acquired intangible assets 2,113 2,039 1,380 Acquisition related inventory step-up - 910 - Non-GAAP gross profit 131,432 131,964 104,435 GAAP gross margin as a percentage of revenues 57% 58% 57% Non-GAAP gross margin as a percentage of revenues 59% 60% 58% GAAP operating income 63,860 65,643 49,231 Stock-based compensation* 6,681 6,257 6,194 Acquisition related inventory step-up - 910 - Amortization of acquired intangible assets 2,309 2,228 1,467 Non-GAAP operating income 72,850 75,038 56,892 GAAP operating margin as a percentage of revenues 28% 30% 28% Non-GAAP operating margin as a percentage of revenues 32% 34% 32% GAAP net income 61,421 68,291 51,279 Stock-based compensation* 6,681 6,257 6,194 Acquisition related inventory step-up - 910 - Amortization of acquired intangible assets 2,309 2,228 1,467 Amortization of debt issuance costs 448 278 326 Revaluation of operating lease and intercompany loans 762 (6,955) (2,309) Tax effect of non-GAAP adjustments (1,630) (609) (901) Non-GAAP net income 69,991 70,400 56,056 GAAP basic earnings per share 2.05 2.32 1.76 Non-GAAP basic earnings per share 2.34 2.39 1.93 GAAP diluted earnings per share 1.90 2.14 1.60 Non-GAAP diluted earnings per share 2.16 2.20 1.74 Shares used for calculation of earnings per share (in thousands): Basic 29,936 29,422 29,099 Diluted 32,470 32,053 32,238
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NOVA LTD. SUPPLEMENTAL INFORMATION - RECONCILIATION OF FOURTH QUARTER 2025 GAAP TO NON-GAAP GUIDANCE (U.S. dollars) (Unaudited) Low High Estimated GAAP net income per diluted share 1.77 1.95 Estimated non-GAAP items: Stock-based compensation 0.20 0.20 Amortization of acquired intangible assets 0.06 0.06 Amortization of issuance costs 0.03 0.03 Tax effect of non-GAAP adjustments (0.04) (0.04) Estimated non-GAAP net income per diluted share 2.02 2.20