Filed by Rudolph Technologies, Inc.
Pursuant to Rule 425
under the
Securities Act of 1933, as amended
and deemed filed pursuant to Rule 14a-6(b)
under the Securities Exchange Act of 1934, as amended
Subject Company: Rudolph Technologies, Inc.
(Commission File No. 001-36226)
Combination of Nanometrics and Rudolph Technologies to Create Onto Innovation
MILPITAS, Calif. and WILMINGTON, Mass. October 15, 2019 Nanometrics Incorporated (NASDAQ: NANO) and Rudolph
Technologies, Inc. (NYSE: RTEC), today announced that their combined company will be named Onto Innovation Inc., following the close of their previously announced merger of equals. The name Onto Innovation reflects the combined companys
anticipated focus on the future and exciting challenges ahead, highlighting the increasing importance of innovation in enabling that future for the company and its broader served markets. Onto Innovation will bring a breadth of perspective across
the entire semiconductor value chain to innovate and enable its customers to solve their most difficult yield, device performance, quality, and reliability issues. The combined company will provide an expanded portfolio of leading-edge technologies
that include: 3D metrology spanning everything on the chip from nanometer-scale transistors to micron-level die-interconnects; macro defect inspection of wafers and packages; metal interconnect composition;
factory analytics; and lithography for advanced semiconductor packaging.
Each of these two successful companies has a rich legacy of innovation in
their respective fields. The name Onto Innovation respects that legacy while emphasizing the combined companys own path of growth and progress, opening a door to possibilities for customers, employees and shareholders. The name reflects a
continuous pursuit of innovation, said Rudolph Chief Executive Officer Michael Plisinski, who will be Chief Executive Officer of the combined company. As a global leader in process control, across a broader range of markets, we will be a
more critical partner to our customers in their relentless pursuit to overcome future manufacturing challenges as they face increasingly complex processes.
Following the closing of the transaction, the combined companys ticker symbol on the New York Stock Exchange (NYSE) is expected to be ONTO.
The combined companys common stock is expected to begin trading on the NYSE under the ticker ONTO at the open of trading on the trading
day following the closing of the merger. Rudolph common stock is expected to cease trading on the NYSE as of the close of trading on the day the transaction closes, and Nanometrics common stock is expected to cease trading on Nasdaq on the day Onto
Innovation begins trading on the NYSE.
Additional brand elements, such as the logo, typography and visual identity will be revealed at a later date.
While the new name will be effective upon completion of the merger, customers will continue to be served post-closing under the Nanometrics and Rudolph brands for the near future. Over time following the closing, both the Nanometrics and Rudolph
brands will be seamlessly transitioned to the full Onto Innovation customer experience, products and services.