Latham & Watkins Advises Nova in Upsized US$200 Million Private Convertible Senior Notes Offering

Nova, a leader in metrology solutions for advanced process control used in semiconductor manufacturing, has closed its US$200 million aggregate principal amount of 0% Convertible Senior Notes due 2025, including US$25 million of the notes pursuant to the initial purchasers’ option to purchase additional notes (the Notes) in a private offering (the Offering) to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933. The offering was upsized from the previously announced US$150 million aggregate principal amount of the Notes. In connection with the Offering, Nova has granted the initial purchasers of the Notes an option to purchase, for settlement within a 13-day period beginning on, and including, the date on which the Notes are first issued, up to an additional US$25 million aggregate principal amount of the Notes, which was exercised in full and settled concurrently with the closing of the Offering.

Latham & Watkins LLP represented Nova in the offering with a capital markets team led by London partner Joshua Kiernan and New York partner Nathan Ajiashvili, with New York associates John Slater, Tomer Stein, and Sofia Sitterson. Advice was also provided on equity derivative matters by New York partner Reza Mojtabaee-Zamani, with New York associates Polina Tulupova and Jack Neff; and on tax matters by New York partner Elena Romanova, with New York associate Ron Moore.