Veeco Announces Pricing of Private Offering of $205 Million of 2.875% Convertible Senior Notes

PLAINVIEW, N.Y., May 17, 2023 (GLOBE NEWSWIRE) --  Veeco Instruments Inc. (“Veeco”) (NASDAQ: VECO) announced today the pricing of a private offering of $205 million aggregate principal amount of 2.875% Convertible Senior Notes due 2029 (the “notes”). The notes will be offered only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Veeco also granted the initial purchasers of the notes a 30-day option to purchase up to an additional $25.0 million aggregate principal amount of the notes. The closing of the offering is expected to occur on May 19, 2023, subject to customary closing conditions.

Veeco estimates that the net proceeds from the offering will be approximately $198.9 million (or approximately $223.3 million if the initial purchasers exercise their option to purchase additional notes in full), after deducting fees and estimated expenses payable by Veeco. Veeco intends to use approximately $198.8 million of the net proceeds from the offering to fund the cash portion of the Note Exchanges described below and the remainder for general corporate purposes. If the initial purchasers exercise their option to purchase additional notes, Veeco intends to use the net proceeds from the sale of such additional notes for general corporate purposes.

In connection with the pricing of the notes in the offering, Veeco entered into or will enter into, respectively, separate and individually negotiated transactions (each, a “Note Exchange”) with certain holders of its outstanding 3.50% convertible senior notes due 2025 (the “2025 Notes”) to exchange approximately $106.0 million aggregate principal amount of the 2025 Notes for an aggregate of approximately $106.0 million in cash and approximately 0.7 million shares of Veeco’s common stock and with certain holders of its 3.75% convertible senior notes due 2027 (the “2027 Notes” and, together with the 2025 Notes, the “Existing Notes”) to exchange approximately $100.0 million aggregate principal amount of the 2027 Notes for an aggregate of approximately $92.8 million in cash and approximately 3.8 million shares of Veeco’s common stock.