Nanometrics Incorporated Common Stock PURCHASE AGREEMENTPurchase Agreement • December 17th, 2009 • Nanometrics Inc • Measuring & controlling devices, nec • New York
Nanometrics Incorporated, a Delaware corporation (the “Company”), and the stockholder of the Company listed in Schedule I hereto (the “Selling Stockholder”) severally propose to sell to the several underwriters (the “Underwriters”) named in Schedule II hereto for whom Piper Jaffray & Co. is acting as representative (the “Representative”) an aggregate of 2,700,000 shares (the “Firm Shares”) of common stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of 2,025,000 authorized but unissued shares of Common Stock to be issued and sold by the Company and 675,000 outstanding shares of Common Stock to be sold by the Selling Stockholder. The Company and the Selling Stockholder have also granted to the several Underwriters an option to purchase up to an aggregate of 405,000 additional shares of Common Stock, on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant t
