Onto Innovation amends Semilab deal; excludes EIR business, price cut ~$50M to ~$495M

ONTO INNOVATION INC.

EIR business (Fourier-Transform IR reflectometry) excluded; seller retains it; ~$13M (10% of Semilab 2025 revenue).
Base cash price reduced to $432.3M plus 641,771 shares; total ~$495M from originally ~$545M.
Acquired business (ex-EIR) expected to generate ~$120M annual revenue and be ~10% EPS accretive in year one.
DOJ issued Second Request; parties will refile HSR with revised scope, still targeting 2025 close.
Onto affirms Q3 FY2025 guidance (August 7, 2025); deal expected to close in 2025.

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