10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________________________

FORM 10-Q

__________________________

(Mark One)
x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended March 31, 2015

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from          to          

Commission File No. 000-27965

___________________________

RUDOLPH TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

___________________________

Delaware	22-3531208
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

One Rudolph Road, PO Box 1000, Flanders, New Jersey 07836

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (973) 691-1300

___________________________

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes [X]   No [_]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X]   No [_]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definition of “large accelerated filer”, “accelerated filer”, and “smaller reporting company” in Rule 12b-2 of the Securities Exchange Act.    

Large accelerated filer [  ]	Accelerated filer [ X ]	Non-accelerated filer [  ]	Smaller reporting company [  ]
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes [_] No [X]

The number of outstanding shares of the Registrant’s Common Stock on April 17, 2015 was 31,936,332.

TABLE OF CONTENTS

Item No.  Page

PART I    FINANCIAL INFORMATION

Item 1.	Financial Statements (unaudited)	1
	Condensed Consolidated Balance Sheets at March 31, 2015 and December 31, 2014	1
	Condensed Consolidated Statements of Operations for the three months ended March 31, 2015 and 2014	2
	Condensed Consolidated Statements of Comprehensive Income (Loss) for the three months ended March 31, 2015 and 2014	3
	Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2015 and 2014	4
	Notes to Condensed Consolidated Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	20
Item 4.	Controls and Procedures	21

PART II    OTHER INFORMATION

Item 1.	Legal Proceedings	21
Item 1A.	Risk Factors	21
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22
Item 3.	Defaults Upon Senior Securities	22
Item 4.	Mine Safety Disclosures	23
Item 5.	Other Information	23
Item 6.	Exhibits	23

PART I FINANCIAL INFORMATION

Item 1. Financial Statements

RUDOLPH TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

	March 31, 2015			December 31, 2014
	(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents	$	35,365		$	43,114
Marketable securities	123,045			113,871
Accounts receivable, less allowance of $1,431 and $1,279	51,801			51,603
Inventories, net	68,055			63,344
Deferred income taxes	8,986			8,986
Prepaid expenses and other current assets	6,896			9,403
Total current assets	294,148			290,321
Property, plant and equipment, net	13,060			12,938
Goodwill	22,495			22,495
Identifiable intangible assets, net	8,527			9,042
Other assets	31,605			31,841
Total assets	$	369,835		$	366,637
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	22,174		$	17,747
Other current liabilities	17,354			18,119
Total current liabilities	39,528			35,866
Convertible senior notes	55,584			54,773
Other non-current liabilities	9,191			8,670
Total liabilities	104,303			99,309
Commitments and contingencies
Stockholders’ equity:
Common stock	32			32
Additional paid-in capital	405,472			409,562
Accumulated other comprehensive loss	(2,206		)	(2,652		)
Accumulated deficit	(137,766		)	(139,614		)
Total stockholders’ equity	265,532			267,328
Total liabilities and stockholders’ equity	$	369,835		$	366,637

The accompanying notes are an integral part of these financial statements.

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RUDOLPH TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

	Three Months Ended
	March 31,
	2015		2014
Revenues	$	52,570	$	41,649
Cost of revenues	23,604		20,080
Gross profit	28,966		21,569
Operating expenses:
Research and development	10,360		10,006
Selling, general and administrative	12,974		10,780
Amortization	515		670
Total operating expenses	23,849		21,456
Operating income	5,117		113
Interest expense, net	1,382		1,281
Other expense (income)	638		(127		)
Income (loss) before income taxes	3,097		(1,041		)
Provision (benefit) for income taxes	1,249		(317		)
Net income (loss)	$	1,848	$	(724	)
Earnings (loss) per share:
Basic	$	0.06	$	(0.02	)
Diluted	$	0.06	$	(0.02	)
Weighted average shares outstanding:
Basic	31,928		33,092
Diluted	32,549		33,092

The accompanying notes are an integral part of these financial statements. 

2

RUDOLPH TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In thousands)

(Unaudited)

	Three Months Ended
	March 31,
	2015			2014
Net income (loss)	$	1,848		$	(724	)
Other comprehensive income (loss):
Change in net unrealized gains (losses) on investments, net of tax	(1		)	3
Change in currency translation adjustments	447			(132		)
Total comprehensive income (loss)	$	2,294		$	(853	)

The accompanying notes are an integral part of these financial statements. 

3

RUDOLPH TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Three Months Ended March 31,
	2015			2014
Cash flows from operating activities:
Net income (loss)	$	1,848		$	(724	)
Adjustments to reconcile net income to net cash and cash equivalents provided by operating activities:
Amortization of convertible note discount and issuance costs	914			822
Amortization of intangibles and other	515			672
Depreciation	898			1,038
Foreign currency exchange loss (gain)	638			(127		)
Change in fair value of contingent consideration	(396		)	75
Share-based compensation	4,410			1,445
Provision for doubtful accounts and inventory valuation	923			353
Deferred income taxes	—			65
Changes in operating assets and liabilities	(587		)	11,987
Net cash and cash equivalents provided by operating activities	9,163			15,606
Cash flows from investing activities:
Purchases of marketable securities	(60,458		)	(69,634		)
Proceeds from sales of marketable securities	51,381			29,018
Purchases of property, plant and equipment	(1,072		)	(390		)
Net cash and cash equivalents used in investing activities	(10,149		)	(41,006		)
Cash flows from financing activities:
Purchases of common stock	(6,786		)	—
Proceeds from sales of shares through share-based compensation plans	61			93
Tax benefit for sale of shares through share-based compensation plans	93			49
Net cash and cash equivalents provided by (used in) financing activities	(6,632		)	142
Effect of exchange rate changes on cash and cash equivalents	(131		)	74
Net decrease in cash and cash equivalents	(7,749		)	(25,184		)
Cash and cash equivalents at beginning of period	43,114			80,790
Cash and cash equivalents at end of period	$	35,365		$	55,606
Supplemental disclosure of cash flow information:
Income taxes paid	$	356		$	567
Interest paid	$	1,125		$	1,125

The accompanying notes are an integral part of these financial statements. 

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RUDOLPH TECHNOLOGIES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except per share data)

(Unaudited)

NOTE 1.    Basis of Presentation

The accompanying interim unaudited condensed consolidated financial statements have been prepared by Rudolph Technologies, Inc. (the “Company” or “Rudolph”) and in the opinion of management reflect all adjustments, consisting of normal recurring accruals, necessary for their fair presentation in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).  Preparing financial statements requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes.  Actual amounts could differ materially from reported amounts.  The interim results for the three month period ended March 31, 2015 are not necessarily indicative of results to be expected for the entire year or any future periods.  This interim financial information should be read in conjunction with the financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (“2014 10-K”) filed with the Securities and Exchange Commission (“SEC”). The accompanying condensed consolidated balance sheet at December 31, 2014 has been derived from the audited consolidated financial statements included in the 2014 10-K.

Recent Accounting Pronouncements

In April 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs.” This standard is intended to simplify the presentation of debt issuance costs. The amendment in this ASU requires that debt issuance cost related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The standard is effective for financial statements issued for fiscal years beginning after December 15, 2015. The Company is in the process of determining the adoption method as well as the effects the adoption of ASU 2015-03 will have on its consolidated financial position, results of operations, and cash flows.

In December 2014, the FASB issued ASU No.2014-12, “Compensation - Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” The guidance reflects the EITF consensus that an award with a performance target that affects vesting and that could be achieved after an employee completes the requisite service period (i.e., the employee would be eligible to vest in the award regardless of whether the employee is rendering service on the date the performance target could be achieved) should be treated as a performance condition. That is, the performance target is not reflected in the determination of the grant date fair value of the award. Compensation cost attributable to the period for which requisite service has been rendered would be recognized in the period it becomes probable that the performance condition will be achieved. The total amount of compensation cost recognized during and after the requisite service period would reflect the number of awards that are expected to vest and would be adjusted to reflect those awards that ultimately vest. The standard is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. The adoption of this new standard did not have a material impact on the Company’s consolidated financial position, results of operations, and cash flows.

In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements-Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” This standard sets forth management’s responsibility to evaluate, each reporting period, whether there is substantial doubt about our ability to continue as a going concern, and if so, to provide related footnote disclosures. The standard is effective for annual and interim reporting periods ending after December 15, 2016. The Company is currently evaluating this new standard and expects it to have no impact on its financial position, results of operations, and cash flows.

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” ASU 2014-09 outlines a comprehensive revenue recognition model and supersedes most current revenue recognition guidance. ASU 2014-09 will be effective for the Company starting in the first quarter of 2017. ASU 2014-09 allows for two methods of adoption: (a) “full retrospective” adoption, meaning the standard is applied to all periods presented, or (b) “modified retrospective” adoption, meaning the cumulative effect of applying ASU 2014-09 is recognized as an adjustment to the 2017 opening retained earnings balance. The Company is in the process of determining the adoption method as well as the effects the adoption of ASU 2014-09 will have on its consolidated financial position, results of operations, and cash flows.

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In April 2014, the FASB issued ASU No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosure of Disposal of Components of an Entity.” ASU 2014-08 addresses issues with reporting by changing the criteria for reporting discontinued operations and enhancing convergence of the FASB’s and the International Accounting Standard Board’s (“IASB”) reporting requirements for discontinued operations. The standard is effective for all business activities that, on acquisition, are classified as held for sale or all disposals of components of an entity that occur within annual periods beginning on or after December 15, 2014, and interim periods within those years. The adoption of this new standard did not have a material impact on the Company’s consolidated financial position, results of operations, and cash flows.

NOTE 2.  Fair Value Measurements

The Company applies a three-level valuation hierarchy for fair value measurements. This hierarchy prioritizes the inputs into three broad levels.  Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the asset or liability. Level 3 inputs are unobservable inputs based on management’s assumptions used to measure assets and liabilities at fair value. A financial asset’s or liability’s fair value measurement classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

The following tables provide the assets and liabilities carried at fair value measured on a recurring basis at March 31, 2015 and December 31, 2014:

			Fair Value Measurements Using
	Carrying Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
March 31, 2015
Assets:
Available-for-sale debt securities:
Municipal notes and bonds	$	123,045	$	—	$	123,045	$	—
Foreign currency forward contracts	144		$	—	144		$	—
Total Assets	$	123,189	$	—	$	123,189	$	—
Liabilities:
Contingent consideration - acquisitions	$	4,668	$	—	$	—	$	4,668
Total Liabilities	$	4,668	$	—	$	—	$	4,668
December 31, 2014
Assets:
Available-for-sale debt securities:
Municipal notes and bonds	$	113,871	$	—	$	113,871	$	—
Foreign currency forward contracts	222		—		222		—
Total Assets	$	114,093	$	—	$	114,093	$	—
Liabilities:
Contingent consideration - acquisitions	$	5,064	$	—	$	—	$	5,064
Total Liabilities	$	5,064	$	—	$	—	$	5,064

The Company’s investments classified as Level 2 are valued using observable inputs to quoted market prices, benchmark yields, reported trades, broker/dealer quotes or alternative pricing sources with reasonable levels of price transparency. The foreign currency forward contracts are primarily measured based on the foreign currency spot and forward rates quoted by the banks or foreign currency dealers. Available-for-sale debt securities prices are obtained from third party pricing providers, which models prices utilizing the above observable inputs, for each asset class.

Level 3 investments consisted of contingent consideration related to an acquisition for which the Company uses a discounted cash flow model to value investment. The Level 3 assumptions used in the discounted cash flow model for the contingent

6

consideration included projected revenues, estimates of discount rates of 8.8% and timing of cash flows. A significant decrease in the projected revenues or increase in discount rates could result in a significantly lower fair value measurement for the contingent consideration.

This table presents a reconciliation for all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months endedMarch 31, 2015:

	Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
Balance at December 31, 2014	$	5,064
Additions	—
Total gain included in selling, general and administrative expense	(396		)
Payments	—
Transfers into (out of) Level 3	—
Balance at March 31, 2015	$	4,668

See Note 3 for additional discussion regarding the fair value of the Company’s marketable securities.

Fair Value of Other Financial Instruments

The carrying value of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximates fair value because of the short-term maturity of these instruments. The estimated fair value of these obligations is based, primarily, on a market approach, comparing the Company’s interest rates to those rates the Company believes it would reasonably receive upon re-entry into the market. Judgment is required to estimate the fair value, using available market information and appropriate valuation methods.

The Company’s convertible senior notes are not publicly traded. The estimated fair value of the Company’s convertible senior notes was valued using a discounted cash flow model. The Level 3 assumptions, based on data available at the valuation date used in preparing the discounted cash flow model included estimates of interest rates, timing and amount of cash flows and expected holding periods of the convertible senior notes. The fair value of the contingent interest associated with the convertible senior notes is valued quarterly using the present value under an expected cash flow model incorporating the probabilities of the contingent events occurring.

The following table reflects information pertaining to the Company’s convertible senior notes:

	March 31, 2015			December 31, 2014
Net carrying value of convertible senior notes	$	55,584		$	54,773
Estimated fair value of convertible senior notes	$	59,520		$	59,916
Estimated interest rate used in discounted cash flow model	5.0		%	5.0		%
Fair value of contingent interest	$	—		$	—

NOTE 3.   Marketable Securities

The Company has evaluated its investment policies and determined that all of its investment securities are to be classified as available-for-sale.  Available-for-sale securities are carried at fair value, with the unrealized gains and losses reported in Stockholders’ Equity under the caption “Accumulated other comprehensive loss.”  Realized gains and losses on available-for-sale securities are included in “Other expense (income)” in the Condensed Consolidated Statements of Operations.  The Company records other-than-temporary impairment charges for its available-for-sale investments when it intends to sell the securities, it is more-likely-than not that it will be required to sell the securities before a recovery, or when it does not expect to recover the entire amortized cost basis of the securities.  The cost of securities sold is based on the specific identification method.

The Company has determined that the gross unrealized losses on its marketable securities at March 31, 2015 and December 31, 2014 are temporary in nature. The Company reviews its investment portfolio to identify and evaluate investments that have indications of possible impairment. Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been less than the cost basis, credit quality and the Company’s ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value.

7

At March 31, 2015 and December 31, 2014, marketable securities are categorized as follows:

	Amortized Cost		Gross Unrealized Holding Gains		Gross Unrealized Holding Losses		Fair Value
March 31, 2015
Municipal notes and bonds	$	123,013	$	38	$	6	$	123,045
Total marketable securities	$	123,013	$	38	$	6	$	123,045
December 31, 2014
Municipal notes and bonds	$	113,838	$	37	$	4	$	113,871
Total marketable securities	$	113,838	$	37	$	4	$	113,871

 The amortized cost and estimated fair value of marketable securities classified by the maturity date listed on the security, regardless of the Condensed Consolidated Balance Sheet classification, is as follows at March 31, 2015 and December 31, 2014:

	March 31, 2015				December 31, 2014
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Due within one year	$	108,018	$	108,039	$	107,151	$	107,177
Due after one through five years	14,995		15,006		6,687		6,694
Due after five through ten years	—		—		—		—
Due after ten years	—		—		—		—
Total marketable securities	$	123,013	$	123,045	$	113,838	$	113,871

The following table summarizes the estimated fair value and gross unrealized holding losses of marketable securities, aggregated by investment instrument and period of time in an unrealized loss position at March 31, 2015 and December 31, 2014:  

	Unrealized Loss Position For Less Than 12 Months				Unrealized Loss Position For Greater Than 12 Months
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
March 31, 2015
Municipal notes and bonds	$	37,340	$	6	$	—	$	—
Total	$	37,340	$	6	$	—	$	—
December 31, 2014
Municipal notes and bonds	$	26,698	$	4	$	—	$	—
Total	$	26,698	$	4	$	—	$	—

See Note 2 for additional discussion regarding the fair value of the Company’s marketable securities.

NOTE 4.    Derivative Instruments and Hedging Activities

The Company, when it considers it to be appropriate, enters into forward contracts to hedge the economic exposures arising from foreign currency denominated transactions. At March 31, 2015 and December 31, 2014, these contracts included the future sale of Japanese Yen to purchase U.S. dollars. Derivative instruments are recognized as either prepaid expenses and other current assets or other current liabilities in the Condensed Consolidated Balance Sheets and are measured at fair value. The foreign currency forward contracts were entered into by the Company’s Japanese subsidiary to economically hedge a portion of certain intercompany obligations. The forward contracts are not designated as hedges for accounting purposes and a decrease in the fair value of $78 and $27 for the three month periods ended March 31, 2015 and 2014, respectively, are recorded within the caption Other expense (income) in the Condensed Consolidated Statements of Operations.

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The dollar equivalent of the U.S. dollar forward contracts and related fair values as of March 31, 2015 and December 31, 2014 were as follows:

	March 31, 2015		December 31, 2014
Notional amount	$	2,861	$	1,610
Fair value of asset	$	144	$	222

NOTE 5.    Goodwill and Purchased Intangible Assets

Goodwill

The changes in the carrying amount of goodwill are as follows:

Balance at December 31, 2014	$	22,495
Goodwill acquired during period	—
Other	—
Balance at March 31, 2015	$	22,495

Purchased Intangible Assets

Purchased intangible assets as of March 31, 2015 and December 31, 2014 are as follows:

	Gross Carrying Amount		Accumulated Amortization		Net
March 31, 2015
Finite-lived intangibles:
Developed technology	$	59,831	$	53,819	$	6,012
Customer and distributor relationships	9,560		7,906		1,654
Trade names	4,361		3,500		861
Total identifiable intangible assets	$	73,752	$	65,225	$	8,527
December 31, 2014
Finite-lived intangibles:
Developed technology	$	59,831	$	53,417	$	6,414
Customer and distributor relationships	9,560		7,818		1,742
Trade names	4,361		3,475		886
Total identifiable intangible assets	$	73,752	$	64,710	$	9,042

Intangible asset amortization expense for the three months endedMarch 31, 2015 and 2014 were $515 and $670, respectively. Assuming no change in the gross carrying value of identifiable intangible assets and estimated lives, estimated amortization expense for the remainder of 2015 will be $1,535, and for each of the next five years estimated amortization expense amounts to $1,941 for 2016, $1,553 for 2017, $1,117 for 2018, $1,117 for 2019, and $914 for 2020.

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NOTE 6.    Balance Sheet Details

Inventories

Inventories are comprised of the following:

	March 31, 2015		December 31, 2014
Materials	$	33,611	$	29,092
Work-in-process	21,480		20,424
Finished goods	12,964		13,828
Total inventories	$	68,055	$	63,344

The Company has established reserves of $7,721 and $7,000 as of March 31, 2015 and December 31, 2014, respectively, for slow moving and obsolete inventory, which are included in the amounts above.

Property, Plant and Equipment

Property, plant and equipment, net is comprised of the following:

	March 31, 2015		December 31, 2014
Land and building	$	5,024	$	5,024
Machinery and equipment	21,213		20,277
Furniture and fixtures	3,387		3,387
Computer equipment	5,800		5,819
Leasehold improvements	7,780		7,774
	43,204		42,281
Less: Accumulated depreciation	30,144		29,343
Total property, plant and equipment, net	$	13,060	$	12,938

Other assets

Other assets is comprised of the following:

	March 31, 2015		December 31, 2014
Deferred income taxes	$	30,348	$	30,348
Other	1,257		1,493
Total other assets	$	31,605	$	31,841

Other current liabilities

Other current liabilities is comprised of the following:

	March 31, 2015		December 31, 2014
Litigation accrual	$	3,252	$	3,252
Deferred revenue	7,840		7,976
Contingent consideration - acquisitions	795		1,267
Other	5,467		5,624
Total other current liabilities	$	17,354	$	18,119

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Other non-current liabilities

Other non-current liabilities is comprised of the following:

	March 31, 2015		December 31, 2014
Unrecognized tax benefits (including interest)	$	3,196	$	3,178
Contingent consideration - acquisitions	3,873		3,797
Other	2,122		1,695
Total other non-current liabilities	$	9,191	$	8,670

NOTE 7.   Debt Obligations

On July 25, 2011, the Company issued $60,000 aggregate principal amount of 3.75% Convertible Senior Notes due 2016 (the “Notes”) at par. The Notes were issued pursuant to an indenture, dated as of July 25, 2011, between the Company and Bank of New York Mellon Trust Company, N.A., as Trustee, which includes a form of Note. The Notes provide for the payment of interest semi-annually in arrears on January 15 and July 15 of each year, beginning January 15, 2012, at an annual rate of 3.75% and will mature on July 15, 2016, unless earlier converted or repurchased. The Notes may be converted, under certain circumstances, based on an initial conversion rate of 77.241 shares of Company common stock per $1 principal amount of Notes, which represents an initial conversion price of approximately $12.95 per share. Concurrently with the issuance of the Notes, the Company purchased a convertible note hedge and sold a warrant. Each of the convertible note hedge and warrant transactions were entered into with an affiliate of the initial purchaser of the Notes. The convertible note hedge is intended to reduce the potential future dilution to the Company’s common stock associated with the conversion of the Notes. However, the warrant transaction will have a dilutive effect on the Company’s earnings per share to the extent that the price of the Company’s common stock exceeds the strike price of the warrant. The strike price of the warrant is $17.00 per share subject to adjustment in accordance with the terms of the agreement. The net proceeds to the Company from the sale of the Notes, including the convertible note hedge and warrant, were $50,249.

The following table reflects the net carrying value of the Notes:

	March 31, 2015		December 31, 2014
Convertible senior notes	$	60,000	$	60,000
Less: Unamortized interest discount	4,416		5,227
Net carrying value of convertible senior notes	$	55,584	$	54,773

The following table presents the amount of interest cost recognized relating to the Notes during the three months endedMarch 31, 2015 and March 31, 2014.

	Three Months Ended March 31,
	2015		2014
Contractual interest coupon	$	562	$	562
Amortization of interest discount	811		735
Amortization of debt issuance costs	103		87
Total interest cost recognized	$	1,476	$	1,384

The remaining bond discount of the Notes of $4,416, as of March 31, 2015, will be amortized over the remaining life of the Notes.

NOTE 8.   Commitments and Contingencies

Warranty Reserves

The Company generally provides a warranty on its products for a period of twelve to fifteen months against defects in material and workmanship. The Company estimates the costs that may be incurred during the warranty period and records a liability in the amount of such costs at the time revenue is recognized. The Company’s estimate is based primarily on historical experience. The Company periodically assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary. Settlements of warranty reserves are generally associated with sales that occurred during the 12 to 15 months prior to the quarter-end and warranty accruals are related to sales during the year.

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Changes in the Company’s warranty reserves are as follows:

	Three Months Ended March 31,
	2015		2014
Balance, beginning of the period	$	1,574	$	1,551
Accruals	822		481
Less: Usage	696		523
Balance, end of the period	$	1,700	$	1,509

Warranty reserves are reported in the Condensed Consolidated Balance Sheets within the caption “Accounts payable and accrued liabilities.”

Legal Matters

From time to time, the Company is subject to legal proceedings and claims in the ordinary course of business. The Company’s 2014 10-K reflects the status of the Company’s litigation with Integrated Technology Corporation (“ITC”) and Camtek, Ltd. (“Camtek”). The following reflects the material developments during the first quarter of 2015 with regard to these matters.

Integrated Technology Corporation v. Rudolph Technologies, Inc., No. CV-06-2182-PHX-ROS): This matter is fully resolved with the sole exception of the issue of remanded attorney’s fees which were set by the District Court at $3,252. The Company’s appeal of this order is currently pending review by the U.S. Federal Court of Appeals. The Company believes that it has meritorious defenses regarding this issue and intends to continue to vigorously prosecute the matter. The $3,252 is held in escrow and is recorded in “Prepaid expenses and other current assets” in the Consolidated Balance Sheet at March 31, 2015. The corresponding liability is recorded under the caption, “Other current liabilities,” in the Condensed Consolidated Balance Sheet at March 31, 2015. The Company expects this to be the maximum liability reasonably possible for the attorney’s fees, excluding interest, for this lawsuit with respect to both the pre-August 2007 and the post-2007 August tools which were the subject of this action.

August Technology Corporation and Rudolph Technologies, Inc. v. Camtek, Ltd., No. 05-CV-01396 (JRT/FLN): Subsequent to the District Court’s ruling in the Company’s favor that Camtek’s Falcon tools continue to infringe the Company’s patent under the revised claim construction of the patent determined by the U.S. Federal Court of Appeals, the District Court, on February 9, 2015, issued an Order granting the Company’s Motion for Final Judgment, reinstating the original damages and applying prejudgment interest for a total award of $14,512. In addition, the District Court issued a permanent injunction against Camtek from “making, using, selling and offering to sell any of its Falcon machines and any machines that are colorable imitations thereof in the United States, intended for sale and use within the United States, until the expiration of the ‘6,298 patent [projected to be in 2020].” Camtek filed a notice of appeal of the District Court’s Order on March 11, 2015.

August Technology Corporation and Rudolph Technologies, Inc. v. Camtek, Ltd., No. 10-CV-2202 (MJD/FLN): With regard to the Company’s subsequently filed lawsuit against Camtek alleging infringement of its U.S. Patent No. 7,729,528, this lawsuit continues to be stayed pending resolution of a re-examination petition filed by Camtek with the U.S. Patent and Trademark Office.

Rudolph Technologies, Inc. v. Camtek, Ltd., No. 15-CV-1246 (ADM/BRT): On March 12, 2015, the Company filed and served on Camtek a complaint asserting infringement of Rudolph ‘6,298 patent by Camtek’s Eagle product with the U.S. District Court in Minnesota. On April 21, 2015, the Company then filed a Motion for Preliminary Injunction to enjoin Camtek’s sale of the Eagle device in the United States which is currently pending. On or about April 20, 2015, Camtek filed a complaint in the U.S. District Court in New Jersey seeking a declaratory judgment challenging the jurisdiction and venue of the Minnesota court and seeking to have the court find that the ‘6,298 patent is not infringed and, in the alternative, that the ‘6,298 patent is invalid. The Company is currently in the process of responding to Camtek’s complaint.

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NOTE 9.   Share-Based Compensation

Restricted Stock Unit Activity

A summary of the Company’s nonvested restricted stock unit activity with respect to the three months ended March 31, 2015 is as follows:

	Number of Shares	Weighted Average Grant Date Fair Value
Nonvested at December 31, 2014	805	$	11.07
Granted	509	$	10.25
Less: Vested	468	$	10.18
Less: Forfeited	8	$	10.95
Nonvested at March 31, 2015	838	$	11.07

As of March 31, 2015 and December 31, 2014, there was $6,207 and $5,492 of total unrecognized compensation cost related to restricted stock units granted under the Company’s stock plans, respectively.  That cost is expected to be recognized over a weighted average period of 3.0 years and 3.3 years for the respective periods.

NOTE 10.   Other Expense (Income)

	Three Months Ended
	March 31,
	2015		2014
Foreign currency exchange losses (gains), net	$	638	$	(127	)
Total other expense (income)	$	638	$	(127	)

NOTE 11.   Income Taxes

The following table provides details of income taxes:

	Three Months Ended
	March 31,
	2015			2014
Income (loss) before income taxes	$	3,097		$	(1,041	)
Provision (benefit) for income taxes	$	1,249		$	(317	)
Effective tax rate	40.3		%	30.5		%

The income tax provision for the three months endedMarch 31, 2015 was computed based on the Company’s annual forecast of profit by jurisdiction and forecasted effective tax rate for the year. The changes in the Company’s effective tax rate for the three months endedMarch 31, 2015 compared to the same period for the prior year are primarily due an increase in foreign tax expense in excess of foreign tax credits generated in 2015.

The Company currently has a partial valuation allowance recorded against certain deferred tax assets. Each quarter, the Company assesses the likelihood that it will be able to recover its deferred tax assets. The Company considers available evidence, both positive and negative, including prudent and feasible tax planning strategies in assessing the need for a valuation allowance. As a result of the Company’s analysis, it concluded that it is more likely than not that a portion of its deferred tax assets will not be realized. Therefore, the Company continues to provide a valuation allowance against certain deferred tax assets. The Company continues to monitor available evidence and may reverse some or all of the remaining valuation allowance in future periods, if appropriate. The Company has a valuation allowance of $2,445 as of March 31, 2015 and December 31, 2014.

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NOTE 12. Restructuring and Asset Impairment Charges

The table below provides the activity related to restructuring charges and the remaining liability as of March 31, 2015:

Restructuring obligations at December 31, 2014	$	764
Restructuring costs incurred	—
Cash payments	(203		)
Restructuring obligations at March 31, 2015	$	561

During 2014, the Company implemented restructuring initiatives designed to reduce the Company’s cost structure. In connection with this strategy, the Company reduced its global headcount by approximately 9.0% and closed its facility in Mainz, Germany relocating the operations to its facilities in Snoqualmie, Washington and Bloomington, Minnesota, which was completed as of March 31, 2015.

The Company anticipates the remaining restructuring obligation to be paid by December 31, 2015.

NOTE 13.   Earnings (Loss) Per Share

Basic earnings (loss) per share is calculated using the weighted average number of shares of common stock outstanding during the period.  Diluted earnings per share is computed in the same manner and also gives effect to all dilutive common equivalent shares outstanding during the period.  Potential common shares that would have the effect of increasing diluted earnings per share are considered to be antidilutive. In accordance with U.S. GAAP, these shares were not included in calculating diluted earnings per share. For the three months endedMarch 31, 2015, the weighted average number of stock options and restricted stock units excluded from the computation of diluted earnings per share were 299 and 0, respectively. For the three months endedMarch 31, 2014, all outstanding stock options and restricted stock units totaling 739 and 1,377, respectively, were excluded from the computation of diluted loss per share because the effect in the periods would be anti-dilutive. Diluted earnings per share-weighted average shares outstanding do not include any effect resulting from assumed conversion of the Notes and warrants as their impact would be anti-dilutive.

The Company’s basic and diluted earnings (loss) per share amounts are as follows:

	Three Months Ended March 31,
	2015		2014
Numerator:
Net income (loss)	$	1,848	$	(724	)
Denominator:
Basic earnings (loss) per share - weighted average shares outstanding	31,928		33,092
Effect of potential dilutive securities:
Employee stock options and restricted stock units - dilutive shares	621		—
Diluted earnings (loss) per share - weighted average shares outstanding	32,549		33,092
Earnings (loss) per share:
Basic	$	0.06	$	(0.02	)
Diluted	$	0.06	$	(0.02	)

NOTE 14.   Accumulated Other Comprehensive Loss

Comprehensive income includes net income, foreign currency translation adjustments, and net unrealized gains and losses on available-for-sale investments. See the Consolidated Statements of Comprehensive Income for the effect of the components of comprehensive income to our net income.

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The components of accumulated other comprehensive loss, net of tax, are as follows:

	Foreign currency translation adjustments			Net unrealized losses on available-for-sale investments			Accumulated other comprehensive loss
Beginning Balance, December 31, 2014	$	2,685		$	(33	)	$	2,652
Net current period other comprehensive loss	(447		)	1			(446		)
Reclassifications	—			—			—
Ending balance, March 31, 2015	$	2,238		$	(32	)	$	2,206

NOTE 15.   Segment Reporting and Geographic Information

The Company is engaged in the design, development, manufacture and support of high-performance control metrology, defect inspection, advanced packaging lithography and data analysis systems used by microelectronics device manufacturers. The Company and its subsidiaries currently operate in a single operating segment: the design, development, manufacture and support of high-performance process control defect inspection, metrology, and process control software systems used by microelectronics device manufacturers, and therefore have one reportable segment. The Company’s chief operating decision maker is the Chief Executive Officer. The chief operating decision maker allocates resources and assesses performance of the business and other activities at the reporting segment level.

The following table lists the different sources of revenue:

	Three Months Ended
	March 31,
	2015				2014
Systems and Software:
Inspection	$	28,462	54	%	$	18,002	43	%
Metrology	7,599		15	%	5,749		14	%
Data Analysis and Review	7,794		15	%	5,974		14	%
Lithography	21		—	%	3,657		9	%
Parts	5,655		10	%	5,040		12	%
Services	3,039		6	%	3,227		8	%
Total revenue	$	52,570	100	%	$	41,649	100	%

For geographical revenue reporting, revenues are attributed to the geographic location in which the product is shipped.  Revenue by geographic region is as follows:

	Three Months Ended
	March 31,
	2015		2014
United States	$	17,648	$	9,934
Taiwan	13,329		7,930
Japan	1,314		1,284
China	6,088		4,830
South Korea	3,531		7,552
Other Asia	1,777		6,591
Germany	7,055		1,344
Other Europe	1,828		2,184
Total revenue	$	52,570	$	41,649

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The following customers each accounted for more than 10% of total revenues for the indicated periods.

	Three Months Ended
	March 31,
	2015		2014
Customer A	11.1	%	4.5	%
Customer B	10.2	%	—	%
Customer C	2.2	%	14.0	%
Customer D	0.9	%	17.0	%

NOTE 16.   Share Repurchase Authorization

In 2008, the Board of Directors authorized the Company to repurchase up to 3,000 shares of the Company’s common stock with no established end date. The authorization allows for repurchases to be made in the open market or through negotiated transactions from time to time. As of December 31, 2014, the Company had repurchased 1,353 shares of common stock. In January 2015, the Board of Directors approved an additional 1,353 shares to the existing repurchase authorization, bringing the total current authorization back to 3,000 shares as of such date. At March 31, 2015, there were 2,430 shares available for future stock repurchases under this repurchase authorization. The shares of common stock purchased under the share repurchase authorization are being retired.

The Company did not repurchase any shares of its common stock during the three month period ended March 31, 2014. The following table summarizes the Company’s stock repurchases for the three month period ended March 31, 2015:

	Three Months Ended
	March 31, 2015
Shares of common stock repurchased	570
Cost of stock repurchased		$6,786
Average price paid per share		$11.91

Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations

Certain statements in this Quarterly Report on Form 10-Q are forward-looking statements, including those concerning our business momentum and future growth, acceptance of our products and services, our ability to deliver both products and services consistent with our customers’ demands and expectations and strengthen our market position, our expectations of the semiconductor market outlook, future revenues, gross profits, research and development and engineering expenses, selling, general and administrative expenses, product introductions, technology development, manufacturing practices, cash requirements and anticipated trends and developments in and management plans for, our business and the markets in which we operate, our anticipated revenue as a result of acquisitions, and our ability to be successful in managing our cost structure and cash expenditures and results of litigation. The statements contained in this Quarterly Report on Form 10-Q that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the words such as, but not limited to, “anticipate,” “believe,” “expect,” “intend,” “plan,” “should,” “may,” “could,” “will” and words or phrases of similar meaning, as they relate to our management or us.

The forward-looking statements contained herein reflect our current expectations with respect to future events and are subject to certain risks, uncertainties and assumptions. Actual results may differ materially from those projected in such forward-looking statements for a number of reasons including, but not limited to, the following: variations in the level of orders which can be affected by general economic conditions, seasonality and growth rates in the semiconductor manufacturing industry and in the markets served by our customers, the global economic and political climates, difficulties or delays in product functionality or performance, the delivery performance of sole source vendors, the timing of future product releases, failure to respond adequately to either changes in technology or customer preferences, changes in pricing by us or our competitors, our ability to manage growth, risk of nonpayment of accounts receivable, changes in budgeted costs, our ability to leverage our resources to improve our position in our core markets, our ability to weather difficult economic environments, our ability to open new market opportunities and target high-margin markets, the strength/weakness of the back-end and/or front-end semiconductor market segments, our ability to successfully integrate acquired businesses into our business and fully realize, or realize within the expected time frame, the expected combination benefits from the acquisitions, and the “Risk Factors” set forth in Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2014 (“2014 10-K”). The forward-looking statements reflect our position as of the date of

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this report and we undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Critical Accounting Policies

The preparation of condensed consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make judgments, assumptions and estimates that affect the amounts reported. Certain of these significant accounting policies are considered to be critical accounting policies, as defined below.

A critical accounting policy is defined as one that is both material to the presentation of our condensed consolidated financial statements and requires management to make difficult, subjective or complex judgments that could have a material effect on our financial condition or results of operations. Specifically, these policies have the following attributes: (1) we are required to make judgments and assumptions about matters that are highly uncertain at the time of the estimate; and (2) different estimates we could reasonably have used, or changes in the estimate that are reasonably likely to occur, could have a material effect on our financial position and results of operations.

Estimates and assumptions about future events and their effects cannot be determined with certainty. We base our estimates on historical experience and on various other assumptions believed to be applicable and reasonable under the circumstances. These estimates may change as new events occur, as additional information is obtained and as our operating environment changes. In addition, management is periodically faced with uncertainties, the outcomes of which are not within its control and will not be known for prolonged periods of time. Certain of these uncertainties are discussed in our 2014 10-K in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Based on a critical assessment of our accounting policies and the underlying judgments and uncertainties affecting the application of those policies, management believes that our condensed consolidated financial statements are fairly stated in accordance with U.S. GAAP, and provide a fair presentation of our financial position and results of operations.

For more information, please see our critical accounting policies as previously disclosed in our 2014 10-K.

See Note 1 to the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q regarding the impact of recent accounting pronouncements on our financial position and results of operations.

Results of Operations for the Three Month Periods EndedMarch 31, 2015 and 2014

We are a worldwide leader in the design, development, manufacture and support of high-performance control metrology, defect inspection, advanced packaging lithography, thin film metrology, and data analysis systems and software used by microelectronic device manufacturers. We provide process and yield management solutions used in both wafer processing and final manufacturing through a family of standalone systems for macro-defect inspection, lithography, probe card test and analysis, and transparent and opaque thin film measurements. All Rudolph systems feature sophisticated software and production-worthy automation. Rudolph systems are backed by worldwide customer support.

Rudolph’s business is affected by the annual spending patterns of our customers on semiconductor capital equipment. The amount that our customers devote to capital equipment spending depends on a number of factors, including general worldwide economic conditions as well as other economic drivers such as personal computer, tablet, cell phone, other personal electronic devices and automotive sales. Current forecasts by industry analysts for the semiconductor device manufacturing industry project a year-over-year increase in capital spending up to approximately 5% for 2015. Our revenues and profitability, tend to closely follow the strength or weakness of the semiconductor market. We monitor capital equipment spending through announced capital spending plans by our customers and monthly-published industry data such as the book-to-bill ratio. The book-to-bill ratio is a 3-month running statistic that compares bookings or orders placed with capital equipment suppliers to billings or shipments. A book-to-bill ratio above 1.0 shows that semiconductor device equipment manufacturers are ordering equipment at a pace that exceeds the equipment suppliers’ shipments for the period. The 3-month rolling average North American semiconductor equipment book-to-bill ratio was 1.1 for the month of March 2015, an increase from the book-to-bill ratio of 1.0 for the month of December 2014.

Historically, a significant portion of our revenues in each quarter and year has been derived from sales to relatively few customers, and we expect this trend to continue. For the three month period ended March 31, 2015 and for the years ended December 31, 2014, 2013 and 2012, sales to customers that individually represented at least five percent of our revenues accounted for 46.9%, 23.9%, 41.6%, and 50.9% of our revenues, respectively.

We do not have purchase contracts with any of our customers that obligate them to continue to purchase our products, and they could cease purchasing products from us at any time. A delay in purchase or cancellation by any of our large customers could cause quarterly revenues to vary significantly. In addition, during a given quarter, a significant portion of our revenues may be derived from the sale of a relatively small number of systems. The following table lists the average selling price for our systems:

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System	Average Selling Price Per System
Macro-defect inspection and probe card and test analysis	$250,000 to $1.7 million
Transparent film measurement	$800,000 to $1.2 million
Opaque film measurements	$1.0 million to $1.8 million
Lithography steppers	$3.0 million to $8.0 million

A significant portion of our revenues has been derived from customers outside of the United States.  A substantial portion of our international sales are denominated in US dollars. We expect that revenues generated from customers outside of the United States will continue to account for a significant percentage of our revenues. 

The sales cycle for our systems typically ranges from six to twenty-four months, and can be longer when our customers are evaluating new technology. Due to the length of these cycles, we invest significantly in research and development and sales and marketing in advance of generating revenues related to these investments.

Revenues. Our revenues are primarily derived from the sale of our systems, services, spare parts and software licensing.  Our revenues were $52.6 million for the three month period ended March 31, 2015, compared to $41.6 million for the three month period ended March 31, 2014, representing an increase of 26.2%. 

The following table lists, for the periods indicated, the different sources of our revenues in dollars (thousands) and as percentages of our total revenues:

	Three Months Ended
	March 31,
	2015				2014
Systems and Software:
Inspection	$	28,462	54	%	$	18,002	43	%
Metrology	7,599		15	%	5,749		14	%
Data Analysis and Review	7,794		15	%	5,974		14	%
Lithography	21		—	%	3,657		9	%
Parts	5,655		10	%	5,040		12	%
Services	3,039		6	%	3,227		8	%
Total revenue	$	52,570	100	%	$	41,649	100	%

Total systems and software revenue increased 31.4% for the three months ended March 31, 2015 compared to the three months ended March 31, 2014 due to an increase in demand for our products in advanced packaging and back-end systems. Year-over-year there was increased customer demand for our inspection systems which contributed to a higher number of inspection systems sold during the three months ended March 31, 2015 as compared to the same period in the prior year. As a result, inspection systems revenue increased $10.5 million for the 2015 period compared to the 2014 period. The number of metrology systems sold during the three months ended March 31, 2015 was higher compared to the same period in the prior year, resulting in an increase in metrology systems revenue of $1.9 million for the 2015 period. Lithography system revenue decreased $3.6 million for the three months ended March 31, 2015, compared to the same period in the prior year, as no systems were sold in the 2015 period compared to the 2014 period. We will experience quarterly volatility in revenues derived from our lithography systems until we have further market acceptance of these products. The year-over-year increase in data analysis and review software revenue for the three months ended March 31, 2015 of $1.8 million is primarily due to increased sales in licensing revenue from our Discover software.  As a result, the increase in total systems and software revenue for the 2015 period was caused by product mix of units shipped rather than pricing changes as the average selling price of similarly configured systems has been consistent across the year-over-year periods. Systems revenue generated by our latest product releases and major enhancements in each of our product families amounted to 63% of total revenues for the three month period ended March 31, 2015, compared to 59% of total revenues for the three month period ended March 31, 2014.  The year-over-year increase in total parts and services revenue for the three month period ended March 31, 2015 is primarily due to increased spending by our customers on system upgrades and repairs of existing systems. Parts and services revenues are generated from part sales, maintenance service contracts, system upgrades, as well as time and material billable service calls. 

Deferred revenues of $7.8 million are recorded in the Condensed Consolidated Balance Sheets within the caption Other current liabilities at March 31, 2015 and primarily consist of $2.4 million for systems awaiting acceptance and outstanding deliverables and $5.4 million for deferred maintenance agreements.

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Gross Profit. Our gross profit has been and will continue to be affected by a variety of factors, including manufacturing efficiencies, excess and obsolete inventory write-offs, pricing by competitors or suppliers, new product introductions, production volume, customization and reconfiguration of systems, international and domestic sales mix, and parts and service margins. Our gross profit was $29.0 million for the three month period ended March 31, 2015, compared to $21.6 million for the three month period ended March 31, 2014.  Our gross profit represented 55.1% of our revenues for the three month period ended March 31, 2015 and 51.8% of our revenues for the same period in the prior year.  The increase in gross profit as a percentage of revenue for the three month period ended March 31, 2015 compared to the same period in the prior year is primarily due to an increase in software revenue which has higher margins.

Operating Expenses. Major components of operating expenses include research and development as well as selling, general and administrative expenses. 

Research and Development.  Our research and development expense was $10.4 million for the three month period ended March 31, 2015, compared to $10.0 million for the same period in the prior year.  Research and development expense represented 19.7% of our revenues for the three month period ended March 31, 2015, compared to 24.0% of revenues for the prior year period.  The year-over-year dollar increase for the three month period ended March 31, 2015 in research and development expenses primarily reflects an increase in compensation and project costs.

Selling, General and Administrative.     Our selling, general and administrative expense was $13.0 million for the three month period ended March 31, 2015, compared to $10.8 million for the same period in the prior year.  Selling, general and administrative expense represented 24.7% of our revenues for the three month period ended March 31, 2015, compared to 25.9% of our revenues for the same period in the prior year.  The year-over-year dollar increase for the three month period ended March 31, 2015 in selling, general and administrative expense was primarily due to higher one-time share-based compensation costs.

Other (Income) Expense. Our other (income) expense consists of foreign currency exchange (gains) losses, net. For the three month period ended March 31, 2015, we recorded other expense of $0.6 million, compared to other income of $0.1 million for the same period in the prior year. The year-over-year dollar increase in other expense for the three month period ended March 31, 2015 was primarily due to strengthening of the U.S. dollar compared to local currencies at our foreign operations.

Income Taxes.  We recorded income tax provision of $1.2 million for the three month period ended March 31, 2015. Our effective tax rate of 40.3% differs from the statutory rate of 35% for the three month period ended March 31, 2015 primarily due to projected foreign tax expense in excess of foreign tax credits generated in 2015. For the three month period ended March 31, 2014, we recorded income tax benefit of $0.3 million.

We currently have a partial valuation allowance recorded against our deferred tax assets. Each quarter we assess the likelihood that we will be able to recover our deferred tax assets primarily relating to state research and development credits. We consider available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income and ongoing prudent and feasible tax planning strategies in assessing the need for a valuation allowance. As a result of our analysis, we concluded that it is more likely than not that a portion of our net deferred tax assets will not be realized. Therefore, we continue to provide a valuation allowance against certain net deferred tax assets. We continue to closely monitor available evidence and may reverse some or all of the valuation allowance in future periods, if appropriate.

Litigation. As discussed in Part I, Item 3. “Legal Proceedings” and Note 8 in the accompanying condensed consolidated financial statements, we are subject to legal proceedings and claims, which include, among other things, our on-going litigation with ITC. In this matter, the District Court issued an order awarding ITC $3.3 million in attorneys’ fees which we are in the process of pursuing an appeal. An adverse judgment will not have a material impact on our results of operations and will also not have a material impact on our liquidity or financial condition.

Liquidity and Capital Resources

At March 31, 2015, we had $158.4 million of cash, cash equivalents and marketable securities and $254.6 million in working capital.  At December 31, 2014, we had $157.0 million of cash, cash equivalents and marketable securities and $254.5 million in working capital. 

Operating activities provided $9.2 million in net cash and cash equivalents for the three month period ended March 31, 2015.  The net cash and cash equivalents provided by operating activities during the three month period ended March 31, 2015 was primarily a result of net income adjusted to exclude the effect of non-cash operating charges of $9.8 million, partially offset by changes in operating assets and liabilities of $0.6 million. Operating activities provided $15.6 million in net cash and cash equivalents for the three month period ended March 31, 2014. The net cash and cash equivalents provided by operating activities during the three month period ended March 31, 2014 was primarily a result of changes in operating assets and liabilities of $12.0 million and a net loss adjusted to exclude the effect of non-cash operating charges of $3.6 million.

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Net cash and cash equivalents used in investing activities during the three month period ended March 31, 2015 of $10.1 million was due to the purchase of marketable securities of $60.5 million, and capital expenditures of $1.1 million, partially offset by the proceeds from sales of marketable securities of $51.4 million.  Net cash and cash equivalents used in investing activities during the three month period ended March 31, 2014 of $41.0 million was due to the purchase of marketable securities of $69.6 million, and capital expenditures of $0.4 million, partially offset by the proceeds from sales of marketable securities of $29.0 million.

Net cash and cash equivalents used in financing activities during the three month period ended March 31, 2015 of $6.6 million was due primarily to the repurchase of shares of our common stock, partially offset by tax benefit and proceeds from sales of shares through share-based compensation plans. For the three month period ended March 31, 2014 financing activities provided $0.1 million from tax benefit and proceeds from sales of share-based compensation plans.

In July 2008, our Board of Directors authorized the Company to repurchase up to 3.0 million shares of our common stock with no established end date. The authorization allows for repurchases to be made in the open market or through negotiated transactions from time to time. As of December 31, 2014, the Company had repurchased 1.4 million shares of common stock. In January 2015, our Board of Directors approved an additional 1.4 million shares to the existing repurchase authorization, bringing the total current authorization back to 3.0 million shares as of such date. At March 31, 2015, 2.4 million shares remained available for future stock repurchase under this repurchase authorization. The shares of common stock purchased under the share repurchase authorization are being retired. For further information, see Note 16 in the accompanying consolidated financial statements.

From time to time, we evaluate whether to acquire new or complementary businesses, products and/or technologies. We may fund all or a portion of the purchase price of these acquisitions in cash, stock, or a combination of cash and stock.

Our future capital requirements will depend on many factors, including the timing and amount of our revenues and our investment decisions, which will affect our ability to generate additional cash. We believe that our existing cash, cash equivalents and marketable securities will be sufficient to meet our anticipated cash requirements for working capital and capital expenditures for the next twelve months. Thereafter, if cash generated from operations and financing activities is insufficient to satisfy our working capital requirements, we may seek additional funding through bank borrowings, sales of securities or other means. There can be no assurance that we will be able to raise any such capital or secure any such additional funding on terms acceptable to us or at all.

Item 3.    Quantitative and Qualitative Disclosures about Market Risk

Interest Rate and Credit Market Risk

We are exposed to changes in interest rates and market liquidity including our investments in certain available-for-sale securities. Our available-for-sale securities consist of fixed and variable rate income investments (municipal notes, municipal bonds and corporate bonds). We continually monitor our exposure to changes in interest rates, market liquidity and credit ratings of issuers for our available-for-sale securities. It is possible that we are at risk if interest rates, market liquidity or credit ratings of issuers change in an unfavorable direction. The magnitude of any gain or loss will be a function of the difference between the fixed or variable rate of the financial instrument and the market rate and our financial condition and results of operations could be materially affected. Based on a sensitivity analysis performed on our financial investments held as of March 31, 2015, an immediate adverse change of 10% in interest rates (e.g. 3.00% to 3.30%) would result in an immaterial decrease in the fair value of our available-for-sale securities and would not have a material impact on our consolidated financial position, results of operations or cash flows.

Foreign Currency Risk

We have branch operations in Taiwan, Singapore and South Korea and wholly-owned subsidiaries in Europe, China and Japan.  Our international subsidiaries and branches operate primarily using local functional currencies.  The intercompany transactions denominated in U.S. dollars appearing on the financial statements of the subsidiaries and branches are remeasured at each quarter-end resulting in gains and losses which are reflected in net income.  A hypothetical 10% appreciation or depreciation in the U.S. dollar relative to the reporting currencies of our foreign operations at March 31, 2015 would have an immaterial impact on the foreign-currency-denominated non-operating expenses of our foreign operations. We cannot accurately predict future exchange rates or the overall impact of future exchange rate fluctuations on our business, results of operations and financial condition.

A substantial portion of our international sales are denominated in U.S. dollars with the exception of Japan and, as a result, we have relatively little exposure to foreign currency exchange risk with respect to these sales. Substantially all our sales in Japan are denominated in Japanese yen. From time to time, we may enter into forward exchange contracts to economically hedge a portion of, but not all, existing and anticipated foreign currency denominated transactions expected to occur within 12 months. The change in fair value of the forward contracts is recognized in “Other expense (income)” in the Condensed Consolidated

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Statements of Operations for each reporting period. As of March 31, 2015, we had eight forward contracts outstanding with a total notional contract value of $2.9 million. We do not use derivative financial instruments for trading or speculative purposes.

Item 4.  Controls and Procedures

We maintain a set of disclosure controls and procedures, as defined in Rule 13a-15(e) or Rule 15d-15(e) under the Exchange Act, designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO), as appropriate, to allow for timely decisions regarding required disclosure. The disclosure controls and procedures are designed to provide reasonable assurance of achieving the desired control objectives. 

Scope of the Controls Evaluation

The evaluation of our disclosure controls and procedures included a review of the controls’ objectives and design, our implementation of the controls and the effect of the controls on the information generated for use in this Quarterly Report on Form 10-Q. In the course of the evaluation, we sought to identify data errors, control problems or acts of fraud and confirm that appropriate corrective actions, if any, including process improvements, were being undertaken. This type of evaluation is performed on a quarterly basis so that the conclusions of management, including the CEO and CFO, concerning the effectiveness of the controls can be reported in our Quarterly Reports on Form 10-Q and in our Annual Reports on Form 10-K. Many of the components of our disclosure controls and procedures are also evaluated on an ongoing basis by other personnel in our accounting, finance and legal functions. The overall goals of these various evaluation activities are to monitor our disclosure controls and procedures and to modify them on an ongoing basis as necessary. A control system can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures. Because of inherent limitations in a cost effective control system, misstatements due to error or fraud may occur and not be detected.

Conclusions

As of March 31, 2015, an evaluation of our disclosure controls and procedures was carried out under the supervision and with the participation of our management, including the CEO and CFO. Based on this evaluation, the CEO and CFO have concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of the end of the period covered by this Quarterly Report on Form 10-Q.

Changes in Internal Control over Financial Reporting

There has been no change in our internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II    OTHER INFORMATION

Item 1.   Legal Proceedings

For a description of our previously reported legal proceedings refer to “Part I, Item 3 - Legal Proceedings” in our 2014 10-K, as updated in Note 8 to the accompanying unaudited condensed consolidated financial statements.

We are party to other ordinary and routine litigation incidental to our business. We do not expect the outcome of any pending litigation to have a material adverse effect on our consolidated financial position or results of operations.

Item 1A.    Risk Factors

Except as set forth below, there were no material changes to our risk factors as discussed in Part I, Item 1A - Risk Factors in 2014 10-K.

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Add the following risk factor:

There are various risks related to the legal and regulatory environments in which we perform our operations and conduct our business that may expose us to risk

We are faced with various risks which may be associated with our compliance with existing, new, different, inconsistent or conflicting laws, regulations and rules enacted by governments and/or their regulatory agencies in the countries in which we operate as well as rules and policies implemented at our customer sites. These laws, regulations, rules and policies could relate to any of an array of issues including, but not limited to, environmental, tax, intellectual property, trade secrets, product liability, contracts, antitrust, employment, securities, import/export and unfair competition. Should we fail to comply with or violate U.S. or foreign laws or regulations or customer policies, we could be subject to civil or criminal claims or proceedings that may result in monetary fines, penalties or other costs against us or our employees that may adversely affect our operating results, financial condition, customer relations and ability to conduct our business.

The following risk factor has been amended and restated from that as originally presented in the Part I, Item 1A - Risk Factors of the Company’s 2014 10-K:

Our business is subject to cybersecurity risks

Threats to information technology systems associated with cybersecurity risks and cyber incidents or attacks continue to grow. Cybersecurity attacks could include, but are not limited to, malicious software, viruses, attempts to gain unauthorized access, whether through malfeasance or error, either from within or outside of our organization, to our data or that of our customers or our customers’ customers which may be in our possession, and the unauthorized release, corruption or loss of the data, loss of the intellectual property, theft of the proprietary or licensed technology, whether ours,  that of our customers or their customers, loss or damage to our data delivery systems, other electronic security breaches that could lead to disruptions in our critical systems, and increased costs to prevent, respond to or mitigate cybersecurity events. It is possible that our business, financial and other systems could be compromised, which might not be noticed for some period of time. Although we utilize various procedures and controls to mitigate our exposure to such risk, cybersecurity attacks are evolving and unpredictable and we cannot guarantee that any risk prevention measures implemented will be successful. The occurrence of such an attack could lead to financial losses and have a material adverse effect on our reputation, business, financial condition and results of operations.

Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds

In July 2008, the Board of Directors authorized the Company to repurchase up to 3 million shares of the Company’s common stock with no established end date. The authorization allows for repurchases to be made in the open market or through negotiated transactions from time to time. As of December 31, 2014, the Company had repurchased 1.4 million shares of common stock. In January 2015, the Board of Directors approved an additional 1.4 million shares to the existing repurchase authorization, bringing the total current authorization back to 3 million shares. At March 31, 2015, there were 2.4 million shares available for future stock repurchases under this repurchase authorization. The shares of common stock purchased under the share repurchase authorization are being retired.

The following table provides details of common stock purchased during the three month period ended March 31, 2015 (in thousands, except per share data):

Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Program	Maximum Number of Shares that May Yet Be Purchased Under the Program
January 1, 2015 - January 31, 2015	60	$	10.17	60	2,940
February 1, 2015 - February 28, 2015	311	$	12.20	311	2,629
March 1, 2015 - March 31, 2015	199	$	11.97	199	2,430
Three months ended March 31, 2015	570	$	11.91	570	2,430

Item 3.    Defaults Upon Senior Securities

None.

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Item 4.    Mine Safety Disclosures

None.

Item 5.    Other Information

None.

Item 6.   Exhibits

Exhibit No.	Description
10.1	Executive Change of Control Agreement, dated August 20, 2009 by and between Rudolph Technologies, Inc. and Robert A. Koch filed herewith.
31.1	Certification of Paul F. McLaughlin, Chief Executive Officer, pursuant to Securities Exchange Act Rule 13a-14(a).
31.2	Certification of  Steven R. Roth, Chief Financial Officer, pursuant to Securities Exchange Act Rule 13a-14(a).
32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Paul F. McLaughlin, Chief Executive Officer of Rudolph Technologies, Inc.
32.2	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Steven R. Roth, Chief Financial Officer of Rudolph Technologies, Inc.
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
* Management contract, compensatory plan or arrangement.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		Rudolph Technologies, Inc.
Date:	May 1, 2015	By:	/s/  Paul F. McLaughlin
		Paul F. McLaughlin
		Chairman and Chief Executive Officer
Date:	May 1, 2015	By:	/s/  Steven R. Roth
		Steven R. Roth
		Senior Vice President, Chief Financial Officer and Principal Accounting Officer

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EXHIBIT INDEX

Exhibit No.	Description
10.1	Executive Change of Control Agreement, dated August 20, 2009 by and between Rudolph Technologies, Inc. and Robert A. Koch filed herewith.
31.1	Certification of Paul F. McLaughlin, Chief Executive Officer, pursuant to Securities Exchange Act Rule 13a-14(a).
31.2	Certification of  Steven R. Roth, Chief Financial Officer, pursuant to Securities Exchange Act Rule 13a-14(a).
32.1	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Paul F. McLaughlin, Chief Executive Officer of Rudolph Technologies, Inc.
32.2	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Steven R. Roth, Chief Financial Officer of Rudolph Technologies, Inc.
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
* Management contract, compensatory plan or arrangement.

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EX-10.1

Exhibit 10.1

EXECUTIVE CHANGE OF CONTROL AGREEMENT

THIS EXECUTIVE CHANGE OF CONTROL AGREEMENT is dated as of August 20, 2009 (this “Agreement”), by and between Rudolph Technologies, Inc., a Delaware corporation (the “Company”), and Robert A. Koch (the “Executive”).

RECITALS

WHEREAS, Company desires to create a greater incentive for Executive to remain in the employ of Company, particularly in the event of any possible change or threatened change of control of Company; and

WHEREAS, the parties desire to memorialize their agreement with respect thereto in the manner set forth herein,

NOW, THEREFORE, in consideration of Executive's past and future services to Company and the mutual covenants contained herein, the receipt and adequacy of which is hereby acknowledged, the parties hereto hereby agree as follows:

1. Stock Option Grant. Pursuant to the Rudolph Technologies 1999 Stock Plan (“Stock Plan”) and subject to the terms and conditions set forth in this Agreement, the Company hereby grants to Executive the right and option (the "Option") to purchase from the Company eighteen thousand (18,000) shares of Company common stock. The date of grant of this Option shall be the date on which the grant of the Option is approved by the Company’s Board of Directors (“Grant Date”). The Options shall have a term of ten (10) years and shall vest as follows: twenty percent (20%) of the Options subject to the grant (rounded down to the next whole number of Options) on each of the first five (5) anniversaries of the Grant Date. The Options shall constitute non-qualified stock options.

2. Death or Disability. If Executive’s employment with Company is terminated as a result of Executive’s death or Disability, Executive shall be entitled to the following benefits:

a. Final Paycheck. Payment, in a lump sum, of any and all base salary due and owing through the Termination Date, plus an amount equal to all earned but unused vacation hours through the Termination Date and reimbursement for all reasonable expenses, less any deductions required by applicable law; and

b. Accelerated Vesting. All unvested options, restricted stock units or other awards granted in accordance with the Stock Plan as of the date of this Agreement as well as those granted after the date of this Agreement (“Awards”) shall fully vest, provided that such Awards have not already accelerated under the Stock Plan. None of the above Awards was granted at less than fair market value. The Awards shall be exercisable within the shorter of:

i. three (3) years from the Termination Date; or

ii. the remaining term of the exercise life of the respective Award as of the Termination Date.

3. Termination By Company Without Good Cause Following a Change of Control. If Executive’s employment with Company is terminated by Company for any reason other than for “Good Cause” as defined in Section 10 herein, within one (1) year following the occurrence of a “Change of Control” as defined in Section 10 herein, Executive shall be entitled to the following benefits:

a. Final Paycheck. Payment, in a lump sum, of any and all base salary due and owing through the Termination Date, plus an amount equal to all earned but unused vacation hours through the Termination Date and reimbursement for all reasonable expenses, less any deductions required by applicable law;

b. Continued Payment of Salary. In exchange for a signed, unrevoked General Release, payment of Executive’s then-current base salary for a period of twelve (12) months, less any deductions required by applicable law; and

c. Accelerated Vesting. Provided that Executive’s Awards have not accelerated under the Stock Plan, then all such Awards shall fully vest.

d. Option Exercise. Executive shall be entitled to exercise the Options granted herein within the shorter of:

i. three (3) years from the Termination Date; or

ii. the remaining term of the exercise life of the Options as of the Termination Date.

e. Medical and Dental Benefits. Executive shall be entitled to elect to maintain Executive’s and his/her dependent's health care benefit coverage to the same extent provided for by and with the same Company/Executive payment contribution percentages under Company’s group plans at the time of termination. Such coverage shall extend for a term of one (1) year from the Termination Date unless Executive becomes covered as an insured under another employer’s or spousal health care plan. At such time Executive shall notify Company and Company shall cease its obligation to provide for continued health care benefits coverage. For tax purposes, this coverage may be considered income to the Executive.

4. Termination By Executive for Good Reason Following a Change of Control. Alternatively, should Executive terminate employment with Company for “Good Reason” as defined in Section 10 herein, having given the Company ninety (90) days advanced written notice of the existence of the “Good Reason” condition, and where Company has had thirty (30) days to remedy the “Good Reason” condition and has failed to do so, provided however, this has occurred within one (1) year of a “Change of Control” as defined in Section 10 herein, Executive shall be entitled to the following benefits:

a. Final Paycheck. Payment, in a lump sum, of any and all base salary due and owing through the Termination Date, plus an amount equal to all earned but unused vacation hours through the Termination Date and reimbursement for all reasonable expenses, less any deductions required by applicable law;

b. Continued Payment of Salary. In exchange for a sign, unrevoked General Release, payment of Executive’s then-current base salary for a period of twelve (12) months, less any deductions required by applicable law; and

c. Accelerated Vesting. Provided that Executive’s Awards have not accelerated under the Stock Plan, then all such Awards shall fully vest.

d. Option Exercise. Executive shall be entitled to exercise the Options granted herein within the shorter of:

i. three (3) years from the Termination Date; or

ii. the remaining term of the exercise life of the Options as of the Termination Date.

e. Medical and Dental Benefits. Executive shall be entitled to elect to maintain Executive’s and his/her dependent's health care benefit coverage to the same extent provided for by and with the same Company/Executive payment contribution percentages under Company’s group plans at the time of termination. Such coverage shall extend for a term of one (1) year from the Termination Date unless Executive becomes covered as an insured under another employer’s or spousal health care plan. At such time Executive shall notify Company and Company shall cease its obligation to provide for continued health care benefits coverage. For tax purposes, this coverage may be considered income to the Executive.

The severance benefits provided in Section 4 are the exclusive remedies and shall not be provided in addition to those benefits provided in Section 3 of this Agreement.

5. Timing of Payments. The payments provided for in Sections 2.a., 3.a. or 4.a. herein, as applicable, shall be payable immediately upon Executive’s termination or cessation of employment. Payments provided for in Section 3.b. or 4.b. herein, as applicable, shall begin upon the Termination Date or within ten (10) days after Company’s receipt of a signed, unrevoked release of claims (“General Release”), whichever is later, and shall continue in accordance with Company’s customary payroll practices. This General Release must be returned to Company within eighty (80) days, so that payments shall begin no later than ninety (90) days after the Termination Date. All such payments will be subject to applicable payroll or other taxes required to be withheld by Company. Benefits provided for in Sections 2.b., 3.c. or 4.c. shall be made in accordance with the Stock Plan. Benefits coverage provided for in Section 3.e. or 4.e. shall begin on the first day of the next full month following the Termination Date with no lapse in coverage.

6. Subsequent Employment. The compensation and benefits payable hereunder, with the exception of those benefits provided for under Section 3.e. or 4.e., shall not be reduced or offset by any amounts that Executive earns or could earn from any subsequent employment.

7. Section 280G Matters. If the benefits described in Section 3 or 4 herein, as applicable, would otherwise constitute a parachute payment under Section 280G of the Internal Revenue Code of 1986, as amended (the “Code”), and but for this Section would be subject to the excise tax imposed by Section 4999 of the Code (the “Excise Tax”), Executive shall either:

a. pay the Excise Tax, or

b. have the benefits reduced to such lesser extent as would result in no portion of such benefits being subject to the Excise Tax, whichever of the foregoing amounts, taking into account the applicable federal, state and local income taxes and the Excise Tax, results in the receipt by Executive on an after-tax basis, of the greatest amount of benefits, notwithstanding that all or some portion of such benefits may be taxable under Section 4999 of the Code.

Unless Company and Executive otherwise agree in writing, any determination required under this Section shall be made in writing by Company’s independent public accountants (“Accountants”), whose determination shall be conclusive and binding upon Executive and Company for all purposes. For purposes of making the calculations required by this Section, Accountants may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith interpretations concerning the application of Section 280G and 4999 of the Code. Company and Executive shall furnish to Accountants such information and documents as Accountants may reasonably request in order to make a determination under this Section. Company shall bear all costs Accountants may reasonably incur in connection with any calculations contemplated by this Section.

8. General Release. All compensation and benefits under Section 3 or 4 herein, as applicable, are in consideration for Executive’s execution of the General Release of all known and unknown claims that Executive may then have against Company and its agents, a form of which is available from Company. If Executive does not properly execute such General Release, the parties expressly acknowledge and agree that Executive will not be entitled to any of the benefits provided under Section 3 or 4 herein, as applicable.

9. Employment Status. Nothing in this Agreement shall be deemed to constitute a contract for employment for any specific period of time. The parties expressly acknowledge and agree that the undersigned's employment with Company shall continue to be “at will”.

10. Definitions.

a. Good Cause. For purposes of this Agreement, “Good Cause” means:

i. performance of any act or failure to perform any act in bad faith and to the detriment of Company;

ii. dishonesty, moral turpitude, material breach of any agreement with Company, or intentional misconduct; or

iii. commission of a crime involving dishonesty, breach of trust, physical or emotional harm to any person.

b. Good Reason. For purposes of this Agreement, “Good Reason” means any of the following, without Executive’s written consent:

i. a significant reduction by Company in Executive’s annual base salary;

ii. the failure of Company to obtain an agreement from any successor to Company, or purchaser of all or substantially all of Company’s assets, to assume this Agreement;

iii. the assignment of Executive to duties which reflect a material adverse change in authority, responsibility or status with Company or any successor; or

iv. Company requiring Executive to reside or be based at a location fifty (50) miles or more from the location where Executive was based immediately prior to the Change in Control.

c. Change in Control. A “Change in Control” shall be defined in accordance with the Stock Plan, that is:

i. A change in the ownership of the Company which occurs on the date that any one person, or more than one person acting as a group (“Person”), acquires ownership of the stock of Company that, together with the stock held by such Person, constitutes more than fifty percent (50%) of the total voting power of the stock of Company; provided, however, that for purposes of this subsection 10.c.i., the acquisition of additional stock by any one Person, who is

considered to own more than fifty percent (50%) of the total voting power of the stock of Company will not be considered a Change in Control; or

ii. A change in the effective control of Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) month period by Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this subsection 10.c.ii., if any Person is considered to be in effective control of Company, the acquisition of additional control of Company by the same Person will not be considered a Change in Control; or

iii. A change in the ownership of a substantial portion of Company’s assets which occurs on the date that any Person acquires (or has acquired during the twelve (12) month period ending on the date of the most recent acquisition by such person or persons) assets from Company that have a total gross fair market value equal to or more than forty percent (40%) of the total gross fair market value of all of the assets of Company immediately prior to such acquisition or acquisitions; provided, however, that for purposes of this subsection 10.c.iii., the following will not constitute a change in the ownership of a substantial portion of Company’s assets:

1. a transfer to an entity that is controlled by Company’s stockholders immediately after the transfer; or

2. a transfer of assets by Company to:

a. a stockholder of Company (immediately before the asset transfer) in exchange for or with respect to Company’s stock;

b. an entity, fifty percent (50%) or more of the total value or voting power of which is owned, directly or indirectly, by Company;

c. a Person, that owns, directly or indirectly, fifty percent (50%) or more of the total value or voting power of all the outstanding stock of Company; or

d. an entity, at least fifty percent (50%) of the total value or voting power of which is owned, directly or indirectly, by a Person described in subsection 10.c.iii.2.c.

For purposes of this definition, gross fair market value means the value of the assets of Company, or the value of the assets being disposed of, determined without regard to any liabilities associated with such assets.

For purposes of this definition, persons will be considered to be acting as a group if they are owners of a corporation that enters into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with Company.

In the event that this Section 10.c. is inconsistent with the definition of Change in Control under Section 409A of the Code and the Regulations thereunder, the definition under the aforesaid mentioned Code and Regulations shall supersede.

d. Disability. For purposes of this Agreement, “Disability” means that Executive is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months.

e. Termination Date. The date Executive ceases to be employed by the Company.

11. Specified Employee.

a.    “Specified Employee” is an Executive who, as of the Termination Date, is a key employee of the Company within the meaning of Section 416(i)(1)(A)(i), (ii), or (iii) of the Code (applied in accordance with the regulations thereunder and disregarding Section 416(i)(5)) at any time during the twelve (12) month period ending on a Specified Employee Identification Date. If an Executive is a key employee as of a Specified Employee Identification Date, the Executive is treated as a key employee for purposes of the Agreement for the entire twelve (12) month period beginning on the Specified Employee Effective Date.

b.    "Specified Employee Effective Date" is the date as set forth in Treasury Regulation Section 1.409A-1(i)(4).

c.    “Specified Employee Identification Date” shall mean December 31^st of each year.

d.    Anything in this Agreement to the contrary notwithstanding, if at the time of the Termination Date, the Executive is considered a “Specified Employee”, and if any payment that the Executive becomes entitled to under this Agreement

is considered deferred compensation subject to interest and additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i) of the Code, then no such payment shall be payable prior to the date that is the earlier of (i) six (6) months after the Executive's separation from service, or (ii) the Executive's death. The parties agree that this Agreement may be amended, as reasonably requested by either party, and as may be necessary to fully comply with Section 409A of the Code and all related rules and regulations in order to preserve the payments and benefits provided hereunder without additional cost to either party.

12. Miscellaneous Provisions.

a. Entire Agreement. This Agreement, together with the Stock Plan, equity award agreements and any Confidentiality and Proprietary Rights Agreement, contains the entire agreement of the parties with respect to the subject matter herein and supersedes and replaces all prior or contemporaneous agreements or understandings between the parties. This Agreement may not be amended or modified in any manner, except by an instrument in writing signed by Executive and Chief Executive Officer of Company. Failure of either party to enforce any of the provisions of this Agreement or any rights with respect thereto or failure to exercise any election provided for herein shall in no way be considered to be a waiver of such provisions, rights or elections or in any way effect the validity of this Agreement. The failure of either party to exercise any of said provisions, rights or elections shall not preclude or prejudice such party from later enforcing or exercising the same or other provisions, rights or elections which it may have under this Agreement.

b. Successors and Beneficiaries. This Agreement shall be binding on and inure to the benefit of the successors, assigns, heirs, devisees and personal representatives of the parties, including any successor to Company by merger or combination and any purchaser of all or substantially all of the assets of Company. In the event that Executive dies before receipt of all benefits to which Executive becomes entitled under this Agreement, the payment of such benefits will be made, on the due date or dates hereunder had Executive survived, to the executors or administrators of Executive's estate.

c. Governing Law. This Agreement is made in, and shall be governed by and construed in accordance with the laws of, the State of New Jersey.

d. Severability. If any term, provision, covenant or condition of this Agreement is held to be invalid, void, or unenforceable, the remainder of the provisions of this Agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.

RUDOLPH TECHNOLOGIES, INC.            ROBERT A. KOCH

By: /s/ Paul F. McLaughlin/s/ Robert A. Koch

Paul F. McLaughlin

Chairman and CEO

EX-31.1

Exhibit 31.1

Certification of Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Paul F. McLaughlin, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Rudolph Technologies, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 1, 2015

By:	/s/ PAUL F. MCLAUGHLIN
	Paul F. McLaughlin Chairman and Chief Executive Officer

EX-31.2

Exhibit 31.2

Certification of Chief Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Steven R. Roth, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Rudolph Technologies, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 1, 2015

By:	/s/ STEVEN R. ROTH
	Steven R. Roth Senior Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Paul F. McLaughlin, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly Report of Rudolph Technologies, Inc. on Form 10-Q for the quarter ended March 31, 2015 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Quarterly Report on Form 10-Q fairly presents in all material respects the financial condition and results of operations of Rudolph Technologies, Inc.

Date: May 1, 2015

By:	/s/  PAUL F. MCLAUGHLIN
	Paul F. McLaughlin Chairman and Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Steven R. Roth, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly Report of Rudolph Technologies, Inc. on Form 10-Q for the quarter ended March 31, 2015 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Quarterly Report on Form 10-Q fairly presents in all material respects the financial condition and results of operations of Rudolph Technologies, Inc.

Date: May 1, 2015

By:	/s/  STEVEN R. ROTH
	Steven R. Roth Senior Vice President and Chief Financial Officer

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Marketable Securities - (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended	12 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale Securities, Amortized Cost Basis	$ 123,013	$ 113,838
Available-for-sale Securities, Fair Value Disclosure	123,045	113,871
Available-for-sale Securities, Debt Maturities, Fair Value [Abstract]
Available-for-sale Securities, Debt Maturities, within One Year, Amortized Cost Basis	108,018	107,151
Available-for-sale Securities, Debt Maturities, within One Year, Fair Value	108,039	107,177
Available-for-sale Securities, Debt Maturities, Rolling Year Two Through Five, Amortized Cost Basis	14,995	6,687
Available-for-sale Securities, Debt Maturities, Rolling Year Two Through Five, Fair Value	15,006	6,694
Available-for-sale Securities, Debt Maturities, after Five Through Ten Years, Amortized Cost Basis	0	0
Available-for-sale Securities, Debt Maturities, after Five Through Ten Years, Fair Value	0	0
Available-for-sale Securities, Debt Maturities, after Ten Years, Amortized Cost Basis	0	0
Held-to-maturity Securities, Debt Maturities, after Ten Years, Fair Value	0	0
US Government and Government Agencies and Authorities [Member]
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale Securities, Amortized Cost Basis	123,013	113,838
Available-for-sale Securities, Gross Unrealized Gains	38	37
Available-for-sale Securities, Gross Unrealized Losses	6	4
Available-for-sale Securities, Fair Value Disclosure	123,045	113,871
Available-for-sale Securities, Debt Maturities, Fair Value [Abstract]
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value	37,340	26,698
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Aggregate Losses	6	4
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value	0	0
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Aggregate Losses	0	0
Available-for-sale Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale Securities, Amortized Cost Basis	123,013	113,838
Available-for-sale Securities, Gross Unrealized Gains	38	37
Available-for-sale Securities, Gross Unrealized Losses	6	4
Available-for-sale Securities, Fair Value Disclosure	123,045	113,871
Available-for-sale Securities, Debt Maturities, Fair Value [Abstract]
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value	37,340	26,698
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Aggregate Losses	6	4
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value	0	0
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Aggregate Losses	$ 0	$ 0

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Earnings Per Share - (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Earnings Per Share [Abstract]
Stock Options Antidilutive securities excluded from computation	299
Restricted Stock Unit Antidilutive excluded from computation	0
Restricted stock units excluded from Computation of diluted loss per share		1,377
Net Income (Loss) Attributable to Parent	$ 1,848	$ (724)
Weighted Average Number of Shares Outstanding, Basic	31,928	33,092
Weighted Average Number Diluted Shares Outstanding Adjustment	621	0
Weighted Average Number of Shares Outstanding, Diluted	32,549	33,092
Earnings (Loss) Per Share, Basic	$ 0.06	$ (0.02)
Earnings (Loss) Per Share, Diluted	$ 0.06	$ (0.02)
Stock Options Excluded from Computation of diluted loss per share		739

XML

Commitments and Contingencies - (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Dec. 31, 2013
Commitments and Contingencies [Abstract]
Standard Product Warranty Accrual	$ 1,700	$ 1,509	$ 1,574	$ 1,551
Product Warranty Accrual, Warranties Issued	822	481
Product Warranty Accrual, Payments	$ 696	$ 523

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Accumulated Other Comprehensive Loss Accumulated Other Comprehensive Loss (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Stockholders' Equity Attributable to Parent	$ 265,532	$ 267,328
Accumulated Translation Adjustment [Member]
Stockholders' Equity Attributable to Parent	2,238	2,685
Net current period other comprehensive gain (loss)	(447)
Reclassification of accumulated other comprehensive income (loss)	0
Accumulated Net Unrealized Investment Gain (Loss) [Member]
Stockholders' Equity Attributable to Parent	(32)	(33)
Net current period other comprehensive gain (loss)	1
Reclassification of accumulated other comprehensive income (loss)	0
Accumulated Other Comprehensive Income (Loss) [Member]
Stockholders' Equity Attributable to Parent	2,206	2,652
Net current period other comprehensive gain (loss)	(446)
Reclassification of accumulated other comprehensive income (loss)	$ 0

XML

Balance Sheet Details - Other Non-Current Liabilities (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Other Non-current Liabilities [Abstract]
Unrecognized Tax Benefits	$ 3,196	$ 3,178
Contingent consideration - Acquisition non-current liability	3,873	3,797
Other Liabilities	2,122	1,695
Other Liabilities, Noncurrent	$ 9,191	$ 8,670

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Restructuring and asset impairment (Tables)

3 Months Ended

Mar. 31, 2015

Restructuring and Related Activities [Abstract]

Restructuring and Related Costs [Table Text Block]

The table below provides the activity related to restructuring charges and the remaining liability as of March 31, 2015:

Restructuring obligations at December 31, 2014	$	764
Restructuring costs incurred	—
Cash payments	(203		)
Restructuring obligations at March 31, 2015	$	561

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Segment Reporting and Geographic Information Geographic Information (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Segment Reporting Information [Line Items]
Revenues	$ 52,570	$ 41,649
UNITED STATES
Segment Reporting Information [Line Items]
Revenues	17,648	9,934
TAIWAN, PROVINCE OF CHINA
Segment Reporting Information [Line Items]
Revenues	13,329	7,930
JAPAN
Segment Reporting Information [Line Items]
Revenues	1,314	1,284
CHINA
Segment Reporting Information [Line Items]
Revenues	6,088	4,830
South Korea [Domain]
Segment Reporting Information [Line Items]
Revenues	3,531	7,552
Asia [Member]
Segment Reporting Information [Line Items]
Revenues	1,777	6,591
GERMANY
Segment Reporting Information [Line Items]
Revenues	7,055	1,344
Other Europe [Domain]
Segment Reporting Information [Line Items]
Revenues	1,828	2,184
Sales [Member]
Segment Reporting Information [Line Items]
Revenues	$ 52,570	$ 41,649

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Derivative Instruments and Hedging Activities Derivative Instruments and Hedging Activities - (Tables)

3 Months Ended

Mar. 31, 2015

Derivative Instruments and Hedging Activities [Abstract]

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block]

The dollar equivalent of the U.S. dollar forward contracts and related fair values as of March 31, 2015 and December 31, 2014 were as follows:

	March 31, 2015		December 31, 2014
Notional amount	$	2,861	$	1,610
Fair value of asset	$	144	$	222

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Share-Based Compensation Restricted Stock Units (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended	12 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Restricted Stock Units Activity [Abstract]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number	838	805
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value	$ 11.07	$ 11.07
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period	509
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value	$ 10.25
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period	468
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value	$ 10.18
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period	8
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value	$ 10.95
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized	$ 6,207	$ 5,492
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition	2 years 11 months 30 days	3 years 4 months 0 days

XML

Balance Sheet Details - Inventory (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Inventory Details [Abstract]
Inventory, Raw Materials, Net of Reserves	$ 33,611	$ 29,092
Inventory, Work in Process, Net of Reserves	21,480	20,424
Inventory, Finished Goods, Net of Reserves	12,964	13,828
Inventory, Net	68,055	63,344
Inventory Valuation Reserves	$ 7,721	$ 7,000

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Share Repurchase Program - (Tables)

3 Months Ended

Mar. 31, 2015

Schedule of common stock repurchased [Abstract]

share repurchase program [Table Text Block]

The Company did not repurchase any shares of its common stock during the three month period ended March 31, 2014. The following table summarizes the Company’s stock repurchases for the three month period ended March 31, 2015:

	Three Months Ended
	March 31, 2015
Shares of common stock repurchased	570
Cost of stock repurchased		$6,786
Average price paid per share		$11.91

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Income Taxes - (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Income Taxes [Abstract]
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest	$ 3,097	$ (1,041)
Income Tax Expense (Benefit)	1,249	(317)
Effective Income Tax Rate	40.30%	30.50%
Valuation Allowance, Amount	$ 2,445		$ 2,445

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Debt Obligations - (Details) (USD $) In Thousands, except Share data, unless otherwise specified	1 Months Ended	3 Months Ended
	Jul. 31, 2011	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Jul. 25, 2011
Debt Obligations [Abstract]
Convertible Debt		$ 60,000		$ 60,000	$ 60,000
Debt Instrument, Interest Rate, Stated Percentage					3.75%
Convertible Preferred Stock, Shares Issued upon Conversion					77.241
Note increment for which conversion amount of Common Stock based					1
Debt Instrument, Convertible, Conversion Price					$ 12.95
Class of Warrant or Right, Exercise Price of Warrants or Rights					$ 17.00
Proceeds from Convertible Debt	50,249
Debt Instrument, Unamortized Discount		4,416		5,227
Convertible senior notes		55,584		54,773
Contractual Interest Coupon		562	562
Amortization of Debt Discount (Premium)		811	735
Amortization of Financing Costs		103	87
Interest Expense, Debt		$ 1,476	$ 1,384

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Marketable Securities

3 Months Ended

Mar. 31, 2015

Marketable Securities [Abstract]

Marketable Securities [Text Block]

Marketable Securities

The Company has evaluated its investment policies and determined that all of its investment securities are to be classified as available-for-sale.  Available-for-sale securities are carried at fair value, with the unrealized gains and losses reported in Stockholders’ Equity under the caption “Accumulated other comprehensive loss.”  Realized gains and losses on available-for-sale securities are included in “Other expense (income)” in the Condensed Consolidated Statements of Operations.  The Company records other-than-temporary impairment charges for its available-for-sale investments when it intends to sell the securities, it is more-likely-than not that it will be required to sell the securities before a recovery, or when it does not expect to recover the entire amortized cost basis of the securities.  The cost of securities sold is based on the specific identification method.

The Company has determined that the gross unrealized losses on its marketable securities at March 31, 2015 and December 31, 2014 are temporary in nature. The Company reviews its investment portfolio to identify and evaluate investments that have indications of possible impairment. Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been less than the cost basis, credit quality and the Company’s ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value.

At March 31, 2015 and December 31, 2014, marketable securities are categorized as follows:

	Amortized Cost		Gross Unrealized Holding Gains		Gross Unrealized Holding Losses		Fair Value
March 31, 2015
Municipal notes and bonds	$	123,013	$	38	$	6	$	123,045
Total marketable securities	$	123,013	$	38	$	6	$	123,045
December 31, 2014
Municipal notes and bonds	$	113,838	$	37	$	4	$	113,871
Total marketable securities	$	113,838	$	37	$	4	$	113,871

 The amortized cost and estimated fair value of marketable securities classified by the maturity date listed on the security, regardless of the Condensed Consolidated Balance Sheet classification, is as follows at March 31, 2015 and December 31, 2014:

	March 31, 2015				December 31, 2014
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Due within one year	$	108,018	$	108,039	$	107,151	$	107,177
Due after one through five years	14,995		15,006		6,687		6,694
Due after five through ten years	—		—		—		—
Due after ten years	—		—		—		—
Total marketable securities	$	123,013	$	123,045	$	113,838	$	113,871

The following table summarizes the estimated fair value and gross unrealized holding losses of marketable securities, aggregated by investment instrument and period of time in an unrealized loss position at March 31, 2015 and December 31, 2014:  

	Unrealized Loss Position For Less Than 12 Months				Unrealized Loss Position For Greater Than 12 Months
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
March 31, 2015
Municipal notes and bonds	$	37,340	$	6	$	—	$	—
Total	$	37,340	$	6	$	—	$	—
December 31, 2014
Municipal notes and bonds	$	26,698	$	4	$	—	$	—
Total	$	26,698	$	4	$	—	$	—

See Note 2 for additional discussion regarding the fair value of the Company’s marketable securities.

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Balance Sheet Details - Property Plant & Equipment (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Property Plant & Equipment [Abstract]
Buildings and Land Gross	$ 5,024	$ 5,024
Machinery and Equipment, Gross	21,213	20,277
Furniture and Fixtures, Gross	3,387	3,387
Computer Equipments And Software Gross	5,800	5,819
Leasehold Improvements, Gross	7,780	7,774
Property, Plant and Equipment, Gross	43,204	42,281
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	30,144	29,343
Property, Plant and Equipment, Net	$ 13,060	$ 12,938

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Commitments and Contingencies - (Tables)

3 Months Ended

Mar. 31, 2015

Commitments and Contingencies [Abstract]

Schedule of changes product warranty liability [Table Text Block]

Changes in the Company’s warranty reserves are as follows:

	Three Months Ended March 31,
	2015		2014
Balance, beginning of the period	$	1,574	$	1,551
Accruals	822		481
Less: Usage	696		523
Balance, end of the period	$	1,700	$	1,509

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Debt Obligations - (Tables)

3 Months Ended

Mar. 31, 2015

Debt Obligations [Abstract]

Schedule of carrying value of convertible senior notes [Table Text Block]

The following table reflects the net carrying value of the Notes:

	March 31, 2015		December 31, 2014
Convertible senior notes	$	60,000	$	60,000
Less: Unamortized interest discount	4,416		5,227
Net carrying value of convertible senior notes	$	55,584	$	54,773

Schedule of interest cost recognized on convertible senior notes [Table Text Block]

The following table presents the amount of interest cost recognized relating to the Notes during the three months endedMarch 31, 2015 and March 31, 2014.

	Three Months Ended March 31,
	2015		2014
Contractual interest coupon	$	562	$	562
Amortization of interest discount	811		735
Amortization of debt issuance costs	103		87
Total interest cost recognized	$	1,476	$	1,384

XML

Segment Reporting (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015 Rate	Mar. 31, 2014 Rate
Segment Reporting Information [Line Items]
Revenues	$ 52,570	$ 41,649
Concentration Risk, Percentage	11.10%	4.50%
Inspection Revenue [Member]
Segment Reporting Information [Line Items]
Revenues	28,462	18,002
Metrology Revenue [Member]
Segment Reporting Information [Line Items]
Revenues	7,599	5,749
Lithography Revenue [Domain]
Segment Reporting Information [Line Items]
Revenues	21	3,657
Data Analysis & Review [Member]
Segment Reporting Information [Line Items]
Revenues	7,794	5,974
Sales Revenue, Goods, Net [Member]
Segment Reporting Information [Line Items]
Revenues	5,655	5,040
Sales Revenue, Services, Net [Member]
Segment Reporting Information [Line Items]
Revenues	3,039	3,227
Sales Revenue, Segment [Member]
Segment Reporting Information [Line Items]
Revenues	$ 52,570	$ 41,649
Sales [Member] | Percentage of Inspection Revenues [Member]
Segment Reporting Information [Line Items]
Concentration Risk, Percentage	54.00%	43.00%
Sales [Member] | Percentage of Metrology Revenue [Member]
Segment Reporting Information [Line Items]
Concentration Risk, Percentage	15.00%	14.00%
Sales [Member] | Percentage of Lithography Revenue [Member] [Domain]
Segment Reporting Information [Line Items]
Concentration Risk, Percentage	0.00%	9.00%
Sales [Member] | Percentage of Data Analysis & Review [Member]
Segment Reporting Information [Line Items]
Concentration Risk, Percentage	15.00%	14.00%
Sales [Member] | Percentage of Parts [Member]
Segment Reporting Information [Line Items]
Concentration Risk, Percentage	10.00%	12.00%
Sales [Member] | Percentage of Service [Member]
Segment Reporting Information [Line Items]
Concentration Risk, Percentage	6.00%	8.00%
Sales [Member] | Percentage of Total Revenue [Member]
Segment Reporting Information [Line Items]
Concentration Risk, Percentage	100.00%	100.00%

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Balance Sheet Details - Other Assets (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Other Assets [Abstract]
Deferred Tax Assets, Net of Valuation Allowance, Noncurrent	$ 30,348	$ 30,348
Other	1,257	1,493
Total Other Assets	$ 31,605	$ 31,841

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Share-Based Compensation - (Tables)

3 Months Ended

Mar. 31, 2015

Share-based Compensation [Abstract]

Summary of restricted stock unit activity [Table Text Block]

A summary of the Company’s nonvested restricted stock unit activity with respect to the three months ended March 31, 2015 is as follows:

	Number of Shares	Weighted Average Grant Date Fair Value
Nonvested at December 31, 2014	805	$	11.07
Granted	509	$	10.25
Less: Vested	468	$	10.18
Less: Forfeited	8	$	10.95
Nonvested at March 31, 2015	838	$	11.07

XML

Other Income - (Tables)

3 Months Ended

Mar. 31, 2015

Other Income (Expense) [Abstract]

Schedule of Other Nonoperating Income (Expense) [Table Text Block]

	Three Months Ended
	March 31,
	2015		2014
Foreign currency exchange losses (gains), net	$	638	$	(127	)
Total other expense (income)	$	638	$	(127	)

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Fair Value Measurements

3 Months Ended

Mar. 31, 2015

Fair Value Measurements [Abstract]

Fair Value Disclosures [Text Block]

Fair Value Measurements

The Company applies a three-level valuation hierarchy for fair value measurements. This hierarchy prioritizes the inputs into three broad levels.  Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the asset or liability. Level 3 inputs are unobservable inputs based on management’s assumptions used to measure assets and liabilities at fair value. A financial asset’s or liability’s fair value measurement classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

The following tables provide the assets and liabilities carried at fair value measured on a recurring basis at March 31, 2015 and December 31, 2014:

			Fair Value Measurements Using
	Carrying Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
March 31, 2015
Assets:
Available-for-sale debt securities:
Municipal notes and bonds	$	123,045	$	—	$	123,045	$	—
Foreign currency forward contracts	144		$	—	144		$	—
Total Assets	$	123,189	$	—	$	123,189	$	—
Liabilities:
Contingent consideration - acquisitions	$	4,668	$	—	$	—	$	4,668
Total Liabilities	$	4,668	$	—	$	—	$	4,668
December 31, 2014
Assets:
Available-for-sale debt securities:
Municipal notes and bonds	$	113,871	$	—	$	113,871	$	—
Foreign currency forward contracts	222		—		222		—
Total Assets	$	114,093	$	—	$	114,093	$	—
Liabilities:
Contingent consideration - acquisitions	$	5,064	$	—	$	—	$	5,064
Total Liabilities	$	5,064	$	—	$	—	$	5,064

The Company’s investments classified as Level 2 are valued using observable inputs to quoted market prices, benchmark yields, reported trades, broker/dealer quotes or alternative pricing sources with reasonable levels of price transparency. The foreign currency forward contracts are primarily measured based on the foreign currency spot and forward rates quoted by the banks or foreign currency dealers. Available-for-sale debt securities prices are obtained from third party pricing providers, which models prices utilizing the above observable inputs, for each asset class.

Level 3 investments consisted of contingent consideration related to an acquisition for which the Company uses a discounted cash flow model to value investment. The Level 3 assumptions used in the discounted cash flow model for the contingent consideration included projected revenues, estimates of discount rates of 8.8% and timing of cash flows. A significant decrease in the projected revenues or increase in discount rates could result in a significantly lower fair value measurement for the contingent consideration.

This table presents a reconciliation for all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months endedMarch 31, 2015:

	Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
Balance at December 31, 2014	$	5,064
Additions	—
Total gain included in selling, general and administrative expense	(396		)
Payments	—
Transfers into (out of) Level 3	—
Balance at March 31, 2015	$	4,668

See Note 3 for additional discussion regarding the fair value of the Company’s marketable securities.

Fair Value of Other Financial Instruments

The carrying value of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximates fair value because of the short-term maturity of these instruments. The estimated fair value of these obligations is based, primarily, on a market approach, comparing the Company’s interest rates to those rates the Company believes it would reasonably receive upon re-entry into the market. Judgment is required to estimate the fair value, using available market information and appropriate valuation methods.

The Company’s convertible senior notes are not publicly traded. The estimated fair value of the Company’s convertible senior notes was valued using a discounted cash flow model. The Level 3 assumptions, based on data available at the valuation date used in preparing the discounted cash flow model included estimates of interest rates, timing and amount of cash flows and expected holding periods of the convertible senior notes. The fair value of the contingent interest associated with the convertible senior notes is valued quarterly using the present value under an expected cash flow model incorporating the probabilities of the contingent events occurring.

The following table reflects information pertaining to the Company’s convertible senior notes:

	March 31, 2015			December 31, 2014
Net carrying value of convertible senior notes	$	55,584		$	54,773
Estimated fair value of convertible senior notes	$	59,520		$	59,916
Estimated interest rate used in discounted cash flow model	5.0		%	5.0		%
Fair value of contingent interest	$	—		$	—

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Income Taxes - (Tables)

3 Months Ended

Mar. 31, 2015

Income Taxes [Abstract]

Schedule of effective tax rate [Table Text Block]

The following table provides details of income taxes:

	Three Months Ended
	March 31,
	2015			2014
Income (loss) before income taxes	$	3,097		$	(1,041	)
Provision (benefit) for income taxes	$	1,249		$	(317	)
Effective tax rate	40.3		%	30.5		%

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Derivative Instruments and Hedging Activities - (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Derivative [Line Items]
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments	$ 78	$ 27
Derivative, Notional Amount	2,861		1,610
Derivative Asset, Fair Value, Gross Asset	$ 144		$ 222

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Restructuring and asset impairment (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Restructuring and Related Activities [Abstract]
Restructuring Reserve, Current	$ 561	$ 764
Restructuring Costs	0
Payments for Restructuring	$ (203)

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Statements of Financial Position Consolidated Balance Sheet (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Cash and Cash Equivalents, at Carrying Value	$ 35,365	$ 43,114
Marketable Securities, Current	123,045	113,871
Accounts Receivable, Net, Current	51,801	51,603
Inventory, Net	68,055	63,344
Deferred Tax Assets, Net, Current	8,986	8,986
Prepaid Expense and Other Assets	6,896	9,403
Assets, Current	294,148	290,321
Property, Plant and Equipment, Net	13,060	12,938
Goodwill	22,495	22,495
Intangible Assets, Net (Excluding Goodwill)	8,527	9,042
Other Assets, Noncurrent	31,605	31,841
Assets	369,835	366,637
Accounts Payable and Accrued Liabilities	22,174	17,747
Other Liabilities, Current	17,354	18,119
Liabilities, Current	39,528	35,866
Convertible senior notes	55,584	54,773
Other Liabilities, Noncurrent	9,191	8,670
Liabilities	104,303	99,309
Commitments and Contingencies
Common Stock, Value, Issued	32	32
Additional Paid in Capital, Common Stock	405,472	409,562
Accumulated Other Comprehensive Income (Loss), Net of Tax	(2,206)	(2,652)
Retained Earnings (Accumulated Deficit)	(137,766)	(139,614)
Stockholders' Equity Attributable to Parent	265,532	267,328
Liabilities and Equity	$ 369,835	$ 366,637

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Balance Sheet Details - Other Current Liabilities (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Other Current Liabilities [Abstract]
Estimated Litigation Liability, Current		$ 3,252
Taxes Payable	305	0
Deferred Revenue	7,840	7,976
Contingent Consideration Current Liability	795	1,267
Other Current Liabilities Subtotal	5,467	5,624
Other Liabilities, Current	$ 17,354	$ 18,119

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Statements of Cash Flows Statement (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Net Income (Loss) Attributable to Parent	$ 1,848	$ (724)
Amortization	515	672
Amortization of Financing Costs and Discounts	914	822
Depreciation	898	1,038
Foreign Currency Transaction Gain (Loss), before Tax	638	(127)
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Asset	(396)	75
Share-based Compensation	4,410	1,445
Provision for doubtful accounts and inventory valuation	923	353
Increase (Decrease) in Deferred Income Taxes	0	65
Increase (Decrease) in Other Operating Assets and Liabilities, Net	(587)	11,987
Net Cash Provided by (Used in) Operating Activities	9,163	15,606
Payments to Acquire Marketable Securities	(60,458)	(69,634)
Proceeds from Sale and Maturity of Marketable Securities	51,381	29,018
Payments to Acquire Property, Plant, and Equipment	(1,072)	(390)
Net Cash Provided by (Used in) Investing Activities	(10,149)	(41,006)
Payments for Repurchase of Common Stock	(6,786)	0
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options	61	93
Excess Tax Benefit (Tax Deficiency) from Share-based Compensation, Financing Activities	93	49
Net Cash Provided by (Used in) Financing Activities	(6,632)	142
Effect of Exchange Rate on Cash and Cash Equivalents	(131)	74
Cash and Cash Equivalents, Period Increase (Decrease)	(7,749)	(25,184)
Cash and Cash Equivalents, at Carrying Value	35,365	55,606
Income Taxes Paid	356	567
Interest Paid	$ 1,125	$ 1,125

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Share Repurchase Program - (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		12 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Jan. 28, 2015
Share Repurchase Program [Abstract]
Stock Repurchase Program, Number of Shares Authorized to be Repurchased	3,000
Restricted stock units excluded from Computation of diluted loss per share		1,377
Stock Repurchased and Retired During Period, Shares	570		1,353
Stock Repurchased During Period, Value	$ 6,786
StockRepurchasedAndRetired-AveragePricePerShare	$ 11.91
Additional shares available for future purchase				1,353
Shares available for future repurchase	2,430

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Accumulated Other Comprehensive Loss (Tables)

3 Months Ended

Mar. 31, 2015

Accumulated Other Comprehensive Loss [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

The components of accumulated other comprehensive loss, net of tax, are as follows:

	Foreign currency translation adjustments			Net unrealized losses on available-for-sale investments			Accumulated other comprehensive loss
Beginning Balance, December 31, 2014	$	2,685		$	(33	)	$	2,652
Net current period other comprehensive loss	(447		)	1			(446		)
Reclassifications	—			—			—
Ending balance, March 31, 2015	$	2,238		$	(32	)	$	2,206

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Share Repurchase Program

3 Months Ended

Mar. 31, 2015

Share Repurchase Program [Abstract]

Share Repurchase [Text Block]

Share Repurchase Authorization

In 2008, the Board of Directors authorized the Company to repurchase up to 3,000 shares of the Company’s common stock with no established end date. The authorization allows for repurchases to be made in the open market or through negotiated transactions from time to time. As of December 31, 2014, the Company had repurchased 1,353 shares of common stock. In January 2015, the Board of Directors approved an additional 1,353 shares to the existing repurchase authorization, bringing the total current authorization back to 3,000 shares as of such date. At March 31, 2015, there were 2,430 shares available for future stock repurchases under this repurchase authorization. The shares of common stock purchased under the share repurchase authorization are being retired.

The Company did not repurchase any shares of its common stock during the three month period ended March 31, 2014. The following table summarizes the Company’s stock repurchases for the three month period ended March 31, 2015:

	Three Months Ended
	March 31, 2015
Shares of common stock repurchased	570
Cost of stock repurchased		$6,786
Average price paid per share		$11.91

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Segment Reporting and Geographic Information - (Tables)

3 Months Ended

Mar. 31, 2015

Segment Reporting and Geographic Information [Abstract]

Schedule of revenue from external customers by Products and Services [Table Text Block]

The following table lists the different sources of revenue:

	Three Months Ended
	March 31,
	2015				2014
Systems and Software:
Inspection	$	28,462	54	%	$	18,002	43	%
Metrology	7,599		15	%	5,749		14	%
Data Analysis and Review	7,794		15	%	5,974		14	%
Lithography	21		—	%	3,657		9	%
Parts	5,655		10	%	5,040		12	%
Services	3,039		6	%	3,227		8	%
Total revenue	$	52,570	100	%	$	41,649	100	%

Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block]

For geographical revenue reporting, revenues are attributed to the geographic location in which the product is shipped.  Revenue by geographic region is as follows:

	Three Months Ended
	March 31,
	2015		2014
United States	$	17,648	$	9,934
Taiwan	13,329		7,930
Japan	1,314		1,284
China	6,088		4,830
South Korea	3,531		7,552
Other Asia	1,777		6,591
Germany	7,055		1,344
Other Europe	1,828		2,184
Total revenue	$	52,570	$	41,649

Schedule of Revenue by Major Customers by Reporting Segments [Table Text Block]

The following customers each accounted for more than 10% of total revenues for the indicated periods.

	Three Months Ended
	March 31,
	2015		2014
Customer A	11.1	%	4.5	%
Customer B	10.2	%	—	%
Customer C	2.2	%	14.0	%
Customer D	0.9	%	17.0	%

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Marketable Securities - (Tables)

3 Months Ended

Mar. 31, 2015

Schedule of Available-for-sale Securities [Line Items]

Schedule of marketable securities by category [Table Text Block]

At March 31, 2015 and December 31, 2014, marketable securities are categorized as follows:

	Amortized Cost		Gross Unrealized Holding Gains		Gross Unrealized Holding Losses		Fair Value
March 31, 2015
Municipal notes and bonds	$	123,013	$	38	$	6	$	123,045
Total marketable securities	$	123,013	$	38	$	6	$	123,045
December 31, 2014
Municipal notes and bonds	$	113,838	$	37	$	4	$	113,871
Total marketable securities	$	113,838	$	37	$	4	$	113,871

Schedule of marketable securities classified by contractual maturity date [Table Text Block]

The amortized cost and estimated fair value of marketable securities classified by the maturity date listed on the security, regardless of the Condensed Consolidated Balance Sheet classification, is as follows at March 31, 2015 and December 31, 2014:

	March 31, 2015				December 31, 2014
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Due within one year	$	108,018	$	108,039	$	107,151	$	107,177
Due after one through five years	14,995		15,006		6,687		6,694
Due after five through ten years	—		—		—		—
Due after ten years	—		—		—		—
Total marketable securities	$	123,013	$	123,045	$	113,838	$	113,871

Schedule of marketable securities in unrealized loss positions [Table Text Block]

The following table summarizes the estimated fair value and gross unrealized holding losses of marketable securities, aggregated by investment instrument and period of time in an unrealized loss position at March 31, 2015 and December 31, 2014:  

	Unrealized Loss Position For Less Than 12 Months				Unrealized Loss Position For Greater Than 12 Months
	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
March 31, 2015
Municipal notes and bonds	$	37,340	$	6	$	—	$	—
Total	$	37,340	$	6	$	—	$	—
December 31, 2014
Municipal notes and bonds	$	26,698	$	4	$	—	$	—
Total	$	26,698	$	4	$	—	$	—

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Basis of Presentation (Notes)

3 Months Ended

Mar. 31, 2015

Organization and Nature of Operations: [Abstract]

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Basis of Presentation

The accompanying interim unaudited condensed consolidated financial statements have been prepared by Rudolph Technologies, Inc. (the “Company” or “Rudolph”) and in the opinion of management reflect all adjustments, consisting of normal recurring accruals, necessary for their fair presentation in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).  Preparing financial statements requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes.  Actual amounts could differ materially from reported amounts.  The interim results for the three month period ended March 31, 2015 are not necessarily indicative of results to be expected for the entire year or any future periods.  This interim financial information should be read in conjunction with the financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (“2014 10-K”) filed with the Securities and Exchange Commission (“SEC”). The accompanying condensed consolidated balance sheet at December 31, 2014 has been derived from the audited consolidated financial statements included in the 2014 10-K.

Recent Accounting Pronouncements

In April 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs.” This standard is intended to simplify the presentation of debt issuance costs. The amendment in this ASU requires that debt issuance cost related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The standard is effective for financial statements issued for fiscal years beginning after December 15, 2015. The Company is in the process of determining the adoption method as well as the effects the adoption of ASU 2015-03 will have on its consolidated financial position, results of operations, and cash flows.

In December 2014, the FASB issued ASU No.2014-12, “Compensation - Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period.” The guidance reflects the EITF consensus that an award with a performance target that affects vesting and that could be achieved after an employee completes the requisite service period (i.e., the employee would be eligible to vest in the award regardless of whether the employee is rendering service on the date the performance target could be achieved) should be treated as a performance condition. That is, the performance target is not reflected in the determination of the grant date fair value of the award. Compensation cost attributable to the period for which requisite service has been rendered would be recognized in the period it becomes probable that the performance condition will be achieved. The total amount of compensation cost recognized during and after the requisite service period would reflect the number of awards that are expected to vest and would be adjusted to reflect those awards that ultimately vest. The standard is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. The adoption of this new standard did not have a material impact on the Company’s consolidated financial position, results of operations, and cash flows.

In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements-Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” This standard sets forth management’s responsibility to evaluate, each reporting period, whether there is substantial doubt about our ability to continue as a going concern, and if so, to provide related footnote disclosures. The standard is effective for annual and interim reporting periods ending after December 15, 2016. The Company is currently evaluating this new standard and expects it to have no impact on its financial position, results of operations, and cash flows.

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” ASU 2014-09 outlines a comprehensive revenue recognition model and supersedes most current revenue recognition guidance. ASU 2014-09 will be effective for the Company starting in the first quarter of 2017. ASU 2014-09 allows for two methods of adoption: (a) “full retrospective” adoption, meaning the standard is applied to all periods presented, or (b) “modified retrospective” adoption, meaning the cumulative effect of applying ASU 2014-09 is recognized as an adjustment to the 2017 opening retained earnings balance. The Company is in the process of determining the adoption method as well as the effects the adoption of ASU 2014-09 will have on its consolidated financial position, results of operations, and cash flows.

In April 2014, the FASB issued ASU No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360): Reporting Discontinued Operations and Disclosure of Disposal of Components of an Entity.” ASU 2014-08 addresses issues with reporting by changing the criteria for reporting discontinued operations and enhancing convergence of the FASB’s and the International Accounting Standard Board’s (“IASB”) reporting requirements for discontinued operations. The standard is effective for all business activities that, on acquisition, are classified as held for sale or all disposals of components of an entity that occur within annual periods beginning on or after December 15, 2014, and interim periods within those years. The adoption of this new standard did not have a material impact on the Company’s consolidated financial position, results of operations, and cash flows.

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Statements of Financial Position B/S Parenthetical (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Allowance for Doubtful Accounts Receivable, Current	$ 1,431	$ 1,279

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Income Taxes

3 Months Ended

Mar. 31, 2015

Income Taxes [Abstract]

Income Tax Disclosure [Text Block]

Income Taxes

The following table provides details of income taxes:

	Three Months Ended
	March 31,
	2015			2014
Income (loss) before income taxes	$	3,097		$	(1,041	)
Provision (benefit) for income taxes	$	1,249		$	(317	)
Effective tax rate	40.3		%	30.5		%

The income tax provision for the three months endedMarch 31, 2015 was computed based on the Company’s annual forecast of profit by jurisdiction and forecasted effective tax rate for the year. The changes in the Company’s effective tax rate for the three months endedMarch 31, 2015 compared to the same period for the prior year are primarily due an increase in foreign tax expense in excess of foreign tax credits generated in 2015.

The Company currently has a partial valuation allowance recorded against certain deferred tax assets. Each quarter, the Company assesses the likelihood that it will be able to recover its deferred tax assets. The Company considers available evidence, both positive and negative, including prudent and feasible tax planning strategies in assessing the need for a valuation allowance. As a result of the Company’s analysis, it concluded that it is more likely than not that a portion of its deferred tax assets will not be realized. Therefore, the Company continues to provide a valuation allowance against certain deferred tax assets. The Company continues to monitor available evidence and may reverse some or all of the remaining valuation allowance in future periods, if appropriate. The Company has a valuation allowance of $2,445 as of March 31, 2015 and December 31, 2014.

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Document and Entity Information Document	3 Months Ended
	Mar. 31, 2015	Apr. 17, 2015
Entity Information [Line Items]
Entity Registrant Name	RUDOLPH TECHNOLOGIES INC
Entity Central Index Key	0001094392
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Stock, Shares Outstanding		31,936,332

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Restructuring and asset impairment (Notes)

3 Months Ended

Mar. 31, 2015

Restructuring and Related Activities [Abstract]

Restructuring, Impairment, and Other Activities Disclosure [Text Block]

Restructuring and Asset Impairment Charges

The table below provides the activity related to restructuring charges and the remaining liability as of March 31, 2015:

Restructuring obligations at December 31, 2014	$	764
Restructuring costs incurred	—
Cash payments	(203		)
Restructuring obligations at March 31, 2015	$	561

During 2014, the Company implemented restructuring initiatives designed to reduce the Company’s cost structure. In connection with this strategy, the Company reduced its global headcount by approximately 9.0% and closed its facility in Mainz, Germany relocating the operations to its facilities in Snoqualmie, Washington and Bloomington, Minnesota, which was completed as of March 31, 2015.

The Company anticipates the remaining restructuring obligation to be paid by December 31, 2015.

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Statements of Income Statement (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Revenues	$ 52,570	$ 41,649
Cost of Revenue	23,604	20,080
Gross Profit	28,966	21,569
Research and Development Expense	10,360	10,006
Selling, General and Administrative Expense	12,974	10,780
Amortization of Intangible Assets	515	670
Operating Expenses	23,849	21,456
Operating Income (Loss)	5,117	113
Interest Expense, net	1,382	1,281
Total other expenses (income)	638	(127)
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest	3,097	(1,041)
Income Tax Expense (Benefit)	1,249	(317)
Net Income (Loss) Attributable to Parent	$ 1,848	$ (724)
Earnings (Loss) Per Share, Basic	$ 0.06	$ (0.02)
Earnings (Loss) Per Share, Diluted	$ 0.06	$ (0.02)
Weighted Average Number of Shares Outstanding, Basic	31,928	33,092
Weighted Average Number of Shares Outstanding, Diluted	32,549	33,092

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Balance Sheet Details

3 Months Ended

Mar. 31, 2015

Balance Sheet Detail [Abstract]

Balance Sheet Details [Text Block]

Balance Sheet Details

Inventories

Inventories are comprised of the following:

	March 31, 2015		December 31, 2014
Materials	$	33,611	$	29,092
Work-in-process	21,480		20,424
Finished goods	12,964		13,828
Total inventories	$	68,055	$	63,344

The Company has established reserves of $7,721 and $7,000 as of March 31, 2015 and December 31, 2014, respectively, for slow moving and obsolete inventory, which are included in the amounts above.

Property, Plant and Equipment

Property, plant and equipment, net is comprised of the following:

	March 31, 2015		December 31, 2014
Land and building	$	5,024	$	5,024
Machinery and equipment	21,213		20,277
Furniture and fixtures	3,387		3,387
Computer equipment	5,800		5,819
Leasehold improvements	7,780		7,774
	43,204		42,281
Less: Accumulated depreciation	30,144		29,343
Total property, plant and equipment, net	$	13,060	$	12,938

Other assets

Other assets is comprised of the following:

	March 31, 2015		December 31, 2014
Deferred income taxes	$	30,348	$	30,348
Other	1,257		1,493
Total other assets	$	31,605	$	31,841

Other current liabilities

Other current liabilities is comprised of the following:

	March 31, 2015		December 31, 2014
Litigation accrual	$	3,252	$	3,252
Deferred revenue	7,840		7,976
Contingent consideration - acquisitions	795		1,267
Other	5,467		5,624
Total other current liabilities	$	17,354	$	18,119

Other non-current liabilities

Other non-current liabilities is comprised of the following:

	March 31, 2015		December 31, 2014
Unrecognized tax benefits (including interest)	$	3,196	$	3,178
Contingent consideration - acquisitions	3,873		3,797
Other	2,122		1,695
Total other non-current liabilities	$	9,191	$	8,670

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Identifiable Intangible Assets and Goodwill

3 Months Ended

Mar. 31, 2015

Finite-Lived Intangible Assets [Line Items]

Goodwill and Intangible Assets Disclosure [Text Block]

Goodwill and Purchased Intangible Assets

Goodwill

The changes in the carrying amount of goodwill are as follows:

Balance at December 31, 2014	$	22,495
Goodwill acquired during period	—
Other	—
Balance at March 31, 2015	$	22,495

Purchased Intangible Assets

Purchased intangible assets as of March 31, 2015 and December 31, 2014 are as follows:

	Gross Carrying Amount		Accumulated Amortization		Net
March 31, 2015
Finite-lived intangibles:
Developed technology	$	59,831	$	53,819	$	6,012
Customer and distributor relationships	9,560		7,906		1,654
Trade names	4,361		3,500		861
Total identifiable intangible assets	$	73,752	$	65,225	$	8,527
December 31, 2014
Finite-lived intangibles:
Developed technology	$	59,831	$	53,417	$	6,414
Customer and distributor relationships	9,560		7,818		1,742
Trade names	4,361		3,475		886
Total identifiable intangible assets	$	73,752	$	64,710	$	9,042

Intangible asset amortization expense for the three months endedMarch 31, 2015 and 2014 were $515 and $670, respectively. Assuming no change in the gross carrying value of identifiable intangible assets and estimated lives, estimated amortization expense for the remainder of 2015 will be $1,535, and for each of the next five years estimated amortization expense amounts to $1,941 for 2016, $1,553 for 2017, $1,117 for 2018, $1,117 for 2019, and $914 for 2020.

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Fair Value Measurements - (Tables)

3 Months Ended

Mar. 31, 2015

Fair Value Measurements [Abstract]

Fair Value, Measurement Inputs, Disclosure [Table Text Block]

The following tables provide the assets and liabilities carried at fair value measured on a recurring basis at March 31, 2015 and December 31, 2014:

			Fair Value Measurements Using
	Carrying Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
March 31, 2015
Assets:
Available-for-sale debt securities:
Municipal notes and bonds	$	123,045	$	—	$	123,045	$	—
Foreign currency forward contracts	144		$	—	144		$	—
Total Assets	$	123,189	$	—	$	123,189	$	—
Liabilities:
Contingent consideration - acquisitions	$	4,668	$	—	$	—	$	4,668
Total Liabilities	$	4,668	$	—	$	—	$	4,668
December 31, 2014
Assets:
Available-for-sale debt securities:
Municipal notes and bonds	$	113,871	$	—	$	113,871	$	—
Foreign currency forward contracts	222		—		222		—
Total Assets	$	114,093	$	—	$	114,093	$	—
Liabilities:
Contingent consideration - acquisitions	$	5,064	$	—	$	—	$	5,064
Total Liabilities	$	5,064	$	—	$	—	$	5,064

Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]

This table presents a reconciliation for all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months endedMarch 31, 2015:

	Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
Balance at December 31, 2014	$	5,064
Additions	—
Total gain included in selling, general and administrative expense	(396		)
Payments	—
Transfers into (out of) Level 3	—
Balance at March 31, 2015	$	4,668

Fair value convertible senior notes [Table Text Block]

The following table reflects information pertaining to the Company’s convertible senior notes:

	March 31, 2015			December 31, 2014
Net carrying value of convertible senior notes	$	55,584		$	54,773
Estimated fair value of convertible senior notes	$	59,520		$	59,916
Estimated interest rate used in discounted cash flow model	5.0		%	5.0		%
Fair value of contingent interest	$	—		$	—

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Earnings Per Share

3 Months Ended

Mar. 31, 2015

Earnings (Loss) Per Share [Abstract]

Earnings Per Share [Text Block]

Earnings (Loss) Per Share

Basic earnings (loss) per share is calculated using the weighted average number of shares of common stock outstanding during the period.  Diluted earnings per share is computed in the same manner and also gives effect to all dilutive common equivalent shares outstanding during the period.  Potential common shares that would have the effect of increasing diluted earnings per share are considered to be antidilutive. In accordance with U.S. GAAP, these shares were not included in calculating diluted earnings per share. For the three months endedMarch 31, 2015, the weighted average number of stock options and restricted stock units excluded from the computation of diluted earnings per share were 299 and 0, respectively. For the three months endedMarch 31, 2014, all outstanding stock options and restricted stock units totaling 739 and 1,377, respectively, were excluded from the computation of diluted loss per share because the effect in the periods would be anti-dilutive. Diluted earnings per share-weighted average shares outstanding do not include any effect resulting from assumed conversion of the Notes and warrants as their impact would be anti-dilutive.

The Company’s basic and diluted earnings (loss) per share amounts are as follows:

	Three Months Ended March 31,
	2015		2014
Numerator:
Net income (loss)	$	1,848	$	(724	)
Denominator:
Basic earnings (loss) per share - weighted average shares outstanding	31,928		33,092
Effect of potential dilutive securities:
Employee stock options and restricted stock units - dilutive shares	621		—
Diluted earnings (loss) per share - weighted average shares outstanding	32,549		33,092
Earnings (loss) per share:
Basic	$	0.06	$	(0.02	)
Diluted	$	0.06	$	(0.02	)

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Share-Based Compensation

3 Months Ended

Mar. 31, 2015

Share-based Compensation [Abstract]

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

Share-Based Compensation

Restricted Stock Unit Activity

A summary of the Company’s nonvested restricted stock unit activity with respect to the three months ended March 31, 2015 is as follows:

	Number of Shares	Weighted Average Grant Date Fair Value
Nonvested at December 31, 2014	805	$	11.07
Granted	509	$	10.25
Less: Vested	468	$	10.18
Less: Forfeited	8	$	10.95
Nonvested at March 31, 2015	838	$	11.07

As of March 31, 2015 and December 31, 2014, there was $6,207 and $5,492 of total unrecognized compensation cost related to restricted stock units granted under the Company’s stock plans, respectively.  That cost is expected to be recognized over a weighted average period of 3.0 years and 3.3 years for the respective periods.

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Debt Obligations

3 Months Ended

Mar. 31, 2015

Debt Obligations [Abstract]

Debt Disclosure [Text Block]

Debt Obligations

On July 25, 2011, the Company issued $60,000 aggregate principal amount of 3.75% Convertible Senior Notes due 2016 (the “Notes”) at par. The Notes were issued pursuant to an indenture, dated as of July 25, 2011, between the Company and Bank of New York Mellon Trust Company, N.A., as Trustee, which includes a form of Note. The Notes provide for the payment of interest semi-annually in arrears on January 15 and July 15 of each year, beginning January 15, 2012, at an annual rate of 3.75% and will mature on July 15, 2016, unless earlier converted or repurchased. The Notes may be converted, under certain circumstances, based on an initial conversion rate of 77.241 shares of Company common stock per $1 principal amount of Notes, which represents an initial conversion price of approximately $12.95 per share. Concurrently with the issuance of the Notes, the Company purchased a convertible note hedge and sold a warrant. Each of the convertible note hedge and warrant transactions were entered into with an affiliate of the initial purchaser of the Notes. The convertible note hedge is intended to reduce the potential future dilution to the Company’s common stock associated with the conversion of the Notes. However, the warrant transaction will have a dilutive effect on the Company’s earnings per share to the extent that the price of the Company’s common stock exceeds the strike price of the warrant. The strike price of the warrant is $17.00 per share subject to adjustment in accordance with the terms of the agreement. The net proceeds to the Company from the sale of the Notes, including the convertible note hedge and warrant, were $50,249.

The following table reflects the net carrying value of the Notes:

	March 31, 2015		December 31, 2014
Convertible senior notes	$	60,000	$	60,000
Less: Unamortized interest discount	4,416		5,227
Net carrying value of convertible senior notes	$	55,584	$	54,773

The following table presents the amount of interest cost recognized relating to the Notes during the three months endedMarch 31, 2015 and March 31, 2014.

	Three Months Ended March 31,
	2015		2014
Contractual interest coupon	$	562	$	562
Amortization of interest discount	811		735
Amortization of debt issuance costs	103		87
Total interest cost recognized	$	1,476	$	1,384

The remaining bond discount of the Notes of $4,416, as of March 31, 2015, will be amortized over the remaining life of the Notes.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2015

Commitments and Contingencies [Abstract]

Commitments and Contingencies Disclosure [Text Block]

Commitments and Contingencies

Warranty Reserves

The Company generally provides a warranty on its products for a period of twelve to fifteen months against defects in material and workmanship. The Company estimates the costs that may be incurred during the warranty period and records a liability in the amount of such costs at the time revenue is recognized. The Company’s estimate is based primarily on historical experience. The Company periodically assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary. Settlements of warranty reserves are generally associated with sales that occurred during the 12 to 15 months prior to the quarter-end and warranty accruals are related to sales during the year.

Changes in the Company’s warranty reserves are as follows:

	Three Months Ended March 31,
	2015		2014
Balance, beginning of the period	$	1,574	$	1,551
Accruals	822		481
Less: Usage	696		523
Balance, end of the period	$	1,700	$	1,509

Warranty reserves are reported in the Condensed Consolidated Balance Sheets within the caption “Accounts payable and accrued liabilities.”

Legal Matters

From time to time, the Company is subject to legal proceedings and claims in the ordinary course of business. The Company’s 2014 10-K reflects the status of the Company’s litigation with Integrated Technology Corporation (“ITC”) and Camtek, Ltd. (“Camtek”). The following reflects the material developments during the first quarter of 2015 with regard to these matters.

Integrated Technology Corporation v. Rudolph Technologies, Inc., No. CV-06-2182-PHX-ROS): This matter is fully resolved with the sole exception of the issue of remanded attorney’s fees which were set by the District Court at $3,252. The Company’s appeal of this order is currently pending review by the U.S. Federal Court of Appeals. The Company believes that it has meritorious defenses regarding this issue and intends to continue to vigorously prosecute the matter. The $3,252 is held in escrow and is recorded in “Prepaid expenses and other current assets” in the Consolidated Balance Sheet at March 31, 2015. The corresponding liability is recorded under the caption, “Other current liabilities,” in the Condensed Consolidated Balance Sheet at March 31, 2015. The Company expects this to be the maximum liability reasonably possible for the attorney’s fees, excluding interest, for this lawsuit with respect to both the pre-August 2007 and the post-2007 August tools which were the subject of this action.

August Technology Corporation and Rudolph Technologies, Inc. v. Camtek, Ltd., No. 05-CV-01396 (JRT/FLN): Subsequent to the District Court’s ruling in the Company’s favor that Camtek’s Falcon tools continue to infringe the Company’s patent under the revised claim construction of the patent determined by the U.S. Federal Court of Appeals, the District Court, on February 9, 2015, issued an Order granting the Company’s Motion for Final Judgment, reinstating the original damages and applying prejudgment interest for a total award of $14,512. In addition, the District Court issued a permanent injunction against Camtek from “making, using, selling and offering to sell any of its Falcon machines and any machines that are colorable imitations thereof in the United States, intended for sale and use within the United States, until the expiration of the ‘6,298 patent [projected to be in 2020].” Camtek filed a notice of appeal of the District Court’s Order on March 11, 2015.

August Technology Corporation and Rudolph Technologies, Inc. v. Camtek, Ltd., No. 10-CV-2202 (MJD/FLN): With regard to the Company’s subsequently filed lawsuit against Camtek alleging infringement of its U.S. Patent No. 7,729,528, this lawsuit continues to be stayed pending resolution of a re-examination petition filed by Camtek with the U.S. Patent and Trademark Office.

Rudolph Technologies, Inc. v. Camtek, Ltd., No. 15-CV-1246 (ADM/BRT): On March 12, 2015, the Company filed and served on Camtek a complaint asserting infringement of Rudolph ‘6,298 patent by Camtek’s Eagle product with the U.S. District Court in Minnesota. On April 21, 2015, the Company then filed a Motion for Preliminary Injunction to enjoin Camtek’s sale of the Eagle device in the United States which is currently pending. On or about April 20, 2015, Camtek filed a complaint in the U.S. District Court in New Jersey seeking a declaratory judgment challenging the jurisdiction and venue of the Minnesota court and seeking to have the court find that the ‘6,298 patent is not infringed and, in the alternative, that the ‘6,298 patent is invalid. The Company is currently in the process of responding to Camtek’s complaint.

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Other Expense (Income)

3 Months Ended

Mar. 31, 2015

Other Income (Expense) [Abstract]

Other Income and Other Expense Disclosure [Text Block]

Other Expense (Income)

	Three Months Ended
	March 31,
	2015		2014
Foreign currency exchange losses (gains), net	$	638	$	(127	)
Total other expense (income)	$	638	$	(127	)

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Earnings Per Share - (Tables)

3 Months Ended

Mar. 31, 2015

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

The Company’s basic and diluted earnings (loss) per share amounts are as follows:

	Three Months Ended March 31,
	2015		2014
Numerator:
Net income (loss)	$	1,848	$	(724	)
Denominator:
Basic earnings (loss) per share - weighted average shares outstanding	31,928		33,092
Effect of potential dilutive securities:
Employee stock options and restricted stock units - dilutive shares	621		—
Diluted earnings (loss) per share - weighted average shares outstanding	32,549		33,092
Earnings (loss) per share:
Basic	$	0.06	$	(0.02	)
Diluted	$	0.06	$	(0.02	)

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Other Income - (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Other Income (Expense) [Abstract]
Foreign currency exchange losses (gains), net	$ 638	$ (127)
Total other expenses (income)	$ 638	$ (127)

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Segment Reporting and Geographic Information

3 Months Ended

Mar. 31, 2015

Segment Reporting and Geographic Information [Abstract]

Segment Reporting Disclosure [Text Block]

Segment Reporting and Geographic Information

The Company is engaged in the design, development, manufacture and support of high-performance control metrology, defect inspection, advanced packaging lithography and data analysis systems used by microelectronics device manufacturers. The Company and its subsidiaries currently operate in a single operating segment: the design, development, manufacture and support of high-performance process control defect inspection, metrology, and process control software systems used by microelectronics device manufacturers, and therefore have one reportable segment. The Company’s chief operating decision maker is the Chief Executive Officer. The chief operating decision maker allocates resources and assesses performance of the business and other activities at the reporting segment level.

The following table lists the different sources of revenue:

	Three Months Ended
	March 31,
	2015				2014
Systems and Software:
Inspection	$	28,462	54	%	$	18,002	43	%
Metrology	7,599		15	%	5,749		14	%
Data Analysis and Review	7,794		15	%	5,974		14	%
Lithography	21		—	%	3,657		9	%
Parts	5,655		10	%	5,040		12	%
Services	3,039		6	%	3,227		8	%
Total revenue	$	52,570	100	%	$	41,649	100	%

For geographical revenue reporting, revenues are attributed to the geographic location in which the product is shipped.  Revenue by geographic region is as follows:

	Three Months Ended
	March 31,
	2015		2014
United States	$	17,648	$	9,934
Taiwan	13,329		7,930
Japan	1,314		1,284
China	6,088		4,830
South Korea	3,531		7,552
Other Asia	1,777		6,591
Germany	7,055		1,344
Other Europe	1,828		2,184
Total revenue	$	52,570	$	41,649

The following customers each accounted for more than 10% of total revenues for the indicated periods.

	Three Months Ended
	March 31,
	2015		2014
Customer A	11.1	%	4.5	%
Customer B	10.2	%	—	%
Customer C	2.2	%	14.0	%
Customer D	0.9	%	17.0	%

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Identifiable Intangible Assets and Goodwill - (Tables)

3 Months Ended

Mar. 31, 2015

Identifiable Intangible Assets and Goodwill [Abstract]

Schedule of Goodwill [Table Text Block]

The changes in the carrying amount of goodwill are as follows:

Balance at December 31, 2014	$	22,495
Goodwill acquired during period	—
Other	—
Balance at March 31, 2015	$	22,495

Schedule of Finite-Lived Intangible Assets by Major Class [Table Text Block]

Purchased intangible assets as of March 31, 2015 and December 31, 2014 are as follows:

	Gross Carrying Amount		Accumulated Amortization		Net
March 31, 2015
Finite-lived intangibles:
Developed technology	$	59,831	$	53,819	$	6,012
Customer and distributor relationships	9,560		7,906		1,654
Trade names	4,361		3,500		861
Total identifiable intangible assets	$	73,752	$	65,225	$	8,527
December 31, 2014
Finite-lived intangibles:
Developed technology	$	59,831	$	53,417	$	6,414
Customer and distributor relationships	9,560		7,818		1,742
Trade names	4,361		3,475		886
Total identifiable intangible assets	$	73,752	$	64,710	$	9,042

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Legal Matters (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Aug. 08, 2014
Subsequent Event [Line Items]
Loss Contingency, Damages Awarded, Value	$ 14,512
Estimated Litigation Liability	$ 3,252	$ 3,252

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Identifiable Intangible Assets - (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Finite-Lived Intangible Assets and Goodwill [Line Items]
Goodwill	$ 22,495		$ 22,495
Goodwill, Acquired During Period	0
Business Acquisition Purchase Price Allocation Goodwill Amount 2	0
Finite-Lived Intangible Assets, Gross	73,752		73,752
Finite-Lived Intangible Assets, Accumulated Amortization	65,225		64,710
Intangible Assets, Net (Excluding Goodwill)	8,527		9,042
Amortization of Intangible Assets	515	670
Future Amortization Expense, Remainder of Fiscal Year	1,535
Future Amortization Expense, Year One	1,941
Future Amortization Expense, Year Two	1,553
Future Amortization Expense, Year Three	1,117
Future Amortization Expense, Year Four	1,117
Future Amortization Expense, Year Five	914
Developed Technology Rights [Member]
Finite-Lived Intangible Assets and Goodwill [Line Items]
Finite-Lived Intangible Assets, Gross	59,831		59,831
Finite-Lived Intangible Assets, Accumulated Amortization	53,819		53,417
Intangible Assets, Net (Excluding Goodwill)	6,012		6,414
Customer Relationships [Member]
Finite-Lived Intangible Assets and Goodwill [Line Items]
Finite-Lived Intangible Assets, Gross	9,560		9,560
Finite-Lived Intangible Assets, Accumulated Amortization	7,906		7,818
Intangible Assets, Net (Excluding Goodwill)	1,654		1,742
Trade Names [Member]
Finite-Lived Intangible Assets and Goodwill [Line Items]
Finite-Lived Intangible Assets, Gross	4,361		4,361
Finite-Lived Intangible Assets, Accumulated Amortization	3,500		3,475
Intangible Assets, Net (Excluding Goodwill)	$ 861		$ 886

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Statements of Comprehensive Income (Loss) Statement (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Net Income (Loss) Attributable to Parent	$ 1,848	$ (724)
Available-for-sale Securities, Change in Net Unrealized Holding Gain (Loss), Net of Tax	(1)	3
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax	447	(132)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent	$ 2,294	$ (853)

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Derivative Instruments and Hedging Activities

3 Months Ended

Mar. 31, 2015

Derivative Instruments and Hedging Activities [Abstract]

Derivative Instruments and Hedging Activities Disclosure [Text Block]

Derivative Instruments and Hedging Activities

The Company, when it considers it to be appropriate, enters into forward contracts to hedge the economic exposures arising from foreign currency denominated transactions. At March 31, 2015 and December 31, 2014, these contracts included the future sale of Japanese Yen to purchase U.S. dollars. Derivative instruments are recognized as either prepaid expenses and other current assets or other current liabilities in the Condensed Consolidated Balance Sheets and are measured at fair value. The foreign currency forward contracts were entered into by the Company’s Japanese subsidiary to economically hedge a portion of certain intercompany obligations. The forward contracts are not designated as hedges for accounting purposes and a decrease in the fair value of $78 and $27 for the three month periods ended March 31, 2015 and 2014, respectively, are recorded within the caption Other expense (income) in the Condensed Consolidated Statements of Operations.

The dollar equivalent of the U.S. dollar forward contracts and related fair values as of March 31, 2015 and December 31, 2014 were as follows:

	March 31, 2015		December 31, 2014
Notional amount	$	2,861	$	1,610
Fair value of asset	$	144	$	222

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Segment Reporting and Geographic Information Customer Reporting (Details)	3 Months Ended
	Mar. 31, 2015 Rate	Mar. 31, 2014 Rate
Segment Reporting Information [Line Items]
Entity-Wide Revenue, Major Customer, Percentage	11.10%	4.50%
Major Customers Two [Domain]
Segment Reporting Information [Line Items]
Entity-Wide Revenue, Major Customer, Percentage	10.20%	0.00%
Major Customer Three [Domain]
Segment Reporting Information [Line Items]
Entity-Wide Revenue, Major Customer, Percentage	2.20%	14.00%
Major Customer Four [Domain]
Segment Reporting Information [Line Items]
Entity-Wide Revenue, Major Customer, Percentage	0.90%	17.00%

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Balance Sheet Details - (Tables)

3 Months Ended

Mar. 31, 2015

Balance Sheet Detail [Abstract]

Schedule of Inventory, Current [Table Text Block]

Inventories

Inventories are comprised of the following:

	March 31, 2015		December 31, 2014
Materials	$	33,611	$	29,092
Work-in-process	21,480		20,424
Finished goods	12,964		13,828
Total inventories	$	68,055	$	63,344

Property, Plant and Equipment [Table Text Block]

Property, Plant and Equipment

Property, plant and equipment, net is comprised of the following:

	March 31, 2015		December 31, 2014
Land and building	$	5,024	$	5,024
Machinery and equipment	21,213		20,277
Furniture and fixtures	3,387		3,387
Computer equipment	5,800		5,819
Leasehold improvements	7,780		7,774
	43,204		42,281
Less: Accumulated depreciation	30,144		29,343
Total property, plant and equipment, net	$	13,060	$	12,938

Schedule of Other Assets [Table Text Block]

Other assets

Other assets is comprised of the following:

	March 31, 2015		December 31, 2014
Deferred income taxes	$	30,348	$	30,348
Other	1,257		1,493
Total other assets	$	31,605	$	31,841

Other Current liabilities [Table Text Block]

Other current liabilities

Other current liabilities is comprised of the following:

	March 31, 2015		December 31, 2014
Litigation accrual	$	3,252	$	3,252
Deferred revenue	7,840		7,976
Contingent consideration - acquisitions	795		1,267
Other	5,467		5,624
Total other current liabilities	$	17,354	$	18,119

Other Non-current liabilities [Table Text Block]

Other non-current liabilities

Other non-current liabilities is comprised of the following:

	March 31, 2015		December 31, 2014
Unrecognized tax benefits (including interest)	$	3,196	$	3,178
Contingent consideration - acquisitions	3,873		3,797
Other	2,122		1,695
Total other non-current liabilities	$	9,191	$	8,670

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Fair Value Measurements - (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended	12 Months Ended
	Mar. 31, 2015 Rate	Dec. 31, 2014 Rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial Instruments, Owned, State and Municipal Government Obligations, at Fair Value	$ 123,045	$ 113,871
Foreign Currency Contract, Asset, Fair Value Disclosure	144	222
Assets, Fair Value Disclosure	123,189	114,093
Business Combination, Contingent Consideration, Liability	4,668	5,064
Liabilities, Fair Value Disclosure	4,668	5,064
Fair Value, Level 3 Transfers out, Description	0
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	4,668	5,064
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Other Comprehensive Income (Loss)	0
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Purchases	(396)
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements	0
Convertible Debt	55,584	54,773
Long-term Debt, Fair Value	59,520	59,916
Fair Value Inputs Discount Rate 2	5.00%	5.00%
Fair Value Inputs Discount Rate 3	8.80%
Long-term Debt, Contingent Payment of Principal or Interest	0	0
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial Instruments, Owned, State and Municipal Government Obligations, at Fair Value	0	0
Foreign Currency Contract, Asset, Fair Value Disclosure	0	0
Assets, Fair Value Disclosure	0	0
Business Combination, Contingent Consideration, Liability	0	0
Liabilities, Fair Value Disclosure	0	0
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial Instruments, Owned, State and Municipal Government Obligations, at Fair Value	123,045	113,871
Foreign Currency Contract, Asset, Fair Value Disclosure	144	222
Assets, Fair Value Disclosure	123,189	114,093
Business Combination, Contingent Consideration, Liability	0	0
Liabilities, Fair Value Disclosure	0	0
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial Instruments, Owned, State and Municipal Government Obligations, at Fair Value	0	0
Foreign Currency Contract, Asset, Fair Value Disclosure	0	0
Assets, Fair Value Disclosure	0	0
Business Combination, Contingent Consideration, Liability	4,668	5,064
Liabilities, Fair Value Disclosure	$ 4,668	$ 5,064

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Accumulated Other Comprehensive Loss (Notes)

3 Months Ended

Mar. 31, 2015

Accumulated Other Comprehensive Loss [Abstract]

Comprehensive Income (Loss) Note [Text Block]

Accumulated Other Comprehensive Loss

Comprehensive income includes net income, foreign currency translation adjustments, and net unrealized gains and losses on available-for-sale investments. See the Consolidated Statements of Comprehensive Income for the effect of the components of comprehensive income to our net income.

The components of accumulated other comprehensive loss, net of tax, are as follows:

	Foreign currency translation adjustments			Net unrealized losses on available-for-sale investments			Accumulated other comprehensive loss
Beginning Balance, December 31, 2014	$	2,685		$	(33	)	$	2,652
Net current period other comprehensive loss	(447		)	1			(446		)
Reclassifications	—			—			—
Ending balance, March 31, 2015	$	2,238		$	(32	)	$	2,206