Note: Included in GAAP and non-GAAP adjusted net income was approximately $2.7 million, net of tax, non-cash share-based compensation expense. Excluding share-based compensation expense, both GAAP and non-GAAP adjusted diluted earnings per share would have improved by $0.05 per share.

DIODES INCORPORATED AND SUBSIDIARIES
CONSOLIDATED RECONCILIATION OF NET INCOME TO ADJUSTED NET INCOME – Cont.
(in thousands, except per share data)
(unaudited)
For the three months ended September 30, 2014:
				Operating Expenses			Income Tax Provision			Net Income
Per-GAAP										$ 19,427
Earnings per share (Per-GAAP)
Diluted										$ 0.40
Adjustments to reconcile net income to adjusted net income:
Retention costs				214			(32)			182
Gain on sale of assets										-
Amortization of acquisition related intangible assets				1,987			(409)			1,578
Adjusted (Non-GAAP)										$ 21,187
Diluted shares used in computing earnings per share										48,736
Adjusted earnings per share (Non-GAAP)
Diluted										$ 0.43

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