Note: Included in GAAP and non-GAAP net (loss) income was approximately $0.8 million, net of tax, non-cash share-based compensation expense. Excluding share-based compensation expense, both GAAP and non-GAAP diluted earnings per share would have improved by $0.02 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 December 31, 2015:
				COGS		Operating Expenses		Income Tax Provision			Net (Loss) Income
Per-GAAP											$	(4,773	)
Loss per share (Per-GAAP)											$	(0.10	)
Adjustments to reconcile net income to Non-GAAP net income:
M&A Activities
	Pericom											9,610
		Inventory adjustment		3,060				(153	)
		Transaction costs				332		(116	)
		Retention costs				132		(46	)
		Amortization of acquisition related intangible assets				1,101		(198	)
		Employee award costs		253		7,613		(2,368	)
	Others											1,478
		Amortization of acquisition related intangible assets				1,866		(388	)
Severance						645		(226	)			419
Non-GAAP											$	6,734
Diluted shares used in computing earnings per share												49,518
Non-GAAP earnings per share
Diluted											$	0.14

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