Note: Included in GAAP and non-GAAP net (loss) income was approximately $4.8 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 $0.07 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 June 30, 2016:
				Operating Expenses				Income Tax Provision				Net Income
Per-GAAP												$	5,752
Earnings per share (Per-GAAP)
Diluted												$	0.12
Adjustments to reconcile net income to non-GAAP net income:
M&A Activities
Pericom													2,564
Transaction costs				(185	)			65
Retention costs				397				(139	)
Amortization of acquisition-related intangible assets				3,302				(594	)
Employee award costs				(404	)			122
Others													1,451
Amortization of acquisition-related intangible assets				1,830				(379	)
Non-GAAP												$	9,767
Diluted shares used in computing earnings per share													49,500
Non-GAAP earnings per share
Diluted												$	0.20

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