The tables above reconcile GAAP to non-GAAP measures of gross margin, operating expenses, operating income, net income attributable to Micron, diluted shares, diluted earnings per share, adjusted free cash flow, and net cash. The non-GAAP adjustments above may or may not be infrequent or nonrecurring in nature, but are a result of periodic or non-core operating activities. We believe this non-GAAP information is helpful in understanding trends and in analyzing our operating results and earnings. We are providing this information to investors to assist in performing analysis of our operating results. When evaluating performance and making decisions on how to allocate our resources, management uses this non-GAAP information and believes investors should have access to similar data when making their investment decisions. We believe these non-GAAP financial measures increase transparency by providing investors with useful supplemental information about the financial performance of our business, enabling enhanced comparison of our operating results between periods and with peer companies. The presentation of these adjusted amounts varies from numbers presented in accordance with U.S. GAAP and therefore may not be comparable to amounts reported by other companies. Our management excludes the following items in analyzing our operating results and understanding trends in our earnings:

• Stock-based compensation;
• Flow-through of business acquisition-related inventory adjustments;
• Acquisition-related costs;
• Start-up and preproduction costs;
• Employee severance;
• Restructure and asset impairments;
• Amortization of debt discount and other costs, including the accretion of non-cash interest expense associated with our convertible debt and MMJ creditor debt;
• Gains and losses from debt repurchases and conversions;
• Gains and losses from business acquisition activities;
• Impact of U.S. income tax reform for the one-time transition tax, release of U.S. valuation allowance, and remeasurement of net deferred taxes reflecting lower U.S. corporate tax rates; and
• The estimated tax effects of above, non-cash changes in net deferred income taxes, and assessments of tax exposures.

Our outstanding capped call transactions are anti-dilutive in GAAP earnings per share but are expected to mitigate the dilutive effect of our convertible notes. In periods with non-GAAP income attributable to Micron, non-GAAP diluted shares include the impact of capped calls based on the average share price for the period the capped calls are outstanding. Non-GAAP diluted shares are also adjusted for the impact of additional shares resulting from the exclusion of stock-based compensation from non-GAAP income.

MICRON TECHNOLOGY, INC.
RECONCILIATION OF GAAP TO NON-GAAP OUTLOOK
(In millions, except per share amounts)

		GAAP Outlook		Adjustments						Non-GAAP Outlook
Revenue		$4.6 billion - $5.2 billion		—						$4.6 billion - $5.2 billion
Gross margin		30% ± 1.5%		1%				A		31% ±1.5%
Operating expenses		$891 million ± $25 million		$66 million				B		$825 million ± $25 million
Interest (income) expense, net		$38 million		$3 million				C		$35 million
Diluted earnings per share (1)		$0.41 ± $0.15		$0.14				A, B, C, D		$0.55 ± $0.15

Non-GAAP Adjustments
A	Stock-based compensation – cost of goods sold						$	41
A	Other – cost of goods sold						7
B	Stock-based compensation – sales, general, and administrative						26
B	Stock-based compensation – research and development						21
B	Other – operating expenses						19
C	Amortization of debt discount and other costs						3
D	Tax effects of the above items and non-cash changes in net deferred income taxes						41
							$	158

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