Note: Included in GAAP and non-GAAP adjusted net income was approximately $3.0 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 $0.06 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 six months ended June 30, 2017:
				Operating Expenses			Income Tax Provision				Net Income
Per-GAAP											$	14,396
Earnings per share (Per-GAAP)
Diluted											$	0.29
Adjustments to reconcile net income to non-GAAP net income:
M&A
Pericom												5,222
Retention costs				353			(124	)
Amortization of acquisition-related intangible assets				6,089			(1,096	)
Others												2,614
Amortization of acquisition-related intangible assets				3,315			(701	)
KFAB - Restructuring				4,069			(1,424	)				2,645
Non-GAAP											$	24,877
Diluted shares used in computing earnings per share												49,807
Non-GAAP earnings per share
Diluted											$	0.50

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