Note: Included in GAAP and non-GAAP adjusted net income was approximately $2.4 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 March 31, 2014:
				Operating Expenses			Income Tax Provision				Net Income
Per-GAAP											$	10,202
Earnings per share (Per-GAAP)
Diluted											$	0.21
Adjustments to reconcile net income to adjusted net income:
Retention costs				690			(104	)				586
Amortization of acquisition related intangible assets				1,981			(416	)				1,565
Adjusted (Non-GAAP)											$	12,353
Diluted shares used in computing earnings per share												47,996
Adjusted earnings per share (Non-GAAP)
Diluted											$	0.26

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