PHOTRONICS, INC. AND SUBSIDIARIES
Non-GAAP Financial Measure
Reconciliation of GAAP Net income to Non-GAAP EBITDA
(in thousands)
(Unaudited)

	Three Months Ended
	February 1,		February 2,
	2015		2014
GAAP Net income (a)	$	7,142	$	2,041
Add: interest expense		1,370		1,984
Add: income tax expense		3,134		2,716
Add: depreciation and amortization		20,607		17,422
Add: special items (b)		1,826		1,542
Non-GAAP EBITDA	$	34,079	$	25,705

(a)	Includes net income attributable to noncontrolling interests.
(b)	Special items consist of stock compensation expense, and in 2015 finance expenses in connection with the exchange of $57.5 million 3.25% convertible senior notes, and in 2014 transaction expenses in connection with the acquisition of DNP Photomask Technology Taiwan, Co., Ltd., a wholly-owned subsidiary of Dai Nippon Printing Co., Ltd.