Business Combination (Tables)

12 Months Ended

Dec. 31, 2016

Schedule of Business Acquisitions, by Acquisition

The table below sets forth the estimated purchase price and related costs for Pericom:

Cash consideration for shares outstanding	$	391,123
Cash consideration for vested stock awards, including taxes of $88		7,371
Value of Diodes stock to be issued in exchange for unvested Pericom employee stock awards.		4,680
Total purchase price	$	403,174

Schedule of Purchase Price Allocation

The table below sets forth the preliminary fair values, adjustment and final values assigned to the assets and liabilities acquired in the Pericom acquisition. The preliminary purchase price allocation was used to prepare pro forma adjustments in the pro forma condensed combined balance sheet and statements of earnings. U.S. GAAP permits companies to complete the final determination of the fair values of assets and liabilities up to one year from the acquisition date. The size and breadth of the Pericom acquisition necessitated the use of this one year measurement period to adequately analyze and assess a number of the factors used in establishing the asset and liability fair values as of the acquisition date. The final accounting for the Pericom acquisition resulted in changes in the line items shown under the “Measurement Period Adjustment” column in the table below.


	Preliminary November 24, 2015		Measurement Period Adjustments			Adjusted November 24, 2015
Assets acquired:
Cash and cash equivalents	$	48,806	$	-		$	48,806
Short-term investments		72,537		-			72,537
Accounts receivable		22,740		-			22,740
Inventory		22,488		-			22,488
Prepaid expenses and other current assets		5,793		(1,622	)		4,171
Fixed assets		72,210		-			72,210
Intangible assets		156,700		-			156,700
Goodwill		54,304		2,741			57,045
Other long-term assets		16,069		-			16,069
Total assets acquired	$	471,647	$	1,119		$	472,766

Liabilities assumed:
Accounts payable	$	16,925	$	-		$	16,925
Accrued liabilities and other		8,818		695			9,513
Income tax payable		1,498		333			1,831
Deferred tax liability		29,077		91			29,168
Other liabilities		12,155		-			12,155
Total liabilities assumed		68,473		1,119			69,592
Total net assets acquired	$	403,174	$	-		$	403,174
Total net assets acquired, net of cash acquired	$	354,368	$	-		$	354,368

Business Acquisition, Pro Forma Information

The table below sets for the unaudited pro forma consolidated results of operations for the years ended December 31, 2015 and December 31, 2014 as if the acquisition of Pericom had occurred at January 1, 2014:

	Twelve Months Ended		Twelve Months Ended
	December 31, 2015		December 31, 2014
Net revenues	$	960,019	$	1,020,585
Net income attributable to common stockholders	$	40,180	$	52,934
Earnings per share—Basic	$	0.82	$	1.10
Earnings per share—Diluted	$	0.80	$	1.07