SUBSIDIARY SHARE REPURCHASE AND TENDER OFFER

6 Months Ended

Apr. 28, 2013

SUBSIDIARY SHARE REPURCHASE AND TENDER OFFER [Abstract]

NOTE 14 - SUBSIDIARY SHARE REPURCHASE AND TENDER OFFER

Since the second quarter of fiscal 2011, the board of directors of PSMC, a subsidiary of the Company based in Taiwan, has authorized several share repurchase programs for PSMC to purchase for retirement shares of its outstanding common stock. The last of these repurchase programs concluded in the first quarter of fiscal 2013. During the six month period ended April 28, 2013, PSMC purchased 9.2 million shares at a cost of $4.2 million. PSMC did not purchase any shares during the three month period ended April 28, 2013. PSMC purchased 15.7 million shares at a cost of $6.7 million and 18.0 million shares at a cost of $7.6 million during the three and six month periods ended April 29, 2012, respectively. These repurchase programs increased the Company's ownership in PSMC to 66.81% at April 29, 2012, 72.09% at October 28, 2012, and 75.11% at January 27, 2013.

In April 2013 PSMC obtained approval from Taiwan's GreTai Securities Market ("GTSM") to delist its stock from the GTSM. On April 30, 2013, the Company commenced a tender offer, which is expected to conclude on June 18, 2013, to acquire the outstanding shares of PSMC that it does not currently own at NTD16.30 per share. The Company expects, upon completion of the tender offer, to acquire the tendered shares at an estimated cost of up to approximately $30 million, should substantially all of the remaining outstanding shares be tendered.

The table below presents the effect of the change in the Company's ownership interest in PSMC on the Company's equity for the three and six month periods ended April 28, 2013 (9.2 million shares of common stock of PSMC repurchased) and April 29, 2012 (15.7 million shares and 18.0 million of PSMC stock repurchased, respectively). There were no shares of common stock of PSMC repurchased during the three month period ended April 28, 2013.

	Three Months Ended					Six Months Ended
	April 28, 2013		April 29, 2012			April 28, 2013			April 29, 2012

Net income attributable to Photronics, Inc. shareholders	$	4,863	$	8,818		$	7,187		$	13,086

Increase in Photronics, Inc.'s additional paid-in capital		-		866			579			1,017

Decrease in accumulated other comprehensive income		-		(32	)		(27	)		(35	)
Change from net income attributable to Photronics, Inc. shareholders and transfer from noncontrolling interest	$	4,863	$	9,652		$	7,739		$	14,068

- Definition

The entire disclosure for noncontrolling interest in consolidated subsidiaries, which could include the name of the subsidiary, the ownership percentage held by the parent, the ownership percentage held by the noncontrolling owners, the amount of the noncontrolling interest, the location of this amount on the balance sheet (when not reported separately), an explanation of the increase or decrease in the amount of the noncontrolling interest, the noncontrolling interest share of the net Income or Loss of the subsidiary, the location of this amount on the income statement (when not reported separately), the nature of the noncontrolling interest such as background information and terms, the amount of the noncontrolling interest represented by preferred stock, a description of the preferred stock, and the dividend requirements of the preferred stock.

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