Exhibit 99.6

PHOTRONICS, INC. AND SUBSIDIARIES

Non-GAAP Financial Measure

Reconciliation of GAAP Net Income to Non-GAAP EBITDA

(in thousands)

(Unaudited)

	Three Months Ended					Six Months Ended
	May 1, 2016			May 3, 2015		May 1, 2016		May 3, 2015
GAAP Net Income (a)	$	14,153		$	12,156	$	37,653	$	19,298
Add: interest expense		964			1,233		2,138		2,603
Add (less): income tax expense (benefit)		(2,326	)		1,252		1,374		4,386
Add: depreciation and amortization		20,073			19,293		40,530		39,900
Add: special items (b)		976			912		1,873		2,738
Non-GAAP EBITDA	$	33,840		$	34,846	$	83,568	$	68,925

(a) Includes net income attributable to noncontrolling interests, and in the six months ended May 1, 2016 includes gain on sale of investment in a foreign entity

(b) Special items consist of stock compensation expense, and in the six months ended May 3, 2015 includes financing expenses in connection with the exchange of $57.5 million of 3.25% convertible senior notes