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As Filed with the Securities and Exchange Commission on August 27, 1998

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As Filed with the Securities and Exchange Commission on August 27, 1998 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 27, 1998 Registration No. 333-60129 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________ AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ________________ MICRON TECHNOLOGY, INC. (Exact name of registrant as specified in its charter) 3674 (Primary standard industrial classification code number) DELAWARE 75-1618004 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 8000 SOUTH FEDERAL WAY WILBUR G. STOVER, JR. P.O. BOX 6 VICE PRESIDENT OF FINANCE AND BOISE, IDAHO 83707-0006 CHIEF FINANCIAL OFFICER (208) 368-4000 MICRON TECHNOLOGY, INC. (Address, including zip code, 8000 SOUTH FEDERAL WAY and telephone number, including BOISE, IDAHO 83707-0006 area code, of registrant's principal (208) 368-4000 executive offices) (Name, address, including zip code, and telephone number, including area code, of agent for service) ________________ Copies to: P. CHRISTIAN ANDERSON SUSAN DUNN DAVID G. ANGERBAUER DAVID HEALY Holland & Hart LLP FENWICK & WEST LLP Suite 500 TWO PALO ALTO SQUARE 215 SOUTH STATE STREET PALO ALTO, CALIFORNIA 94306 SALT LAKE CITY, UTAH 84111-2346 (650) 494-0600 (801) 595-7800 Approximate date of commencement of proposed sale of the securities to the public: As soon as practicable after this Registration Statement becomes effective and the satisfaction or waiver of certain other conditions under the Agreement and Plan of Reorganization described herein. If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. [_] If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.[_] ___________ If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.[_] ___________ ================================================================================ THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF THE SECURITIES ACT OF 1933 OR UNTIL THIS REGISTRATION STATEMENT SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SECTION 8(A), MAY DETERMINE. =============================================================================== RENDITION, INC. 999 EAST ARQUES AVENUE SUNNYVALE, CALIFORNIA 94086 August 27, 1998 Dear Shareholder: You are cordially invited to attend the Special Meeting of Shareholders (the "Rendition Special Meeting") of Rendition, Inc., a California corporation ("Rendition"), to be held on September 10, 1998 at 9:00 a.m., Pacific Daylight Savings Time, at the principal executive offices of Rendition located at 999 East Arques Avenue, Sunnyvale, California 94086. Enclosed are a document entitled Notice of Special Meeting of Shareholders, a document entitled Proxy Statement/Prospectus containing information about the matters to be acted upon, and a proxy card. At the Rendition Special Meeting, you will be asked to consider and vote upon the approval and adoption of (i) the Agreement and Plan of Reorganization, dated as of June 22, 1998 (the "Reorganization Agreement"), between Rendition and Micron Technology, Inc., a Delaware corporation ("Micron"), and (ii) the Merger (as defined below). A copy of the Reorganization Agreement appears as Appendix A to the accompanying Proxy Statement/Prospectus. Pursuant to the Reorganization Agreement, Rendition will be merged with and into Micron (the "Merger"), in a merger in which Micron will be the surviving corporation. At that time, each outstanding share of Rendition Common Stock (other than dissenting shares) will be converted into that number of shares of Micron Common Stock equal to a fraction (the "Conversion Ratio"), the numerator of which is 3,676,471 and the denominator of which is the sum of (i) the number of shares of Rendition Common Stock outstanding immediately prior to the effective time of the Merger, excluding shares of Rendition Common Stock as to which Rendition has a right of repurchase at cost, plus (ii) the number of shares of Rendition Common Stock issuable (as determined immediately prior to the effective time of the Merger) upon (A) the conversion of all outstanding shares of Rendition Preferred Stock (each share of which is currently convertible into one share of Rendition Common Stock), (B) the exercise of all outstanding vested options to purchase Rendition Common Stock, and (C) the conversion to Rendition Common Stock of all Rendition Preferred Stock issuable upon exercise of all warrants to purchase shares of Rendition Preferred Stock. Based upon the capitalization of Rendition on July 31, 1998, it is currently anticipated that each share of Rendition Common Stock and each share of Rendition Preferred Stock (other than dissenting shares) will convert into .1827510 shares of Micron Common Stock. Holders of Rendition Common Stock and Rendition Preferred Stock will receive cash in lieu of any fractional shares of Micron Common Stock to which such holders would have been entitled. Each outstanding option to purchase Rendition Common Stock will be converted into an option to purchase the number of shares of Micron Common Stock determined by multiplying the number of shares of Rendition Common Stock subject to the option by the Conversion Ratio, rounded down to the next lowest whole number of shares, at an exercise price equal to the exercise price of such option at the time of the Merger divided by the Conversion Ratio, rounded up to the next highest cent. It is a condition to Micron's obligation to effect the Merger that all warrants for Rendition Preferred Stock be either exercised or terminated prior to the Merger. If the requisite approval of the shareholders of Rendition is received, the Merger is expected to be consummated on or about September 11, 1998. It is anticipated that holders of a majority of shares of Rendition Series A Preferred Stock and Rendition Series B Preferred Stock, and holders of a majority of Rendition Series C Preferred Stock, will convert all then outstanding shares of Rendition Series A Preferred Stock, Rendition Series B Preferred Stock and Rendition Series C Preferred Stock into shares of Rendition Common Stock immediately prior to the effective time of the Merger. This conversion, if it occurs, will not change the aggregate number of shares of Micron Common Stock to be issued in the Merger, nor the number of shares of Micron Common Stock to be issued to each Rendition shareholder in the Merger. Based on the closing price of Micron Common Stock of $32-1/4 per share on August 20, 1998 (the latest practicable date before the printing of this Proxy Statement/Prospectus), and assuming the exercise of all warrants to purchase shares of Rendition Preferred Stock prior to the closing of the Merger and no dissenting shareholders, the aggregate value of the shares of Micron Common Stock expected to be issued in the Merger to holders of outstanding shares of Rendition Preferred Stock and Rendition Common Stock is approximately $118,709,000, and the aggregate value of the shares of Micron Common Stock to be reserved for issuance upon exercise of options for Rendition Common Stock that are assumed or replaced by Micron in the Merger is approximately $17,291,000. The Reorganization Agreement includes representations, warranties and covenants of Rendition. Pursuant to the Reorganization Agreement, the Indemnity and Escrow Agreement to be entered into by Micron, a representative on behalf of all Rendition shareholders, the escrow agent, and affiliates and certain principal shareholders of Rendition (such affiliates and principal shareholders to be referred to hereinafter collectively as the "Principal Rendition Shareholders") provides, among other things, that ten percent (10%) of the Micron Common Stock received by all Rendition shareholders in the Merger will be held in escrow to secure indemnification obligations under the Reorganization Agreement in connection with breaches of such representations, warranties and covenants. In addition, the Principal Rendition Shareholders will be liable for indemnification obligations up to an additional amount equal to an aggregate amount of five percent (5%) of the total value of the Micron Common Stock received by Rendition shareholders in the Merger. The indemnification obligations will expire one year following the effective date of the Merger, and at that time any shares remaining in the escrow will be released to the Rendition shareholders. After the Merger, the executive officers and directors of Micron will continue as the executive officers and directors of the surviving corporation. John Zucker, the current Chief Executive Officer of Rendition, will become an officer of Micron. THE RENDITION BOARD HAS UNANIMOUSLY DETERMINED THAT THE MERGER
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