As filed with the Securities and Exchange Commission on December 15, 2010

Registration No. 333-144882

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Post-Effective Amendment No. 1

to

FORM S-8

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

 

MICROTUNE, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		75-2883117
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
2201 10th Street, Plano, Texas		75074
(Address of Principal Executive Offices)		(Zip Code)

 

 

Microtune, Inc. 2000 Director Option Plan (As Amended and Restated)

Microtune, Inc. Amended and Restated 2000 Employee Stock Purchase Plan

(Full title of the plan)

 

 

Karl Schneider

1390 Kifer Road

Sunnyvale, California 94086

(Name and address of agent for service)

(408) 523-6500

(Telephone number, including area code, of agent for service)

 

 

Copies to:

Timothy Curry, Esq.

Jones Day

1755 Embarcadero Road

Palo Alto, California 94303

(650) 739-3939

 

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

 

Large accelerated filer		¨		Accelerated filer		x
Non-accelerated filer		¨  (Do not check if a smaller reporting company)		Smaller reporting company		¨

 

 

 

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DEREGISTRATION OF SECURITIES

This Post-Effective Amendment relates to the Registration Statement on Form S-8 (File No. 333-144882) (the “Registration Statement”) registering 100,000 shares of common stock, $0.001 par value per share (the “Common Stock”), of Microtune, Inc. (the “Company”) for issuance under Microtune, Inc. 2000 Director Option Plan (as amended and restated) and 350,000 shares of Common Stock to be issued pursuant to the Microtune, Inc. Amended and Restated 2000 Employee Stock Purchase Plan.

On November 30, 2010, pursuant to an Agreement and Plan of Merger, dated as of September 7, 2010, by and among Zoran Corporation (“Zoran”), Maple Acquisition Corp., (“Merger Sub”), a wholly-owned subsidiary of Zoran, and the Company, Merger Sub merged with and into the Company, with the Company surviving as a wholly-owned subsidiary of Zoran.

As a result of the merger, the Company has terminated any offering of the Company’s securities pursuant to the Registration Statement. In accordance with an undertaking made by the Company in Part II of the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities that had been registered for issuance that remain unsold at the termination of the offering, the Company hereby removes from registration all such securities of the Company registered but unsold under the Registration Statement, if any.

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Sunnyvale, State of California, on December 15, 2010.

 

 

Signature		Title		Date
/S/    KARL SCHNEIDER         Karl Schneider		President, Treasurer and Director (Principal Executive Officer, Principal Accounting Officer and Principal Financial Officer)		December 15, 2010
/S/    CHRIS DENTEN         Chris Denten		Vice President, General Counsel, Secretary and Director		December 15, 2010