EXHIBIT A

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IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
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In re
Chapter 15
Elpida Memory, Inc.,
Case No. 12-10947 (CSS)
Debtor in a Foreign Proceeding.
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THE STEERING COMMITTEE OF THE AD HOC GROUP OF BONDHOLDERS OF
ELPIDA MEMORY, INC.'S FIRST REQUEST FOR THE PRODUCTION OF
DOCUMENTS TO ELPIDA MEMORY, INC. PURSUANT TO BANKRUPTCY RULES
7026 AND 7034 CONCERNING MICRON LICENSE MOTION
Pursuant to Rules 26 and 34 ofthe Federal Rules of Civil Procedure (the "Federal
Rules"), as made applicable herein by Rules 7026, 7034 and 9014 of the Federal Rules of
Bankruptcy Procedure (the "Bankruptcy Rules"), the Steering Committee ofthe Ad Hoc Group
of Bondholders (the "Bondholders") ofElpida Memory, Inc. hereby requests that Elpida (defined
below) produce documents responsive to the following requests by 10:00 a.m. on October 5,
2012 at the offices of White & Case LLP, 1155 Avenue ofthe Americas, New York, New York
10036, Attn: Lydia Lin.
DEFINITIONS
1. "And" and "or" shall be construed either disjunctively or conjunctively as
necessary to bring within the scope of the discovery request all responses that might otherwise be
construed to be outside of its scope.
2. "Any," "all" and "each" shall be construed broadly, and shall mean each, any and
all as necessary to bring within the scope of the discovery request all responses that might
otherwise be construed to be outside of its scope.
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3. "Chapter 15 Case" shall mean the above-captioned chapter 15 case of Elpida
under the U.S. Bankruptcy Code pending before the Delaware Bankruptcy Court.
4. "Communication" shall mean the transmittal of information (in the form of facts,
ideas, inquiries or otherwise) including, without limitation, all discussions, dialogues,
conversations, interviews, negotiations, cablegrams, mailgrams, telegrams, telexes, cables,
correspondence, facsimiles, electronic mail, or other forms of written or verbal interchange,
however transmitted, including, without limitation, reports, notes, memoranda, lists, agenda,
proposals, opinions and other documents and records of communication.
5. "Concerning," "referencing," "in connection with," "relating to," and "referring
to" shall be construed to mean, without limitation, relating to, referring to, describing,
evidencing, constituting, discussing, supporting, pertaining to, containing, analyzing, evaluating,
studying, recording, showing, memorializing, reporting on, commenting on, mentioning,
reviewed in conjunction with, setting forth, contradicting, refuting, considering or
recommending, in whole or in part.
6. "Delaware Bankruptcy Court" shall mean the United States Bankruptcy Court for
the District of Delaware.
7. "Document" shall be construed to have the broadest meaning permitted under the
Federal Rules and the Bankruptcy Rules, and shall include, without limitation, all originals,
copies (if the originals are not available), non-identical copies (whether different from the
original because of underlining, editing marks, notes made on or attached to such copy or
otherwise) and drafts, whether printed or recorded through a sound, video or other electronic,
magnetic or digital recording system, or reproduced by hand, including, without limitation,
letters, correspondence, telegrams, telexes, memoranda, records, summaries of personal
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conversations or interviews, minutes or records or notes of meetings or conferences. note pads,
notebooks, postcards, "Post-It" notes, stenographic notes, notes, notebooks, opinions or reports
of financial advisors or consultants, opinions or reports of experts, projections, financial or
statistical statements or compilations, contracts, agreements, appraisals, analyses, purchase
orders, confirmations, publications, articles, books, pamphlets, circulars, microfilm, microfiche,
reports, studies, logs, surveys, diaries, calendars, appointment books, maps, charts, graphs,
bulletins, photostats, speeches, data sheets, pictures, photographs, illustrations, blueprints, films,
drawings, plans, tape recordings, videotapes, disks, diskettes, data tapes or readable computer-
produced interpretations, or transcriptions thereof, electronically transmitted messages ("e-
mail"), voice-mail messages, interoffice communications, advertising, packaging and
promotional materials or any other writings, papers, and tangible things of whatever description
whatsoever, including, without limitation, any information contained in any computer, even if
not yet printed out.
8. "Elpida" shall mean Elpida Memory, Inc. and its advisors and other
representatives, including its trustees in the Japan Proceeding.
9. "Elpida U.S. Assets" shall mean all property ofElpida's estate within the
territorial jurisdiction of the United States from the Petition Date to the present, including
(without limitation) stock of Elpida USA; accounts receivable from Elpida USA: patents
registered in the United States; license or sublicense or other agreements involving United States
patents, patent applications, or intellectual property rights; bank accounts; and intercompany
accounts.
10. "Elpida USA" shall mean Elpida Memory (USA) Inc.
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11. "Including" shall mean including, without limitation, or in any way qualifying,
limiting or restricting the foregoing.
12. "Intercompany Account" shall mean any account receivable, debit or credit by or
between Elpida and any of its affiliates or subsidiaries.
13. "Japan Proceeding" shall mean the insolvency proceeding ofEipida currently
pending before the Eighth Civil Division of the Tokyo District Court in Japan.
14. "Micron" shall mean Micron Technology, Inc. and its representatives.
15. "Micron License Motion" shall mean the Foreign Representatives' Motion to
Approve Patent License Agreement and Technology Transfer and License Agreement, dated
September 28,2012 [Dkt. No. 165].
16. "Micron License Transaction Documents" shall mean the agreements referenced
in the Micron License Motion and all agreements related thereto.
17. "Person" shall mean any natural person or any business, legal, or governmental
entity or association.
18. "Petition Date" shall mean March 19, 2012.
19. "Rambus" shall mean Rambus Inc. and its representatives.
20. "TDC" shall mean the court presiding over the Japan Proceeding.
21. "U.S. Bankruptcy Code" shall mean title 11 ofthe United States Code.
22. "You" and "Your" shall mean Elpida or Elpida's.
INSTRUCTIONS
1. Pursuant to Bankruptcy Rules 90 14( c) and 7026 and Federal Rule 26( e), these
requests for production shall be deemed continuing in nature so as to require you to file
supplementary responses if you obtain new or different information up to and including the time
of any hearing or trial in the Chapter 15 Case.
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2. You are to produce the original and all non-identical copies, including all drafts,
of each document requested. If you are not able to produce the original of any document, please
produce the best available copy and all non-identical copies, including all drafts of each
document requested.
3. When documents, data, knowledge, or information in your possession are
requested, such request includes the knowledge of your attorneys, accountants, agents,
representatives, experts and any professional employed or retained by you, concerning any ofthe
facts or issues involved in Chapter 15 Case.
4. Each request herein extends to all documents and communications in the
possession, custody or control of you or anyone acting on your behalf. A document is deemed to
be in your possession, custody or control if it is in your physical custody, or if it is in the physical
custody of any other Person and you: (a) own such document in whole or in part; (b) have a
right, by contract, statute or otherwise, to use, inspect, examine or copy such document on any
terms; (c) have an understanding, express or implied, that you may use, inspect, examine, or
copy such document on any terms; or (d) as a practical matter, have been able to use, inspect,
examine, or copy such document when you sought to do so. If any requested document was, but
no longer is, in your control, state the disposition of each such document.
5. In responding to each request, you are to review and search all relevant files of
appropriate entities and individuals.
6. All document requests shall be deemed to include requests for any and all
transmittal sheets, cover letters, enclosures or any other annexes or attachments to the
documents.
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7. Notwithstanding anything else to the contrary herein, each word, term or phrase is
intended to have the broadest meaning permitted under the Federal Rules and the Bankruptcy
Rules.
8. Each request shall be construed conjunctively or disjunctively as necessary to
make the request inclusive rather than exclusive. Any request propounded in the singular shall
also be read as if propounded in the plural and vice versa. Any request propounded in the
present tense shall also be read as if propounded in the past tense and vice versa.
9. Any ambiguity in a discovery request shall be construed to bring within the scope
of the discovery request all responses that otherwise could be construed to be outside of its
scope.
10. The documents responsive to this request shall be produced in such a fashion as to
indicate clearly the (a) identity of the party making such production and (b) the identity of the
file from which the documents were produced, and shall include bates numbers.
11. The documents responsive to this request shall be produced as they have been
kept in the usual course of business or shall be organized and labeled to correspond with the
enumerated categories in this request.
12. If any document is withheld under any claim of privilege or other protection,
including, without limitation, attorney-client privilege and attorney work product, you should
provide the following information with respect to such document:
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(a) the date of the document;
(b) the name of its author(s) or preparer(s) and an identification by
employment and title of each such individual;
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(c) the title and description of the document sufficient to identify it without
revealing the information for which privilege or other protection is
claimed;
(d) the claim of privilege or other protection under which it is withheld; and
(e) a description of the subject matter of the document in sufficient detail to
support your contention that the document is privileged or otherwise
protected.
13. If any document responsive to these requests is known to have existed and cannot
now be located, or has been destroyed or discarded, set forth a complete statement of the
circumstances surrounding such loss or destruction, including:
(a) a description of the document, including the date, a summary of its
contents and the identity ofits author and the individual(s) to whom it was
sent or shown;
(b) the last known custodian;
(c) whether the document is missing or lost or was destroyed or discarded;
(d) the date of loss, destruction or discard;
(e) the manner of destruction or discard;
(f) the reason(s) for destruction or discard;
(g) the individual(s) authorizing or carrying out such destruction or discard;
and
(h) the efforts made to locate lost or misplaced documents.
14. If after exercising due diligence to secure them, you cannot provide some or any
of the requested documents, so state and provide all documents to the extent possible, specifying
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the reason for your inability to produce the remainder of the documents, and stating whatever
information or knowledge you have concerning each document not produced.
15. If any requested document or other document potentially relevant to this case is
subject to destruction under any document retention or destruction program, the document
should be exempted from any scheduled destruction and should not be destroyed until the
conclusion of the Chapter 15 Case unless otherwise permitted by the Court.
16. If an objection is made to any request, state your objection and the ground or
grounds with particularity in your written response. If an objection is made only to part of the
request, identify that part in your written response and state your objection and the grounds.
17. An objection or claim of privilege or other protection directed to part of a request
does not constitute an excuse for failure to respond to the parts of a request for which no
objection or claim of privilege or other protection is made.
18. Documents shall be produced electronically and in the following format:
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(a) E-mails and Electronic Documents Other Than Spreadsheets or Databases:
E-mails shall be produced as single-page TIFF images with accompanying
full text and load file (DA T). Metadata fields included with the load file
shall include BegBates, EndBates, BegAttach, EndAttach, From, To, CC
BCC, Date Sent Time Sent, EMail_ Subject, Author, Title, Custodian,
DateCreated. TimeCreated. EntryiD, FileDescription, Filename, Filesize.
MD5Hash, Attach. DateLastMod, TimeLastMod, PgCount, NativeFile and
OCRPath.
(b) Spreadsheets and Databases: Spreadsheets and databases shall be
produced in native or pdf form.
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(c) Hard Copy Documents: Hard copy documents shall be produced as
single-page TIFF images with accompanying full OCR text and load file
(OAT).
Any TIFF images produced shall consist of (i) single-page, black and
white, 300dpi group IV TIFF images with extension ".tif"' and (ii)
searchable text files, named after the bates number of the document, with
extension ".txt" and compatible with Concordance. Load files shall, to the
extent practicable, contain the corresponding text that is extracted from
the electronic file, not generated as an OCR file from the .tiffimage(s).
TIFF images may not be compressed using JPEG compression. For
instances in which the original file is in color and the color is necessary for
interpretation of the document (charts, pictures, etc.), produce medium
quality JPEG in place of single page tiff file. Metadata shall be provided
in a delimited file with a ".dat" file extension and ASCII 020 and 254
delimiters for column break and text qualifier. The first line shall be the
header with field names, and each subsequent line shall contain the fielded
data for each document. The Bondholders reserve the right to seek
production of any document in its native form after production in TIFF
format, it is determined that a native form production is necessary.
19. Unless otherwise indicated in a particular request, the time period covered by
these requests is from January 1, 2011 to the present date and shall encompass all documents and
information concerning in whole or in part such period, or events or circumstances during such
period, even though dated, prepared, generated or received prior to that date.
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DOCUMENT REQUESTS
1. Documents sufficient to show the identities of all persons involved in the
negotiation, drafting or approval of the Micron License Transaction Documents.
2. Copies of all agreements concerning Elpida U.S. Assets (including with respect to
the transfer of ownership or control, disposition, or imposition of any security interest therein),
including the Micron License Transaction Documents, including agreements reflecting the
"cross-license arrangements" referenced in paragraph 11 of the Micron License Motion.
3. All communications between Elpida and/or Micron and/or Rambus concerning
the Micron License Transaction Documents or the Micron Sponsorship, as referenced in
paragraph 7 ofthe Micron License Motion, including the negotiation thereof, including (a) all
communications concerning any consents provided by Micron to Elpida, including as referenced
in paragraph 7 of the Motion; and (b) all communications concerning the negotiations referenced
in paragraph 8 of the Motion.
4. All communications with Micron concerning the Micron License Motion or the
Delaware Bankruptcy Court.
5. Documents sufficient to show how "certain patents" were selected to be licensed
to Micron, as referenced in paragraph 6 of the Micron License Motion, and the value of each
such patent and any licenses to each such patent.
6. All documents concerning the consideration received or to be received by Elpida
in connection with the Micron License Transaction Documents, including (a) the "benefits from
the Rambus Patent Sale'' referenced in paragraph 9 of the Micron License Motion, including the
"liquidity to be paid to Elpida" referenced in paragraph 27 of the Motion; and (b) the costs
savings referenced in paragraph 10 ofthe Micron License Motion, including (i) Micron's
estimates of costs savings, (ii) documents sufficient to show "Elpida's existing arrangements
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resulting from the use ofthis technology" referenced in paragraph 10 ofthe Motion, and (iii) any
Elpida analyses of cost savings.
7. All documents supporting (a) the assertion in paragraph 26 of the Micron License
Motion that "Elpida has a sound business justification for entering into the Patent License
Agreement and the Technology Transfer and License Agreement at this time" and (b) the
assertion in paragraph 22 of the Motion that "Elpida's business operations are not negatively
affected by entering into the Patent License Agreement or the Technology Transfer and License
Agreement," including any board or meeting minutes, presentations, analyses or valuations.
8. Copies of information concerning Elpida U.S. Assets provided to Micron.
9. All documents concerning any alternatives to the Micron License Transaction
Documents considered by Elpida.
10. All documents submitted to the TDC concerning Elpida U.S. Assets or
transactions that may or will have any effect on Elpida U.S. Assets, including all documents
submitted to the TDC in connection with any request for approval of any of the Micron License
Transaction Documents, including the Patent License Agreement referenced in paragraph 6 of
the Micron License Motion.
11. All communications with the TDC and/or the examiner appointed in the Japan
Proceeding concerning Elpida U.S. Assets or transactions that may or will have any effect on
Elpida U.S. Assets, including all communications concerning the Micron License Transaction
Documents.
12. Documents sufficient to show any material transactions or relationships between
Elpida and Micron during the past five years other than the relationship set forth in the Micron
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License Motion (including the Micron Sponsorship as referenced in paragraph 7 of the Micron
License Motion).
13. All communications concerning any agreements, plans or intentions for Micron to
enter into any material transactions or relationships with reorganized Elpida, including any
agreements, plans or intentions for any senior representative of Elpida to be employed or
otherwise retained by Micron.
14. All documents that Elpida intends to introduce at any hearing concerning the
Micron License Patent Motion.
Dated: October 2, 2012
Wilmington, Delaware
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THE STEERING COMMITTEE OF THE
AD HOC BONDHOLDERS
By: -:;;:;v
e M. Schlerf(DE ID No. 3047)
. ohn Bird (DE ID No. 531 0)
OX ROTHSCHILD LLP
919 Market Street, Suite 1600
Wilmington, DE 19801-2323
Telephone: (302) 654-7444
Facsimile: (302) 656-8920
-and-
J. Christopher Shore
John K. Cunningham
WHITE & CASE LLP
1155 Avenue ofthe Americas
New York, NY 10036
(212) 819-8200
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