Rosetta Stone Announces Pricing of Secondary Common Stock Offering

  Rosetta Stone Announces Pricing of Secondary Common Stock Offering

  ABS Capital Partners and Norwest Equity PartnersOffering 3,490,000 Shares

Business Wire

ARLINGTON, Va. -- June 6, 2013

Rosetta Stone Inc. (NYSE:RST), a leading provider of technology-based
language-learning solutions (“Rosetta Stone”), today announced the pricing of
its previously announced public offering of shares of common stock. An
aggregate of 3,500,000 shares are being offered at a price to the public of
$16.00 per share. Of the 3,500,000 shares of common stock being offered, the
selling stockholders, ABS Capital Partners IV Trust and Norwest Equity
Partners VIII, LP, are offering 3,490,000 shares of common stock and Rosetta
Stone is offering 10,000 shares. The selling stockholders also granted the
underwriters a 30-day option to purchase up to 525,000 additional shares of
common stock. The shares will be sold pursuant to an effective shelf
registration statement on Form S-3 that was previously filed with the
Securities and Exchange Commission. The offering is expected to close on June
11, 2013, subject to customary closing conditions.

Rosetta Stone intends to use the net proceeds from the offering of its 10,000
shares to pay for the fees and expenses of the company incurred in connection
with the offering. Rosetta Stone will not receive any proceeds from the sale
of the shares of common stock offered by the selling stockholders.

Robert W. Baird & Co. Incorporated and William Blair & Company, L.L.C. are
joint book-running managers for the offering.

The offering may be made only by means of a prospectus supplement and the
accompanying prospectus, copies of which may be obtained by sending a request
to: Robert W. Baird & Co. Incorporated, 777 East Wisconsin Avenue, 28th Floor,
Milwaukee, Wisconsin 53202-5391, or by calling toll-free 1-800-792-2473; or to
William Blair & Company, L.L.C., Attention: Prospectus Department, 222 West
Adams Street, Chicago, Illinois 60606, or by calling toll-free 1-800-621-0687.
Electronic copies of the prospectus and the prospectus supplement are
available on the Securities and Exchange Commission’s website at

This news release does not constitute an offer to sell or a solicitation of an
offer to buy the securities described herein, nor shall there be any sales of
the securities in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction.

About Rosetta Stone

Rosetta Stone Inc. provides cutting-edge interactive technology that is
changing the way the world learns languages. The company’s proprietary
learning techniques—acclaimed for their power to unlock the natural
language-learning ability in everyone—are used by schools, businesses,
government organizations and millions of individuals around the world. Rosetta
Stone offers courses in 30 languages, from the most commonly spoken (like
English, Spanish and Mandarin) to the less prominent (including Swahili,
Swedish and Tagalog). The company was founded in 1992 on the core beliefs that
learning to speak a language should be a natural and instinctive process, and
that interactive technology can activate the language immersion method
powerfully for learners of any age. Rosetta Stone is based in Arlington, VA,
and has offices in Harrisonburg, VA, Boulder, CO, Austin, TX, San Francisco,
CA, Seattle, WA, Tokyo, Seoul, London, Dubai and Sao Paulo.

“Rosetta Stone” is a registered trademark or trademark of Rosetta Stone Ltd.
in the United States and other countries.


Rosetta Stone Inc.
Investor Contact:
Steve Somers, CFA
Media Contact:
Jonathan Mudd
Press spacebar to pause and continue. Press esc to stop.