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Case Status:    ONGOING    
On or around 09/24/2020 (Date of last review)

Filing Date: September 24, 2020

According to the Complaint, Rosetta Stone's language division uses advanced digital technology to help all types of learners read, write, and speak more than thirty languages. Lexia Learning, the Company’s literacy education division, is a leader in the literacy education space. Lexia Learning helps students build fundamental reading skills through its instruction and assessment programs.

This action stems from a proposed transaction announced on August 31, 2020, pursuant to which Rosetta Stone Inc. will be acquired by affiliates of Cambium Learning Group, Inc.

On August 29, 2020, Rosetta Stone’s Board of Directors caused the Company to enter into an agreement and plan of merger with Cambium Holding Corp. (“Parent”) and Empower Merger Sub Inc. (“Merger Sub,” and together with Parent, “Cambium”). Pursuant to the terms of the Merger Agreement, Merger Sub commenced a tender offer to purchase all of Rosetta Stone’s outstanding common stock for $30.00 in cash per share. The Tender Offer is set to expire on October 13, 2020.

On September 15, 2020, Defendants filed a Solicitation/Recommendation Statement with the United States Securities and Exchange Commission in connection with the Proposed Transaction. The Complaint alleges that the Solicitation Statement omits material information with respect to the Proposed Transaction, which renders the Solicitation Statement false and misleading.


Sector: Technology
Industry: Software & Programming
Headquarters: United States


Ticker Symbol: RST
Company Market: New York SE
Market Status: Public (Listed)

About the Company & Securities Data

"Company" information provides the industry and sector classification and headquarters state for the primary company-defendant in the litigation. In general, "Securities" information provides the ticker symbol, market, and market status for the underlying securities at issue in the litigation.

In most cases, the primary company-defendant actually issued the securities that are the subject of the litigation, and the securities information and company information relate to the same entity. In a small subset of cases, however, the primary company-defendant is not the issuer (for example, cases against third party brokers/dealers), and the securities information and company information do not relate to the same entity.
COURT: D. Delaware
DOCKET #: 20-CV-01288
JUDGE: Hon. Richard G. Andrews
DATE FILED: 09/24/2020
CLASS PERIOD END: 09/24/2020
  1. Rigrodsky & Long, P.A. (Wilmington)
  2. RM Law, P.C. (Berwyn)
No Document Title Filing Date
—Reference Complaint Complaint Related Data is not available
—Related District Court Filings Data is not available