We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Rosetta Stone Inc. (“RST” or the “Company”) (NYSE: RST) in connection with the proposed acquisition of the Company by Cambium Learning Group (“Cambium”).  Under the terms of the acquisition agreement, which is structured as a tender offer, the Company’s shareholders will receive $30.00 in cash for each share of RST common stock that they own.

WeissLaw is investigating whether RST’s board was truly independent and fully informed as to the valuation of the proposed acquisition of the Company, whether the board acted to maximize shareholder value prior to entering into the acquisition agreement, and whether all information regarding the valuation of the deal will be fully and fairly disclosed to RST shareholders.  Notably, it appears that the Company’s leadership team may have secured positions for themselves upon completion of the proposed transaction.  This calls into doubt whether the negotiation with respect to this transaction was truly arm’s length.\n\nWeissLaw LLP has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties.  We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases.  If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at stockinfo@weisslawllp.com