Rosetta Stone Inc., a provider of technology-based language learning solutions, Wednesday revealed the initial public offering, or IPO, of 6.25 million shares for a price between $15.00 and $17.00 per share. The company added that its common stock has been approved for listing on the New York Stock Exchange under the symbol 'RST.'
In a regulatory filing, Rosetta said it is offering 3.125 million shares of its common stock and the selling stockholders are offering another 3.125 million shares of common stock. Total common stock to be outstanding after this offering will be 20,314,531 shares.
Entities affiliated with ABS Capital Partners own 44.0% and Norwest Equity Partners entities own 28.7% of the Arlington, Virginia-based company that provides education solutions using audio practice tools, software as well as online services. The company's solutions are particularly targeted at travelers and multinational employees.
Morgan Stanley, William Blair & Co, Jefferies & Co, Piper Jaffray & Co and Robert Baird & Co are underwriting the IPO. The selling stockholders have granted the underwriters the right to purchase up to an additional 937,500 shares of common stock to cover over-allotments.
The primary purposes of the offering include raising additional capital, creating a public market for the common stock as well as allowing the company easier and quicker access to the public markets if it needs more capital in the future.
The company expects to receive net proceeds of nearly $43.0 million, based on the assumed IPO price of $16.00 per share. A $1.00 increase or decrease in the assumed IPO price of $16.00 per share would increase or decrease the net proceeds from the offering by about $2.9 million.
About $9.9 million of the proceeds from the offering are intended to be used to repay the outstanding balance under the company's credit facility to Wells Fargo, which has a maturity date of January 15, 2011. Nearly $7.0 million are expected to be used to satisfy the tax obligations of 10 of the company's key employees. The remaining proceeds will be used for working capital and other general corporate purposes, which may include the acquisition of other businesses.
The company said in a regulatory filing in September 2008 that it planned an IPO of as much as $115 million in common stock. At that time, the proceeds were intended to be used for repaying the outstanding balance under credit facilities and also for working capital and other general corporate purposes. However, the IPO market was very dry at that time.
For the year ended December 31, 2008, the company's net income attributable to common stockholders increased to $13.89 million or $0.82 per share from $2.50 million or $0.15 per share for the same period in 2007. The company's total revenue for 2008 was $209.38 million, an increase from $137.32 million reported in 2007.
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