THE OFFERING
Ordinary shares offered by us Ordinary shares having an aggregate offering price of up to $5,900,000.
Ordinary shares to be outstanding
after this offering Up to 10,463,088 shares, assuming the
sale of 1,365,740 ordinary
shares in this offering at an offering
price of $4.32 per share, which was
the last reported sale price of our ordinary shares on The NASDAQ
Capital Market on March 21, 2013. The actual number of shares issued
will vary depending on the actual sales prices under this offering.
Manner of offering “At-the-market” offering that may be made from time to time through our
sales agent, Cantor Fitzgerald & Co. and/or any other method permitted
by law, including in privately negotiated transactions. See “Plan of
Distribution” on page S-11.
Use of proceeds We intend to use the net proceeds of this offering for our operations and
for other general corporate purposes, including, but not limited to,
repayment or refinancing of indebtedness or other corporate borrowings,
working capital, intellectual property protection and enforcement, capital
expenditures, investments, acquisitions or collaborations, research and
development and product development. See ‘‘Use of Proceeds’’ on page
S-8.
Risk Factors Investing in our securities involves a high degree of risk. See “Risk
Factors” beginning on page S-5 for a discussion of factors you should
consider carefully when making an investment decision.
NASDAQ Capital Market symbol ROSG
The number of ordinary shares to be outstanding immediately after this offering as shown above is based on 9,097,348 ordinary
shares outstanding as of March 1, 2013, but does not include the following:
· 305,451 ordinary shares issuable upon exercise of stock options outstanding under our stock plans, at a
weighted average exercise price of $12.50 per share;
· 75,000 ordinary shares issuable upon the vesting of outstanding restricted stock units;
· 594,549 ordinary shares available for future grant or issuance pursuant to our stock plans; and
· 401,227 ordinary shares issuable upon exercise of outstanding warrants, at a weighted average exercise
price of $28.54 per share.
