Feiner v. SS & C Technologies, Inc.
United States District Court for the District of Connecticut
47 F. Supp. 2d 250 (1999)
SS&C Technologies (defendant) sold shares in an IPO to underwriters Brown and Hambrecht (defendants), who resold them to the public. Feiner (plaintiff) brought a putative class action under Securities Act Section 12(a)(2). Some class members bought directly in the IPO distribution; others bought from Brown or Hambrecht on the aftermarket within the 25-day window when federal rules still required a prospectus; still others bought from unrelated third parties on the open aftermarket. SS&C argued the class should not be certified because not everyone bought directly in the IPO.
Whether standing to sue under Section 12(a)(2) of the Securities Act of 1933 extends to aftermarket purchasers whose purchase was made by means of a prospectus or oral communication required by regulation.