In a direct listing, the issuing company files a registration statement with the SEC which then allows it to sell its registered shares directly to the public and allows its existing shareholders to do so as well.  Since direct listing does not involve bank financing of the issuance, there is no “lock up” period during which unregistered shares cannot be sold, and thus no way a stock purchaser can be sure he bought registered as opposed to unregistered stock.  This decision holds that the purchaser has standing to sue for violations of sections 11 and 12(a) of the Securities Act despite this uncertainty because even the unregistered shares are “such securities” within those sections’ meaning as they are made saleable to the general public by means of the registration statement.