Absolutely the wrong interpretation of this decision. Read the June 1 "Money Stuff" instead.
> And so what happened in Slack is that, on the first day, roughly 118 million shares were available for sale under Slack’s registration statement, and roughly 165 million shares were available for sale without registration. And if you bought stock, there was no way to know which kind of stock you bought: You didn’t buy directly from the company in an IPO process; you just bought on the stock exchange from an anonymous counterparty. If you bought “registered shares,” then technically you are allowed to sue Slack under section 11, just like in an IPO; if you bought “unregistered shares,” then you are not, just like in a mature public company. But there is no way of knowing which one you bought, so in practice you can’t sue under section 11.
I don't see how this is materially different from Axios' analysis?
Because Axios is saying:
> This raises major questions about the future viability of direct listings, which some companies believe are a more efficient alternative to IPOs. / In practice, SCOTUS told investors in direct listings that they should not rely upon information contained within stock registration statements. Given that giant warning sign, it's unclear why anyone would buy into a direct listing, and thus why any company would attempt one.
But this is ignoring the fact that you can still sue under section 10 (regular securities fraud) as opposed to section 11 (IPO fraud), which the Money Stuff article explains.
People will be no less willing to purchase shares in a direct listing than they are to purchase shares in any public company any day of the week.
Axios is claiming this will be a death knell for direct listings (their editorial opinion), while the Money Stuff article comes to no such conclusion. That's the material difference.
So it does seem pretty far-fetched to me. If you followed that logic, the entire stock market would grind to a halt.
My belief here is based solely on having read some documents about the assignment process and having seen no reference to such record-keeping.
https://www.theocc.com/getmedia/0cdda3c2-ab81-450f-b8b8-7ce8... https://gdcdyn.interactivebrokers.com/Universal/servlet/Regi...
But yes, I think that's the one.