UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
ROBERT BERKOWITZ, on behalf of himself and all
others similarly situated,
CIVIL ACTION NO.
Plaintiff,
CLASS ACTION COMPLAINT
v. FOR VIOLATIONS OF FEDERAL
SECURITIES LAWS
BUY.COM INC.; GREGORY J. HAWKINS;
MITCH C. HILL; MERRILL LYNCH, PIERCE, JURY TRIAL DEMANDED
FENNER & SMITH, INCORPORATED; BEAR
STEARNS, & CO., INC.; J.P. MORGAN CHASE
& CO.; U.S. BANCORP PIPER JAFFRAY INC.;
DEUTSCHE BANK SECURITIES, INC.;
FLEETBOSTON ROBERTSON STEPHENS,
INC.; THE GOLDMAN SACHS GROUP, INC.;
and, SALOMON SMITH BARNEY, INC.,
Defendants.
Plaintiff, individually and on behalf of all other persons similarly situated, by
attorneys, for plaintiff's Complaint, alleges upon the investigation made by and through
which included, inter alia, a review of relevant filings made by buy.com Inc. ("Buy.com" or the
with the Securities and Exchange Commission, as well as, tele-conferences, press releases, news
analyst reports, and media reports concerning the Company. Furthermore, this complaint is based
plaintiff's personal knowledge as to plaintiff and plaintiff's own acts, and upon information and
all other matters, based upon the aforementioned investigation.
NATURE OF THE ACTION
1. This is a class action on behalf of all persons, other than defendants and
parties, who purchased, converted, exchanged or otherwise acquired Buy.com common stock, as defined
below, including, but not limited to, during the period from February 7, 2000 through December 6,
(the "Class Period") to recover damages caused by defendants' violations of the federal securities
2. In the wake of the raging bull market of the 1990's lies a series of
alleged malfeasance by major Wall Street securities firms. As reported in national news sources
The New York Times, The Wall Street Journal, and Fortune Magazine, prosecutors in New York and
SNIPPETS:
UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK
FENNER & SMITH, INCORPORATED; BEAR STEARNS, & CO., INC.; J.P. MORGAN CHASE & CO.; U.S.
Plaintiff, individually and on behalf of all other persons similarly situated, by plaintiff's
with the Securities and Exchange Commission, as well as, tele-conferences, press releases,
analyst reports, and media reports concerning the Company.
This is a class action on behalf of all persons, other than defendants and certain related
parties, who purchased, converted, exchanged or otherwise acquired Buy.com common stock, as
alleged malfeasance by major Wall Street securities firms.
investment banks charged issuers of new securities excessive commissions and inflated
Second, investigators are examining, and have evidence, that major investment banks
exchange for promises by these customers that they would purchase additional shares of the
after-market, thereby inflating and maintaining the market price for the IPOs.
participation in the IPO market and after-market trading.
inflation in the IPO stock price, above the offering price, and create a false sense of
obtain allocations of stock on the offering - - but before the first after-market trade.
Securities Act of 1933 15 U.S.C. '' 77k, 77land 77o and Sections 10and
defendants Buy.com, which documents were materially false and misleading, during the Class
(including the trading of Buy.com stock based upon misleading information).
control to cause the Company to engage in the violations and improper practices complained of
Prospectus and Registration Statement dated February 7,
The Buy.com Underwriter Defendants each owed to the purchasers of the Company=s
The members of the Class are so numerous that joinder of all members is
Manipulated Securities omitted and/or misrepresented material facts about the offering of
In direct contravention to Rules 101 and 102 of Regulation M of the Exchange Act,
direct participation and agreement of Buy.com and the Individual Defendants.
violation of Regulation M, which governs market manipulation.
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