15.  On April 10, 2015, Party City filed its eighth amendment to the Registration  Statement on Form S-1/A with the SEC, which was signed by Defendants Correale and Harrison.   16.  On April 15, 2015, the SEC declared Party City’s Registration Statement effective.   17.  On April 17, 2015, Party City filed the Prospectus with the SEC.   18.  In the IPO, 21,875,000 shares of Party City were sold at $17.00 per share. Total  proceeds from the IPO were $371,875,000.   19.  The Offering Documents contained misstatements of material fact and/or omissions.  Namely, the Defendants were aware, and failed to disclose certain risks in the Offering Documents,  including the impact on the Company due to: (1) soft consumer traffic trends; (2) the extraordinary  performance of the Disney Frozen franchise from the prior year; and (3) the store reset initiative.  28.  Plaintiff brings this action as a class action on behalf of himself and on behalf of all  purchasers of Party City securities pursuant to and/or traceable to the Company’s false and  misleading Registration Statement and Prospectus issued in connection with its IPO and who were  damaged thereby (the “Class”), pursuant to Federal Rules of Civil Procedure 23(a) and (b)(3) on  behalf of a Class. Excluded from the Class are Defendants herein, members of the immediate family  of each of the Defendants, any person, firm, trust, corporation, officer, director or other individual or  entity in which any Defendant has a controlling interest or which is related to or affiliated with any  of the Defendants, and the legal representatives, agents, affiliates, heirs, successors-in-interest or  assigns of any such excluded party.   29.  The members of the Class are so numerous that joinder of all members is  impracticable. 21,875,000 shares were sold in the IPO which were then actively traded on the  NYSE.  The precise number of the Class members is unknown to Plaintiff at this time but it is  believed to be in the thousands.  Members of the Class may be identified from records maintained by  Party City or its transfer agent or the underwriters to the IPO. Notice can be provided to such record  owners by a combination of published notice and first-class mail, using techniques and a form of  notice similar to those customarily used in securities class actions.   31.  Plaintiff will fairly and adequately protect the interests of the members of the Class  and has retained counsel competent and experienced in class action and securities litigation.   32.  The prosecution of separate actions by individual members of the Class would create  a risk of inconsistent or varying adjudication with respect to individual members of the Class that  would establish incompatible standards of conduct for the party opposing the Class.    33.  A class action is superior to all other available methods for the fair and efficient  adjudication of this controversy. Since the damages suffered by individual Class members may be  relatively small, the expense and burden of individual litigation make it virtually impossible for the  Class members to seek redress for the wrongful conduct alleged. Plaintiff knows of no difficulty that  will be encountered in the management of this litigation that would preclude its maintenance as a  class action.     34.  Common questions of law and fact exist as to all members of the Class and  predominate over any questions affecting solely individual members of the Class. Among the  questions of law and fact common to the Class are:  (a)  whether the federal securities laws were violated by Defendants’ acts as  alleged herein;  (b)  whether the Prospectus and Registration Statement issued by Defendants to  the investing public in connection with the IPO negligently omitted and/or misrepresented material  facts concerning Party City and its business; and  (c)  the extent of injuries sustained by members of the Class and the appropriate  measure of damages.  35.  Plaintiff repeats and realleges each and every allegation contained above.   36.  The Registration Statement for the IPO was inaccurate and misleading, contained  untrue statements of material facts, omitted to state other facts necessary to make the statements  made not misleading, and omitted to state material facts required to be stated therein.    37.  Party City is the registrant for the IPO. The Individual Defendants are responsible for  the contents of the Registration Statement based upon their status as directors of the Company or  because they signed or authorized the signing of the Registration Statement on their behalf pursuant  to Sections 11(a)(1)-(3) of the Securities Act.    38.  As issuer of the shares, Party City is strictly liable to Plaintiff and the Class for the  misstatements and omissions.   39.  Party City is strictly liable for the contents of the Registration Statement. The  Individual Defendants failed to make a reasonable investigation or possess reasonable grounds for  the belief that the statements contained in the Registration Statement were true and without  omissions of any material facts and were not misleading.   40.   By reasons of the conduct herein alleged, each Defendant named in this Count  violated Section 11 of the Securities Act.   41.  Plaintiff acquired Party City shares pursuant to the Registration Statement.   42.  Plaintiff and the Class have sustained damages. The value of Party City shares has  declined substantially subsequent to and due to Defendants’ violations.   44.  Plaintiff repeats and realleges each and every allegation contained above.   45.  This claim is asserted against the Individual Defendants, each of whom was a control  person of Party City during the relevant time period.   46.  For the reasons set forth above in the First Claim, above, Party City is liable to the  Plaintiff and the members of the Class who purchased Party City shares in the IPO based on the  untrue statements and omissions of material fact contained in the Registration Statement and  Prospectus, pursuant to Section 11 of the Securities Act, and were damaged thereby.   47.  The Individual Defendants were control persons of Party City by virtue of, among  other things, their positions as senior officers of the Company, and they were in  positions to control  and did control, the false and misleading statements and omissions contained in the Registration  Statement and Prospectus.   49.  This claim was brought within one year after the discovery of the untrue statements  and omissions in the Registration Statement and Prospectus and within three years after Party City  shares was sold to the Class in connection with the IPO.   50.  By reason of the misconduct alleged herein, for which Party City is primarily liable,  as set forth above, the Individual Defendants are jointly and severally liable with and to the same  extent as Party City pursuant to Section 15 of the Securities Act.  Violations of Section 15 of the Securities Act   Against Individual Defendants   