Able Corporation decided to make a public offering of bonds to raise needed capital. On June 30, 2022, it publicly sold $2.5 million of 12% debentures in accordance with the registration requirements of the Securities Act of 1933. The financial statements filed with the registration statement contained the unqualified opinion of Baker & Co., CPAs. The statements overstated Ables net income and net worth. Through negligence Baker did not detect the overstatements. As a result, the bonds, which originally sold for $1,000 per bond, have dropped in value to $700. Ira is an investor who purchased $10,000 of the bonds. He promptly brought an action against Baker under the Securities Act of 1933.

If Will prevails on his claim under the Securities Act of 1933, what are the reasons he does?