Also known as a blue sky survey. A memorandum typically prepared by underwriters’ counsel describing the application of the various state securities laws (blue sky laws) to a specific offering of securities. The memorandum may cover a few states or include all 50 states, Puerto Rico, and the District of Columbia, depending on the jurisdictions in which the offering is conducted. The memorandum is sometimes prepared first in preliminary form, in which case the memo notes that certain steps need to be taken in various jurisdictions to qualify the issue for sale in those jurisdictions. The memorandum is later issued in final form and should include a summary of the actions taken in each of those jurisdictions.

A blue sky memorandum is also typically prepared in the context of a public merger.

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