Brian, great article with valuable Information. Yep all-niters are not very uncommon when drafting CIMs and the work with the right version is even more challenging (with a lot of remarks). In the United Kingdom, the only regulated market is London Stock Exchange full list. The Alternative Investment Market (AIM) does not constitute a regulated market, nor does the Professional Securities Market ("PSM") for issues of debt securities. The prospectus must be approved by the competent authority in the United Kingdom, which is currently the Financial Conduct Authority (FCA) in its capacity as the United Kingdom Listing Authority. If the purpose of the prospectus is to induce people to engage in an investment activity, it will also need to be issued or approved by an 'authorised person' or it will constitute an unlawful financial promotion under section 21 of the Financial Services and Markets Act 2000. Publication of information in relation to the issue of securities in the United Kingdom is governed by the Prospectus Rules, which implement the European law Prospectus Directive. A prospectus must be published where certain types of securities either are offered to the public or are requested for admission on a regulated market. The bond offering memorandum should be viewed by the issuer as an opportunity not to be wasted. In other words, the offering memorandum is the story of the company and will be the single most important document used to raise capital from investors. This is where you may require a PPM.