Recall the earlier background information regarding Blue's pending IPO that was discussed at the end of the materials focused on the pre-filing period. On May 1st, after several weeks of intense work by Blue, its lawyers and the staff from Moca, Moka, Blue files a registration statement with the SEC covering 4 million of its common shares. Each of the following activitiesoccurs during the waiting period.

For each of the following problems, resolve whether Section 5 of the Securities Act has been violated (assuming Blue is an emerging growth company).

2. Moca, Moka publishes an advertisement in all of the leading financial newspapers announcing that it is the lead underwriter for a public offering of 4 million Blue common shares. The advertisement also identifies theother underwriters and states that a prospectus can be acquired from any of the underwriters listed in the advertisement.