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ContextLogic Urges ALL Stockholders to Protect the Value of their Investment by Voting “FOR� the Reorganization TODAY

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ContextLogic (OTCQB: LOGC) is urging stockholders to vote in favor of its proposed reorganization plan at the upcoming Annual Meeting scheduled for July 24, 2025. The company reports that approximately 99% of shares voted so far support the reorganization.

The reorganization aims to preserve the company's NOLs (Net Operating Losses), which can reduce future income tax liability. Stockholders of record as of May 19, 2025 are eligible to vote, with the electronic voting deadline set for 11:59 p.m. Eastern Time on July 23, 2025. The company emphasizes that failing to vote has the same effect as voting against the reorganization.

ContextLogic (OTCQB: LOGC) invita gli azionisti a votare a favore del piano di riorganizzazione proposto durante l'Assemblea Annuale che si terrà il 24 luglio 2025. L'azienda comunica che circa il 99% delle azioni espresse finora sostiene la riorganizzazione.

La riorganizzazione mira a preservare le perdite fiscali nette (NOL) della società, che possono ridurre l'imposta sul reddito futura. Gli azionisti registrati al 19 maggio 2025 hanno diritto di voto, con scadenza per il voto elettronico fissata alle 23:59 ora della costa Est il 23 luglio 2025. L'azienda sottolinea che non votare equivale a votare contro la riorganizzazione.

ContextLogic (OTCQB: LOGC) insta a los accionistas a votar a favor de su plan de reorganización propuesto en la próxima Junta Anual programada para el 24 de julio de 2025. La compañía informa que aproximadamente el 99% de las acciones votadas hasta ahora apoyan la reorganización.

La reorganización tiene como objetivo preservar las pérdidas netas operativas (NOL) de la empresa, que pueden reducir la carga tributaria futura. Los accionistas registrados al 19 de mayo de 2025 son elegibles para votar, con la fecha límite para votar electrónicamente establecida a las 11:59 p.m., hora del Este, del 23 de julio de 2025. La compañía enfatiza que no votar tiene el mismo efecto que votar en contra de la reorganización.

ContextLogic (OTCQB: LOGC)� 2025� 7� 24�� 예정� 연례 주주총회에서 제안� 재조� 계획� 찬성 투표� 것을 주주들에� 촉구하고 있습니다. 회사� 현재까지 투표� 주식� � 99%가 재조직을 지지한다� 보고했습니다.

� 재조직은 회사� 순영업손�(NOL)� 보존하는 것을 목표� 하며, 이는 미래 소득� 부담을 줄일 � 있습니다. 2025� 5� 19� 기준 주주 명부� 등재� 주주가 투표 자격� 있으�, 전자 투표 마감 시간은 2025� 7� 23� 동부 표준� 오후 11� 59�입니�. 회사� 투표하지 않는 것이 재조직에 반대하는 것과 동일� 효과가 있음� 강조합니�.

ContextLogic (OTCQB : LOGC) encourage les actionnaires à voter en faveur de son plan de réorganisation proposé lors de la prochaine Assemblée Générale annuelle prévue le 24 juillet 2025. La société rapporte qu'environ 99% des actions votées jusqu'à présent soutiennent la réorganisation.

La réorganisation vise à préserver les pertes fiscales nettes (NOL) de l'entreprise, ce qui peut réduire la charge fiscale future. Les actionnaires inscrits au 19 mai 2025 sont éligibles pour voter, la date limite de vote électronique étant fixée au 23 juillet 2025 à 23h59, heure de l'Est. La société souligne que ne pas voter équivaut à voter contre la réorganisation.

ContextLogic (OTCQB: LOGC) fordert die Aktionäre auf, dem vorgeschlagenen Reorganisationsplan auf der bevorstehenden Hauptversammlung am 24. Juli 2025 zuzustimmen. Das Unternehmen berichtet, dass etwa 99% der bisher abgegebenen Stimmen die Reorganisation unterstützen.

Die Reorganisation zielt darauf ab, die steuerlichen Verlustvorträge (NOLs) des Unternehmens zu erhalten, die die zukünftige Einkommensteuerlast senken können. Aktionäre, die am 19. Mai 2025 im Aktienregister eingetragen sind, sind stimmberechtigt, wobei die Frist für die elektronische Stimmabgabe auf 23:59 Uhr Eastern Time am 23. Juli 2025 festgelegt ist. Das Unternehmen betont, dass eine Nichtabgabe der Stimme der Ablehnung der Reorganisation gleichkommt.

Positive
  • None.
Negative
  • Company trading on OTCQB market indicates delisting from major exchange
  • Failure to approve reorganization could put NOLs and shareholder value at risk

Insights

ContextLogic's reorganization proposal aims to preserve valuable NOLs for future tax benefits, with 99% of votes already supporting it.

ContextLogic is pursuing a critical reorganization plan centered on preserving its Net Operating Losses (NOLs), which represent significant potential future tax benefits. The company has secured approximately 99% support from shares already voted, demonstrating strong stockholder alignment with management's strategy.

This reorganization appears specifically designed to protect the company's NOL assets - accumulated past losses that can offset future taxable income. For companies with substantial NOLs, these tax attributes can represent millions in potential future tax savings, essentially converting past operating losses into valuable assets.

The urgency in ContextLogic's messaging indicates potential risk to these NOLs without the reorganization approval. This typically happens when companies face ownership changes that could trigger IRC Section 382 limitations, which can severely restrict or eliminate NOL utilization. The reorganization likely implements protective measures like ownership restrictions to prevent such limitations.

The company has made voting exceptionally accessible through multiple channels (phone, email, online) with a July 23rd deadline, demonstrating urgency to secure the remaining votes needed. Their statement that "failing to vote has the same effect as voting against" highlights the company's concern about meeting minimum participation thresholds required for approval.

This reorganization represents a strategic corporate action to preserve potential future tax benefits that could significantly enhance ContextLogic's long-term value proposition and cash flow position when it returns to profitability.

Approximately 99% of Shares Voted have been “FOR� the Reorganization Proposal

OAKLAND, Calif., July 17, 2025 (GLOBE NEWSWIRE) -- ContextLogic Inc. (OTCQB: LOGC) (“ContextLogic,� the “Company,� “we� or “our�) today reminds stockholders to vote “FOR� the proposed reorganization plan (the “Reorganization� or “Reorganization Proposal�) at the upcoming Annual Meeting of Stockholders (the “Annual Meeting�). The Annual Meeting is scheduled to be held at 10:00 a.m. Pacific Time on July 24, 2025. Stockholders of record as of May 19,2025 are entitled to vote.

Every day that approval of the Reorganization is delayed puts the value of the Company’s NOLs and your investment at risk. Regardless of the number of shares you own, your vote on the proposal to approve the Reorganization is crucial to protect your investment.

FAILING TO VOTE HAS THE SAME EFFECT AS VOTING “AGAINST� THE REORGANIZATION

The Reorganization represents the best path forward to preserve and maximize value for ContextLogic stockholders. If the Reorganization is approved, the Company will preserve the long-term value of its NOLs, which can reduce future income tax liability, and maximize the value of your investment. Approximately 99% of the shares voted have been “FOR� the Reorganization.

VOTING IS EASY - WE CAN TAKE YOUR VOTE BY PHONE, EMAIL OR ONLINE RIGHT NOW

Call: +1 (800) 322-2885
Email:
Visit:

Every vote counts and we urge you to protect the value of your investment and vote �FOR� the Reorganization Proposal TODAY. To ensure your shares are represented at the Annual Meeting, ContextLogic stockholders are urged to vote by phone, email or online. Easy to follow instructions on how to vote are included on the previously provided proxy card. The new electronic voting deadline is 11:59 p.m. Eastern Time on July 23, 2025.

About ContextLogic Inc

ContextLogic Inc. is apublicly traded company currently seeking to develop and grow a de novo business and finance potential future bolt-on acquisitions of assets or businesses that are complementary to its operations. For more information on ContextLogic, please visit ir.contextlogicinc.com.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact could be deemed forward-looking, including, but not limited to, statements regarding ContextLogic’s plan of reorganization, including the execution timeline, impact on NOLs, financial expectations or projections, outlook, priorities, strategic direction, and other quotes of management. In some cases, forward-looking statements can be identified by terms such as “anticipates,� “believes,� “could,� “estimates,� “expects,� “foresees,� “forecasts,� “guidance,� “intends� “goals,� “may,� “might,� “outlook,� “plans,� “potential,� “predicts,� “projects,� “seeks,� “should,� “targets,� “will,� “would� or similar expressions and the negatives of those terms. These forward-looking statements are subject to risks, uncertainties, and assumptions. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. Important factors, risks and uncertainties that could cause actual results to differ materially from those forward-looking statements include but are not limited to: our ability to complete the Reorganization and obtain the expected benefits; continued listing of common stock on OTC markets following Reorganization; the impact of transfer restrictions on liquidity and market price of our common stock; risks related to an ownership change; adverse effects if Reorganization is not approved; the strategic alternatives considered by our Board of Directors, including the decisions taken thereto; our ability to utilize our net operating loss carryforwards and other tax attributes; risks related to any future acquisition of a business or assets; currently pending or future litigation; risks if we are deemed to be an investment company under the Investment Company Act of 1940; impact of anti-takeover provisions in our charter documents, in our Tax Benefits Preservation Plan and under Delaware law; and the other important factors. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. Further information on these and additional risks that could affect ContextLogic’s results is included in its filings with the Securities and Exchange Commission (“SEC�), including the amended and restated Proxy Statement/Prospectus filed on June 18, 2025, the additional definitive proxy soliciting materials filed on July 3, 2025, the Annual Report on Form 10-K for the year ended December 31, 2024, as amended by Amendment No. 1 to the Annual Report on Form 10K/A, the Quarterly Report on Form 10-Q for the period ended March 31, 2025 and other reports that ContextLogic files with the SEC from time to time, which could cause actual results to vary from expectations. Any forward-looking statement made by ContextLogic in this news release speaks only as of the day on which ContextLogic makes it. ContextLogic assumes no obligation to, and does not currently intend to, update any such forward-looking statements after the date of this release.

Investor Relations:
Lucy Simon, ContextLogic


FAQ

What is the purpose of ContextLogic's (LOGC) reorganization proposal?

The reorganization aims to preserve and maximize the value of ContextLogic's NOLs (Net Operating Losses), which can help reduce future income tax liability and maximize shareholder value.

When is the voting deadline for ContextLogic's (LOGC) reorganization proposal?

The electronic voting deadline is 11:59 p.m. Eastern Time on July 23, 2025, with the Annual Meeting scheduled for July 24, 2025.

How many ContextLogic (LOGC) shareholders have voted in favor of the reorganization?

Approximately 99% of shares voted have been in favor of the reorganization proposal.

How can ContextLogic (LOGC) shareholders vote on the reorganization proposal?

Shareholders can vote by phone at +1 (800) 322-2885, by email at [email protected], or online at https://central.proxyvote.com/pv/web.

What happens if ContextLogic (LOGC) shareholders don't vote on the reorganization?

Not voting has the same effect as voting against the reorganization, which could put the value of the company's NOLs and shareholder investments at risk.
Contextlogic Inc.

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