Wish to Continue Withhold to Cover Process to Reduce Share Dilution From Restricted Share Units (RSUs) and Employee Option Awards
September 20 2022 - 9:00AM
Business Wire
ContextLogic Inc. (d/b/a Wish or the “Company”) (NASDAQ: WISH),
one of the world’s largest mobile ecommerce platforms, announced
today that the company will continue its Withhold to Cover process
on the settlement of restricted share units (RSUs) and option
exercises. This treatment reduces the otherwise additional dilutive
effect of RSU settlements and options exercises through the
Company’s use of cash to cover employees withholding tax
requirements. The Company made this switch in the second quarter of
2022 to stem the overall dilution otherwise caused by the previous
treatment which sold a portion of shares in the open market to
cover employees’ taxes.
Between December 2020, when Wish went public, and up to first
quarter 2022, the company used Sell to Cover, which allowed Wish,
as the employer, to sell a portion of employees’ vested RSUs into
the public markets to cover the federal (and other applicable) tax
liabilities of employees, and distribute the remaining vested
shares to its employees. With the new process, Withhold to Cover,
the estimated impact on reducing potential dilution for Fiscal Year
2022 should be approximately 25 million to 26 million shares.
About Wish
Wish brings an affordable and entertaining shopping experience
to millions of consumers around the world. Since our founding in
San Francisco in 2010, we have become one of the largest global
ecommerce platforms, connecting millions of value-conscious
consumers to hundreds of thousands of merchants globally. Wish
combines technology and data science capabilities and an innovative
discovery-based mobile shopping experience to create a highly
visual, entertaining, and personalized shopping experience for its
users. For more information about the company or to download the
Wish mobile app, visit www.wish.com or follow @Wish on Facebook,
Instagram and TikTok or @WishShopping on Twitter and YouTube.
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 Wish's withhold to cover
process and its impact on share dilution, outlook, priorities,
strategic direction, business operations, and growth initiatives.
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. 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 Wish’s results is
included in its filings with the Securities and Exchange Commission
(“SEC”), including its most recent Annual Report on Form 10-K and
Quarterly Report on Form 10-Q, and future reports that Wish may
file with the SEC from time to time, which could cause actual
results to vary from expectations. Any forward-looking statement
made by Wish in this news release speaks only as of the day on
which Wish makes it. Wish assumes no obligation to, and does not
currently intend to, update any such forward-looking statements
after the date of this release.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220920005547/en/
IR contact: Randy Scherago ir@wish.com
Media contact: Carys Comerford-Green press@wish.com
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