Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On October 28, 2022, ContextLogic Inc. (the "Company") received written notice
(the "Notice") from The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company
that, for the last 30 consecutive business days, the bid price for the Company's
Class A common stock (the "Common Stock") has closed below the $1.00 per share
minimum bid price requirement for continued inclusion on the Nasdaq Global
Select Market pursuant to Nasdaq Listing Rule 5450(a)(1) (the "Minimum Bid Price
Requirement"). The Notice has no immediate effect on the listing of the Common
Stock, which continues to trade on the Nasdaq Global Select Market under the
symbol "WISH".
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period
of 180 calendar days, or until April 26, 2023, to regain compliance with the
Minimum Bid Price Requirement. To regain compliance, the closing bid price of
the Company's Common Stock must be at least $1.00 per share for a minimum of 10
consecutive business days during the 180-day period or prior to April 26, 2023.
If the Company does not regain compliance by April 26, 2023, the Company may
qualify for an additional 180 calendar day compliance period if the Company
transfers the listing of its Common Stock to the Nasdaq Capital Market and meets
certain requirements. If the Company does not qualify for, or fails to regain,
compliance during the second compliance period, then Nasdaq will notify the
Company of its determination to delist its Common Stock, at which point the
Company may appeal Nasdaq's delisting determination to a Nasdaq Listing
Qualifications Hearings Panel.
The Company intends to actively monitor the closing bid price of its Common
Stock and will consider all available options to regain compliance with the
Minimum Bid Price Requirement, which may include seeking stockholder approval to
effect a reverse stock split. There can be no assurance that the Company will
regain compliance within the Minimum Bid Price Requirement during the 180-day
compliance period, secure a second 180-day period to regain compliance, or
maintain compliance with the other Nasdaq listing requirements.
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