Sidley is representing ContextLogic, Inc. (NASDAQ: WISH) in its agreement to sell substantially all of its operating assets and liabilities, principally comprising its Wish e-commerce platform, to Qoo10, an e-commerce platform operating localized online marketplaces in Asia, for US$173 million in cash, subject to certain purchase price adjustments. After the closing of the transaction, which is subject to stockholder approval, ContextLogic’s primary asset will consist of US$2.7 billion of U.S. federal income tax net operating losses. Accordingly, Sidley also advised ContextLogic in connection with its adoption of a tax benefits preservation plan. Wish is a global e-commerce platform that uses technology and data science capabilities and a discovery-based mobile shopping experience to create a personalized shopping experience for its users.
The Sidley team is being led by Mark Metts, Sharon R. Flanagan, Sally Wagner Partin, and Feifei Bian (M&A), and includes Daniel J. Belke, Paul L. Choi, Derek Zaba, Ling Chen, David A. Azcarraga, Ellen E. Hunter, Alex Enion, Eric S. Goodwin, Taylor N. Todd, and Tong Tong (M&A); Vadim M. Brusser, Patrick J. Harrison, and Bethany Wise (Antitrust and Competition); Alexius Chong, Samir A. Gandhi and Adam M. Gross (Capital Markets); Maseeh Moradi (Commercial Litigation and Disputes); Teresa A. Napoli and Madeline Clasen (Employee Benefits and Executive Compensation); Scott J.F. Goldstein (Insurance); Eric Kauffman and Maeve Gillespie (Labor and Employment); Ash Nagdev and Garrett M. Lance (Privacy and Cybersecurity); William E. Curtin and Jake A. Landreth (Restructuring); Rachel D. Kleinberg, Jonathan M. Westreich, and Alvin Wang (Tax); and Rachelle Soderstrom and Daphne Chen (Technology and Life Sciences Transactions).
