S-1: ContextLogic Launches $115M Rights Offering to Fund US Salt Acquisition

ContextLogic Holdings Inc. is conducting a non-transferable subscription rights offering to raise up to $115 million to partially finance its acquisition of US Salt Parent Holdings, LLC.

Summary

• ContextLogic Holdings Inc. (LOGC) is conducting a non-transferable subscription rights offering to raise up to $115 million.
• The offering distributes one subscription right for each share of ContextLogic common stock owned as of the Effective Date (January 2026).
• Each right entitles the holder to purchase 0.53486 shares of common stock at an exercise price of $8.00 per share.
• The rights will expire if not exercised by 5:00 p.m. New York City time, on February 2026, unless extended.
• The primary purpose of the capital raise is to partially fund the $907.5 million acquisition of US Salt Parent Holdings, LLC.
• The US Salt Acquisition consideration will be funded through this Rights Offering ($115M), new term debt ($215M), a revolving facility ($25M), $75M from Preferred Units purchased by BCP, and existing cash reserves ($292M).
• Backstop agreements are in place with BCP Special Opportunities Fund III Originations LP, Abrams Capital Partners I, L.P., and Abrams Capital Partners II, L.P. to cover any undersubscribed shares, up to $92 million for BCP and $23 million for Abrams Capital.
• The closing of the Rights Offering is conditioned upon the closing of the US Salt Acquisition.
• ContextLogic's Board is not making a recommendation on whether to exercise the rights.
• Post-acquisition, ContextLogic anticipates approximately 41,251,099 shares of common stock outstanding, assuming full subscription of the rights offering and backstop agreements.
• ContextLogic aims to build a portfolio of high-quality, niche, and competitively advantaged businesses that generate sustainable, growing Free Cash Flow.
• US Salt, the anchor subsidiary, is a vertically integrated producer of high-purity evaporated salt, serving resilient end markets like food production, pharmaceuticals, and water conditioning.
• US Salt reported Net Income of $10.6 million for the nine months ended September 30, 2025, a significant increase from $2.1 million for the same period in 2024.
• US Salt's revenue for the nine months ended September 30, 2025, was $98.3 million, up 8.4% from $90.6 million in the prior year, driven by higher average sales prices and increased sales volumes.
• ContextLogic has substantial federal Net Operating Losses (NOLs) of $2.9 billion and state NOLs of $7.8 billion total as of December 31, 2024, with transfer restrictions in place to preserve these.

Sentiment

Score: 7

Explanation: The filing outlines a clear strategic pivot for ContextLogic, moving from a divested e-commerce platform to a business ownership platform with the anchor acquisition of US Salt. US Salt demonstrates strong historical financial performance and competitive advantages in a stable industry. The capital raise is fully backstopped, mitigating financing risk for the acquisition. However, ContextLogic itself has no material operations post-divestiture, faces significant integration challenges, and US Salt has identified internal control weaknesses. The non-transferable nature of rights and lock-up period also present shareholder liquidity concerns. The overall sentiment is positive due to the strategic clarity and the acquired asset's strength, but tempered by execution risks and the company's transitional state.

Positives

• The Rights Offering is fully backstopped by BCP and Abrams Capital, ensuring the US Salt acquisition can be fully funded even if the offering is undersubscribed.
• US Salt, the target acquisition, is described as a high-quality, niche business with durable competitive advantages and long-duration relevance.
• US Salt has historically maintained a strong Adjusted EBITDA Margin near 40% and high Free Cash Flow conversion.
• US Salt's revenue increased by 8.4% to $98.3 million for the nine months ended September 30, 2025, compared to $90.6 million for the same period in 2024.
• US Salt's net income significantly increased to $10.6 million for the nine months ended September 30, 2025, from $2.1 million in the prior year.
• Gross profit margin for US Salt improved to 37.9% for the nine months ended September 30, 2025, from 34.9% in the prior year.
• US Salt benefits from structural barriers to entry in its market, including reserve scarcity, permitting, capital intensity, and geographic advantages.
• US Salt has over 40 years of remaining salt reserves and multiple decades more in undeveloped resources.
• Management compensation is designed to link economic outcomes to sustained value creation, with annual bonuses tied to year-over-year profit growth (no payout below 5% organic growth) and long-term incentives based on five-year profit growth, paid primarily in equity.
• Corporate directors affiliated with BC Partners and Abrams Capital receive no compensation, and the current president receives no salary, reinforcing alignment with public shareholders.
• ContextLogic has substantial federal NOLs ($2.9 billion) and state NOLs ($7.8 billion total) which can offset future taxable income, and transfer restrictions are in place to preserve these.
• US Salt's operations are supported by on-site combined heat and power systems, providing significant cost advantages and insulation from grid volatility.
• US Salt has a diversified customer base, with no single customer representing more than 14% of revenue for the nine months ended September 30, 2025.

Negatives

• The subscription rights are non-transferable and not separately tradable from the underlying common stock, limiting liquidity for rights holders.
• Exercising subscription rights is generally irrevocable, meaning holders cannot cancel their purchase even if market conditions change unfavorably.
• Stockholders who exercise their rights will have their shares locked up in a suspense account and unable to be traded or transferred until the Rights Offering closes.
• Holders who do not fully exercise their subscription rights will experience dilution of their ownership interests.
• The exercise price of $8.00 per share is not necessarily an indication of the fair value of ContextLogic common stock, and the stock price could decline below this price.
• The announcement of the Rights Offering and its terms may cause a decrease in ContextLogic's trading price.
• ContextLogic may cancel, amend, or modify the Rights Offering at any time prior to the Expiration Time, with no obligation to holders beyond returning exercise payments.
• The Rights Offering does not have a minimum amount of proceeds required to close, meaning ContextLogic may still need to rely on backstop arrangements.
• ContextLogic has the right to limit the exercise of subscription rights to protect its tax attributes, potentially rejecting subscriptions that would result in 4.9% or greater ownership.
• Holders in California and Arizona may face restrictions or limitations on exercising their subscription rights due to state securities laws.
• ContextLogic has had no material operations or operating revenue since the Asset Sale in April 2024, making its value and liquidity dependent on future acquisitions.
• The US Salt Acquisition involves integrating a substantially larger entity into ContextLogic, which has recently exited its e-commerce business, posing significant integration challenges and costs.
• The unaudited pro forma financial information is for illustrative purposes only and may not reflect actual future financial positions or results.
• US Salt has identified a material weakness in its internal controls over financial reporting in fiscal year 2023 due to a lack of a formalized internal control framework, insufficient personnel with internal controls knowledge, and lack of a formalized risk assessment process.
• US Salt's operations are concentrated at a single, integrated facility, making it vulnerable to disruptions.
• US Salt relies solely on its own on-site power generation, and any disruption or failure in this system could adversely impact its business.
• US Salt's operations are heavily reliant on natural gas, exposing it to price and availability fluctuations, especially after its fixed-price contract expires in March 2026.
• US Salt's concentration in salt products limits diversification and amplifies exposure to end-market, regulatory, and competitive risks.
• US Salt is subject to customer concentration, with a limited number of customers accounting for a portion of its revenues (top-10 customers represented ~40% of revenue for the nine months ended September 30, 2025).
• The current collective bargaining agreement (CBA) for approximately 70% of US Salt's workforce is scheduled to expire in November 2026, posing a risk of labor disruptions.
• ContextLogic's officers and directors, including the President, allocate time to other businesses (e.g., BC Partners), potentially causing conflicts of interest.
• ContextLogic has been involved in securities class action lawsuits (IPO Case) and a shareholder derivative action, which are costly and divert management attention.

Risks

• The closing of the Rights Offering is conditioned on the US Salt Acquisition closing, which may not be consummated in a timely manner or at all if sufficient funds are not raised.
• Stockholders exercising rights will be unable to sell or transfer associated shares until the Rights Offering is completed or terminated.
• Subscription exercises are generally irrevocable, except in limited circumstances.
• Holders not fully exercising rights will experience ownership dilution.
• The $8.00 exercise price is not an indication of fair value and the stock price may decrease below it.
• The Rights Offering may be canceled, amended, or modified at any time prior to expiration, with only exercise payments returned without interest.
• No minimum proceeds are required for the Rights Offering to close, potentially necessitating reliance on backstop arrangements.
• ContextLogic has the right to limit subscription exercises to protect its tax attributes (4.9% ownership threshold).
• Failure to promptly follow subscription instructions will result in rejection.
• Proceeds may be invested or spent at management's discretion, which may not align with holders' expectations or yield profit.
• Holders in California and other states may be unable to exercise rights if qualification is not obtained.
• If the US Salt Acquisition is consummated, ContextLogic and US Salt may incur significant cost, time, effort, and attention on integration and the development of necessary support, hindering expected benefits.
• Significant transaction and integration costs will be incurred, and delays could exacerbate these costs.
• Business uncertainties during the pendency of the acquisition could adversely affect both ContextLogic and US Salt.
• Operating a substantially larger entity in a new industry and locations will expose ContextLogic to additional regulations, risks, and uncertainties.
• The market price of ContextLogic common stock after the US Salt Acquisition may be affected by factors different from those affecting shares currently.
• The US Salt Acquisition may not be accretive to earnings and could cause dilution.
• ContextLogic may be exposed to unknown or contingent liabilities of US Salt for which it will not be adequately indemnified.
• Debt agreements related to the Financings may contain various covenants that limit ContextLogic's ability to take certain actions and require financial maintenance tests, with failure potentially leading to default.
• ContextLogic does not currently control US Salt and will not until the completion of the acquisition.
• Impairment of US Salt's intangible assets (goodwill, trademarks, customer relationships) could result in significant charges.
• The unaudited pro forma financial information is illustrative and does not represent actual financial position or results.
• Since the Asset Sale, ContextLogic has had no material operations or material sources of operating revenue, which may negatively impact the value and liquidity of its common stock.
• ContextLogic risks being deemed an investment company under the ICA if investment securities exceed 40% of total assets.
• ContextLogic continues to incur the expense of complying with public company reporting requirements without material operating revenue.
• ContextLogic has been, and may in the future be, involved in litigation matters or other legal proceedings that are expensive and time consuming.
• ContextLogic depends upon its subsidiary, Holdings, for cash flows, which is subject to restrictions under its Amended and Restated Limited Liability Company Agreement (A&R LLCA).
• ContextLogic may face difficulties or delays or be unsuccessful in a search to acquire additional operating businesses or assets, and may expend significant time and capital on unconsummated prospective acquisitions.
• ContextLogic expects to face intense competition in its search for additional assets or a revenue-producing business.
• ContextLogic's business could suffer if it is unsuccessful in making, integrating, and maintaining any future acquisitions and investments.
• The success of ContextLogic's business will depend, in part, on the continued services of certain key personnel and its ability to attract and retain qualified personnel.
• ContextLogic's officers and directors, including its President, will allocate their time to other businesses, thereby causing potential conflicts of interest.
• The Reorganization may not obtain the expected benefits.
• The transfer restrictions may impede or discourage efforts by a third party to acquire ContextLogic, even if doing so would benefit stockholders.
• The transfer restrictions may not be enforceable, and an ownership change may occur with the result that the ability to use the NOLs could be severely limited.
• Future legislation may result in ContextLogic being unable to realize the tax benefits of its tax attributes.
• ContextLogic may not be able to make use of the existing tax benefits of the NOLs because it may not generate taxable income.
• The IRS could challenge the amount of the NOLs or claim that ContextLogic experienced an ownership change, which could reduce the amount of NOLs that can be used.
• Negative geological conditions could adversely affect results of US Salt's operations.
• US Salt's concentration in salt products limits diversification and amplifies exposure to end-market, regulatory, and competitive risks.
• US Salt is subject to customer concentration, with a limited number of customers accounting for a portion of its revenues.
• US Salt's operations are concentrated at a single, integrated facility, and it is also dependent on critical equipment.
• US Salt's business is capital intensive, and the inability to fund necessary capital expenditures or successfully complete capital projects could have an adverse effect on its growth and profitability.
• Strikes, other forms of work stoppage or slowdown, and other union activities could disrupt US Salt's business and negatively impact its financial results.
• US Salt's indebtedness and any potential inability to pay could adversely affect its business and financial condition.
• US Salt and its owners may be subject to tax liabilities which could adversely impact their profitability, cash flow, and liquidity.
• US Salt has identified a material weakness in its internal controls, and there are no assurances this weakness will be effectively remediated or that additional material weaknesses will not occur.
• US Salt's products face strong competition, and failure to successfully attract and retain customers and invest in improvements could adversely affect sales.
• Inflation could result in higher costs and decreased profitability for US Salt.
• Increasing costs or a lack of availability of transportation services could have an adverse effect on US Salt's ability to deliver products at competitive prices.
• US Salt relies solely on its own on-site power generation, and any disruption or failure in its power system could adversely impact its business.
• US Salt's operations heavily rely on natural gas and are therefore exposed to changes in the price and availability of natural gas.
• US Salt's operations depend on its rights and governmental authorizations to mine and operate its properties.
• Unanticipated litigation or investigations, or negative developments in pending litigation or investigations or with respect to other contingencies, could adversely affect US Salt.
• US Salt is subject to Environmental, Health and Safety laws and regulations which could become more stringent and adversely affect its business.
• US Salt could incur significant environmental liabilities with respect to its current facility, adjacent or nearby third-party facilities, or off-site disposal locations.
• Compliance with import and export requirements, the Foreign Corrupt Practices Act, and other applicable anti-corruption laws may increase the cost of doing business.
• US Salt is subject to costs and risk associated with a complex regulatory, compliance, and legal environment, and may be adversely affected by changes in laws, industry standards, and regulatory requirements.
• US Salt may face significant product liability claims and product recalls, which could harm its business and reputation.
• US Salt's intellectual property may be misappropriated or subject to claims of infringement.
• US Salt may not successfully implement its strategies.
• US Salt's business is dependent upon personnel, including highly skilled personnel; a labor shortage or the loss of key personnel may have a material adverse effect.
• If US Salt's computer systems, information technology, or operations technology are disrupted or compromised, its ability to conduct business will be adversely impacted.
• Climate change and related laws and regulations could adversely affect US Salt.
• US Salt may not be able to expand its business through acquisitions and investments, and acquisitions and investments may not perform as expected.
• ContextLogic recently transferred the trading of its common stock from The Nasdaq Stock Market to the OTCQB, limiting the ability to sell shares in the secondary trading market.
• ContextLogic stockholders may not be afforded any opportunity to evaluate or approve an asset or business acquisition as the company pursues strategic alternatives.
• As a smaller reporting company, ContextLogic's decision to comply only with reduced reporting and disclosure requirements could make its common stock less attractive to investors.
• ContextLogic does not intend to pay dividends on its capital stock, so any returns will be limited to increases in the value of common stock.
• The price of ContextLogic common stock has been and continues to be volatile, and declines could subject the company to future litigation.
• ContextLogic's Certificate of Incorporation provides that Delaware courts and U.S. federal district courts are exclusive forums for substantially all disputes, which could limit stockholders' ability to obtain a favorable judicial forum.

Future Outlook

ContextLogic expects to implement new governance and operating models upon closing the US Salt Acquisition to foster long-duration value creation and avoid traditional private equity exit pressures. The acquisition strategy focuses on niche markets, durable competitive advantages, and long-duration relevance, with gradual additions of new businesses emphasizing quality and cash flow. US Salt's growth strategy includes mix shifting into higher-value product categories, introducing new products and formats, expanding into new channels, and improving operational efficiency through capital investment. Management compensation is designed to link economic outcomes to sustained value creation. US Salt expects continued upward pressure on wages but plans to partially offset this with productivity initiatives. US Salt's fixed-price natural gas supply contract expires in March 2026, and management intends to consider hedging strategies and operational efficiency initiatives to mitigate potential price volatility. ContextLogic intends to pursue a listing on a national securities exchange following the closing of the US Salt Acquisition.

Management Comments

• Our mission is to build a portfolio of high-quality, niche, and competitively advantaged businesses that generate sustainable, growing Free Cash Flow that can be reinvested over long time horizons.
• We believe this governance structure will keep decision-making close to owners, enhance accountability, and ensure capital is deployed with discipline.
• We intend to add new businesses gradually over time, emphasizing quality, resilience, and attractive cash flow characteristics rather than volume or pace of deployment.
• We believe these incentives mirror the benefits of private equity ownership—without the forced exit—and foster long-term thinking.
• Our Board is not making any recommendation as to whether you should exercise your subscription rights. You should make your decision based on your own assessment of this Rights Offering and our company.
• We believe that most of our management and Board members will participate in the Rights Offering.

Industry Context

The evaporated salt market, where US Salt operates, is a niche segment requiring demanding purity levels (over 99.6% sodium chloride) for applications like food and pharmaceuticals, commanding higher prices than rock or solar salt. Industry-wide domestic production of evaporated salt exhibited a slow 0.1% annualized growth rate between 1998 and 2023, indicating a stable but mature market. Domestic capacity has been largely unchanged for twenty years, with no new large-scale evaporation facilities constructed since 1999, creating high barriers to entry and supporting favorable pricing. US Salt is one of only 16 evaporated salt facilities in the U.S. and one of only two domestic suppliers with scaled capability to produce U.S. Pharmacopeia (USP)-compliant salt for pharmaceutical applications. The market is characterized by stable, predictable, year-round consumption with limited cyclicality or weather sensitivity, as salt is an essential input with limited substitution risk. Ocean freight costs and the low value-to-weight ratio of evaporated salt favor domestic producers, and US Salt's proximity to major population corridors in the Northeastern U.S. provides a significant geographic advantage.

Comparison to Industry Standards

• US Salt's Adjusted EBITDA Margin has historically remained near 40%, indicating strong operational profitability compared to general industry benchmarks.
• US Salt's Free Cash Flow conversion has been high, given limited maintenance capital expenditure requirements after core infrastructure investments, suggesting efficient capital management relative to industry peers.
• US Salt is one of only 16 evaporated salt facilities in the United States, operating in a market with high barriers to entry and limited new capacity additions since 1999, positioning it favorably against broader industry trends.
• US Salt is one of only two domestic suppliers with scaled capability to produce U.S. Pharmacopeia (USP)-compliant salt for pharmaceutical applications, highlighting a specialized competitive advantage.
• US Salt's safety metrics (recordable incident rates and lost time incident rates) compare favorably to industry benchmarks, indicating strong operational safety performance.
• The company's on-site power generation provides significant cost advantages over grid-purchased power, a notable competitive edge in an energy-intensive industry.

Management Changes

Corporate Governance

Legal Proceedings

• ContextLogic is party to three putative class action lawsuits (IPO Case) filed in the U.S. District Court for the Northern District of California, alleging securities law violations related to its IPO registration statement. The Court dismissed the second amended consolidated class action complaint in August 2024 with prejudice, and denied plaintiffs' motion to alter judgment in February 2025.
• A shareholder derivative action, Patel v. Szulczewski, was filed in August 2021, alleging directors and officers made false/misleading statements. This matter is stayed pending motion practice in the IPO Case.
• US Salt is subject to litigation and other claims in the ordinary course of business, with accruals recorded when probable and estimable. Management believes the ultimate outcome will not be material to its financial position, results of operations, or cash flows.

Related Party Transactions

• BCP Special Opportunities Fund III Originations LP (BCP), affiliated with ContextLogic's President Mark Ward and Board member Ted Goldthorpe, is obligated to purchase Preferred Units from Holdings (ContextLogic subsidiary) up to $92,000,000 if the Rights Offering is undersubscribed.
• Abrams Capital Partners I, L.P. (ACP I) and Abrams Capital Partners II, L.P. (ACP II), affiliated with certain directors, are obligated to purchase ContextLogic common stock up to $1,570,900 (ACP I) and $21,429,100 (ACP II) if the Rights Offering is undersubscribed.
• US Salt had a Professional Services Agreement with Emerald Lake, its private equity sponsor, for management consulting services, with fees of $1.9 million for both 2024 and 2023. This agreement will be terminated upon completion of the transaction with ContextLogic.
• Parent Holdings (US Salt's parent) has an Equity Incentive Pool Plan for US Salt employees and directors, with unit-based compensation expenses recognized by US Salt as member contributions.
• Parent Holdings offers Class A Incentive Units to employees and directors, with cash received or payments on subscription notes receivable collected by US Salt on behalf of Parent Holdings recorded as member contributions.
• US Salt made cash payments on behalf of Parent Holdings to repurchase Class A Incentive Units due to employee/director termination, recorded as member distributions.
• Rishi Bajaj (former CEO) transferred all his Class P Units in ContextLogic Holdings LLC to RB Strategic Holdings LP Easter Series (RB Aggregator), an entity he controls, upon his termination. RB Aggregator will be granted an additional 600,000 Class P Units contingent on the US Salt transaction closing.
• Michael Scarola (former CFO) received a 22.5% interest in the RB Aggregator upon his termination.

Stakeholder Impact

• Shareholders: Opportunity to participate in a rights offering to maintain ownership percentage and invest in the new strategic direction, but face risk of dilution if they do not exercise rights and shares will be locked up if rights are exercised, limiting liquidity during the offering period. Potential for long-term value creation through the new business ownership platform and US Salt acquisition, but subject to transfer restrictions to preserve NOLs, which may impede third-party acquisition efforts. Market price volatility and delisting from Nasdaq to OTCQB may affect liquidity and value.
• Employees (US Salt): Management team expected to continue in their roles post-acquisition. Compensation structure designed to link economic outcomes to sustained value creation. Unionized workforce (70%) with CBA expiring in November 2026, posing potential for labor disruptions. Uncertainty regarding future roles and potential loss of key employees during integration.
• Customers (US Salt): Continued supply of high-purity salt products from a vertically integrated producer. Potential for new products and formats, and expanded channels. Risk of disruptions due to single-site operations or equipment failures. Potential impact from changes in pricing due to inflation or natural gas costs.
• Creditors: US Salt's existing indebtedness ($207.3 million as of October 31, 2025) will be repaid in full as part of the acquisition financing. New debt facilities ($215 million term loan, $25 million revolving facility) will be incurred by Holdings, subject to covenants and financial tests.
• Regulatory Authorities: Ongoing compliance with SEC reporting requirements. US Salt's operations are subject to extensive environmental, health, and safety laws and regulations, and various permits. Material weakness in US Salt's internal controls requires remediation efforts.

Next Steps

• ContextLogic to issue shares purchased in the Rights Offering as soon as practicable after the closing of the Rights Offering.
• ContextLogic common stock will resume normal trading under the symbol LOGC after the Expiration Time of the Rights Offering.
• US Salt's management intends to consider hedging strategies and operational efficiency initiatives to mitigate potential natural gas price volatility after March 2026.
• US Salt expects to negotiate a new Collective Bargaining Agreement (CBA) in 2026.
• US Salt expects annual capital expenditures of approximately $6-$8 million over the next several years for maintenance, reliability projects, and select growth initiatives.
• ContextLogic intends to pursue a listing on a national securities exchange following the closing of the US Salt Acquisition.
• US Salt will adopt ASU 2023-09 (Income Taxes) in its consolidated financial statements as of and for the year ending December 31, 2025.
• US Salt will adopt ASU 2025-05 (Financial Instruments Credit Losses) in its consolidated financial statements as of and for the year ending December 31, 2026.
• US Salt will adopt ASU 2024-03 (Expense Disaggregation Disclosures) in its consolidated financial statements as of and for the year ending December 31, 2027.
• The Qualified Persons recommend continuing best practices for monitoring US Salt's cavern operations with regularly scheduled sonar scans and evaluations of pressure and flow data.
• Initiating preliminary evaluation for crossing site and assessing required infrastructure for expansion east of NY 14 is advised.
• Detailed design for the Thermal Vapor Recompression (TVR) upgrade should commence by Year 2028, with installation included in 2030.

Key Dates

Recommendation

ContextLogic is undergoing a significant strategic transformation, divesting its e-commerce business and acquiring US Salt, a stable, profitable entity in a niche market. The Rights Offering is fully backstopped, ensuring the acquisition's financing. US Salt's strong historical financial performance and competitive advantages are positive. However, ContextLogic itself has no material operations post-divestiture, faces substantial integration risks, and US Salt has identified internal control weaknesses. The non-transferable nature of the rights and the lock-up period for exercised shares also present liquidity concerns for investors. Given the transitional nature of the company and the inherent risks of a major acquisition, a 'Hold' recommendation is appropriate. Investors should monitor the integration process, remediation of internal control weaknesses, and the performance of the combined entity before making further investment decisions. The potential for dilution for non-participating shareholders is also a factor.

Keywords

ContextLogic Holdings Inc., LOGC, US Salt, Rights Offering, Acquisition, SEC Filing, S-1, Common Stock, Subscription Rights, Capital Raise, Net Operating Losses, NOLs, Evaporated Salt, Industrial Salt, Pharmaceutical Salt, Food-Grade Salt, OTCQB, Financial Reporting, Corporate Governance, Risk Factors, Backstop Agreement, Delaware Corporation, Wish.com, BC Partners, Abrams Capital, Mineral Reserves, Mining Operations, Watkins Glen, New York