Table of Contents Since January 1, 2016, the Company has granted to its employees and other service providers restricted stock awards and restricted stock units for an aggregate of shares of Class A common stock under its equity compensation plans. Since January 1, 2016, the Company has granted to its employees and other service providers restricted stock awards for an aggregate of shares of Class B common stock under its equity compensation plans. Since January 1, 2016, the Company has issued and sold to its employees and others an aggregate of shares of Class B common stock in connection with the exercise of options granted under its equity compensation plans at a weighted average exercise price of $ per share. Since January 1, 2016, the Company has issued shares of Class C common stock to the holders of partnership interests in the We Company Partnership. (d) Warrants and Convertible Notes Since January 1, 2016, the Company has issued shares of Class A common stock in connection with the exercise of warrants at a weighted average exercise price of $ per share. Since January 1, 2016, the Company has issued shares of Class B common stock in connection with the exercise of warrants at a weighted average exercise price of $ per share. Since January 1, 2016, the Company has issued shares of Series C preferred stock in connection with the partial conversion of a convertible note. The outstanding principal amount remaining under this convertible note will be automatically converted to shares of Series C preferred stock, which will then be converted to shares of Class A common stock, upon the completion of this offering. On August 31, 2018, the Company issued a convertible note to SB WW Holdings (Cayman) Limited pursuant to that certain Agreement for Investment and Convertible Promissory Note dated July 28, 2018 between the Company and SoftBank Group Corp. On July 15, 2019, the entire $1,000,000,000 principal amount of the convertible note was converted to 9,090,909 shares of Series G-1 preferred stock. On November 1, 2018, the Company entered into a warrant agreement with SB WW Holdings (Cayman) Limited pursuant to which the Company agreed to issue to SB WW Holdings (Cayman) Limited warrants exercisable for shares of the Company’s capital stock. Warrants issued to SB WW Holdings (Cayman) Limited upon receipt of funding on January 15, 2019 and April 15, 2019 were exercised on July 15, 2019 for an aggregate of 22,727,273 shares of Series G-1 preferred stock. On July 15, 2019, the Company entered into a warrant agreement with SB WW Holdings (Cayman) Limited pursuant to which the Company agreed to issue to SB WW Holdings (Cayman) Limited a warrant exercisable for shares of the Company’s capital stock. The warrant will be issued to SB WW Holdings (Cayman) Limited upon receipt of funding on April 3, 2020. (e) Senior Notes On April 30, 2018, the Company issued $702,000,000 aggregate principal amount of 7.875% senior notes due 2025. Item 16. Exhibits and Financial Statement Schedules (a) Exhibits: The list of exhibits set forth under “Exhibit Index” at the end of this Registration Statement is incorporated herein by reference. (b) Financial Statement Schedules: All financial statement schedules are omitted because the information called for is not required or is shown either in the consolidated financial statements or in the notes thereto. Item 17. Undertakings The undersigned Registrant hereby undertakes to provide to the underwriters at the closing specified in the underwriting agreement certificates in such denominations and registered in such names as required by the underwriters to permit prompt delivery to each purchaser. II-3
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