Table of Contents WEWORK COMPANIES INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2019 (UNAUDITED) The tables below provide a summary of the changes in assets and liabilities recorded at fair value and classified as Level 3: Year Ended December 31, Six Months Ended (Amounts in thousands) 2018 June 30, 2019 Assets: Balance at beginning of period $ 6,032 $ 5,319 Purchases 63 — Conversions (177) — Accrued interest income 382 156 Foreign currency translation gains (losses) included in other comprehensive income (176) — Foreign currency gain (loss) included in net income (805) 69 Balance at end of period $ 5,319 $ 5,544 Year Ended December 31, 2018 Contingent Contingent Consideration Consideration Embedded Payable in Payable in Redemption (Amounts in thousands) Stock Cash Derivative Total Liabilities: Balance at beginning of period $ — $ — $ — $ — Additions 92,973 14,739 178,784 286,496 Settlements (43,958) — — (43,958) (1) Change in fair value 80,633 (4,194) 97,587 174,026 Foreign currency translation gains (losses) included in other comprehensive income 163 (25) — 138 Balance at end of period $ 129,811 $ 10,520 $ 276,371 $416,702 (1) During the year ended December 31, 2018, $76.4 million of the change in fair value was included as a component of growth and new market development expenses and $97.6 million was included as a component of interest expense. Six Months Ended June 30, 2019 Contingent Contingent Consideration Consideration Embedded Payable in Payable in Redemption (Amounts in thousands) Stock Cash Derivative 2018 Warrant Total Liabilities: Balance at beginning of period $ 129,811 $ 10,520 $ 276,371 $ — $ 416,702 Additions — — 25,295 1,818,273 1,843,568 Settlements (68,090) (11,496) (274,617) — (354,203) (1) Change in fair value (44,061) 983 (27,049) 126,732 56,605 Foreign currency translation gains (losses) included in other comprehensive income 315 (7) — — 308 Balance at end of period $ 17,975 $ — $ — $1,945,005 $1,962,980 (1) During the six months ended June 30, 2019, $43.1 million of the change in fair value was included as a reduction of growth and new market development expenses, $27.0 million was included as a reduction of interest expense and $126.7 million was included as a component of the gain from change in fair value of related party financial instruments on the accompanying condensed consolidated statement of operations. F-111
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