Table of Contents WEWORK COMPANIES INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2019 (UNAUDITED) The following table presents the total weighted-average number of potentially dilutive shares that were excluded from the computation of diluted net loss per share attributable to Class A and Class B common stockholders because their effect would have been anti-dilutive for the periods presented: Six Months Ended June 30, 2018 2019 Convertible Preferred Stock Series A, B, C, D-1, D-2, E, F, G, and Acquisition 170,990,896 172,145,245 Convertible Preferred Stock Series Junior 1,500 1,500 Convertible notes 785,302 9,876,211 Stock options not subject to performance conditions 15,666,935 18,086,053 Unvested restricted stock/RSUs not subject to performance conditions 768,665 876,088 Vested RSUs with non-forfeitable dividend rights 231,883 391,985 Warrants 1,566,576 16,703,009 Pro Forma Net Loss Per Share (Unaudited) The unaudited pro forma basic and diluted net loss per share attributable to Class A and Class B common stockholders for the six months ended June 30, 2019 has been prepared to give effect to adjustments to the numerator in the pro forma basic and diluted net loss per share calculation to: • remove the effect of interest expense and amortization of debt discount for the Convertible Note; • remove gains or losses resulting from the remeasurement of the embedded derivative related to the Convertible Note; • remove gains or losses resulting from the remeasurement of the Amended 2018 Warrant; The unaudited pro forma net basic and diluted net loss per share attributable to Class A and Class B common stockholders for the six months ended June 30, 2019 has been prepared to give effect to adjustments to the denominator in the pro forma basic and diluted net income per share calculation to give effect to: • the automatic conversion of all outstanding convertible preferred stock into Class A common stock other than our Junior Preferred Stock which automatically converts to Class B common stock in connection with a qualifying initial public offering. The Company used the if-converted method as though the conversion had occurred as of the beginning of the period or the original date of issuance, if later; • the automatic conversion of our Convertible Note that would have ultimately automatically converted into Class A common stock, if not earlier converted in July 2019 as discussed in Note 25; • the conversion of the convertible note that is convertible into shares of Series C Preferred stock that will ultimately automatically convert into Class A common stock at a conversion price of $5.36 per share; • the automatic exercise of the Amended 2018 Warrant, that would have ultimately automatically converted into Class A common stock at a conversion price of $110 per share, if not earlier converted in July 2019 as discussed in Note 25. • the issuance of common stock upon the vesting and settlement of RSUs for which the service-based vesting condition was satisfied as of June 30, 2019 and the qualifying event-based vesting condition will be satisfied in connection with an IPO. The liquidation and dividend rights are identical among Class A and Class B common stock, and both classes of common stock share equally in our earnings and losses. F-127