Table of Contents WEWORK COMPANIES INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2019 (UNAUDITED) Note 15. Fair Value Measurements The Company’s assets and liabilities measured at fair value on a recurring basis consisted of the following: December 31, 2018 (Amounts in thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents—money market funds and time deposits $ 1,388,877 $ — $ — $ 1,388,877 Other investments—available-for-sale convertible notes — — 5,319 5,319 Total assets measured at fair value $ 1,388,877 $ — $ 5,319 $ 1,394,196 Liabilities: Other current liabilities—contingent consideration relating to acquisitions payable in stock $ — $ — $ 129,811 $ 129,811 Other current liabilities—contingent consideration relating to acquisitions payable in cash — — 10,520 10,520 Convertible related party liabilities—embedded redemption derivative — — 276,371 276,371 Total liabilities measured at fair value $ — $ — $ 416,702 $ 416,702 June 30, 2019 (Amounts in thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents—money market funds and time deposits $ 2,010,340 $ — $ — $ 2,010,340 Other investments—available-for-sale convertible notes — — 5,544 5,544 Total assets measured at fair value $ 2,010,340 $ — $ 5,544 $ 2,015,884 Liabilities: Other current liabilities—contingent consideration relating to acquisitions payable in stock $ — $ — $ 17,975 $ 17,975 Convertible related party liabilities—embedded redemption derivative — — — — Convertible related party liabilities—Amended 2018 Warrant — — 1,945,005 1,945,005 Total liabilities measured at fair value $ — $ — $ 1,962,980 $ 1,962,980 There were no transfers between Level 1 and Level 2 of the fair value hierarchy during the year ended December 31, 2018 or the six months ended June 30, 2019. F-110
S1 - WeWork Prospectus Page 353 Page 355