Table of Contents ARK deploys equity capital through these real estate acquisition vehicles to acquire properties, all of which are expected to include some level of occupancy or involvement of The We Company as contemplated by the mandate of these real estate acquisition vehicles. See “—Transactions between ARK and The We Company” for a description of the governing agreements with The We Company. To date, ARK has secured equity capital commitments of $2.9 billion. Equity capital managed by ARK is in certain instances co-managed in collaboration with other third-party institutional managers and is subject to the terms and conditions set out in the various definitive agreements relating to that equity capital. To date, The We Company has committed approximately $196 million of the $2.9 billion in equity capital commitments secured by these real estate acquisition vehicles. We do not currently have any ownership interest in these real estate acquisition vehicles other than the capital commitments specified in the preceding sentence. A portion of these equity capital commitments has been deployed to purchase the assets described below, and a portion remains to be deployed. Customary asset-level debt financing arrangements have been provided on customary terms by third-party institutional lenders in respect of assets acquired by ARK to date. Through these real estate acquisition vehicles, ARK has acquired or entered into agreements to acquire an aggregate of more than $3 billion of assets as of the date of this prospectus. The We Company occupies a portion of the rentable space at the properties owned by these real estate acquisition vehicles; however, these locations represent a small percentage of our locations. Following the third anniversary of the ARK/WPI combination, we may elect to purchase from the Rhône Group, or the Rhône Group may elect to sell to us, at the fair market value at the time (as determined by an independent third-party appraisal process), all of the Rhône Group’s equity interests in ARK, including, if the Rhône Group elects, any equity interests held by the Rhône Group in any real estate acquisition vehicle managed or sponsored by ARK (which is expected to include the Rhône Group’s interest in the WPI Fund). We may pay this purchase price in cash and/or in shares of our Class A common stock (valued based on then-recent trading prices), at our election. Investment Committees of the ARK Master Fund and the WPI Fund Each of the ARK Master Fund and WPI Fund has an investment committee that will evaluate acquisition opportunities presented to it by the ARK Manager personnel. The investment committee of the ARK Master Fund is generally controlled by ARK and consists of four members, three of which are designated by The We Company and one of which is designated by a limited partner in the ARK Master Fund. The investment committee of the WPI Fund is jointly controlled by The We Company and the Rhône Group and consists of four members, two of which are designated by The We Company and two of which are designated by the Rhône Group (one of whom is currently Steve Langman, a member of the board of directors of The We Company). Transactions between ARK and The We Company When entering into a lease or other transaction such as a management agreement in respect of a property owned by an ARK-managed real estate acquisition vehicle with a subsidiary of The We Company, the ARK Master Fund and the WPI Fund generally follow procedures that are set out in the governing documents of the ARK Master Fund and the WPI Fund. For example, in the ARK Master Fund, these procedures typically require that the transaction comply with agreed-upon contractual principles and the terms be reviewed by an independent broker or appraiser for consistency with market conditions and local market practice. For efficiency of operations, a transaction subject to these specified vehicle-level procedures will not require the consent of the Management Committee. If no such procedures are set out in the governing documents of the applicable real estate acquisition vehicle, the transaction would instead require consent of the Management Committee, including the consent of the Rhône Group designees. In addition, any transactions between ARK and The We Company will be subject to our policies and procedures with respect to transactions with any related party. We expect as a part of this policy that the audit committee will establish specific guidelines that will apply to such transactions that are entered into in the ordinary course of business between us and ARK as well as those transactions that qualify as related party transactions solely as a result of Steven Langman’s indirect interest in ARK and his role as one of our directors. We further expect the audit committee to review and assess ongoing relationships with ARK on a quarterly basis to ensure compliance with the audit committee’s guidelines and that such transactions remain appropriate. See “Certain Relationships and Related Party Transactions—Policies and Procedures for Related Party Transactions.” 167