Table of Contents ChinaCo’s board of directors and is the Chief Executive Officer of Hony. The shares generally vest in equal annual installments over five years from the date of the agreement, subject to the continued provision of certain business services. In April 2018, we, ChinaCo and a subsidiary of PacificCo entered into an agreement to purchase naked Hub (as amended, the “NH Agreement”) as described in Note 6 to the audited annual consolidated financial statements included elsewhere in this prospectus. A portion of the consideration for the acquisition was shares of our Class A common stock, which we issued on June 7, 2019. In connection with this acquisition, ChinaCo provided us a promissory note, dated April 26, 2018, for an amount equal to the value of this stock consideration as set forth in the NH Agreement. The promissory note has an aggregate principal amount of $200.0 million, an interest rate of 2.36% and a maturity date of April 26, 2021. WPI Fund and ARK In March 2017, together with the Rhône Group, we formed the WPI Fund. Steven Langman, who serves as one of our directors, co-founded and manages the Rhône Group. Steven Langman and Adam Neumann have each served on the management committees of the entities that currently advise and manage the WPI Fund, and Steven Langman continues to serve on those committees. Prior to the ARK/WPI combination described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Recent Developments—ARK/WPI Combination”, the entities that currently advise and manage the WPI Fund were each indirectly owned 50% by us and 50% by affiliates of the Rhône Group. During 2019, we formed ARK to serve as our global real estate acquisition and management platform. As a result of the ARK/WPI combination, all of our real estate acquisition and management activities have been combined into a single platform comprising multiple real estate acquisition vehicles (including the WPI Fund) managed by a single sponsor vehicle controlled by us. Each of ARK Master GP and the ARK Manager is owned approximately 80% by us and 20% by the Rhône Group. In connection with the ARK/WPI combination, Steven Langman was appointed by the Rhône Group to the management committee of ARK as one of two designees of the Rhône Group. Steven has also been appointed by ARK’s managing partner to serve on the investment committee for the ARK Master Fund in addition to continuing to serve on the investment committee for the WPI Fund. See “Business—Our Organizational Structure—ARK”. In April 2019, our board of directors approved a restricted stock award to Steven Langman for 454,546 shares of our Class A common stock for his ongoing services to The We Company. The grant generally vests in equal monthly installments over seven years from the grant date. As a result of transactions effected in connection with the ARK/WPI combination, our investment in DSQ Partners and our investment in WeWork Waller Creek are now held through ARK Master GP. In connection with the consummation of the ARK/WPI combination, we also purchased units of the WPI Fund from the Rhône Group, increasing our capital commitment to the WPI Fund from approximately $27.0 million to approximately $77.0 million. In 2017, in order to secure a potential investment opportunity that was being evaluated by us and the WPI Fund, the WPI Fund made a deposit, structured as unsecured loans, to us, totaling $26.1 million, at an interest rate of 1.52%. On April 13, 2018, in connection with the completion of that investment, we repaid the loans in full. We also issued two $25 million convertible promissory notes in 2018 in connection with securing a potential investment opportunity that was being evaluated by the WPI Fund. In February 2019, through the conversion of the convertible promissory notes, we acquired a 17.4% interest in the 424 Fifth Venture, which simultaneously closed an $852.8 million acquisition of property located in New York City. The WPI Fund is a 39.1% owner in the 424 Fifth Venture. Together with the WPI Fund, we secured financing for this acquisition from J.P. Morgan Chase Bank, N.A. See “Description of Indebtedness—424 Fifth Venture Loans”. We have entered into operating lease agreements with landlord entities in which the WPI Fund (or, following the ARK/WPI combination, other real estate acquisition vehicles managed or sponsored by ARK) have an interest, on what we believe to be commercially reasonable terms no less favorable to us than could have been obtained from unaffiliated third parties. During the years ended December 31, 2016 and 2017, no rent expense or cash payments had been recognized by us relating to these agreements as we were not yet occupying any properties owned by these entities and had not paid any rent under these leases. During the year ended December 31, 2018 and the six months ended June 30, 2019, we made cash payments totaling $0.0 million and $0.6 million, respectively, and we recognized 206