Table of Contents SoftBank Financings and Creator Fund Since January 1, 2017, SoftBank Group Corp., SoftBank Vision Fund L.P. and/or their respective affiliates (collectively, the “SoftBank entities”) have invested or committed to invest in us and our subsidiaries approximately $10.65 billion. In addition to the $1.7 billion invested by SBWW Investments Limited, an affiliate of SoftBank Vision Fund L.P., in connection with our Series G preferred stock financing, SoftBank entities have invested or committed to invest the following: • an aggregate of $1.65 billion in our regional joint ventures, consisting of the following: • $400.0 million in exchange for a noncontrolling interest in ChinaCo during 2017; • $500.0 million in exchange for a noncontrolling interest in JapanCo during 2017; • $500.0 million in exchange for a noncontrolling interest in PacificCo during 2017; and • $250.0 million in exchange for a noncontrolling interest in ChinaCo during 2018; • an aggregate of $1.3 billion pursuant to the 2017 tender offer; • $1.0 billion pursuant to the 2018 convertible note; • an aggregate of $2.5 billion pursuant to the 2018 warrant; • an aggregate of $1.0 billion pursuant to the 2019 tender offer; and • $1.5 billion pursuant to the 2019 warrant. Convertible Note and Warrant Agreements On July 28, 2018, we entered into an agreement with SoftBank Group Corp. for the issuance of the 2018 convertible note in exchange for a commitment in an aggregate amount of $1.0 billion. On August 31, 2018, we drew down on the full $1.0 billion commitment. On July 15, 2019, the 2018 convertible note was converted into 9,090,909 shares of Series G-1 preferred stock. On November 1, 2018, we entered into an agreement with SBWW Cayman, an affiliate of SoftBank Group Corp., pursuant to which we received funds of $2.5 billion in 2019 in exchange for the issuance of the 2018 warrant. On July 15, 2019, the 2018 warrant was exercised for 22,727,273 shares of Series G-1 preferred stock. On July 15, 2019, we entered into an additional agreement with SBWW Cayman pursuant to which SBWW Cayman will make a payment of $1.5 billion on April 3, 2020 in exchange for the issuance of the 2019 warrant, which will be automatically exercised on April 3, 2020 for shares of Class A common stock at a per-share price of $ (subject to equitable adjustment in the event of any further stock split, stock dividend, reverse stock split or similar recapitalization event from the closing of this offering through April 3, 2020). Tender Offers In connection with our Series G preferred stock financing, SBWW Investments Limited launched the 2017 tender offer to purchase up to $1.3 billion of shares of outstanding equity securities (including shares underlying vested options, exercisable warrants and convertible notes). The 2017 tender offer expired on October 25, 2017 and upon settlement, SBWW Investments Limited purchased 30,839,754 shares of capital stock for an aggregate purchase price of approximately $1.3 billion. Additionally, in connection with the 2019 warrant, SBWW Cayman launched the 2019 tender offer to purchase up to $1.0 billion of shares of outstanding equity securities (including shares underlying vested options, exercisable warrants and convertible notes). The 2019 tender offer expired on April 11, 2019 and upon settlement, SBWW Cayman purchased 18,518,518 shares of capital stock for an aggregate purchase price of approximately $1.0 billion. Upon the completion of this offering, all shares of preferred stock acquired by the SoftBank entities in the 2017 tender offer and the 2019 tender offer will convert into shares of our Class A common stock. 202