Table of Contents TABLE OF CONTENTS Prospectus Summary 1 Risk Factors 24 Cautionary Note Regarding Forward-Looking Statements 53 Market, Industry and Other Data 55 Use of Proceeds 56 Dividend Policy 57 Capitalization 58 Dilution 60 Selected Historical Consolidated Financial and Operating Information 62 Management’s Discussion and Analysis of Financial Condition and Results of Operations 65 Business 127 Management 172 Executive Compensation 177 Principal Stockholders 185 Description of Capital Stock 189 Description of Indebtedness 195 Certain Relationships and Related Party Transactions 197 Shares Eligible for Future Sale 208 U.S. Federal Income Tax Considerations for Non-U.S. Holders 210 Underwriting 213 Legal Matters 220 Experts 220 Where You Can Find More Information 220 Index to Consolidated Financial Statements F-1 You should rely only on the information contained in this prospectus or contained in any free writing prospectus that we have filed with the Securities and Exchange Commission (the “SEC”). Neither we nor the underwriters have authorized anyone to provide you with additional information. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or any sale of shares of our Class A common stock. Our business, financial condition, results of operations and prospects may have changed since that date. We are offering to sell, and seeking offers to buy, our Class A common stock only in jurisdictions where offers and sales are permitted. For investors outside the United States: Neither we nor any of the underwriters have done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, this offering and the distribution of this prospectus outside the United States. Unless otherwise indicated or the context otherwise requires, all references in this prospectus to “we”, “our”, “us”, “the Company” and “our company” refer to The We Company (or any predecessor entities, including WeWork Companies Inc.) and its consolidated subsidiaries. Certain amounts, percentages and other figures presented in this prospectus have been subject to rounding adjustments. Accordingly, figures shown as totals, dollars or percentages may not represent the arithmetic summation or calculation of the figures that accompany them. Until , 2019 (25 days after the date of this prospectus), all dealers that buy, sell or trade in our Class A common stock, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealers’ obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions.