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Table of Contents such award exceeds the value of the We Company Partnership’s businesses on the date of grant of such award. As of , 2019, the amount of distributions which must be exceeded in order for a holder of profits interests granted on such date to receive an ordinary or liquidating distribution was $ . Profits interests do not have any direct voting rights with respect to The We Company. However, with respect to each profits interest, the recipient has also been granted one share of Class C common stock, which is entitled to twenty votes. Under the terms of the Partnership Agreement and the terms of the profits interest award agreement pursuant to which such profits interest was granted, each profits interest will be subject to certain time-based, market-based and/or performance-based vesting criteria. In the event such vesting criteria are not met, such profits interest will be forfeited. Such forfeited profits interest may be re-allocated. Preferred Stock Financings In 2016, we issued and sold an aggregate of 13,759,327 shares of our Series F preferred stock for aggregate gross proceeds of approximately $690.6 million. 10,728,980 of these shares of our Series F preferred stock were issued to related parties for aggregate gross proceeds paid to us of approximately $538.5 million. In 2017, we issued and sold an aggregate of 32,812,199 shares of our Series G preferred stock to SBWW Investments Limited, an affiliate of SoftBank Vision Fund L.P., for aggregate gross proceeds of approximately $1.7 billion. The following table presents the total number of shares of our preferred stock issued and sold to related parties since January 1, 2016: Related party Series F Series G J.P. Morgan entities Number of shares 298,851 — Total purchase price $ 15,000,004 $ — Hony entities Number of shares 10,061,312 — Total purchase price $504,999,937 $ — Fidelity entities Number of shares 368,817 — Total purchase price $ 18,511,755 $ — SBWW Investments Limited Number of shares — 32,812,199 Total purchase price $ — $1,700,000,030 Upon the completion of this offering, all shares of our senior preferred stock, including Series F preferred stock and Series G preferred stock, will convert into shares of our Class A common stock. Regional Joint Ventures and Strategic Partnerships To facilitate our expansion into Asia, we formed a number of joint ventures, strategic partnerships and similar entities to drive growth in a capital-efficient manner. We now operate in China, Japan and the broader Pacific region through a series of joint ventures that we refer to as “ChinaCo”, “JapanCo” and “PacificCo”, respectively. For each of ChinaCo, JapanCo and PacificCo, in addition to our equity interest, we are entitled to a fee in exchange for providing certain intellectual property and trademark rights and other services. The total revenue recognized by the Company during the six months ended June 30, 2019, which is eliminated in consolidation, was $7.3 million, $4.6 million and $4.3 million from ChinaCo, JapanCo and PacificCo, respectively. The total revenue recognized by the Company during the year ended December 31, 2018, which is eliminated in consolidation, was $7.3 million, $2.0 million and $4.1 million from ChinaCo, JapanCo and PacificCo, respectively. See “Business—Our Organizational Structure—Regional Joint Ventures” for more detail about these joint ventures. SoftBank entities and Hony entities have invested or committed to invest in ChinaCo approximately $650.0 million and $150.0 million, respectively. SoftBank entities have additionally invested or committed to invest approximately $500.0 million in each of JapanCo and PacificCo. In April 2017, ChinaCo entered into an agreement granting to Hony entities up to 10,000,000 Class A ordinary shares of ChinaCo in consideration for services provided by John Zhao, who is a director of both our board of directors and 205

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