Table of Contents (1) A $1.00 increase (decrease) in the assumed initial public offering price of $ per share (the midpoint of the price range set forth on the cover page of this prospectus) would increase (decrease) each of cash and cash equivalents, additional paid-in capital, total equity and total capitalization by $ , less underwriting discounts and commissions and estimated offering expenses payable by us, assuming that the number of shares offered by us, as set forth on the cover page of this prospectus, remains the same. If the underwriters exercise in full their option to purchase additional shares of Class A common stock, the pro forma as adjusted amount of each of cash and cash equivalents, additional paid-in capital, total equity and total capitalization would increase by approximately $ , less underwriting discounts and commissions and estimated expenses payable by us. (2) Concurrently with the closing of this offering, we expect to enter into the 2019 Credit Facility described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Recent Developments—Debt Financing Transactions”. Subject to the satisfaction of certain conditions, we expect to draw $1.0 billion under that facility concurrently with the closing of this offering. (3) Actual: Series A Convertible Preferred Stock — shares authorized, issued and outstanding; Series B Convertible Preferred Stock — shares authorized, issued and outstanding; Series C Convertible Preferred Stock — shares authorized and shares issued and outstanding; Series D-1 Convertible Preferred Stock — shares authorized, issued and outstanding; Series D-2 Convertible Preferred Stock — shares authorized, issued and outstanding; Series E Convertible Preferred Stock — shares authorized, issued and outstanding; Series F Convertible Preferred Stock — shares authorized and shares issued and outstanding; Series G Convertible Preferred Stock — shares authorized and shares issued and outstanding; Series G-1 Convertible Preferred Stock — shares authorized and shares issued and outstanding; Acquisition Preferred Stock — shares authorized and shares issued and outstanding; and Junior Non-Voting Preferred Stock — shares authorized, issued and outstanding. Pro forma and pro forma as adjusted: no shares authorized, issued or outstanding. (4) Actual amounts do not give effect to the consummation of the stock split to be effected on the closing date of this offering. (5) Actual: shares authorized, shares issued and outstanding. Pro forma: shares authorized and shares issued and outstanding. Pro forma as adjusted: shares authorized and shares issued and outstanding. (6) Actual: shares authorized and shares issued and outstanding. Pro forma and pro forma as adjusted: shares authorized and shares issued and outstanding. (7) Actual: shares authorized and shares issued and outstanding. Pro forma and pro forma as adjusted: shares authorized and shares issued and outstanding. (8) Pro forma and pro forma as adjusted gives effect to stock-based compensation expense of approximately $ million associated with the portion of restricted stock units and stock options for which the service period had been rendered as of , 2019 but for which vesting is also contingent on our initial public offering. This pro forma adjustment related to stock-based compensation expense of approximately $ million has been reflected as an increase in additional paid-in capital and accumulated deficit. See Note 2 to the unaudited interim condensed consolidated financial statements of WeWork Companies Inc. included elsewhere in this prospectus. The number of shares of Class A common stock, Class B common stock and Class C common stock to be outstanding on a pro forma and pro forma as adjusted basis excludes: • shares of Class A common stock issuable upon the exercise of stock options outstanding as of , 2019 at a weighted average exercise price of $ per share; • shares of Class B common stock issuable upon the exercise of stock options outstanding as of , 2019 at a weighted average exercise price of $ per share; • shares of Class A common stock issuable upon the exercise of warrants outstanding as of , 2019 at an exercise price of $13.12 per share, which warrants were issued to members at our first location; • shares of Class A common stock issuable upon the exercise of warrants outstanding as of , 2019 at an exercise price of $0.001 per share; • up to shares of Class A common stock issuable in connection with the acquisitions described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Recent Developments—Acquisitions”; • shares of Class A common stock issuable upon the settlement of restricted stock units outstanding as of , 2019; and • shares of Class A common stock and shares of Class B common stock reserved for future issuance under the new equity incentive plan we intend to adopt prior to the completion of this offering. See “Executive Compensation—The We Company 2019 Omnibus Incentive Plan”. The information set forth in the table above also does not give effect to the 2019 warrant. Under the terms of the 2019 warrant, we have the right to receive $1.5 billion on April 3, 2020 in exchange for the issuance of shares of our Class A common stock at a price of $ per share (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). See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Convertible Note and Warrant Agreements”. 59