WEWORK INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2024-06-12: Form 8-K; Period of report 2024-06-11; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 1.01.
- 2024-06-03: Form 8-K; Period of report 2024-05-30; Description 1.03 Bankruptcy or Receivership; 7.01 Regulation FD Disclosure; Details 1.03.
- 2024-05-03: Form 8-K; Period of report 2024-04-30; Description 7.01 Regulation FD Disclosure; Details 7.01.
- 2024-04-09: Form 8-K; Period of report 2024-04-03; Description 4.01 Changes in Registrant's Certifying Accountant; Details 4.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2024-06-12 | 8-K | 2024-06-11 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 1.03 On the Effective Date, the Plan became effective pursuant to its terms and the Debtors filed a Notice of Occurrence of Effective Date (the “Effective Date Notice”) with the Bankruptcy Court. 2.03 The information included in Item 1.01 of this Current Report under the heading “Exit Letter of Credit Facility” is incorporated by reference into this Item 2.03. 3.02 Pursuant to the Plan and following the cancellation of the Company’s Existing Equity, on the Effective Date, the Company issued certain shares of Common Stock to Holders of DIP New Money Exit Facility Claims, Allowed Drawn DIP TLC Claims, Allowed DIP TLC Fee Claims, Allowed Prepetition LC Facility Claims, Allowed 1L Notes Claims and Allowed 2L Notes Claims. 3.03 The information set forth under Item 1.02 of this Current Report is incorporated herein by reference. 5.01 The information set forth in the Introductory Note, Item 1.03, Item 3.02 and Item 5.02 of this Current Report is incorporated herein by reference. 5.02 On the Effective Date, David Tolley ceased to serve as the Company’s Chief Executive Officer. 5.03 On the Effective Date, in connection with the effectiveness of the Plan, the Company’s Amended and Restated Certificate of Incorporation (the “Amended Certificate”) was filed with the Secretary of State of the State of Delaware and became effective upon the filing thereof and the Company’s Amended and Restated Bylaws (the “Amended Bylaws”) became effective in connection therewith. 7.01 On June 11, 2024, the Company issued two press releases in connection with a change in officers and the effectiveness of the Plan respectively. 8.01 In conjunction with its emergence from bankruptcy, the Company filed a Form 15 with the U.S. Securities and Exchange Commission to deregister its securities under Section 12(g) of the Securities Exchange Act of 1934, as amended. | d803133d8k.htm |
| 2024-06-03 | 8-K | 2024-05-30 | 1.03 Bankruptcy or Receivership; 7.01 Regulation FD Disclosure | 1.03 As previously disclosed, on November 6, 2023, WeWork Inc. (the “Company” or “WeWork”) and certain of its direct and indirect subsidiaries (together with the Company, the “Debtors”) filed voluntary petitions (the “Chapter 11 Cases”) to commence proceedings under chapter 11 of title 11 of the United States Code (the “Code”) in the United States Bankruptcy Court for the District of New Jersey (the “Bankruptcy Court”). 7.01 On May 30, 2024, the Company filed with the Bankruptcy Court a consolidated monthly operating report for the period beginning April 1, 2024 and ending April 30, 2024 (the “Monthly Operating Report”). | we-20240530.htm |
| 2024-05-03 | 8-K | 2024-04-30 | 7.01 Regulation FD Disclosure | 7.01 On April 30, 2024, the Company filed with the Bankruptcy Court a consolidated monthly operating report for the period beginning March 1, 2024 and ending March 31, 2024 (the “Monthly Operating Report”). | we-20240430.htm |
| 2024-04-09 | 8-K | 2024-04-03 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 As previously reported in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 9, 2023, the Company’s prior registered accounting firm informed the Company that it will not seek to be retained as the Company’s independent registered accounting firm and will therefore no longer provide audit services to the Company and its subsidiaries following the previously announced Chapter 11 Cases. | we-20240403.htm |
| 2024-04-04 | 8-K | 2024-03-29 | 7.01 Regulation FD Disclosure | 7.01 On March 29, 2024, the Company filed with the Bankruptcy Court a consolidated monthly operating report for the period beginning February 1, 2024 and ending February 29, 2024 (the “Monthly Operating Report”). | we-20240329.htm |
| 2024-04-02 | 8-K | 2024-04-02 | 7.01 Regulation FD Disclosure | 7.01 On April 2, 2024, the Company issued a press release in connection with the Chapter 11 Cases. | we-20240402.htm |
| 2024-03-07 | 8-K | 2024-03-01 | 7.01 Regulation FD Disclosure | 7.01 On March 1, 2024, the Company filed with the Bankruptcy Court a consolidated monthly operating report for the period beginning January 1, 2024 and ending January 31, 2024 (the “Monthly Operating Report”). | we-20240301.htm |
| 2024-02-06 | 8-K | 2024-01-30 | 7.01 Regulation FD Disclosure | 7.01 On January 30, 2024, the Company filed with the Bankruptcy Court consolidated monthly operating reports for the period beginning November 6, 2023 and ending November 30, 2023 (the “November Monthly Operating Report”) and the period beginning December 1, 2023 and ending December 31, 2023 (the “December Monthly Operating Report” and, together with the November Monthly Operating Report, the “Monthly Operating Reports”). | we-20240130.htm |
| 2023-12-26 | 8-K | 2023-12-19 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Report is incorporated by reference into this Item 2.03. | ef20017367_8k.htm |
| 2023-12-05 | 8-K | 2023-12-05 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 5, 2023, the Board of Directors of WeWork Inc. (the “Company”) appointed Claudio Hidalgo as Chief Operating Officer, effective immediately. | ef20015885_8k.htm |
| 2023-11-21 | 8-K | 2023-11-15 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 - Results of Operations and Financial Condition. 8.01 On November 15, 2023, subsequent to the commencement on November 6, 2023 of the voluntary proceedings under Chapter 11 (the “Chapter 11 Cases”) of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of New Jersey (the “Bankruptcy Court”) by WeWork Inc. (the “Company”) and certain of its direct and indirect subsidiaries, including WeWork Companies U.S. LLC (the “Borrower”), the Borrower entered into a commitment letter (together with all exhibits and schedules thereto, the “DIP Commitment Letter”) with Goldman Sachs International Bank (“Goldman Sachs”), JPMorgan Chase Bank, N.A. (“JPMorgan” and, together with Goldman Sachs, the “DIP LC Commitment Parties”) and SoftBank Vision Fund II-2 L.P. (“SVF” and, collectively with the DIP LC Commitment Parties, the “Commitment Parties”). | we-20231115.htm |
| 2023-11-13 | 8-K | 2023-11-09 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On November 9, 2023, Ernst & Young LLP (“EY”) informed WeWork Inc. (the “Company” or “WeWork”) that EY will not seek to be retained as the Company’s independent registered accounting firm and will therefore no longer provide audit services to the Company and its subsidiaries following the previously announced Chapter 11 cases of the Company and certain of its subsidiaries. | d280981d8k.htm |
| 2023-11-09 | 8-K | 2023-11-07 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On November 7, 2023, WeWork Inc. (the “Company” or “WeWork”) was notified by the staff of NYSE Regulation (“NYSE Regulation”) that it had determined to commence proceedings to delist the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), from the New York Stock Exchange (the “NYSE”) and that trading in the Common Stock was suspended immediately. | d295389d8k.htm |
| 2023-11-07 | 8-K | 2023-11-06 | 1.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 1.03 On November 6, 2023 (the “Petition Date”), WeWork Inc. (“WeWork” or the “Company”) and certain of its direct and indirect subsidiaries (together with the Company, the “Debtors”) filed voluntary petitions to commence proceedings under Chapter 11 (the “Chapter 11 Cases”) of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of New Jersey (the “Bankruptcy Court”). 7.01 On November 6, 2023, the Company issued a press release in connection with the filing of the Chapter 11 Cases. 8.01 The Company cautions that trading in its securities (including, without limitations, the Company’s Class A common stock) during the pendency of the Chapter 11 Cases is highly speculative and poses substantial risks. | d522028d8k.htm |
| 2023-10-31 | 8-K | 2023-10-30 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 1.02 On October 30, 2023, WeWork Companies LLC (“WeWork Obligor”) entered into a satisfaction letter (the “Satisfaction Letter”) with SoftBank Vision Fund II-2 L.P. (“SVF”), Goldman Sachs International Bank, as senior tranche administrative agent, Kroll Agency Services Limited, as junior tranche administrative agent, and certain other issuing creditors and L/C participants party thereto, each of which is a party to that certain Credit Agreement, dated as of December 27, 2019 (as amended or otherwise modified from time to time, the “Credit Agreement”). 7.01 The Company has elected to withhold interest payment of approximately $6.4 million payable in cash (the “Unsecured Notes Interest Payment”) on November 1, 2023 with respect to the Issuers’ 7.875% Senior Notes due 2025 (the “Unsecured Notes”). | d574478d8k.htm |
| 2023-10-19 | 8-K | 2023-10-13 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 13, 2023, WeWork Inc. (the “Company”) and Anthony Yazbeck agreed that Mr. Yazbeck would leave from his position as President and Chief Operating Officer of the Company, effective October 20, 2023. | d154179d8k.htm |
| 2023-10-16 | 8-K | 2023-10-10 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On October 10, 2023, the Board of Directors (the “Board”) of WeWork Inc. (the “Company”) appointed David Tolley as the Company’s Chief Executive Officer (“CEO”) on a permanent basis. 7.01 On October 16, 2023, the Company issued a press release announcing the appointment of David Tolley as permanent CEO and the appointment of Paul Keglevic, a current member of the Board of the Company, as Chair of the Board. | d569469d8k.htm |
| 2023-10-02 | 8-K | 2023-10-02 | 7.01 Regulation FD Disclosure | d555211d8k.htm | |
| 2023-09-01 | 8-K | 2023-08-30 | 8.01 Other Events | 8.01 On May 4, 2023, plaintiff Bhumi Hardev (the “Plaintiff”) filed a putative class action complaint (the “Complaint”) in the Court of Chancery of the State of Delaware (the “Court”) against WeWork Inc. (“WeWork”) and the members of WeWork’s board of directors (the “Board”) under the caption Hardev v. | brhc20058235_8k.htm |
| 2023-09-01 | 8-K | 2023-09-01 | 8.01 Other Events | 8.01 On June 12, 2023, the stockholders of WeWork Inc. (the “Company”) approved an amendment to the Company’s second amended and restated certificate of incorporation to effect a reverse stock split of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), and Class C common stock, par value $0.0001 per share (the “Class C Common Stock”), by a ratio in the range of 1-for-10 to 1-for-40, with such ratio to be determined at the discretion of the board of directors of the Company. | brhc20058165_8k.htm |
| 2023-08-31 | 8-K | 2023-08-25 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03. | brhc20058164_8k.htm |
| 2023-08-22 | 8-K | 2023-08-22 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On August 22, 2023, the New York Stock Exchange (the “NYSE”) notified WeWork Inc. (the “Company”), and publicly announced, that the NYSE has determined to (A) commence proceedings to delist the Company’s warrants, each whole warrant exercisable to purchase one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), at a price of $11.50 per share, and listed to trade on the NYSE under the symbol “WE WS” (the “Warrants”) and (B) immediately suspend trading in the Warrants due to “abnormally low” trading price levels pursuant to Section 802.01D of the NYSE Listed Company Manual. | brhc20057857_8k.htm |
| 2023-08-18 | 8-K | 2023-08-18 | 8.01 Other Events | 8.01 On August 18, 2023, WeWork Inc. (the “Company”) announced that its board of directors has approved a reverse stock split at a ratio of 1-for-40, such that every 40 shares of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”) will be combined into one issued and outstanding share of Class A Common Stock and every 40 shares of the Company’s Class C common stock, par value $0.0001 per share (the “Class C Common Stock”), will be combined into one issued and outstanding share of Class C Common Stock (together, the “Reverse Stock Split”). | we-20230818.htm |
| 2023-08-08 | 8-K | 2023-08-08 | 2.02 Results of Operations and Financial Condition | 2.02 - Results of Operations and Financial Condition. | we-20230808.htm |
| 2023-07-21 | 8-K | 2023-07-17 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03. | d511870d8k.htm |
| 2023-06-29 | 8-K | 2023-06-23 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 3.01 As described in Item 5.02 of this Current Report on Form 8-K, on June 23, 2023, Deven Parekh notified WeWork Inc. (the “Company”) of his resignation from the Company’s Board of Directors (the “Board”), effective immediately. 5.02 On June 23, 2023, Mr. Parekh notified the Company of his resignation from the Board, effective immediately. | d416688d8k.htm |
| 2023-06-16 | 8-K/A | 2023-05-18 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders | 5.02 This Amendment No. 1 to WeWork Inc.’s (the “Company”) Current Report on Form 8-K filed on May 24, 2023 (the “Original Form 8-K”) supplements Item 5.02 of the Original Form 8-K to provide the information required to be disclosed pursuant to Item 5.02(c)(3). | ny20009348x4_8ka.htm |
| 2023-05-24 | 8-K | 2023-05-18 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On May 18, 2023, Andre Fernandez notified WeWork Inc. (the “Company” or “WeWork”) of his intention to resign from his position as Chief Financial Officer (“CFO”) and Treasurer of the Company, effective June 1, 2023. 7.01 The Company is reaffirming its second quarter guidance provided on May 9, 2023. | d627348d8k.htm |
| 2023-05-16 | 8-K | 2023-05-10 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On May 10, 2023, Sandeep Mathrani notified WeWork Inc. (the “Company”) of his intention to resign from his position as Chief Executive Officer (“CEO”) of the Company and as Chairman and a member of the Company’s Board of Directors (the “Board”), in each case, effective May 26, 2023. 7.01 On May 16, 2023, the Company issued a press release announcing the resignation of Mr. Mathrani from his position as CEO, a director and Chairman of the Board, and the appointment of Mr. Tolley as interim CEO and Mr. Hurwitz as Chairman of the Board. | d451919d8k.htm |
| 2023-05-11 | 8-K | 2023-05-08 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 8, 2023, Bruce Dunlevie notified WeWork Inc. (the “Company”) of his intention to resign from the Company’s Board of Directors (the “Board”) effective May 9, 2023. | we-20230508.htm |
| 2023-05-09 | 8-K | 2023-05-09 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 - Results of Operations and Financial Condition. 7.01 On May 9, 2023, at 8:00 a.m., Eastern time, the Company will host its first quarter 2023 earnings conference call and will present certain information on its business, including a summary of its results of operations for the quarter ended March 31, 2023. | we-20230509.htm |
| 2023-05-08 | 8-K | 2023-05-05 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 1.01 On May 5, 2023, WeWork Companies LLC (the “Issuer”) and WW Co-obligor Inc. (the “Co-Obligor” and, together with the Issuer, the “Issuers”), each a subsidiary of WeWork Inc. (the “Company”), consummated the previously announced offers to exchange (each an “Exchange Offer” and, together , the “Exchange Offers”) any and all of the Issuers’ 7.875% Senior Notes due 2025 (the “Old 7.875% Notes”) and 5.00% Senior Notes due 2025, Series II (the “Old 5.00% Notes” and, together with the Old 7.875% Notes, the “Old Notes”). 1.02 On May 5, 2023, in connection with the consummation of the SoftBank Rollover and pursuant to the Exchange Agreement, the Issuers and SVF II terminated SVF II’s commitment to purchase up to $500 million in aggregate principal amount of Secured Notes under the Secured NPA. 2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K under the headings “First Lien, Second Lien and Third Lien Notes Indentures” and “Exchange Agreement, Exchangeable Notes Indentures and First Lien NPA” are incorporated by reference into this Item 2.03. 3.02 The information set forth under Item 1.01 of this Current Report on Form 8-K under the heading “Exchange Agreement, Exchangeable Notes Indentures and First Lien NPA” are incorporated herein by reference. 8.01 As previously announced, on April 16, 2023, following the receipt of the requisite consents in the consent solicitations commenced concurrently with the Exchange Offers, the Issuers entered into (i) the Fourteenth Supplemental Indenture, dated as of April 16, 2023 (the “Fourteenth Supplemental Indenture”), to the Senior Notes Indenture, dated as of April 30, 2018 (as amended or otherwise modified from time to time, the “Old 7.875% Notes Indenture”), governing the Old 7.875% Notes and (ii) the Fourth Supplemental Indenture, dated as of April 16, 2023 (the “Fourth Supplemental Indenture” and, together with the Fourteenth Supplemental Indenture, the “Supplemental Indentures”), to the Amended and Restated Senior Notes Indenture, dated as of December 16, 2021 (as amended or otherwise modified from time to time, the “Old 5.00% Notes Indenture” and, together with the Old 7.875% Notes Indenture, the “Old Indentures”), governing the Old 5.00% Notes. | d371663d8k.htm |
| 2023-05-02 | 8-K | 2023-05-01 | 8.01 Other Events | 8.01 On May 1, 2023, WeWork Inc. (the “Company”) announced the expiration and final results of the previously announced separate offers to exchange (each an “Exchange Offer” and, together, the “Exchange Offers”) by WeWork Companies LLC (the “Issuer”) and WW Co-Obligor Inc. (the “Co-Obligor” and together with the Issuer, the “Issuers”), each a subsidiary of the Company, any and all of the Issuers’ 7.875% Senior Notes due 2025 (the “Old 7.875% Notes”) and 5.00% Senior Notes due 2025, Series II (the “Old 5.00% Notes” and, together with the Old 7.875% Notes, the “Old Notes”), subject to the terms and conditions of the confidential offering memorandum and consent solicitation statement dated as of April 3, 2023, as supplemented or otherwise modified from time to time (the “Offering Memorandum”). | d108856d8k.htm |
| 2023-04-24 | 8-K | 2023-04-24 | 3.03 Material Modification to Rights of Security Holders; 5.07 Submission of Matters to a Vote of Security Holders | 3.03 On April 24, 2023, WeWork Inc. (the “Company”) filed a certificate of amendment to the Second Amended and Restated Certificate of Incorporation (the “Charter Amendment”) with the Secretary of State of Delaware to increase the total number of shares of Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), that the Company will have authority to issue from 1,500,000,000 shares to 4,874,958,334 shares. 5.07 On April 24, 2023, the Company held a special meeting of stockholders (the “Meeting”). | d477624d8k.htm |
| 2023-04-18 | 8-K | 2023-04-12 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 7.01 Regulation FD Disclosure | 3.01 On April 12, 2023, WeWork Inc. (the “Company”) received notice (the “Notice”) from the New York Stock Exchange (the “NYSE”) that as of April 11, 2023 it was not in compliance with the continued listing standard set forth in Section 802.01C of the NYSE’s Listed Company Manual (“Section 802.01C”) because the average closing price of the Company’s Class A Common Stock (the “Common Stock”) was less than $1.00 per share over a consecutive 30 trading-day period. 7.01 On April 18, 202, the Company issued a press release related to the foregoing. | we-20230412.htm |
| 2023-04-17 | 8-K | 2023-04-16 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On April 17, 2023, the Company announced the early tender results of the previously announced separate offers to exchange (each an “Exchange Offer” and, together, the “Exchange Offers”) by the Issuers any and all of the Old Notes for a combination of certain securities as set forth in, and subject to the terms and conditions of, the offering memorandum and consent solicitation statement dated as of April 3, 2023 (as supplemented or otherwise modified from time to time, the “Offering Memorandum”). | d463843d8k.htm |
| 2023-04-07 | 8-K | 2023-04-07 | 1.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 3.03 The information contained in Item 1.01 of this Current Report on Form 8-K above is incorporated herein by reference. 8.01 On April 7, 2023, the Company issued a press release, which is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference. | d468931d8k.htm |
| 2023-04-06 | 8-K | 2023-04-05 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03. | d458018d8k.htm |
| 2023-04-03 | 8-K | 2023-04-03 | 8.01 Other Events | 8.01 WeWork Inc. (“WeWork” or the “Company”) today announced that WeWork Companies LLC (the “Issuer”) and WW Co-Obligor Inc. (the “Co-Obligor” and together with the Issuer, the “Issuers”), each a subsidiary of the Company, have commenced separate offers to exchange (each an “Exchange Offer” and, together, the “Exchange Offers”) any and all of the Issuers’ outstanding 7.875% Senior Notes due 2025 (the “Old 7.875% Notes”) and 5.00% Senior Notes due 2025, Series II (the “Old 5.00% Notes” and together with the Old 7.875% Notes, the “Old Notes”), for either (a) if eligible holders elect to purchase their applicable pro rata portion of $500.0 million in aggregate principal amount of new 15.00% (7.00% Cash/8.00% PIK) First Lien Senior Secured PIK Notes due 2027 issued by the Issuers (the “New First Lien Notes”), at their option, (x) a combination of new 11.00% (5.00% Cash/6.00% PIK) Second Lien Senior Secured PIK Notes due 2027 issued by the Issuers and shares of Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), of the Company or (y) shares of Class A Common Stock or (b) if eligible holders do not elect to purchase their applicable pro rata portion of New First Lien Notes, at their option, (x) a combination of new 12.00% Third Lien Senior Secured PIK Notes due 2027 issued by the Issuers and shares of Class A Common Stock or (y) shares of Class A Common Stock, in each case upon the terms and subject to the conditions set forth in a confidential offering memorandum and consent solicitation statement. | d493449d8k.htm |
| 2023-03-29 | 8-K | 2023-03-28 | 7.01 Regulation FD Disclosure | 7.01 On March 28, 2023, WeWork Inc. (the “Company” or “WeWork”) made available on its website a letter from its Chief Executive Officer, Sandeep Mathrani, to its stockholders highlighting certain business and financial information about the Company. | brhc10050440_8k.htm |
| 2023-03-17 | 8-K | 2023-03-17 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 7.01 A copy of the press release announcing the Transactions is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. 8.01 The Company intends to file with the SEC a Notification of Late Filing on Form 12b-25 with respect to its Annual Report on Form 10-K as of and for the year ended December 31, 2022 in which the Company explains the reasons for the late filing. | d474809d8k.htm |
| 2023-02-21 | 8-K | 2023-02-17 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 17, 2023, Jared DeMatteis notified WeWork Inc. (the “Company”) that he will be leaving the Company to pursue other opportunities. | d495130d8k.htm |
| 2023-02-17 | 8-K | 2023-02-15 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03. 8.01 In connection with the Sixth Amendment, on February 15, 2023, WeWork, the Outgoing SoftBank Obligor, and the SVF Obligor entered into the First Amendment to Amended and Restated Reimbursement Agreement (the “Reimbursement Agreement Amendment”), which amends that certain Amended and Restated Reimbursement Agreement, dated as of December 20, 2022 (the “Existing Reimbursement Agreement”), by and between WeWork, the Outgoing SoftBank Obligor, and the SVF Obligor. | d457495d8k.htm |
| 2023-02-16 | 8-K | 2023-02-16 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 - Results of Operations and Financial Condition. 7.01 On February 16, 2023, at 8:00 a.m., Eastern time, the Company will host its fourth quarter 2022 earnings conference call and will present certain information on its business, including a summary of its results of operations for the year ended December 31, 2022. | we-20230216.htm |
| 2023-02-07 | 8-K | 2023-02-02 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On February 2, 2023, Kirthiga Reddy notified WeWork Inc. (the “Company”) of her resignation from the Company’s Board of Directors (the “Board”), effective immediately. 7.01 On February 7, 2023, the Company issued a press release announcing the appointment of David Tolley to the Board. | d449859d8k.htm |
| 2023-01-04 | 8-K | 2023-01-03 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03. | we-20230103.htm |
| 2022-12-20 | 8-K | 2022-12-20 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03. 8.01 In connection with the Fifth Amendment, on December 20, 2022, WeWork, the SoftBank Obligor, and the SVF Obligor entered into the Amended and Restated Reimbursement Agreement, dated as of December 20, 2022 (the “Amended and Restated Reimbursement Agreement”), which amends and restates that certain Reimbursement Agreement, dated as of February 10, 2020 (as amended prior to the Amended and Restated Reimbursement Agreement, the “Existing Reimbursement Agreement”), by and between WeWork and the SoftBank Obligor. | we-20221220.htm |
| 2022-12-02 | 8-K | 2022-11-29 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On November 29, 2022, Saurabh Jalan notified WeWork Inc. (the “Company”) of his resignation from the Company’s Board of Directors (the “Board”), effective immediately. 7.01 On December 2, 2022, the Company issued a press release announcing the appointment of Vikas Parekh to the Board. | d400356d8k.htm |
| 2022-11-29 | 8-K | 2022-11-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | d427414d8k.htm |
| 2022-11-10 | 8-K | 2022-11-10 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 - Results of Operations and Financial Condition. 7.01 On November 10, 2022, at 8:00 a.m., Eastern time, the Company will host its third quarter 2022 earnings conference call and will present certain information on its business, including a summary of its results of operations for the quarter ended September 30, 2022. | we-20221110.htm |
| 2022-08-11 | 8-K | 2022-08-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On August 9, 2022, Michel Combes notified WeWork Inc. (the “Company”) of his resignation from the Company’s Board of Directors (the “Board”), effective immediately. 7.01 On August 11, 2022, the Company issued a press release announcing the appointment of Alex Clavel to the Board. | d292728d8k.htm |
| 2022-08-04 | 8-K | 2022-08-04 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 - Results of Operations and Financial Condition. 7.01 On August 4, 2022, at 8:00 a.m., Eastern time, the Company will host its second quarter 2022 earnings conference call and will present certain information on its business, including a summary of its results of operations for the quarter ended June 30, 2022. | we-20220804.htm |
| 2022-06-27 | 8-K | 2022-06-23 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 7.01 On June 27, 2022, the Company issued a press release announcing Mr. Sine’s resignation from, and Mr. Hurwitz’s appointment to, the Board effective June 23, 2022. | d369125d8k.htm |
| 2022-05-26 | 8-K | 2022-05-25 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 7.01 On May 26, 2022, the Company issued a press release announcing the appointment of Mr. Fernandez, the termination of Mr. Dunham as the Chief Financial Officer of the Company, and the reaffirmation of its second quarter and full year guidance. | d320500d8k.htm |
| 2022-05-23 | 8-K | 2022-05-18 | 5.07 Submission of Matters to a Vote of Security Holders | d334879d8k.htm | |
| 2022-05-12 | 8-K | 2022-05-12 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 - Results of Operations and Financial Condition. 7.01 On May 12, 2022, at 9:00 a.m., Eastern time, the Company will host its first quarter 2022 earnings conference call and will present certain information on its business, including a summary of its results of operations for the quarter ended March 31, 2022. | we-20220512.htm |
| 2022-03-29 | 8-K | 2022-03-29 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 As disclosed on WeWork Inc.’s (the “Company”) Form 8-K filed with the Securities Exchange Commission on February 2, 2022, Marcelo Claure resigned from the Company’s Board of Directors (the “Board”), effective February 2, 2022, in connection with his departure from SoftBank Group Corp. Mr. Claure occupied a seat on the Board pursuant to SB WW Holdings (Cayman) Limited’s (“SBWW”) designation under the Stockholders Agreement dated October 20, 2021, by and among the Company, BowX Sponsor, LLC, SBWW, SVF Endurance (Cayman) Limited and Benchmark Capital Partners VII (AIV), L.P. (the “Stockholders Agreement”). 7.01 On March 29, 2022, the Company issued a press release announcing the appointment of Saurabh Jalan to the Board. | d258272d8k.htm |
| 2022-03-11 | 8-K | 2022-03-11 | 2.01 Completion of Acquisition or Disposition of Assets; 7.01 Regulation FD Disclosure | 2.01 On March 11, 2022, WeWork Inc. (the “Company”) issued a press release announcing its financial results for the year ended December 31, 2021. 7.01 On March 11, 2022, at 9:00 a.m., Eastern time, the Company will host its year end 2021 earnings conference call and will present certain information on its business, including a summary of its results of operations for the year ended December 31, 2021. | d311051d8k.htm |
| 2022-02-28 | 8-K | 2022-02-28 | 7.01 Regulation FD Disclosure | 7.01 On February 28, 2022, WeWork Inc. intends to release certain information on its business, including a summary of its results of operations for the quarter ended December 31, 2021. | d678651d8k.htm |
| 2022-02-08 | 8-K | 2022-02-08 | 7.01 Regulation FD Disclosure | 7.01 On February 8, 2022, the Company issued a press release announcing its entry into definitive agreements to consummate a strategic partnership with, and an investment in, UpFlex, Inc. The full text of the press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated by reference in this Item 7.01. | d310384d8k.htm |
| 2022-02-02 | 8-K | 2022-02-02 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 2, 2022, Marcelo Claure notified WeWork Inc. (the “Company”) of his intention to resign from the Company’s Board of Directors (the “Board”), effective February 2, 2022, in connection with his departure from SoftBank Group Corp. Furthermore, the resignation of Mr. Claure is not the result of any disagreement with the Company with respect to any matter relating to the Company’s operations, policies or practices. | d250719d8k.htm |
| 2022-01-25 | 8-K | 2022-01-25 | 7.01 Regulation FD Disclosure | 7.01 On January 25, 2022, WeWork Inc. (the “Company”) issued a press release announcing its entry into a definitive agreement to acquire Common Desk. | d302381d8k.htm |
| 2022-01-10 | 8-K | 2022-01-10 | 7.01 Regulation FD Disclosure | 7.01 On January 10, 2022, the Company issued a press release announcing certain key performance metrics for December 2021. | d270004d8k.htm |
| 2021-12-16 | 8-K | 2021-12-16 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03. | d157653d8k.htm |
| 2021-12-06 | 8-K | 2021-12-06 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03. 3.02 On December 6, 2021, pursuant to the terms of the previously disclosed Credit Support Letter, dated as of March 25, 2021, among the Company, WeWork and the SoftBank Obligor (as amended or otherwise modified from time to time, the “Credit Support Letter”), the Company issued a warrant to the SoftBank Obligor (the “LC Warrant”) to purchase 11,923,567 shares of the Company’s Class A common stock, par value $0.0001 per share, at a price per share equal to $0.01. 7.01 On December 6, 2021, the Company issued a press release announcing certain key performance metrics for November 2021. 8.01 In connection with the Third Amendment, on December 6, 2021, WeWork and the SoftBank Obligor entered into the Second Amendment to the Reimbursement Agreement, dated as of February 10, 2020 (as amended or otherwise modified from time to time, the “Reimbursement Agreement”) by and between WeWork and the SoftBank Obligor. | d280228d8k.htm |
| 2021-12-01 | 8-K | 2021-11-29 | 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review | 4.02 In connection with the preparation of the financial statements as of September 30, 2021, WeWork Inc. (the “Company”) reevaluated its application of Accounting Standards Codification (“ASC”) 480-10-S99, Distinguishing Liabilities from Equity, to its accounting classification of the Class A common stock subject to possible redemption (the “Public Shares”) issued as part of the units sold in the initial public offering by the Company’s predecessor, BowX Acquisition Corp. (“BowX”). | d211477d8k.htm |
| 2021-11-29 | 8-K | 2021-11-24 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03. | d175887d8k.htm |
| 2021-11-15 | 8-K/A | 2021-10-20 | 2.01 Completion of Acquisition or Disposition of Assets | 2.01 Reference is made to the disclosure contained in the section titled “WeWork’s Management’s Discussion and Analysis of Financial Condition and Results of Operations” beginning on page 90 of Exhibit 99.3 of this Current Report on Form 8-K, which is incorporated herein by reference. | d234353d8ka.htm |
| 2021-11-15 | 8-K | 2021-11-15 | 2.01 Completion of Acquisition or Disposition of Assets; 7.01 Regulation FD Disclosure | 2.01 On November 15, 2021, WeWork Inc. (the “Company”), formerly known as WeWork Inc. (“Legacy WeWork”), issued a press release announcing its financial results for Legacy WeWork for the quarter ended September 30, 2021. 7.01 On November 15, 2021, at 9:00 a.m., Eastern time, the Company will host its third quarter 2021 earnings conference call and will present certain information on its business, including a summary of its results of operations for the quarter ended September 30, 2021. | d586730d8k.htm |
| 2021-10-26 | 8-K | 2021-10-20 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.06 Change in Shell Company Status; 7.01 Regulation FD Disclosure | 1.01 On October 20, 2021, in connection with the consummation of the Business Combination and as contemplated by the Merger Agreement, the Company entered into the Amended and Restated Registration Rights Agreement (the “Registration Rights Agreement”) with BowX Sponsor, LLC (the “Sponsor”), certain stockholders of BowX and certain stockholders of Prior WeWork. 2.01 (f) of Form 8-K states that if the predecessor registrant was a shell company, as BowX was immediately before the Business Combination, then the registrant must disclose the information that would be required if the registrant were filing a general form for registration of securities on Form 10. 3.02 In connection with the Business Combination, the Company increased the total number of authorized shares of all classes of capital stock to 1,625,041,666 shares, consisting of (a) 1,500,000,000 shares of Class A Common Stock, (b) 25,041,666 shares of Class C Common Stock, and (c) 100,000,000 shares of Preferred Stock. 3.03 In connection with the Business Combination, on October 20, 2021, the Company filed a Certificate of Incorporation (the “Certificate of Incorporation”) with the Delaware Secretary of State, and also adopted Bylaws on October 20, 2021 (the “Bylaws”), which replace BowX’s certificate of incorporation and bylaws in effect as of such time. 5.01 Reference is made to the disclosure beginning on page 101 of the Proxy Statement/Prospectus in the section titled “Proposal No. 1 — The BCA Proposal — The Merger Agreement,” which is incorporated herein by reference. 5.02 On the date of the Closing, and in accordance with the terms of the Merger Agreement, the Board became comprised of nine directors: Marcelo Claure, Michel Combes, Bruce Dunlevie, Véronique Laury, Sandeep Mathrani, Deven Parekh, Vivek Ranadivé, Kirthiga Reddy and Jeffrey Sine. 5.06 Upon the Closing, the Company ceased to be a shell company. 7.01 The information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filings. | d188107d8k.htm |
| 2021-10-26 | 8-K/A | 2021-10-20 | 4.01 Changes in Registrant's Certifying Accountant; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics; 8.01 Other Events | 4.01 On October 20, 2021, the audit committee of the Board approved the engagement of Ernst & Young LLP (“EY”) as the Company’s independent registered public accounting firm to audit the Company and its subsidiaries consolidated financial statements as of and for the year ended December 31, 2021. 5.03 The disclosure set forth in Item 3.03 of this Report is incorporated in this Item 5.03 by reference. 5.05 In connection with the Business Combination, on October 20, 2021, the Board approved and adopted a new Code of Ethics that applies to all of its executive officers, directors and employees, including its principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. 8.01 Upon the Closing, all outstanding shares of BowX Class B common stock (other than the 3,000,000 shares of BowX Class B common stock that were forfeited) were converted into shares of Class A Common Stock on a one-for-one basis and BowX’s outstanding warrants were assumed by the Company and became exercisable for shares of Class A Common Stock on the same terms as were contained in such warrants prior to the Business Combination. | d204248d8ka.htm |
| 2021-10-20 | 8-K | 2021-10-19 | 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure; 8.01 Other Events | 5.07 On October 19, 2021, BowX Acquisition Corporation (“BowX”) held a special meeting of its stockholders (the “Special Meeting”) in connection with BowX’s previously announced business combination with WeWork Inc., a Delaware corporation (“WeWork”), and BowX Merger Subsidiary Corp., a Delaware corporation and wholly owned subsidiary of BowX, pursuant to that certain Agreement and Plan of Merger, dated as of March 25, 2021, and the transactions contemplated thereby. 7.01 On October 19, 2021, BowX and WeWork issued a press release announcing the results relating to the Special Meeting and the closing of the Transactions. 8.01 Upon closing of the Transactions, WeWork is expected to receive approximately $1.3 billion in gross cash proceeds consisting of approximately $333.0 million from the trust account (the “Trust Account Proceeds”), $150.0 million from the Backstop Investment (as defined below and together with the Trust Account Proceeds, the “Combined Trust and Backstop Proceeds”) and $800.0 million from the PIPE Investment. $333.0 million from the Combined Trust and Backstop Proceeds is attributable to the amount remaining in the trust account after a total of 15,006,786 shares of Class A Stock were presented for redemption in connection with the Special Meeting (the “Redemptions”). | d225897d8k.htm |
| 2021-10-18 | 8-K | 2021-10-13 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 3.02 The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 3.02. | d216526d8k.htm |
| 2021-10-08 | 8-K | 2021-10-08 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 8.01 Other Events | 3.01 On October 8, 2021, BowX Acquisition Corp., a Delaware corporation (“BowX”) notified the Nasdaq Capital Market (the “Nasdaq”) of BowX’s intent to transfer the listing of its Class A common stock, par value $0.0001 per share (the “Common Stock”) and public warrants to purchase common stock that were offered and sold by BowX in its initial public offering (the “Warrants”), from the Nasdaq to the New York Stock Exchange (the “NYSE”) in connection with its pending business combination with WeWork Inc., a Delaware corporation (“WeWork”, and such transaction, the “Business Combination”). 8.01 On October 8, 2021, BowX issued a press release with respect to the transfer of its listing of its Common Stock and Warrants to the NYSE. | d229274d8k.htm |
| 2021-10-08 | 8-K | 2021-10-08 | 8.01 Other Events | 8.01 As previously disclosed, on March 25, 2021, BowX Acquisition Corp. (“BowX”), BowX Merger Subsidiary Corp. (“Merger Sub”), a direct, wholly owned subsidiary of BowX, and WeWork Inc. (“WeWork”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) pursuant to which, among other transactions, Merger Sub will merge with in and into WeWork (the “First Merger”), with WeWork surviving the First Merger as a wholly owned subsidiary of BowX (WeWork, in its capacity as the surviving corporation of the First Merger, is sometimes referred to as the “Surviving Corporation”). | d206051d8k.htm |
| 2021-10-07 | 8-K | 2021-10-07 | 7.01 Regulation FD Disclosure | 7.01 As previously disclosed, on March 25, 2021, BowX Acquisition Corp., a Delaware corporation (“BowX”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among BowX, BowX Merger Subsidiary Corp., a Delaware corporation and a direct wholly owned subsidiary of BowX, and WeWork Inc., a Delaware corporation (“WeWork”). | d242420d8k.htm |
| 2021-10-07 | 8-K | 2021-10-07 | 7.01 Regulation FD Disclosure | 7.01 As previously disclosed, on March 25, 2021, BowX Acquisition Corp., a Delaware corporation (“BowX”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among BowX, BowX Merger Subsidiary Corp., a Delaware corporation and a direct wholly owned subsidiary of BowX, and WeWork Inc., a Delaware corporation (“WeWork”). | d243164d8k.htm |
| 2021-09-29 | 8-K | 2021-09-24 | 8.01 Other Events | 8.01 On September 27, 2021, WeWork Companies LLC (“WeWork LLC”) and WW Co-Obligor Inc. executed a second amendment to their senior secured note purchase agreement, as previously amended, with Starbright WW LP (the “Note Purchaser”), an affiliate of SoftBank Group Corp., governing their $1.1 billion of senior secured debt in the form of 12.50% senior secured notes (the “SoftBank Senior Secured Notes”), which further extends the expiration of the draw period under that agreement from September 30, 2021 to October 31, 2021. | d236946d8k.htm |
| 2021-05-12 | 8-K | 2021-05-07 | 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review | 4.02 On April 12, 2021, the Securities and Exchange Commission (the “SEC”) released a public statement (the “Public Statement”) informing market participants that warrants issued by special purpose acquisition companies (“SPACs”) may require classification as a liability of the entity measured at fair value, with changes in fair value each period reported in earnings. | d12329d8k.htm |
| 2021-03-30 | 8-K/A | 2021-03-25 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 3.02 The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K with respect to the PIPE Investment is incorporated by reference in this Item 3.02. | d155186d8ka.htm |
| 2021-03-26 | 8-K | 2021-03-25 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 7.01 On March 25, 2021, BowX Acquisition Corp. (“BowX”) entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among BowX, BowX Merger Subsidiary Corp., a Delaware corporation (“Merger Sub”) and a direct wholly owned subsidiary of BowX, and WeWork Inc., a Delaware corporation (“WeWork”), pursuant to which, among other transactions, on the terms and conditions set forth therein, Merger Sub is to merge with and into WeWork, with WeWork continuing on as the surviving entity and a wholly owned subsidiary of Acquiror (the “Merger” and, together with the other transactions contemplated by the Merger Agreement, the “Transactions”). 8.01 On March 26, 2021, WeWork delivered letters to WeWork members, landlords, brokers and other stakeholders providing information about the Transactions. | d29340d8k.htm |
| 2020-08-13 | 8-K | 2020-08-07 | 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 3.02 The information provided in Item 8.01 of this Form 8-K is incorporated by reference into this Item 3.02. 8.01 On August 7, 2020, BowX Acquisition Corp. (the “Company”) consummated its initial public offering (“IPO”) of 42,000,000 of its units (“Units”). | ea125283-8k_bowxacquisition.htm |
| 2020-08-10 | 8-K | 2020-08-04 | 1.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 Entry into a Material Definitive Agreement. 5.03 The information set forth in Item 1.01 is hereby incorporated by reference. | ea125123-8k_bowxacquisition.htm |