SOFTBANK VISION FUND II-2 L.P. - 11 Jun 2024 Form 4 Insider Report for WeWork Inc.

Source evidence Original filing metadata and source links for verification. 3 source fields
SEC form
4
Accepted by SEC
13 Jun 2024, 21:00:06 UTC
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
SoftBank Vision Fund II-2 L.P., By: SB Global Advisers Limited, its Manager, By: /s/ Alex Clavel, as Director

Key filing fact

SOFTBANK VISION FUND II-2 L.P. filed Form 4 for WeWork Inc. on 13 Jun 2024.

Key facts

  • This page summarizes SOFTBANK VISION FUND II-2 L.P.'s Form 4 filing for WeWork Inc..
  • 9 reported transactions and 6 derivative rows are listed below.
  • Accepted by SEC: 13 Jun 2024, 21:00.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: -$457,125,000.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

WE transaction

Class A Common Stock

Other

Transaction value
Shares
-35,829,976
Change %
-100%
Price
Shares after
0
Date
11 Jun 2024
Ownership
By SVF II WW Holdings (Cayman) Limited
Footnotes
F1, F2, F3
WE transaction

Class A Common Stock

Other

Transaction value
Shares
-101,239
Change %
-100%
Price
Shares after
0
Date
11 Jun 2024
Ownership
By SVF II WW (DE) LLC
Footnotes
F1, F2, F3
WE transaction

Common Stock

Other

Transaction value
Shares
+6,342,141
Change %
Price
Shares after
6,342,141
Date
11 Jun 2024
Ownership
By SoftBank Vision Fund II-2 L.P.
Footnotes
F3, F4

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

WE transaction Derivative

Warrants

Other

Transaction value
Shares
-723,720
Change %
-100%
Price
Shares after
0
Date
11 Jun 2024
Ownership
By SVF II WW Holdings (Cayman) Limited
Underlying class
Class A Common Stock
Underlying amount
723,720
Exercise price
Footnotes
F1, F2, F3
WE transaction Derivative

Warrants

Other

Transaction value
Shares
-126,432
Change %
-100%
Price
Shares after
0
Date
11 Jun 2024
Ownership
By SVF II WW (DE) LLC
Underlying class
Class A Common Stock
Underlying amount
126,432
Exercise price
Footnotes
F1, F2, F3
WE transaction Derivative

Warrants

Other

Transaction value
Shares
-298,089
Change %
-100%
Price
Shares after
0
Date
11 Jun 2024
Ownership
By SVF II WW Holdings (Cayman) Limited
Underlying class
Class A Common Stock
Underlying amount
298,089
Exercise price
Footnotes
F1, F2, F3
WE transaction Derivative

11.000% Second Lien Exchangeable PIK Notes due 2027

Other

Transaction value
$187,500,000
Shares
Change %
Price
Shares after
$0
Date
11 Jun 2024
Ownership
By SVF II Aggregator (Jersey) L.P.
Underlying class
Class A Common Stock
Underlying amount
3,904,037
Exercise price
Footnotes
F2, F3, F5
WE transaction Derivative

12.000% Third Lien Exchangeable PIK Notes due 2027

Other

Transaction value
$269,625,000
Shares
Change %
Price
Shares after
$0
Date
11 Jun 2024
Ownership
By SVF II Aggregator (Jersey) L.P.
Underlying class
Class A Common Stock
Underlying amount
5,614,006
Exercise price
Footnotes
F2, F3, F5
WE transaction Derivative

Letters of Credit

Other

Transaction value
Shares
+19,318,943
Change %
Price
Shares after
19,318,943
Date
11 Jun 2024
Ownership
By SoftBank Vision Fund II-2 L.P.
Underlying class
Common Stock
Underlying amount
19,318,943
Exercise price
Footnotes
F3, F6
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 6 footnotes

Footnote F1

On November 6, 2023, the Issuer and certain of its direct and indirect subsidiaries (together with the Issuer, the "Debtors") filed voluntary petitions in the United States Bankruptcy Court for the District of New Jersey (the "Bankruptcy Court"), seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code. On May 30, 2024, the Bankruptcy Court entered an order confirming the Debtors' Third Amended Joint Chapter 11 Plan of Reorganization of WeWork Inc. and its Debtor Subsidiaries (the "Plan"), and on June 11, 2024 (the "Effective Date"), the Plan became effective pursuant to its terms and the Debtors emerged from bankruptcy. On the Effective Date, all outstanding existing shares of Class A common stock (the "Old Common Stock") and warrants, each exercisable for shares of Old Common Stock, were cancelled and extinguished pursuant to the Plan.

Footnote F2

Reflects a 1-for-40 reverse stock split effected by the Issuer on September 1, 2023.

Footnote F3

SoftBank Group Corp., which is a publicly traded company listed on the Tokyo Stock Exchange, is the sole shareholder of SB Global Advisers Limited, which has been appointed as manager and is exclusively responsible for making final decisions related to the acquisition, structuring, financing and disposal of SoftBank Vision Fund II-2 L.P.'s investments, including as held by SVF II WW (DE) LLC and SVF II WW Holdings (Cayman) Limited. SoftBank Vision Fund II-2 L.P. is the sole limited partner of SVF II Aggregator (Jersey) L.P., which is the sole member of SVF II Holdings (DE) LLC, which is the sole member of SVF II WW (DE) LLC. SVF II WW Holdings (Cayman) Limited is a wholly owned subsidiary of SVF II WW (DE) LLC. As a result of these relationships, each of the foregoing entities may be deemed to share beneficial ownership of the securities reported herein.

Footnote F4

Represents shares of the Issuer's new common stock, par value $0.0001 per share ("Common Stock"), issued to SoftBank Vision Fund II-2 L.P. on the Effective Date, pursuant to the Plan, in exchange for debt securities of the Issuer previously held by SoftBank Vision Fund II-2 L.P.

Footnote F5

On the Effective Date, pursuant to the Plan, each of the Second Lien Exchangeable Notes and the Third Lien Exchangeable Notes were cancelled.

Footnote F6

In connection with drawings in respect of certain letters of credit, the Issuer may transfer to SoftBank Vision Fund II-2 L.P. a number of shares of Common Stock, determined in accordance with a conversion price per share set forth in the Issuer's credit agreement entered into on the Effective Date in connection with the confirmation of the Plan, for a total amount of up to 19,318,943 shares of Common Stock.

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