The We Company, better known as WeWork, on August 14 filed its prospectus for potential investors in its upcoming IPO.
The New York City-based co-working space provider was co-founded by Adam Nuemann and Miguel McKelvey in 2010. With about 528 locations and 527,000 members worldwide, it has recently rebranded itself and diversified outside of office leasing, adding new businesses such as co-living residences WeLive, and an education platform WeGrow, run by Nuemann’s wife Rebekah Paltrow.
As The We Co. gears up to go public, some worry about the company’s mounting losses. In its latest private funding round, it achieved a $47 billion valuation. Like ride-hailing giants Uber and Lyft, the We Co.’s lofty valuation comes alongside major losses, at $1.6 billion on revenue of $1.8 billion for 2018. According to its S-1 filing, the company saw losses up 25% year-over-year to $905 million in the first half of the year on revenue up 100% at $1.54 billion. It pegs its market opportunity at a whopping $1.6 trillion.
That said, one of the most highly anticipated IPOs of the year stands to make some of its biggest shareholders richer. The official paperwork reflects the stakes of WeWork’s largest shareholders. The value of these holdings will depend on the initial IPO price, which has yet to be determined.
Per the filing with the SEC dated August 14, 2019, WeWork CEO and co-founder Adam Nuemann's total holdings include 2.5 million Class A shares, 112.5 million Class B shares and 100% of the over 1 million Class C shares. He has the majority of the voting rights, which makes the firm a "controlled company" under the corporate governance rules.
"Adam will have the ability to control the outcome of matters submitted to our stockholders for approval, including the election of our directors. As a founder-led company, we believe that this voting structure aligns our interests in creating stockholder value," said the filing.
Nuemann controls WE Holdings LLC alongside WeWork’s co-founder Miguel McKelvey. The separate entity is the largest shareholder in the We Co., and holds a large percentage of Nuemman’s shares, as well as McKelvey’s. Nuemann controls all of the voting rights of WE Holding LLC’s shares.
Japanese conglomerate SoftBank is the We Co.’s second largest shareholder. Vice Chairman Ron Fisher is the executive known for his involvement in the company’s multi-billion dollar investment in the real estate leasing company.
In January, it was reported the SoftBank’s $100 billion Vision Fund dumped its plan to pump $16 billion into WeWork. The deal’s fallout coincided with a decline in tech stocks and market turbulence. In 2017, SoftBank and its massive Vision Fund invested $4.4 billion in WeWork, and the company holds two board seats. After a $2 billion investment in 2019, SoftBank has invested over $10 billion in the company.
According to the recent S-1 filing, SoftBank owns almost 114 million Class A shares.
Benchmark Capital is an early stage venture firm founded in 1995. Successful past investments include eBay, Uber, and Dropbox. General Partner Bruce Dunlevie is the venture capital firm’s representative for its investment in the We Co.
Per the company’s S-1 filing, Benchmark owns nearly 33 million Class A shares.
Major U.S. bank JPMorgan Chase & Co. (JPM) has a longstanding relationship with the We Co and its founder. JPMorgan’s CEO Jamie Dimon is an advisor to Adam Nuemann, with his company first buying a stake in the WeWork five years ago. The bank has provided more financing to the We Co than any other lender, helping it become a leader in its industry. JPMorgan issued nearly $40 million in mortgages to its founder. It’s no surprise then, that the Wall Street giant is the underwriter bank for WeWork’s IPO. Contingent upon the public offering raising a minimum of $3 billion, JPMorgan is set to contribute $800 million to a $6 billion debt financing planned by WeWork.
According to the recent S-1 filing, JPMorgan’s private equity funds collectively own 18.5 million Class A shares.