SoftBank to go ahead with WeWork stock tender offer this week

Reuters New York/Bengaluru | Updated on November 25, 2019

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The offer is a crucial part of SoftBank's $9.5 billion rescue of WeWork agreed in October

Sources said that the SoftBank Group Corp will launch a previously agreed tender offer for as much as $3 billion of WeWork shares this week. The tender offer will include shares of up to $970 million owned by the office sharing company's co-founder Adam Neumann,

The tender offer to the founders, investors and employees owning stock was expected to launch earlier this month but was delayed after SoftBank sought technical revisions to the offer documents, according to the sources.

It will go ahead based on the previously announced terms at $19.19 a WeWork share as soon as Monday, these people said.

Last Thursday, it was reported that executives at SoftBank, the giant Japanese technology investment company, had been looking for a way to reduce the size of the offer, including limiting the amount paid to Neumann. The report said that some SoftBank executives felt the payout to Neumann was too generous.

The people familiar with the matter said there was no discussion between WeWork and SoftBank about changing the terms of the offer, which one of the sources said could have opened SoftBank up to lawsuits from Neumann and others.

The offer is a crucial part of SoftBank's $9.5 billion rescue of WeWork agreed in October. SoftBank is also providing $6.5 billion in debt and equity financing to the company, which has been suffering huge losses and was fast running out of cash.

It lays the way for SoftBank to control about 80 percent of WeWork and is part of an agreement with Neumann that will see him give up voting control of the company and leave the board.

In addition to the money Neumann will get from selling his shares, SoftBank has given him a $500 million line of credit to help repay his bank loans and a $185 million advisory fee as part of the original deal.

Neumann has already drawn about $400 million of the $500 million credit, according to the sources, and is obligated under the terms of the agreement to use any proceeds he receives from the tender offer to pay SoftBank back.

WeWork said on Thursday it is laying off around 2,400 employees globally as it seeks to drastically cut costs and stabilize its business after its dramatic fall from grace. The company had 12,500 employees on June 30, and there are others who work for affiliates.

After being valued at $47 billion in January and planning an initial public offering (IPO), WeWork quickly became a company that was facing a cash crunch and fighting for survival. It shelved its plans for the IPO on September 30 because investors were wary of its growing losses, its business model and its corporate governance. Neumann had resigned as CEO the previous week.

Marcelo Claure, the new executive chairman of WeWorks parent, The We Company, told WeWork employees last month he had no idea how many shares Neumann was going to sell in the tender.

Neumann has more than a 20 percent stake in WeWork but his real power came from super-voting stock that gave him control. His ability to use super-voting stock will disappear as part of the deal with SoftBank.

The size of Neumanns potential payout at a time when the company is firing workers led Senator Elizabeth Warren to tweet on Friday that this is another example of a rigged and corrupt system. Warren is among the contenders seeking the Democratic presidential nomination in 2020.

Published on November 25, 2019

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