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Do you think that WeWork could “turn the dial” to become profitable? If so, what changes should the Company make? If not, Why not?

KE1182

January 21, 2021

©2021 by the Kellogg School of Management at Northwestern University. This case was prepared by Professor Sarit
Markovich and Evan Meagher ’09. Cases are developed solely as the basis for class discussion. Cases are not intended
to serve as endorsements, sources of primary data, or illustrations of effective or ineffective management. Some details
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Kellogg Case Publishing.

S A R I T M A R K O V I C H A N D E V A N M E A G H E R

The Harder We Fall:
The We Company’s 2019 IPO Fiasco

“How did you go bankrupt?” Bill asked.
“Two ways,” Mike said. “Gradually and then suddenly.”

—Ernest Hemingway, The Sun Also Rises

WeWork cofounder Adam Neumann burst onto the stage at Madison Square Garden in
January 2019. Before him sat nearly 7,000 employees of the rapidly growing coworking space
landlord, which offered shared and short-term office space and services mostly for startups and
freelancers. This number was an impressive increase from the company’s 4,000 employees just one
year ago. Swaggering with the confidence of a rock star and the Zen spirituality of a yoga guru,
Neumann quieted the crowd before launching into a passionate speech extolling the company’s
accomplishments during 2018. The vaunted “unicorn” startup* had actually accelerated its growth
rate in total membership, workstations, and revenues, which had soared to $1.82 billion. With
his wife, Rebekah, serving as WeWork’s chief brand officer, Neumann had led the company’s
diversification into adjacent product lines WeGrow (an innovative private elementary school
startup), WeLive (a communal living service), and Powered by We (a design, renovation, and
office-management service). 2019 would bring more of the same, he promised as employees rose
to their feet, cheering.

* A term coined in 2013 by venture capitalist Aileen Lee of Cowboy Ventures. Unicorns are startups with a post-
money valuation above $1 billion.

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“And I’m happy to announce that our most recent fundraise has been a complete success. . .
and values our little company at $47 billion!” The crowd roared, but again, Neumann
quieted them.

“I got this call, and it’s a good thing,” he continued, turning contemplative. “It could be a
blessing. We raised a smaller amount, kept our investor base intact . . . It’s a change in strategy, but
change . . . teaches you. It teaches you lessons. It’s a good thing.”1

“He literally said, ‘Our valuation is based on energy,’ and everybody just said, ‘OK, whatever,”
a senior WeWork employee recalled later. “We went along with it. The way everything came
together, from his energy, to his vision, to how people-oriented it was, the camaraderie. We
banded together, and it was fun. You know, ‘band of brothers, we’re in the trenches together, the
adversity and two-minute miles.’ I give a lot of credit to WeWork. It had Uber’s aggressiveness
but Lyft’s heart.”

But just nine months later, the company was backing off its IPO, and Neumann had been
forcibly ejected from the company amid scathing public critiques of his greed and egotism.

WeWork
In early 2008, Israeli entrepreneur Adam Neumann found himself running a struggling baby-

apparel company out of an office at 68 Jay Street in Brooklyn, New York. Called Krawlers, the
business focused on selling onesies with padded knees to parents with crawling babies.2 “We were
working in the same building as my co-founder Miguel McKelvey, a lead architect at a small firm.
At the time, I was misguided and putting my energy into all the wrong places,” Neuman recalled
years later in an interview with a business publication.3 Recognizing an opportunity in the vacant
space in the building, the two teamed up as co-founders of an incubator they called GreenDesk,
offering environmentally friendly coworking spaces with recycled furniture and sustainably
generated electricity.4 The business took off as GreenDesk rented space from the building’s owner
Joshua Guttman and subleased it at a premium to startups and freelancers. In 2009, Neumann
and McKelvey sold GreenDesk to Guttman, earning “a few million” in the process, and launched a
more ambitious version of the same basic business model—this time, without having to share any
profit with Guttman—as WeWork in 2010.5 The pair raised $15 million—at a $45 million post-
money valuation—from local real estate developer Joel Schreiber. “I didn’t negotiate; I said yes. I
loved Adam’s energy,” Schreiber said later.6

WeWork thrived, arguably by selling a more polished, more aggressively promissory version of
the standard coworking space model. Whereas most coworking competitors, such as Regus, Impact
Hub, and Industrious, followed a similar strategy of leasing large office buildings and subleasing
out smaller portions for a premium, WeWork’s marketing materials sold a vision of collaboration
between diverse, creative urban professionals. WeWork spaces featured beer and kombucha on tap,
frequent social gatherings among tenants, and foosball and ping pong tables. “We are changing
the way people work,” Neumann said in 2013. “It just happens to be that we need space to do it
in.”7 WeWork commanded premium prices from sublessors—structured not as a lease payment
but as a ‘membership fee’—by promising an environment of collaborative innovation wherein D
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a member company needing freelance design help could meet a potential such contractor over
regularly scheduled happy hours, bagel brunches, or yoga classes. As part of the membership fee,
WeWork also bundled in services like security, reception, high-speed internet, and printing.

But the real perk is having other people around. WeWorkers network at weekly bagel-and-
mimosa parties, where they might find a software developer to produce an app for them.
Members pitch their ideas at informal demo days and get free advice during office hours from
willing outside partners like ad agency Wieden+Kennedy. Handshake agreements and job
referrals are made over the wagging tails of members’ dogs.

“Other offices are just depressing compared to here,” says Nicole Halmi of Neon, an image-
selection platform in the WeWork Tenderloin location in San Francisco. “The old model of office
space is dead,” adds startup veteran Gary Mendel, who runs Yopine from a WeWork in the
renovated Wonder Bread factory in Washington, D.C.8

The company offered a variety of pricing plans to accommodate everyone from solo
proprietors needing only WiFi and coffee to so-called “enterprise” customers (those with more
than 500 employees worldwide) who needed full-scale-miniature offices as the first step in national
or international expansion. As of March 2020, the most basic membership cost only $45 per
month and included access to WeWork offices in 845 open or coming-soon locations in 188
cities worldwide. It also featured access to WeWork’s social network, WeWork Commons, which
enabled entrepreneurs to interact and exchange ideas. Actual use of the facilities cost an additional
$50 per day, however, so it was best suited to those who were interested primarily in networking
and who needed office space only occasionally.9

Additionally, WeWork’s sudden massive global reach purported to offer those larger enterprise
customers—which made up approximately 43% of the company’s membership base—a great
deal of flexibility in short-to-medium term leasing options overseas. Many countries required
the formation of a local, tax-paying entity to execute a commercial lease, a process that often
proved prohibitively expensive given the legal and tax costs of foreign entity formation. With
WeWork leasing out spaces around the globe, larger companies could simply sublease space
from WeWork, bypassing or delaying many of the regulatory frictions traditionally associated
with foreign expansion.

To support the community vision, WeWork offered a networking application, The WeWork
Member Network, which it described as “a private, professional, social network for our members
to access the global community, as well as the perks and features of their membership. It’s the best
place to solve business problems, find clients, and connect with other members.”10

Coworking Industry Overview
In its S-1 form, dated August 14, 2019, WeWork—freshly renamed the We Company—

estimated a total coworking industry addressable market size of between $945 billion and $3
trillion. This market was spread across the 280 global target cities the company had identified
(111 of which it already served, as of June 1, 2019, with plans to expand into 169 more).11 At the D
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time, the We Company estimated it had less than 1 percent market share in what it described as a
highly fragmented industry, with both individual and institutional players fulfilling the basic value
proposition of leasing out office buildings and then subleasing portions thereof at a premium that,
to justify its cost, often included value-added services such as security, high-quality internet, and
advice on fundraising proposals.

The dominant player prior to WeWork’s meteoric growth was IWG (née Regus), founded
in 1989 by Mark Dixon, an executive who had grown tired of working out of hotel conference
rooms. By WeWork’s reckoning, IWG had less than 3.5% market share, with its 1,284 locations
producing revenues of $3.2 billion in 2018.12 (The vast majority of these locations were in the
United States, its largest and most mature market in 2018, which also trailed only EMEA as
its second-fastest-growing market).13 As WeWork flourished, other players began to enter the
marketplace and hold themselves out as WeWork alternatives, including traditional landlords and
developers like Boston Properties and Tishman Speyer. “I think a lot of landlords will step in to
manage the space if WeWork exits,” said Daniel Lisser, senior director at real-estate brokerage
Marcus & Millichap Capital Corporation, in a 2019 interview with an industry publication.
“They will try to be WeWork without the drama.”14

The growth of the gig economy provided a tailwind to the industry’s 46% compound annual
growth rate during the decade of WeWork’s ascendance. Freelancers, part-time employees, and
entrepreneurs flocked to coworking spaces and paid premium prices for low-commitment spaces
that offloaded the burden of office management and maintenance to the coworking space provider
(see Exhibit 1).

Leasing and Locations
WeWork initially acquired the office space it leased out to members by signing long-term

leases with terms as long as ten or fifteen years. As it grew, the company shifted from leases to co-
management arrangements, in which WeWork’s landlord would make a financial concession or
contribution to the buildout or operating costs in exchange for a share of membership revenues or
profits. (The company found the most success with this approach in softer markets, often overseas,
as the pricing in hypercompetitive markets such as San Francisco or Tokyo made such arrangements
more difficult to arrange.) As WeWork grew, it found it easier to get landlords to share some of the
buildout costs. In addition, the We Company set up a real estate investment fund called ARK to
begin purchasing properties outright, with long-term mortgages financing the acquisition.

The company chose new locations based on their proximity to facilities and businesses like
coffee shops, restaurants, and gyms. Once it had secured a location, WeWork designed that site to
maximize space usage, minimizing square footage per person while still providing ample common
spaces and meeting rooms. According to the company, its use of data from other offices allowed
it to predict meeting room usage better and thereby to design their new offices more effectively.15
Compared with the 250-square-foot space per person in commercial offices industry-wide,
WeWork’s buildings offered an average of 50 square feet per person.D
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WeWork’s buildouts of new spaces on average were completed in nine months, although some
buildings were ready in as little as four months. According to data analytics firm CB Insights,
WeWork’s efficiency in construction and design, together with its buying power, lowered the
company’s cost of adding a new desk to $9,504 in September 2017, from $14,144 the year before.16

Growth and Expansion
WeWork’s geographic growth also scaled the services it offered its members through acquisitions

and partnerships. For example, WeWork’s store offered members discounts on software and office
services. The company’s acquisition of the Flatiron School, a coding boot camp, allowed WeWork
to offer members coding courses and programs, and a partnership with online personal finance
company SoFi offered WeWork members in the United States a 0.125% rate discount on student
loans. All of these incentives were part of the company’s vision of building a WeWork ecosystem.

The company’s ambitious brand promise was matched only by Neumann’s ability to fundraise.
By 2014, the company’s roster of investors included J.P. Morgan Chase & Co, T. Rowe Price
Associates, Wellington Management, Goldman Sachs Group, the Harvard Corporation,
Benchmark Capital, and Mortimer Zuckerman, former CEO of Boston Properties—all of whom
were drawn to WeWork’s promise of creating a network that enabled entrepreneurs within as
well as across locations to interact, exchange ideas, and collaborate.17 WeWork had joined the
ranks of the unicorns with its November 2013 Series C, but the company’s future changed
forever when Neumann met Masayoshi Son, the founder and CEO of Japanese financial
services conglomerate SoftBank.

Masayoshi Son and the Vision Fund
Born the son of Korean immigrants on the Japanese island of Kyushu in 1957, Son studied

computer science and economics at the University of California Berkeley. Before turning 21, Son
had already experienced entrepreneurial success, selling a translator to Sharp for approximately
$1 million. A few years later, he founded SoftBank, originally a computer parts store that quickly
diversified into publishing, trade shows, and software. Son took the company public in 1994 at a
valuation of $3 billion and became a holding company in 1999, with a focus on venture capital
investing during the go-go late 1990s technology boom. In 2000, Son led an investment into a
Chinese startup named Alibaba; by the time Alibaba went public in 2014, SoftBank’s $20 million
investment was worth over $60 billion, a more than 300,000% return.18

That extraordinary success prompted Son’s most ambitious move to date: the May 2017
launch of the $100 billion Vision Fund. The sheer size of the fund seemed, to many venture
market observers, to turn the traditional venture capital model on its head, as it takes time to put
billions and billions of dollars of capital to work. Son chose a different approach: He selected what
he considered to be the most likely winners in large and growing markets, and he persuaded their
CEOs to move faster, think bigger, and deploy more SoftBank-funded dollars to reach escape
velocity in their vertical. He referred to this strategy as gun-senryaku, Japanese for a flock of birds
flying in formation.19D
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The Vision Fund’s impact on the venture market was profound and immediate; by October
2019, it had single-handedly deployed more than 10% of total global VC dollars that year (see
Exhibit 2). The Fund deployed more than $7 billion into high-flying ridesharing application Uber
in 2017, about as much as the total target of competitor Sequoia Capital.20 Because it takes roughly
the same amount of time and effort to perform due diligence on a $20 million investment as it
does on a $200 million or $2 billion investment, Son prioritized massive bets on companies that
by definition were already or would become unicorns upon closing an investment from the Vision
Fund. “It’s really altering the structure of venture pretty fundamentally,” Trinity Ventures general
partner Patricia Nakache said in 2018. “I feel like over the past three years, the venture environment
had bifurcated into this world of ‘haves’ and ‘have nots,’ where there are some companies that have
struggled to raise money and some companies that have been able to raise gobs of money.”21 Those
so-called “mega-rounds” often included secondary portions, wherein founders and employees could
sell shares they had acquired via exercising low-priced employee options. This allowed founders to
get liquidity for their ownership without the burden of going public, incentivizing them to remain
private and therefore to avoid the public markets’ more rigorous reporting requirements. It also
prompted an increase in M&A activity, as companies with overflowing war chests pursued growth
at any price, often choosing to grow through acquisitions rather than organically. WeWork was no
stranger to this strategy, acquiring more than 20 companies from 2017 to 2019 (see Exhibit 3).
Only slightly more than half of those related to WeWork’s core business proposition, a trend that
grew even more pronounced after SoftBank’s first investment into the company.

Son and Neumann first met at an event called Startup India in January 2016; Neumann
had agreed to speak at the event in exchange for an opportunity to speak with Prime Minister
Narendra Modi to discuss WeWork’s expansion into the country. Son and Neumann dined
together that night, but Son passed on a $750 million financing round two months later, which
was instead led by Chinese venture capital firm Hony Capital. By December, however, Son had
reached back out to Neumann to schedule a tour of WeWork’s headquarters in Manhattan. Son
arrived hours late and said he had just 12 minutes to hear the WeWork story. The two continued
the frantic conversation in the back seat of Son’s ride to the airport, during which Son sketched
out the terms for a $4.4 billion Series G investment that would value the company at over $21
billion. With the extraordinary sums of capital came extraordinary expectations; Son compared
meeting Neumann to the feeling he got meeting Jack Ma, the founder of Alibaba, with the
clear implication that Neumann would be expected to deliver similar returns.22 The pressure for
growth increased exponentially, with employees reporting that Son’s insistence on accelerating
growth made Neumann more impetuous. One executive recalled the WeWork founder
returning from a meeting with Son, upset because Son had told him that he wasn’t growing the
company quickly enough.23

“[Son] believed that nine women could make a baby in one month,” the senior WeWork
employee said later. “‘Amazon took 15 years? Let’s do it in five.’ But building great businesses takes
time. It’s a process. It’s an evolution. And of all the people in the world, to tell that to [Neumann]
was going to produce a supercharged outcome. [Neumann] was always talking about ‘growth,
growth, growth’—so giving him a billion dollars, and asking him to go even faster had massive
downstream effects on incentives and behavior, all the way down to the most junior employee.”24D
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“That’s When Things Got Shaky”
By the end of 2018, WeWork was the toast of Silicon Valley. At Son’s urging, Neumann had

repositioned WeWork as a technology platform, noting the vastly richer revenue multiples that
technology companies receive from public markets than do real estate companies. Neumann
promised, for example, to outfit WeWork floors with sensors that could monetize analysis of
tenant activity using artificial intelligence. WeWork then began expanding its offerings, acquiring
companies and opening new businesses that spanned a variety of industries and markets. It
established Rise by We, a luxury gym offering in a Manhattan-based WeWork space; WeGrow,
a private elementary school led by Rebekah Neumann; and WeLive, a co-living business that
attempted to replicate WeWork’s success in commercial real estate with a similar turnkey product
for communal residences.

Meanwhile, Neumann’s free-spending ways became infamous within the company. He
overcame mild pushback from the board to purchase a top-of-the-line Gulfstream G650ER private
jet for $63 million and insisted on first-class office space in the newly opened Salesforce Tower for
WeWork’s San Francisco office. Costs for the buildout exceeded $550 a square foot, which was
about three times the amount WeWork usually spent renovating an office.25 (By late 2019, it
had surpassed $800.)26 Employees reported that they would receive Neumann’s mantra from the
early days of WeWork—‘Activate the Space,’ which once meant throw a party so the coworking
space would look lively while Neumann pitched early investors—and suddenly the office would be
completely revamped. “The next day, one office is painted pink, and it has a $3,000 sofa in it, and
everyone just knew, ‘Oh, that’s going to be Rebekah’s office.’ And she would be there for like two
days,” the senior WeWork employee recalled.27

To maintain that pace of spending, Son and Neumann had agreed to structure a $20 billion
buyout of all of WeWork’s early investors, granting SoftBank majority control over the company
and allowing WeWork to grow while avoiding the regulatory scrutiny that an IPO would entail.
Much of it would hinge on the blessing of Mohammad bin Salman, the crown prince of Saudi
Arabia, who, with $45 billion, was the Vision Fund’s largest backer. The revelation, on October
3, 2018, that the Saudi Arabian dissident and Washington Post reporter Jamal Khashoggi had
been murdered in the Saudi consulate in Istanbul put the deal on hold; the crime was almost
immediately traced back to bin Salman, creating a public relations nightmare for the Vision Fund.
Soon afterward, SoftBank’s stock fell by more than 20%, or approximately $20 billion in value.
“We want to see those responsible [for Khashoggi’s murder] held accountable,” Son said during
SoftBank’s quarterly earnings call a month later. “But at the same time, we have also accepted
responsibility to the people of Saudi Arabia, an obligation we take quite seriously, to help them
manage their financial resources and diversify their economy.”28

SoftBank suffered another setback in December when its Japanese mobile phone division held
its initial public offering during a disruptive week in the public markets. It immediately cracked
its IPO price while falling 15% on the first day, setting a record as the worst first day of trading
in Japanese history.29 The one-two punch of the stock-price tumble and the busted IPO provided
just enough of a headwind to the proposed buyout to allow a longstanding issue to scuttle the
now tenuous deal: voting power. If WeWork’s IPO went through, Neumann would maintain D
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supermajority control over WeWork by making his Class B and Class C shares enjoy 20 votes to
every one vote for his investors. “That’s when things got shaky.30 There was some bad luck—the
Nikkei took a huge hit, and the Saudis refused to re-up,” the senior WeWork employee said. “They
were already $8 billion into the company, and [Neumann] wanted his 20-to-1 voting rights, so
between the voting issue, the Nikkei tanking, and the crazy valuation, it just fell apart. It was
supposed to be like $16 billion on $46 [billion]. But it turned out to be like $1 billion on $46, and
it all came from the balance sheet of SoftBank, because the Vision Fund had bailed.31

“I have no idea how they got to $47 billion,” the senior WeWork employee continued.
“They probably had some rhyme or reason, but there was a lot of hope and faith. Every time you
fundraise, you ask yourself how much runway that bought you. When we raised the $4.4 billion,
that bought us two years, but to get to the next milestone valuation point, it was going to take us
four years. But you’ve only got two years of runway! We were kicking the can down the road. So,
let’s load up the tank, raise more money, but by the way, now you’re burning even faster so if you
raise $3 billion that’s only eight months of runway you raised, and now to get to the next valuation
milestone, you’re seven years out. How are you going to close that gap?”32

Things Fall Apart
With WeWork’s revenue growth outpaced only by its losses—it had lost $1.9 billion in 2018

on revenue of just $1.8 billion (see Exhibit  4)—the company needed greater and greater cash
infusions to keep afloat. When Son called Neumann on Christmas Eve 2018 to let him know
the $20 billion buyout would not be going through, it only left one potential source of those
infusions: the public markets. Four days later, Neumann filed documents registering WeWork for
an IPO, finally filing its S-1, in August 2019.

Even by Wall Street standards, the market reaction was savage.

Critics lampooned the document’s pretentiousness and its idolatry of Neumann, who
was mentioned 169 times. In a scathing retort entitled WeWTF, published two days after the
prospectus’ release, Professor Scott Galloway of NYU’s Stern School of Business pointed out that
the average unicorn filing document referred to founders only 25 times.33 The S-1 featured a …

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