By Marisa Wong
Los Angeles, Jan. 4 – WeWork Inc. wholly owned subsidiary WeWork Cos. LLC and its wholly owned subsidiary, WW Co-Obligor Inc., entered into a senior secured notes indenture on Jan. 3 to issue $250 million of senior secured notes due 2025 to SoftBank Vision Fund II-2 LP, an affiliate of SoftBank Group Corp., according to an 8-K filing with the Securities and Exchange Commission.
The notes will mature on March 15, 2025 and bear interest at a rate of 7.5% per annum to but excluding Feb. 15, 2024, payable semiannually in cash in arrears, and 11% per annum from and after Feb. 15, 2024 to but excluding the maturity date, payable semiannually in the form of PIK interest.
The notes are guaranteed on a first-lien senior secured basis by each of the issuer’s wholly owned restricted subsidiaries that guarantee its obligations under the senior letter-of-credit facility and junior letter-of-credit facility under the credit agreement dated Dec. 27, 2019.
The issuer may redeem the notes, in whole or in part at any time at par.
In addition, during the period from Feb. 15, 2024 to but excluding the maturity date, if the aggregate principal amount of notes issued and outstanding, together with any PIK interest that would accrue from the applicable date of determination to but excluding the maturity date, exceeds $500 million, the issuer is required to repay, prepay, repurchase, redeem, legally defease or otherwise retire notes at par in a sufficient aggregate principal amount such that the aggregate principal amount remaining outstanding following such redemption, together with such PIK interest, does not exceed $500 million.
The notes are also putable at 101 upon a change of control.
U.S. Bank Trust Co., NA is trustee and collateral agent.
The notes were sold under the amended and restated master senior secured note purchase agreement dated Oct. 20, 2021.
As of Dec. 31, after giving effect to the issuance of the notes, the company expects its cash, commitments and access to liquidity to be about $1.35 billion, which is in line with management’s expectations.
WeWork is a New York-based provider of shared workspaces and related business services.
| Issuers: | WeWork Cos. LLC and WW Co-Obligor Inc.
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| Amount: | $250 million
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| Issue: | Senior secured notes
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| Maturity: | March 15, 2025
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| Coupon: | 7.5% to but excluding Feb. 15, 2024, payable semiannually in cash in arrears; 11% from and after Feb. 15, 2024 to but excluding the maturity date, payable semiannually in the form of PIK interest
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| Call features: | In whole or in part at any time at par; during the period from Feb. 15, 2024 to but excluding the maturity date, if the aggregate principal amount outstanding, together with any PIK interest, exceeds $500 million, at par in a sufficient aggregate principal amount such that the aggregate principal amount remaining outstanding does not exceed $500 million
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| Change-of-control put: | At 101
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| Trustee: | U.S. Bank Trust Co., NA
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| Pricing date: | Jan. 3
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