WeWork Inc. Class A

Good morning. My name is Rob and I will be your conference operator today. At this time, I would like to welcome everyone to the WeWork fourth quarter and full year 2021 results conference call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during this time, simply press star followed by the number one on your telephone keypad. If you would like to withdraw your question, again, press star one. Thank you. Chandler Salisbury, Vice President of Investor Relations. You may begin your conference.

Good morning and welcome to our fourth quarter 2021 earnings call. I'm Chandler Salisbury, VP of Investor Relations. With me today is Sandeep Masrani, our CEO, and Ben Dunham, our CFO. During today's presentation, we'll refer to the earnings release and supplemental presentation, which we filed with the SEC and can be accessed at investors.wework.com. Today's presentation includes four looking statements that are subject to risks and uncertainties that may cause actual results to differ materially. We will also discuss certain non-GAAP financial measures, which we believe are meaningful in evaluating the company's performance. Additional disclosures regarding these non-GAAP measures, including a GAAP to non-GAAP reconciliation, are included in our quarterly reports and supplemental presentations. With that, let me turn it over to Cindy.

Thanks, Chandler. Before we start, I want to reiterate that we work and suspended all extension plans in Russia, and together with our colleagues, members, and landlords are executing on divesting operations in the region. Our deepest sympathies go out to the Ukrainian people whom we stand with in solidarity. We have been moved by the outpouring of support shown from both our members and employees since we announced our partnership with the UN Refugee Agency last week. The partnerships support refugees across our locations in Eastern Europe, as well as providing access for free space in Warsaw, Stockholm, Prague, Hamburg, Frankfurt, and Brussels to displace Ukrainian businesses and non-profit organizations, helping with relief efforts. With that, I will now turn to our financial results for the quarter and fiscal year 2021. For the past year, I've opened up earning scores by remarking on some of the different ways in which the pandemic has made WeWork's core product more valuable than ever before. Choice and flexibility are no longer a night to have, but a month to have. WeWork has established itself as one of the organization's best positioned to support how employees today want to work in this hybrid and flexible environment. Before COVID, we saw many companies adopt an energy-rich on-campus experience as a foundation for their growing culture and recruitment strategy. Throughout the pandemic, we've heard from these organizations that their priority is finding a way to maintain and foster the same sense of culture and connection in a hybrid world. As companies recognize the need for purposeful engagement and intentional collaboration and design a strategy tailored to the unique needs of their people and businesses, they've seen a greater shift to FLEX. CBRE and JLL have projected FLEX becoming between 13% and 30% of total office in a post-pandemic world in the U.S. alone, which represents a revenue opportunity of between $45 billion and $105 billion from $7 billion in 2019. We've seen these projections play out in real time, Just last month, PBR's annual report on the state of the flex market reported that over half of those surveyed expect to have more than 10% of their realistic portfolio in flexible spaces over the next two years. With this in mind, we feel confident that we will continue to lead category based on several key factors. Our co-working spaces that cater to SMD, which is small-medium businesses, provide both a design environment that fosters engagement and collaboration, technology to power their devices, and a hospitality-first community team to alleviate the pain points. Our footprint includes established locations in high-demand gateway cities. This puts WeWork in a prime position to provide turnkey solutions in markets that have become magnets for knowledge workers but that also presents barriers to entry with limited inventory, high cost, and prolonged build-out periods. Our flexible spaces focus on high-quality, enterprise-ready spaces at scale. With an average of 70,000 square feet per location, using 400 locations with over 50,000 square feet and 130 with over 100,000 square feet, We believe we are the only player who is able to serve enterprise clients at scale. While remaining focused on our core workspace businesses, we have leveraged the technology that we built to further monetize our existing footprint. Through our WeWork access, we have created a product that provides access to the entire WeWork network for our members by serving as an additional monetization opportunity for our existing footprint. I'll now turn to our Q4 and fiscal year numbers. The key metrics that we use to measure our business are occupancy, average revenue for membership a month or ARPM, all access memberships, building margin, adjusted EBITDA, and free cash flow. Occupancy is a function of gross debt sales, new debt sales, churn, and capacity. Our code is our price per seated membership. All access memberships is a driver of all access revenue. Building margin is how we measure the fall or even down of our open locations. Adjusted EBITDA, how we measure the profitability of our business. And finally, free cash flow, net of capital expenditures is our measure of cash generated by existing business operations. Stage of the service is our core business, comprised of full working space for SME members and flexible solutions for enterprise companies. Regardless of the size or stage of the company, We offer everything from a single dedicated desk to an office suite, full floor build-out, full building, app, or collaboration hubs. Our fourth quarter results continue the positive momentum that we saw in the third quarter. System-wide gross debt sales, which includes new debt sales as well as renewables, were 217,000 in the fourth quarter, or 13 million square feet. System-wide new sales were 113,000 in the fourth quarter. On a consolidated basis, gross debt sales were 164,000 in the fourth quarter, which equates to approximately 9.9 million square feet sold. And new debt sales were 87,000. For the full year 2021, consolidated gross debt sales were 593,000, or equivalent to 35.6 million square feet, which represents an increase of 40% compared to the full year 2020. As we have said in the past few quarters, Flex Office, and WeWork in particular, has taken an outsized share of the market demand. In 2021, we represented approximately 0.5% of all commercial states in the United States, yet made up the equivalent of 9% of the square feet leased in the year. At the market level, WeWork's 2021 gross sales in Manhattan were equivalent to 16% of the traditional office market leasing on a square foot basis, while WeWork's portfolio of 5 million square feet accounts for approximately 1% of the total office stock. Rework Leasing Activity represented 17% of Boston's take-off, 13% of San Francisco, 14% of Miami, despite representing 2% or less of the total office stock in each of those markets. The same has true internationally. Rework represented approximately half a percent of commercial office space in our European market, yet solely improved itself 8% of the total square feet in 2021. Weaver's gross sales included 39% of London's traditional office leasing market, that is the leading shift of flex, 34% to Dublin, 8% of Paris, and 6% of Berlin. Our commitment length for S&D clients has been 14 months in the fourth quarter, and the average commitment term for enterprise was 27 months. Across S&D and enterprise clients, our average commitment length was 20 months. Shared was 3.4% in the fourth quarter, below our pre-pandemic churn level of around 4.5%. On a system-wide basis, we ended the fourth quarter with 912,000 workstations across 756 locations and 590,000 physical members. On a consolidated basis, we accounted for 746,000 workstations across 624 locations and 469,000 physical members as of December, a quarter-over-quarter increase of 9% and a year-over-year increase of 21%. Physical occupancy was 63% at the end of the quarter, a 7 percentage point increase of Q3. If we include the 21,000 net memberships that were already contracted to move in, a physical occupancy including signed but not occupied members would increase to 66% as of the year end 2021. The other side of the revenue equation is pricing. The capital and physical memberships are earned by taking memberships and service revenues on the income statement and removing revenue attributable to all access and on-demand memberships and management fees from unconsolidated joint ventures. This is then divided by the sum of the ending memberships in each of the three months of the quarter. In the fourth quarter, revenue from physical memberships was $665 million, and average physical memberships were $458,000, translating to a membership outcome of $484,000. Once again, the average physical memberships over the three-year period was $458,000, with the year-end was $469,000. As of June 4, 2021, our ARQAM in the U.S. and Canada was 538, and ARQAM across international operations was 536. In the U.S. and Canada, ARQAM increased 5% in the year, and across international, ARQAM increased 2% in the year. These two regions combined represent 94% of our revenues on an ownership-weighted basis. Our ARPAN in Japan and LATAM were $737 and $199 expected. The increase in physical membership and all-access revenue and stabilization of ARPAN resulted in a total revenue of $718 million in the fourth quarter, up 9% from $666 million in the third quarter. Looking forward to 2022, it's important to call out the expected embedded growth in our hardware. As discounted membership agreements we signed during the pandemic come up for renewal, we have been able to mark those to renewing rates to market, creating a revenue tailwind in our existing membership base. Of the membership agreements that were signed in 2021, approximately 140,000 memberships are up for renewal in the U.S. and international regions in 2022, which corresponds approximately to $40 million of indebted and vetted additional annual revenue at a price point 5% higher than our Q4 Physical Membership Archive, or 484. On a base of 469,000 members, a $10 increase in our fund translates to an increase in annual revenue of about $56 million, all else being equal. Similarly, each additional percentage point of occupancy equates to a $44 million increase in annual revenue. given our pre-pandemic q4 2019 our almost 542 dollars and our mature buildings operated at 88 physical occupancy levels in 2019 we believe there's ample room to materially increase pricing and occupancy from current levels as we said before we have spent the last two years rationalizing our cost structure and have now cut our expenses by over 2.6 billion on an annualized basis since Q4 2019. We reduced annualized rent and tenancy expenses by about $500 million by exiting over 210 buildings and renegotiating an additional 430 leases. We have also saved $600 million in annual location operating expenses by refueling building operations, energy management systems, and the like, and have reduced SG&A by over $1.5 million from fall of 2019. We wanted to provide an update on building margin, which we see as a major stepping stone for profitability and acclimation of the meaningful progress we've made. Building margin is how we measure the fall or even down of our open locations. We calculate building margin by taking consolidated membership and service strategy including the management fees, and then subtracting lease costs, which are rent and tenancy costs, or rent and taxes in the U.S., and direct location operating expenses, which are consumables, cleaning, and it includes our onsite staffing. Building margin was negative $9 million in the fourth quarter, a $94 million improvement quarter over quarter, and a $174 million improvement year over year. We continue to see sequential improvements in our building margin, and we were building margin positive in the month of December for the first time since the start of the pandemic. Because of the inherent operating leverage in the business, we expect building prospects to improve with increases in physical occupancy and pricing as we tightly manage our largely fixed direct location operating expenses. To illustrate this point, at the end of the fourth quarter, 33 markets were greater than 70% occupied, up from 21 in the third quarter and six in the first quarter of 2021. The average occupancy of these 33 markets is 82%, and their average building margin is 28%. Some of the markets in this year include Seoul, Silicon Valley, Miami, Vancouver, and Singapore. Of the 33 markets, we had seven markets that had greater than 90% occupancy, including cities such as Miami, Milan, Nashville, and Munich. These seven markets had an average occupancy of 94% and a building margin of 41%. What gives us confidence in our thoughts towards breakeven is the group of markets that are in the 60% to 70% occupancy range that are poised to go over 70% in the first half of this year. There are 16 markets in this year, including some of our largest markets, such as New York, London, Paris, and San Francisco. Looking at the total set of markets at 60% occupancy or greater, these markets represent 63% of our total debt capacity, up from 43% in the third quarter, and 72% of our membership and service revenue in the fourth quarter. Our WeWork all-access offering, which includes both monthly subscription all-access and pay-as-you-go on-demand products, continues the demand as companies turn to WeWork access to create a global office solution. We launched the access product during the pandemic as another way to enhance our existing product to better meet the needs of our customers. The product is similar to a gym membership model, where we are able to sell a larger number of houses than the desk capacity in our spaces. In this way, the product serves as another way to monetize our physical footprint at a high margin, but also providing a complementary and synergistic product to existing dedicated space users. Access memberships also drive additional ancillary service revenues such as conference room bookings. All access memberships have grown to 45,000 members as of December 2021, an increase of 41% quarter over quarter. As of the fourth quarter, all access ARCA is approximately 230 per month, and we've achieved a run rate revenue of approximately $120 million. All access represents an additional six percentage points of occupancy. Including clinical members, memberships signed with not-occupied members, and access memberships, brings a total occupancy of 72% at year-end 2021. Finally, we remain excited about the opportunity we have with our WeWork Workplace Management Software, which leverages the proprietary software we built to power WeWork's global portfolio. We continue to hear from members talking that they lack a universal platform that serves their hybrid work environments. WeWork Workplace answers this need. WeWork Workplace makes hybrid work possible by enabling employees to book desks, meeting rooms, and other collaborating hubs across a single platform that is owner and operator agnostic. By empowering employees with choice, control, and an optimized work experience, WorkBiz can drive employee productivity, collaboration, engagement, and ultimately retention. WorkBiz also supports employers in managing their space and optimizing their portfolios through data and analytical insights so they can make tactical choices regarding the location, type, and size of office they need. thereby closing the feedback loop. In the second half of 2021, we announced partnerships with landlords and operators like IBM and Cambridge to pilot their own flexible space solutions. At the end of the year, we signed our first WeWork workplace enterprise plan with Organon, a global healthcare company, to action their boundaryless workplace strategy across locations in 34 cities that are a mixture of WeWork locations, own locations, and non-WeWork locations. Finally, I want to spend a minute talking about the transactions we recently announced with CommonDev and Outlook. Both of which fall within our strategy of selectively consolidating within the flex space where we see increases in asset-like opportunities with good operators with whom we have both a common and cultural bet. In early 2020, we completed our strategic acquisition of Common Desk, a Dallas-based co-working operator. Founding in 2012, Common Desk operates 23 locations in Texas and North Carolina, 19 of which are asset-like management agreements with landlords. The total deal consideration was $26 million, comprised of 50% cash and 50% stock at a $10 per share price. The transaction they created from day one. We welcome Nikla to the WeWork family and his colleagues. UpFlex, in February, we completed a $5 million strategic investment and partnership with UpFlex. a platform that aggregates over 4,800 co-working locations around the world. Through our partnership, we will have the exclusive ability to resell Uplex inventory of third-party spaces and offer our access customers an expanded number of working options by offering booking access to Uplex. Looking to the future, we see this partnership as a benefit that provides more optionality in location choices and as a technology integration that will allow us to develop and sell new, premium-priced products at leverage of Flex's expanded scale and process network. We will continue to look opportunistically at acquisitions and transactions like this to scale the business in a cost-effective and app-like manner. Now I'd like to turn it over to Ben to walk you through our fourth quarter financial results. Thanks, Andy. Fourth quarter revenue of $718 million increased $57 million, or 9% quarter-over-quarter, driven by a 9% increase in fiscal membership and a 44% increase in access revenue. Adjusted location operating expenses, which includes both lease costs and other location operating expenses, was $729 million in the fourth quarter, representing a decrease of $23 million versus the prior quarter, driven by lower lease costs. It was also a decrease of $84 million, or 11%, compared to Q4 2020. Lease costs, effectively our rent and tenancy costs for open locations, was $587 million in the fourth quarter, and other location operating expenses were $146 million. As a reminder, location operating expenses include the impact of non-cash, straight-line lease cost and tenant improvements allowances in accordance with U.S. GAAP. Adjusted building margin was negative $9 million in the fourth quarter, a $94 million improvement quarter over quarter, and a $174 million improvement year over year. As Sandeep mentioned, we are pleased to report that building margin crossed the deposit territory in December for the first time since the pandemic. You can find further information regarding building margin in our supplemental presentation on the investor relations section of our website. Excluding stock-based compensation and certain non-recurring expenses, SG&A was $230 million in the fourth quarter, slightly higher relative to the third quarter due to one-time SPAC-related compensation. Adjusted EBITDA showed further improvement in the fourth quarter driven by our sequential increase in revenue and continued focus on managing our cost structure. Adjusted EBITDA loss was $283 million, which is a $73 million improvement relative to the prior quarter and a $189 million improvement relative to Q4 2020. Net loss was $803 million in the quarter, which was an improvement relative to the prior quarter and the fourth quarter of 2020. The key components of bridging from adjusted EBITDA to net loss in the fourth quarter include $195 million of net restructuring and impairment expense related to the write-off of lease, white abuse assets associated with our portfolio rationalization activities. $174 million in depreciation and amortization, $103 million in interest and other expenses, and $48 million in stock-based compensation associated with the closing of the business combination with Bolex in the fourth quarter. We recorded free cash flow of negative $467 million. Operating cash flow was negative $373 million, and gross CapEx expenditures were $94 million for the fourth quarter of 2021. Net CapEx was a $3 million inflow in the fourth quarter when you account for the $98 million of tenant allowances that we received in the fourth quarter. I'll now discuss our balance sheet and liquidity. We ended the year with approximately $2 billion in cash and unfunded cash commitments. This includes approximately $924 million of available cash on hand, $550 million available in our senior secured note facility, and an additional $500 million of letter of credit facility capacity. I'll now turn it back over to Sandy for some comments before we open the line for Q&A. Thanks, Ben. Looking forward, we expect close quarter revenue to be between $740 and $760 million at a midpoint of $750 million. As approximately 20% of the debt sold move in within one month of the contracting time and 60% move in between 30 to 60 days after the sale, we also have a high level of visibility into our second quarter revenue. We expect second quarter revenue to be between $775 million and $825 million at a midpoint of $800 million. Over 90% of our second quarter revenue is committed today, which gives us a high level of confidence to achieve these numbers. For the full year, we expect to achieve $3.8 to $4 billion of system-wide revenue and $3.35 to $3.5 billion of consolidated revenue for the full year. Taking the midpoint of that consolidated range, it gets you to between $900 to $1 billion of revenue in Q3 and Q4 each, which is a range we've become adjusted EBITDA-positive and a revenue level that we have enjoyed in Q4 2019 and Q1 2020. We also have high level of visibility into the back half of the year as our commitment length for both SMB and enterprise is an average of 20 months. So today, we have nearly 60% of the revenue committed for Q3 and Q4. Over the course of the year, We anticipate spending approximately $100 million of net growth capex to bring an additional 50,000 to 35,000 deaths online in 2022. We expect end of the year with 760,000 to 780,000 deaths. In addition, we expect to spend about $100 million in maintenance capex this year. Our 2022 beginning cash balance and available liquidity of $1.974 billion adjusted for the midpoint of our adjusted EBITDA guidance of $450 million negative, $240 million of interest, and $200 million of net capex will give us total liquidity of approximately $1.1 billion at the end of 2022. I am confident that our current revenue visibility, cost structure, and right team in place, we are well positioned to meet our targets. Shifting topics. I'm excited to expand on some of WeWork's ESG efforts. Our environmental efforts focus on key areas including energy efficiency, achieving carbon neutrality, minimizing waste, reducing water consumption, and improving The supply chain. Our aim is to use 100% renewable energy. We are reducing the energy we use to light, heat, cool, and power our spaces and source green electricity. We are reducing our carbon footprint by minimizing waste, increasing our recycling and composting rates, and reducing consumption of water. Overall, these efforts continue to point us in the right direction as a sustainable business. I'd be remiss if I did not end by thanking Marcelo Florey, who recently stepped down from his role at SoftBank and subsequently from his position as chairman of WeWorks4. I personally am grateful for his relentless support, partnership, and leadership over the last two years. WeWork wouldn't be where it is today if it was not for his efforts. I wish him the best of luck in his next chapter. With that, operators, please open up the line to questions.

At this time, I would like to remind everyone, in order to ask a question, press star, then the number one on your telephone keypad. We'll pause for just a moment to compile the Q&A roster. And your first question comes from the line of Karu Martinson from Jefferies. Your line is open.

Good morning. When you look at the year, how much do you feel that the Omicron variant for COVID pushed back your outlook for 2022?

I think if you include both Delta and Omicron, it pushed it back a quarter or two.

Okay. And then when you look at the $100 million of growth CapEx plan, is that going to flow through those seven markets, like Miami where you're running north of 90%, or is that broadly spread out across the platform?

You know, it's actually spread out in the markets that we are 70% or better occupied. So it is in those markets where we have high occupancy and demand. You know, you do appreciate that when we closed a whole lot of locations in this process, there were many locations that were, that were not built. And so we gave those back. We only kept the ones where we had a high degree of either occupancy or we had pre-committed commitments of enterprise clients. So these assets will come online fairly well leased.

Okay. And then when we look at the roughly billion-dollar EBITDA improvement here for 2022, what are we assuming in the guidance for average revenue per member?

So it's $484.3% of close to $500. Okay. Okay.

And then I'm just switching gears here to the liquidity. What's the cash needed for you guys to kind of run your business? What do you need to keep on the balance sheet, and how should we think about tapping those secured notes or the lines of credit as we go forward through the year?

The working capital needs really can be about $250 million.

Okay. And then just in terms of tapping the lines of credit for you guys?

I think it's a timing issue. Again, you know, so we do have one point, almost $2 billion of liquidity. And when you account for the $450 million of negative EBITDA for the year interest and capex, you get to $1.1 billion. It's really a timing issue. We may or may not have it.

Okay. Thank you very much, guys. Appreciate it. Thank you.

Again, if you'd like to ask a question, it's star 1 on your telephone keypad. Your next question comes from the line of Sam McGovern from Credit Suisse. Your line is open.

Hey, guys. Good morning. Just following up on Karu's question around the Omicron impact, obviously that's impacting 2022 guidance. How should we think about 2024 guidance? Is that still relevant?

Under 2024, is that correct?

Yeah, that's right.

Okay. Yeah, I mean, again, a little smile on my face. I would expect, you know, that the guidance reverts back by 2023 to a normalized rate because we do get to the end of the year with a billion-dollar run rate. We're not providing guidance for 2023, but we should start to get back to the normal run rates.

Okay, got it. And then can you remind us, you know, at what level of EBITDA you expect to get to a free cash flow breakeven level?

You know, it's really, if we do not expand, because we don't intend to do anything but asset-like deals going forward, we do have In our pipeline, you know, about another 50,000 desks that were leased to sign that we want to keep. They were leased to sign in 2018 and 2019. So we will need a little bit of capex for that in 2023. So we do think to get the free cash flow, you need to pay about $4.5 million of revenue.

Okay, got it. That's helpful. And then you posted last week that you're not currently looking at an equity offering at this time. How do you think about your preference for additional debt versus equity to bolster your liquidity as you get to that future profitability? And how much additional debt capacity do you guys believe you have under the current docs?

So, effectively, you're right. We have no intent to issue equity. We were never in the market to have a broader equity issuance. And so I want to reaffirm that. There was a strategic who approached us to make a $100 million investment at a substantial premium to the closing price of Thursdays. So we were never in the market. Unfortunately, during the trading day, we were prevented from responding to market rumors. So I want to clearly clear the air. Again, we would only issue equity at a premium to where the type investors came in. We would only issue it if there was a use for equity. We don't intend to increase the indebtedness of the company. Between the LC facility and the senior secure, it's about $1.5 billion. If anything, we may replace the LC capacity with CD secure, but it would be more of a mix than anything else. And per our documents, we have the ability to put up $1 billion of CD secure, which we haven't tapped yet.

Got it. Okay, great. Thanks so much. I'll pass along.

And there are no further questions at this time. I turn the call back over to Mr. Sandeep for some closing remarks.

In closing, I want to express how pleased I am with our performance and all we have accomplished in 2021. Looking at the market at the macro level, in a world with much uncertainty, our product becomes even more valuable. Our rents are fixed, which is beneficial to be worth in an inflationary market. where real estate rates typically rise, and our current rates are at or below market. Our spaces are pre-built, which prevents clients from experiencing supply chain issues or inflated construction and build-out expenses. And our product includes on-site staffing and consumables. We are a turnkey solution for immediate occupancy. Our progress to date would not have been possible without the tremendous work of our employees and the support of our global community. Thank you to everyone for joining today. Be safe and be human and be kind to one another. Thank you.

This concludes today's conference call. Thank you for your participation. You may now disconnect.